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EVEREST Annual Report 2020

May 20, 2021

51820_rns_2021-05-20_9d11c5f0-8998-45bc-9ab2-d40171f3b9f7.pdf

Annual Report

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Spokesperson

Name: Wen Kuei Hsiang Title: Vice President Tel.: 886-6-578-2561 E-mail: [email protected]

Headquarter address and telephone

Everest Textile Co., Ltd Address: No.256 Minghe Vil., Shanshang Dist., Tainan City 74342, Taiwan (R.O.C.) Tel.: 886-6-5782561

Stock Agent

Name: Oriental Securities Co., Ltd. Address: 13、14F, NO 16, Xinzhan Rd., Banqiao Dist., New Taipei City Taiwan Tel.: 886-02-7753-1699 Website: http://www.osc.com.tw

Recent Annual Financial Statement Auditor

Name: Deloitte & Touche CPA: Lou Liao , Li-yuan Guo. Address: 13F, 189 Yongfu Road, Sec. 1, Tainan, 70051, Taiwan Tel.: 886-6-213-9988 Website: www.deloitte.com.tw

Our Website

http://www.everest.com.tw

Contents

Chapter 1. Letter
to Shareholders
1
I. Foreword
1
II. Operating Results1
III. Summary of future operation plans; future corporate development strategy; the effect
of external competitive environment, regulatory. environment, and macro economic
environment; sales quantity forecast, and important production and sales policy
1
IV. Conclusion3
Chapter 2. Company
Profile

4
I. Date of Incorporation
4
II. Company History
4
Chapter 3. Corporate Governance Report
9
I. Organization9
II. Directors, President, Vice Presidents, Supervisors, and Management Team
10
III. Implementation of Corporate Governance
22
IV. Information on CPA professional Fees44
V. Information on Replacement of CPAs45
VI. Company Chairperson, President, or any Managerial Officer in
Charge of Finance or
Accounting Matters in the Most Recent Fiscal year Holding a Position at the
Company's CPA Accounting Firm or at an Affiliated Enterprise of Such Accounting
Firm45
VII. Any Transfer of Equity Interests and/or Pledge of or Change in Equity Interests by a
Director, Manager, or Shareholder with a Stake of more than 10 Percent
46
VIII. Relationship among the Top Ten Shareholders47
IX. Total Number of Shares and Total Equity Stake Held in any Single Enterprise by the
Company, Its Directors
and Managers, and any Companies Controlled Either Directly
or Indirectly by the Company48
Chapter 4. Capital Overview
49
I. Capital and Shares49
II. Bonds (including colonial bond)51
III. Preferred Shares51
IV. Global Depository Shares51
V. Employee
Stock Options51
VI. New Restricted Employee Shares
51
VII. Issuance of New Shares in Connection with Mergers or Acquisitions or with
Acquisitions of Share of Other Companies51
VIII. Implementation of the Company's Capital Allocation Plans51
Chapter 5. Operational
Highlights
52
I. Business Activities52
II. Market and Sales Overview
54
III. Human Resources60
IV. Environmental Protection Expenditure
60
V. Labor Relations60
VI. Important Contracts62
Chapter 6. Financial Information

63
I. Condensed Balance Sheets and Statements of Comprehensive income for the Past
Five Fiscal Years
63
II. Financial Analyses for the Past Five Fiscal Years67
III. Audit Committee Report for the Most Recent Fiscal Year's Financial Statement71
IV. Any Financial Difficulties
Experienced by the Company or Its Affiliates71
V. Audited Consolidated Financial Statements for the Most Recent Fiscal Year71
VI. Audited Parent Company Only Financial Statements for the Most Recent Fiscal Year
71
Chapter 7. Review of Financial Conditions, Operating Results, and Risk Management

72
I. Analysis of Financial Status72
II. Analysis of Operation Results73
III. Analysis of Cash Flow
74
IV. Effect Upon Finance and Operation by Any Major Capital Expenditures During the
Most Recent Fiscal Year75
V. Investment Policy in Last Year, Main Causes for Profits or Losses, Improvement Plans
and the investment Plans for the Coming Year
75
VI. Analysis of Risk Management
75
VII. Other Important Matters77
Chapter 8. Special Disclosure

78
I. Summary of Affiliated Companies78
II. Private Placement Securities in the Most Recent Years84
III. Holding or Disposal of Shares in the Company by the Company's Subsidiaries84
IV. Other Supplementary Information
85
V. Situations Which Might Materially Affect Shareholders' Equity or the Price of the
Company's Securities85

I. Foreword

The pandemic caused by (COVID-19) in 2020 has overwhelmed the globe. Countries around the world adopted lockdown or border control measures. These restrictions greatly reduced the original economic activities and forced many companies to close or cease operations, which in the end led to the surge of unemployment, setbacks in economic growth, and impact on global trade. Governments around the world launched various emergency relief packages in the attempt to alleviate the serious damage that the pandemic has done to the economy. Still there are numerous critical variables that affect the global economy, including the speed at which the pandemic would slow down, the multidimension competition between U.S. and China and other geopolitical risks, U.S. economic and trade policy and intergovernmental relations, as well as monetary policy of global central banks. All of the above will keep affecting the speed of global economy recovery. Looking forward to 2021, several countries are still striving to cope with new infection wave and lockdown against the pandemic. But overall, the development of COVID vaccines has made a significant progress, and the global economy has certainly stepping forward to a gradual recovery from the serious recession caused from pandemic.

Everest is a vertically integrated professional textile factory in Taiwan from yarn processing, weaving, dyeing and finishing, post processing, to apparel. It is the best partner for well-known international sports and outdoor leisure brand customers with innovative-oriented high value-added functional fabrics and eco-innovative fabrics. In order to cope with the global supply chain restructuring and change of production types, the Company has worked toward diversification of business structure and forward-looking global deployment. Fabric and apparel factories have been established in Asia, America, and Africa, respectively. Among them, Ethiopia and Haiti have zero tariff advantage which enables the Company to swiftly and flexibly adjust the production areas and capacity supply. During the pandemic, the Company had turned crisis into a turning point, rapidly entered anti-epidemic products and thus alleviated the impact of the decline in sports wear sales. In addition, the Company has set up a cutting-edge technology research institute and is strong in development of new products. In recent years, in order to enhance its competitiveness and promote high-tech intelligent manufacturing, the Company has successfully transformed its intelligent factories and realized industry 4.0. With four core competences of innovation, intelligence, sustainability, and lean, the Company will turn around in full speed and forge ahead on sales.

II. Operating Results

The consolidated revenue in 2020 was NT\$7,343,877 thousand, which reduced 17% comparing to 2019. Due to COVID-19, the textile industry had suffered serious impact. The Company's newly invested three overseas plants were in the beginning stage of operation and distribution channels were still vulnerable. The operation was not as good as expected due to the pandemic. The oil price drop enlarged inventory obsolescence loss. The Company's sales mainly came from overseas, so the Company had suffered exchange rate loss due to appreciation of NTD against USD. Net loss after tax was NT\$372,095 thousand in first half of 2020. Operation had bottomed out in second half of 2020 and net loss had reduced to NT\$44,074 thousand. Adding inventory loss of NT\$520,818 thousand, net loss after tax for the whole year had become NT\$936,987 thousand. EPS after tax was NT\$-1.94. Overall operating results failed to achieve the target. More loss appeared in first half of the year. Loss had significantly reduced in second half of the year. The Company finally broke away from slump.

III. 2021 Business Plan, Future Company Development Strategies, Impacts from External Competition, Legal Environment, and Overall Business Environment, and Important Production and Sales Policy.

The global economy is expected to show a gradual recovery in the future. The Company is expected to move forward with resilience and flexibility. Facing the demand from major international brand customers for materials innovation, production sustainability, speed of product launch and digital experience, it is expected that the industry will be driven to invest in intelligent materials/textiles, recyclable materials/green process technologies, and enhance industrial value by innovated materials brands and application product certification. In the post-pandemic era, new business opportunities such as "medical protection" and "environmental sustainability" can be integrated to develop daily worn protective functional clothing. Adhering to the spirit of "diversity, integration, innovation and sustainable development", integrating fashion trend and co-developing with brand customers, the Company continues to provide innovative products and integrated services such as multi-functional, sustainable environmentally friendly fabrics and garments. In response to the needs for infection protection in 2020, we will utilize our existing core technologies to enter the protective equipment market by leveraging different materials as well as long fiber, short fiber, elastic knitted fabric and special finishing fit technology. In 2021, the Company will expand its anti-epidemic production line from fabric to clothing to provide fashionable design services in order to boost new growth momentum.

Growth Momentum I: Environmentally-friendly with deepened function products in response to market trends.

The pandemic has made a big change to the market trend. There is huge demand in anti-epidemic products. Brands are adjusting their directions and considering sustainable product development. In addition to the fact that work from home has become the new norm in certain industries, the cozy feel of home leisure products also changed product direction. The Company has quickly adjusted product development direction in order to prepare for the growth momentum in 2021.

Ever Q-Pro Stretch + Daily wear

Upgrade the traditional micro-fiber to ultra-micro fiber, combining the multiple function stretch yarn to make the existing sports function fabric in the market more comfortable and touch-friendly. It is also combined with moisture absorption anti-bacteria or environmentally friendly non-fluorine waterdial function. It optimizes human life and considers the sustainability of the earth's natural environment, re-imagines the incorporation of anti-epidemic technologies into materials, and combining anti-epidemic concepts related to the design of garment. It is expected that daily wear can also be a "new normal".

Ever New Nylon + Cotton

Using chemical fiber and nylon as the backbone on the basis of technology for natural organic cotton, long and short fibers are weaved together. The Company processes it with super thin brush and dye processing and makes the texture more explicit. The fabric has a stiff plastic look but is even more comfortable than natural fabrics. Stiffness and softness smoothly co-exist. It blurs the line between sports wear and casual wear and meets the demand in the consumer market. Hopefully it can catch the eyeball of various big brands and become one of the fastest growing product items of the Company in 2021.

Ever Sustainability

The sustainable recycle collection continues to focus on environment protection. In addition to the original recycled materials, biodegradable series and food waste recycling series are further developed. Multiple processing increases the added value and raises the threshold of new products. For example, the recycling/sale of waste spandex back to the yarn plant has turned the original waste into gold and has won tri-party cooperation from brand customers, reaching the mutual vision of energy saving and waste reduction.

Growth Momentum II: The new norm era. High value textile. Multiple infusion and innovation.

Functional fabrics in the textile industry are booming and the industry is moving towards high value-

added products. With the impact of pandemic, demand for materials and products with anti-bacterial, deodorisation, safety and protective functions is increasing, both in the industry and among consumers. By using the technology platform, the Company introduced intelligent and anti-epidemic materials, integrated the existing core technologies of fabric design and post-processing, and stepped into new knowledge-biomedical field and quickly entered the market. In line with the issue of sustainable environmental protection, we will continue to develop a series of products with recyclable materials and green process technologies. In addition, we will increase the development of industrial textile products, expand into automobile and military textile products, and develop related smart wearable products, which will be the core and key to our future development.

Growth Momentum III: Six plants work together for a break-through and create a new future for the post pandemic era with innovation.

The Company integrated the resources of six plants with the horizontal regional connection with its global presence. Based on the vertical integration of yarn, cloth, dyeing and printing to garments, the Company will fully utilize the 125 core technologies to rapidly respond to market demands, develop a series of infection protection products, and utilize the localized and regional supply chain. Each plant manufactures as a short chain and cooperates as long term so as to frame a complete value chain and create value for customers.

In the post pandemic era of 2021, every country has taken epidemic prevention materials as strategic supplies and reflected on the importance of environmental sustainability to humans; the Company's six plants are well positioned to take advantage of the short chain revolution, integrate changes in global market demand, develop differentiated protection (anti-epidemic) products, and develop highperformance, eco-environmental friendly multi-functional integrated products using core technologies, such as the development of functional washable high protection masks, the reusable protective clothing, quarantine clothing, protective fabric working apparel, and move towards high value-added functional work wear to capture new post pandemic opportunities and increase revenue and profit.

IV. Conclusion

In 2020, the global economy was affected by the outbreak of pandemic, which adversely impacted Everest that was preparing for its overseas deployment. Fortunately, the Company developed a series of anti-epidemic products in the shortest time, and won the first place in the US Wall Street Journal Mask review with the high-tech cloth mask. With the help of overseas mask, protective clothing, and anti-epidemic cloth orders, the Company's revenue has rebounded in second half of 2020.

Looking forward, apart from continuing to deepen the engagement of valuable brand customers, Everest has entered into a new customer supply chain through the introduction of anti-epidemic products, environmental protection products and industrial cloth, and actively developed e-commerce operation model to expand new customer base. In terms of production, the Company will promote digital transformation strategies such as smart factories, enhance the self-competitiveness, build a diversified industrial chain, integrate different industries, create shared values with stakeholders, pursue research and development innovation, develop textile products that are harmless to human and ecology, reduce the impact of production process on the environment through green procurement and reduce energy consumption, and achieve the prosperity of green ecological sustainability and winwin situation for six parties. The Company believes that the new overseas market layout and new product launches will drive the growth momentum of the Company this year, achieve the goal of revenue growth, turn loss into profit, and set a new page in 2021.

Chairman: Johnny Hih Manager: Ching Lai Yeh Chief Accountant: Mei Hsiu Huang

I. Date of Incorporation

The company was established on February 8, 1988, with a registered capital of NT\$1 billion. The first share issuance was NT\$250 million for the construction of the factory. Capital was increased by NT\$200 million in May 1988. Capital increase of NT\$50 million in cash was made in August 1988, which increased the capital to NT\$600 million. The Company officially started operation in October 1988.

II. Company History

  • (1) 1989: In June 1989, the factory was expanded, and capital increased by NT\$ 400 million. Total paid-in capital was NT\$1 billion. In the second year after the plant was opened, it was ranked 232nd in the import and export performance of the International Trade Bureau of the Ministry of Economic Affairs.
  • (2) 1990: In October of 1990, in order to improve financial structure, capital was increased by NT\$ 400 million, the total capital was NT\$ 1,400 million, and the registered capital was changed to NT\$ 2 billion.
  • (3) 1991: Purchased one printing machine, ten dyeing machines, one decrement machine, two setting machines, two brushing machines, etc. In May 1991, 15 directors and 3 supervisors were elected as the second term Board of Directors. The Company was ranked 268th in the import and export performance of the International Trade Bureau of the Ministry of Economic Affairs and earned the second prize.
  • (4) 1992: In October 1992, the surplus was increased by NT\$ 210 million and capital reserve was increased by NT\$140 million. The total capital amount was NT\$1,750 million. Dyeing plant two purchased three setting machines, one reduction machine, eighteen dyeing machines and other machines. Another printing plant purchased a plate printing machine. The Ministry of Economic Affairs and International Trade Bureau ranked the Company as the 202nd in import-export performance. The Company was awarded the second prize, and was listed as one of the model manufacturers of water pollution prevention by the Environmental Protection Department of the Executive Yuan for its outstanding environmental protection performance.
  • (5) 1993: In July 1993, there was a capital increase by retained earnings of NT\$ 236,250,000 and the additional paid-in capital of NT\$26,000,000. After capital increase, the paid-in share capital has become NT\$2,012,500,000. In order to expand business and grasp global trade opportunities, Everest (Hong Kong) Co., Ltd. was established with 99% ownership.
  • (6) 1994: In May 1994, 9 Directors and 2 Supervisors were elected for the 3rd term Board of Directors. In November 1994, capital increase by retained earnings of NT\$211,312,500 was done. After capital increase, the paid-in share capital is NT\$2,223,812,500. October 1994. The Dyeing and Printing Division passed the ISO-9002 International Quality Assurance Standard Certification on March 18.
  • (7) 1995: In June 1995, capital increase by retained earnings of \$266,857,500 was done, and the paid-up share capital was NT\$2,490,670,000.

The Company was listed as the first class of stocks on the Taiwan Stock Exchange centralized market on April 28, 1995.

  • (8) 1996: Passed the ISO-9001 International quality assurance standard certification. In May 1996, in order to expand the factory, a capital increase of NT\$249,067,000 was made in cash, and capital was increased by 500 million. The total capital was NT\$239,737,000.
  • (9) 1997: In May 1997, 9 Directors and 2 Supervisors were elected for the 4th Board of Directors. In order to expand the equipment, capital increase by retained earnings and additional paid-in capital of

NT\$323,973,700 was done and the total capital amount is NT\$3,563,710,700. Everest Investment (Holding) Ltd. was established for indirect investment in Asia on July 10, 1997.

  • (10) 1998: In April 1998, for the expansion of equipment and the repayment of loans to strengthen financial structure, capital increase by retained earnings of NT\$605,830,820, capital increase by additional paidin capital of NT\$106,911,320, and capital increase of NT\$356,400,000 was made in cash. Total capital is NT\$ 4,632,852,840. Expanded the new spun fabric factory, integrated the filament and spun technology research and development capabilities, and established the Company's core competitive advantage. Everest Factory in Thailand was established with paid-in capital of 300 million baht.
  • (11) 1999: Passed ISO-14001 environmental management system certification in March of 1999. In August 1999, capital increase by retained earnings of NT\$555,942,340 was done. Total paid-in capital has become NT\$5,188,795,180. Obtained Oeko-Tex standard 100 environmental certification in October 1999.
  • (12) 2000: In May 2000, 9 Directors and 2 Supervisors were elected for the 5th term Board of Directors. In August 2000, capital increase by additional paid-in capital of NT\$259,439,760 was done, and the total capital was NT\$5,448,234,940. The Company applied fund for R & D technology projects and digitalization, so that the Company could continue to enhance R & D strength and expand marketing competitiveness.
  • (13) 2001: In 2001, capital reduction with treasury stocks of NT\$796,980,000 was done. After capital reduction, capital amount was NT\$ 4,651,254,940. The Company Implemented the large enterprise vendor information and process integration system (B2Bi), introduced the Siebel CRM system, Adexa SCM system, KM knowledge management, passed OHSAS-18001 certification, and expanded the Sport wear machines in Thailand factory.
  • (14) 2002: In September 2002, capital increase by additional paid-in capital of NT\$136,039,340 was done. After capital increase, capital amount was NT\$4,670,684,280. Colour dynamics, fabric design simulation communication system, product data management system (PDM), collaborative design system and elearning system were implemented.
  • (15) 2003: In June 2003, 9 Directors and 2 Supervisors for the 6th term Board of Directors were elected. In January 2003, the Company formally established a research institute for cutting-edge technology, which was approved by the Ministry of Economic Affairs, to develop high-tech raw materials and continuously improve the competitiveness of Everest's innovative design competitiveness. In October 2003, the Thai factory increased its capital by 200 million baht, and the total capital was 500 million baht. The second Thailand factory was expanded.
  • (16) 2004: In August 2004, capital increase by additional paid-in capital of NT\$140,120,530 was done. capital amount after capital increase was NT\$4,810,804,810. In 2004, the Thai factory expanded the weaving factory and purchased 200 new looms.
  • (17) 2005: In August 2005, capital increase by additional paid-in capital of NT\$96,216,110 was done. capital after capital increase was NT\$4,907,020,910. Established the "Nano Research Office" and "Microbial Laboratory". The labs are devoted to research and development of nano materials and technology as well as anti-bacteria and antiseptic testing and analysis. V-GLM Global logistic deepening ePlan system was implemented. The Corporate operation headquarter was founded.
  • (18) 2006: In February 2006, the Company entered the Southern Taiwan Innovation Park to share national research resources. In April 2006, the Company promoted the "South Taiwan Textile R&D Alliance" with

other related industries to boost the research and development capability of the textile industry. In June 2006, 9 Directors and 2 Supervisors were elected. In July 2006, Everest Development (Shanghai) Co., Ltd. was established. In August 2006, capital reduction by treasury stock of NT\$101,000,000 and capital increase of additional paid-in capital of NT\$98,140,420 was done. Total capital after the increase and decrease was NT\$4,904,161,330. In September 2006, the Company was awarded "Superior innovative enterprise" and "Excellent R&D result" award by the Ministry of Economic Affairs.

  • (19) 2007: The Company implemented Everest Sustainability Model in Jan 2007. In May 2007, the Company joined as a partner of Bluesign Technologies AG in Switzerland and achieved the highest standard for factory environment, health, and safety. In September 2007, the Company joined the globally renouned fabric trade show "Premiere Vision". In November 2007, the Company was certified by ISO/IEC17025(testing and calibration laboratories), and has been recognized as a member of TAF(Taiwan Accreditation Foundation) together with professional lab institutions such as ITS and SGS. In December 2007, the "Nano silver anti-bacteria fabric for home decorations"(woven fabrics) has won the "Nano Label". In December 2007, the Company was awarded with "2007 continuously improving good factory" in environment, safety, and health management by Industrial Development Bureau, Ministry of Economics.
  • (20) 2008: Obtained certification from the International textile environmental certification company, bluesign® technology in April 2008. In May 2008, the Company was awarded with the 4th "Nano industry technology elite award" by Ministry of Economic Affairs. In October 2008, the Company joined "Taiwan sustainability forum" and led the nation to put emphasis on sustainable development. In December 2008, the Company built Everest ecology industrial park to put "energy saving, environment protection, and loving earth" into practice. In December 2008, the "Nano silver anti-bacteria fabric for home decorations"(knitted fabrics) has won the "Nano Label". In December 2008, the Company added medical device(fabric) as a business item.
  • (21) 2009: In March 2009, the Company joined the American Wildlife Conservation Association Alliance as a member. In May 2009, the Company became the first company in Asia that passed the certification of bluesign® for lamination and bonding products. In June 2009, 9 Directors and 2 Supervisors were elected as the 8th Board of Directors. Thailand factory and Shanghai factory have joined as partner of bluesign Switzerland in August and September 2009, respectively. In August 2009, the Company's medical products have passed the GMP certification by Ministry of Health and Welfare, Executive Yuan. In October 2009, the Company set up R&D center through an incentive plan funded by DOIT, Ministry of Economics. In 2009, the Company executed professional textile trader plan sponsored by Bureau of Foreign Trade, Ministry of Economic Affairs.
  • (22) 2010: In January 2010, the Company developed the ultra thin and light fabric, which is the lightest and thinnest 5 denier fabric in the market. In June 2010, the renovation of sustainability building has been completed. The renovation followed the principle of "green building" and "appropriate technology". In December 2010, the Company became the first textile company in Taiwan that was certified by SA8000.
  • (23) 2011: In March 2011, the Company developed the green fabric "EVER NANA" that was synthesized by green MEG and PTA. In August 2011, Garment Department was established and its own brand "EverSmile" was established to create a happy Taiwan. In September 2011, the first "corporate sustainability report" was issued.

  • (24) 2012: In June 2012, 9 Directors and 2 Supervisors were elected as the 9th term Board of Directors. In July 2012, the three-layer lamination shell fabric and lining fabric have passed Recycled PET product certification. In October 2012, the Company was awarded green building label of "Old building improvement--diamond" by Ministry of the Interior. In October 2012, the Company was awarded "Clean production evaluation system qualification certification" by Ministry of Economics. In October 2012, the Company was awarded "Taiwan green model product prize" by Ministry of Economics. In November 2012, the Company was awarded "Excellent energy saving award" and "Green factory label" by Ministry of Economic Affairs. In December 2012, the Company's tourism factory was certified by Ministry of Economic Affairs.

  • (25) 2013: In May 2013, the Company held a three-day seminar for Everest new product launch and ecological sustainability technology.

In October 2013, 21 products have passed PAS2050.2011(product carbon footprint verification) and ISO/CNS 14064-1:2006(2022 greenhouse gas reduction and inventory check).

In April 2013, the Company has joined Formosa Fashion Alliance to absorb new information and exchange ideas with industry players.

In December 2013, the Company established a knitting factory and integrated existing resources with simultaneous knitted and woven fabric strategy in order to broaden the market for the product.

(26) 2014: In May 2014, the Company held Everest new product launch and textile value chain seminar for three days.

Obtained ISO 50001 energy management system certification in December 2014.

In December 2014, the Company kicked off global intelligent Everest project and set up project management office.

In 2014, the Company purchased 64 knitting machines to supply Fashion Sports brand customers and fabric for the apparel BU.

In December 2014, the "Everest Intelligent global implementation organization" was launched.

(27) 2015: The ERP system was replaced with SAP in April 2015 and went online in November.

In May 2015, the Company held Everest new product launch and textile value chain seminar for three days.

In May 2015, the Company obtained LCBA low carbon building materials label for the environment protection coal brick.

In August 2015, the Company was awarded "Commonwealth citizen prize" by Common Wealth Magazine.

(28) 2016: "Corporate social responsibility report" and ESM DVD version 4 were issued in May 2016.

In May 2016, the Company held Everest new product launch and textile value chain seminar for three days.

In December 2016, the Company obtained Outstanding Workplace Certification and was awarded the Medal for Outstanding Workplace Health by the Tainan City Health Bureau.

(29) 2017: The Company passed ISO 14001:2015 certification in March 2017. "Corporate social responsibility report" and ESM DVD version 4(advanced) were issued in May 2017. In June 2017, the Company passed SA8000:2014 certification. In December 2017, the Company was awarded the "Thank You for Investing in America" award by the American Institute in Taiwan. In December 2017, the Company has completed Science and Technology R&D Program "PTFE fiber spinning and multiple application technology platform development" plan funded by Ministry of Economic Affairs.

  • (30) 2018: In May 2018, the 6th "2018 Everest tradeshow and textile value chain seminar" was held. Over 250 woven and knitted garments with environment protection function was displayed, including health sports smart wear, collagen nylon, germanium far infrared heat fabric, digital printing with no boundary, and recycle PU flexible elastic yarn.
  • (31) 2019: In May 2019, the 7th "2019 Everest tradeshow and textile value chain seminar" was held. In August 2019, the Company donated second hand children's book and Lego building blocks to help the underprivileged children, echoing Far Eastern Group 70 anniversary public welfare activities "Far Eastern children story festival". In November 2019, the "Happy Taiwan Public Welfare Marathon-The Love of the Mountain Waterway" event was held. In December 2019, the Company was awarded the "Green Building Corporate Social Responsibility Model Award" by the Taiwan Green Building Council. In December 2019, the Company was awarded the "Low Carbon Building Contribution Award" by the Low Carbon Building Alliance. In December 2019, The Company was awarded "Healthy working environment certification and health promotion label" by Health Promotion Administration, Ministry of Health and Welfare.
  • (32) 2020: The Company was awarded "Clean production evaluation qualification certificate" by Ministry of Economics" in March 2020.

The "Green factory label" was awarded by Ministry of Economics in March 2020.

The "Intelligent textile defect inspection service innovation plan" has passed the review of "Ministry of Economic Affairs intelligent urban and rural areas life appliances subsidy plan(Innovation service)" in 2020.

The Company executed "Long term personal protective multi-layer textile development plan" according to "Financial relief and rescue plan for industries and businesses affected by COVID-19 funded by Ministry of Economic Affairs" and "Subsidizing and coaching to assist industries for innovation activities funded by Ministry of Economic Affairs" in 2020.

In 2020, the Company donated 1,700 units of residential alarm for charitable purposes and received a certificate of appreciation from the Tainan City Government.

In 2020, for epidemic prevention purposes, Everest rapidly applied the energy of its existing technology platform to develop fabrics and finished products for high-tech masks and protective clothing to contribute to the fight against the epidemic. In the mask evaluation conducted by Wall Street Journal in August 2020, the Company got the highest score from the combination of style, air permeability, conformity and materials.

In 2020, the Company was awarded the recycle quantity prize by Tainan City's resource recycling and reporting reward system.

In 2020, the Company was awarded the Excellent grade in the Evaluation of the Tainan City Trade Union.

I. Organization: (I) Organization Chart

Everest Textile Co., LTD.

Internal Audit Office

Remuneration Committee

President's Office Human Resources Dept.

Board of Directors

Chairman

President

Operation and planning

Production and sales management Engineering management

(II) Major Corporate Functions

Department President's Human Resource Digital Service Technology
Advanced
R&D Marketing
Sales &
Administration Processing
Yarn
Weaving Fabric Dyeing
and Finishing
Production Utilities Global Apparel
Innovation
Office Dep. Center Research Institute Division Department Department Division Division Department Department Department R&D Center
3.1.2 Major Overseeing Establishment of Planning and Development of Design, Sale of The management of The Weaving of Printing and Responsible The supply Garment
Corporate the human resource implementation key technologies, research, various yarn, legal affairs, production various dyeing of yarn, for the control of the design,
Functions Company's system, handling of corporate raw materials and and fabrics and shareholder affairs, of false twist natural, silk and cloth and Company's production,
operations, administrative network, post processing. development garments as administration, processing artificial, and post arrangement of power, sales, and
target matters, information of products well as the accounting and finance, and head synthetic processing of manufacturing, steam, soft operation
strategies and education and and required by marketing, import and export, twist fiber gauze finished cloth logistics, and water and control.
global training rules and automation. customers. planning and production and public processing and blended capacity machine
procurement implementation. promotion relation related affairs for polyester gauze. allocation. maintenance.
business. of all for factories. filament
products.

II. Information About Director, President, Vice President, Director, and Head of Department and Branch:

(I) Information of Directors:

March 8, 2020 Remarks No No No No No No No
Executives or Directors Who are
Spouse or Within the Second
Relationship within two
degree of
Relative
kinship
within two
degree of
Relative
kinship
- - -
Degree of Kinship Name Douglas
Tong Hsu
Johnny
Shih
- - -
Title Director Chairman - - - - -
Concurrently in the
Positions Held
Company and in any
Other Companies
Century and Oriental
Cement Corporation
Vice Chairman, Far
Union Chemical
Director of Asia
Eastern New
Corporation
and CTCI
Telecommunications,
Marine, Far Eastern
Department Stores,
Cement, U-Ming
Chairman of Far
Oriental Union
Century, Asia
Eastern New
Far EasTone
Corporation
Chemical
Director of Oriental
Union Chemical
Corporation and
President of Far
Eastern New
Century
OPTC
Special Assistant of
Chairman, Far
Eastern New
Century
President of Everest
Textile Co., LTD.
Zig Sheng Industrial
Chairman
Co., Ltd.
International, Partner
of MGI Excellence
Accounting Firm
Chairman of
Hongzhan
Experience (education) Vice Chairman, Far
Science, Columbia
M.A. in Computer
University, USA.
Eastern New
Century
M.A. in Economics,
Chairman of Far
University, USA.
Eastern New
Columbia
Century
Chemistry, Chinese
Culture University
Vice President of
Far Eastern New
Department of
Century
Tunghai University
Vice President of
Far Eastern New
Century
President of Everest
Textile Department,
Taipei Institute of
Textile Co., LTD.
Technology
Chairman of
Department,
Accounting
University
Zig Sheng
Chengchi
National
Accounting Firm
Partner of MGI
Economics,
Excellence
Master of
Shares Held in
Others' Names
Shares Shareholding
Ratio (%)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Spouse or Minor
Shares Held by
Children
Shares Shareholding
Ratio (%)
-
0.02%
-
-
-
-
-
-
-
0.01%
-
0.02%
-
-
122,462
-
-
-
-
-
-
-
48,503
-
111,797
-
Shareholding
Ratio (%)
0.04%
0.23%
25.23%
-
25.23%
0.04%
25.23%
-
0.21%
0.32%
0.02%
0.54%
2.58%
*-
Current Shareholding Shares 222,226
*1,156,470
128,618,422
*-
128,618,422
*195,174
128,618,422
*-
1,082,744
*1,652,779
113,806
* 2,755,093
13,147,509
*-
Shareholding
Ratio (%)
0.04%
0.23%
25.23%
-
25.23%
0.04%
25.23%
-
0.21%
0.32%
0.02%
0.54%
2.58%
*-
Shareholding When
Elected
Shares 213,598
* 1,133,795
*-
123,624,013
* 191,348
123,624,013
*-
123,624,013
1,040,700
* 1,620,372
109,388
* 2,701,072
12,636,976
*-
Date First Elected 2018.06.12 3 years 1988.02.08 2000.06.12 2018.06.12 3 years 1988.02.08 2006.06.01 2018.06.12 3 years 1988.02.08 2018.06.12 3 years 1988.02.08 2015.06.12
Term (Years)
Information about directors Date Elected 2018.06.12 3 years 2018.06.12 3 years 2018.06.12 3 years
Gender Male Male Male Male Male Male Male
Name Representative:
Investment
Johnny Hih
Innovation
Co., Ltd.
Weiyu
Representative:
Douglas Hsu
Investment
Yuan Ding
Co., Ltd.
Representative:
Kao Shan Wu
Investment
Yuan Ding
Co., Ltd.
Representative:
Investment
Yuan Ding
Co., Ltd.
Eric Hu
Representative:
Ching Lai Yeh
Industry Co.,
Yue Ding
Ltd.
Representative:
Shuo Quan
Shou Chun
Co., Ltd.
Yeh
Representative:
Charles Wang
Investment
Yu Yuan
Co., Ltd.
1. Nationality/ registration
place of
Republic of
China
Republic of
China
Republic of
China
Republic of
China
Republic of
China
Republic of
China
Republic of
China
Title Chairman Director
Nationality/ Date Term Date First Shareholding When
Elected
Current Shareholding Spouse or Minor
Shares Held by
Children
Others' Names Shares Held in Experience Concurrently in the
Positions Held
Spouse or Within the Second
Degree of Kinship
Executives or Directors Who are Remarks
Title registration
place of
Name Gender Elected (Years) Elected Shares Shareholding
Ratio (%)
Shares Shareholding
Ratio (%)
Shares Shareholding
Ratio (%)
Shares Shareholding
Ratio (%)
(education) Company and in any
Other Companies
Title Name Relationship
University of
Sydney
Republic of
China
Representative:
Haw Sheng
Investment
Yu Yuan
Co., Ltd.
Lin
Male 2018.06.12 3 years 2018.06.12 12,636,976
*2,871,789
2.58%
0.57%
13,147,509
*2,833,324
2.58%
%
1
0.56
,840,456 0.36% -
-
-
-
Department of Law,
Soochou University
Lawyer
Lawyer - - - No
Republic of
China
Shiou Chung
Chen
Male 2018.06.12 3 years 2018.06.12 - - - - - - -
-
-
-
Tong Textile Co.,
Chairman of Tah
Administration,
Feng Chia
University
Business
Ltd.
Director of Tah Tong
Director of Great
Dyeing Co., Ltd.
Textile Co., Ltd.
Bell Printing &
- - - No
Independent
Director
Republic of
China
Jen Fa Chen Male 2018.06.12 3 years 2018.06.12 1,000,922 0.20% 1,041,358 0.20% 197,072 0.04% -
-
-
-
Department of Law,
Dyeing & Finishing
Construction Co.,
Chairman of Pao
Chyang Sheng
Chairman of
University
Chengchi
Co., Ltd
Chiang
Ltd.
Chairman of Chyang
Finishing Co., Ltd
Construction Co.,
Sheng Dyeing &
Pao Chiang
Chairman
Ltd.
- - - No
Republic of
China
Chuang, Ying
Chi
Male 2018.06.12 3 years 2018.06.12 1,000,680 0.20% 1,041,106 0.20% - - - - Depratment, Hsing
President of Hsing
Director of Tainan
Wu Junior college
Spinning Co., Ltd.
Pao Textile Co.,
Administration
of commerce
Director of
Investment
Guangwei
Company
Business
Ltd.
Chairman of Cheng
Director of Tainan
Hsing Pao Textile
Spinning Co., Ltd.
Lung Investment
Co., Ltd.
- - - No

Note: The Company has no occurance where the chairman, president, or personnel with equivalent position (chief manager) are the same person, spouse or relatives within one degree of kinship

Name of Corporate Shareholder Major Shareholders of the Corporate Shareholder (Shareholding Percentage)
Yuan Ding Investment Co., Ltd. Far Eastern New Century (99.4); Ta Chu Chemical Fiber Co., Ltd. (0.3); An Ho Garment Co., Ltd. (0.3)
Weiyu Innovation Investment Co., Ltd. Johnny Hih (47.07); Hsu,Hsueh-Fang (47.07); Hsi,Chi-Jen (2.93); Wu,Li- Hsian (0.52)
Shuo Quan Co., Ltd. Yeh,Yu-Wen(6.66); Yeh,Yu-Feng(6.66); Lin Huang, Chuan-Chih(1.66)
Yu Yuan Investment Co., Ltd. Asia Cement Corp. (29.92); Yuan-Ding Co., Ltd. (25.02); Yuan Ding Investment Co., Ltd. (18.96); U-Ming Marine Transport Corp. (17.66); Ding Shen Investment Co., Ltd. (6.50); Yue
Tung Investment Co., Ltd. (1.84); Yue Ding Industries Co., Ltd. (0.10)
Yue Ding Industry Co., Ltd. Fu Da Transport Co., Ltd. (26.95), Yue Tung Investment Co., Ltd. (25.36), An Ho Garment Co., Ltd. (15.66), Ding Yuan International Investment Co., Ltd. (13.20), Ton Fu Investment
Corp. (4.61), Ya Li Precast Pre-stressed Concrete Industries Corp. (3.89), Da Ju Fiber Co., Ltd. (3.89), Yuan-Ding Co., Ltd. (2.59), Bai Ding Investment Co., Ltd. (2.31), U-Ming
Commerce Co., Ltd. (1.53), Far Eastern Apparel Co., Ltd. (0.01)
Note: Not a public company thus unable to obtain top 10 shareholder information.
(2) March 31, 2021
Major Corporate Shareholder
Major Shareholders of
Name of the Corporate Shareholder Major Shareholder of the Corporate Shareholder (Shareholding Percentage)
Far Eastern New Century Corp. Memorial Foundation (3.42), Yuan Ze University (2.74), Der Ching Investment Corp (1.55), Yu Yuan Investment Co., Ltd. (0.95), Employee above 6 job grade share
account for Far Eastern New Century Corp(0.93), Worker Pension Management Commission of Far Eastern New Century Corp(0.81), Worker Pension Management
Asia Cement Corp (23.77), Oriental Institute of Technology (4.81), Far Eastern Y Z Hsu Medical Foundation (3.61), Far Eastern Y Z Hsu Science and Technology
Commission of Asia Cement Corp(0.75)
Asia Cement Corp Century Corp (1.59), Yuan Ding Investment Co Ltd(1.54), Far Eastern Department Stores (1.49), Yuan Ze University (1.41), Far Eastern Y Z Hsu Science and Technology
Ltd.(1.69), Yuanta/P-shares Taiwan Dividend Plus ETF under the custody of Cathay United Bank(1.64), Worker Pension Management Commission of Far Eastern New
Far Eastern New Century Corp (22.33), Far Eastern Y Z Hsu Medical Foundation (5.40), Nan Shan Life Insurance Company, Ltd.(2.66), China Life Insurance Co.,
Memorial Foundation (1.31)
U-Ming Marine Transport Corp. Asia Cement Corp (39.25), Supervisory Board of Public Service Pension Fund (2.04), Cathay Life Insurance Co Ltd (1.61), Yuan Ding Investment Co Ltd (1.05), Fubon
Life Insurance Co Ltd (1.04), Yue Yuan Investment Co Ltd (0.94), Asia Securities Investment Co., Ltd (0.92), JPMorgan Chase Bank N.A., Taipei Branch in custody for
Vanguard Total International Stock Index Fund, a series of Vanguard Star Funds (0.92), Ya Li Transportation Corportion (0.75), Ding Shen Investment Co Ltd (0.75)
Yuan-Ding Co., Ltd. Far Eastern New Century Corporation (37.13); Asia Cement Corporation (35.50); Yuan Ding Investment Co., Ltd. (12.86); Der Ching Investment Co., Ltd. (14.50)
Da Ju Fiber Co., Ltd. Yuan Ding Investment Co., Ltd. (41.86); Yue Ding Industries Co., Ltd. (38.76); Yue Lee Investment Co., Ltd. (19.38)
U-Ming Commerce Co., Ltd. Bai Ding Investment Co., Ltd. (47); Yuan Ding Investment Co., Ltd. (45.5); Yue Ding Industries Co., Ltd. (5); Ding & Ding Management Consultants Co., Ltd. (1); Yuan
Ding Co., Ltd. (1); Yuan Ding Leasing Co., Ltd. (0.5)
Fu Da Transport Co., Ltd. Fu Ming Transportation Co., Ltd. (99.87); Asia Investment Corp. (0.03)
Yue Tung Investment Co., Ltd. U-Ming Marine Transport Corp. (73.54); U-Ming Marine Transport (Singapore) Private Ltd. (26.46)
An Ho Garment Co., Ltd. Far Eastern New Century Corp. (100)
Ding Yuan International Investment Co., Ltd. Far Eastern New Century Corp. (100)
Ton Fu Investment Corp. Oriental Union Chemical Corp. (100)
Ya Li Precast Pre-stressed Concrete Industries Corp. Asia Cement Corporation (83.81); Far-Eastern Construction Engineering Co., Ltd. (16.03)
Bai Ding Investment Co., Ltd. Far Eastern Department Stores (66.66); Bai Yang Investment Co Ltd (33.34)
Yuan Tong Investment Co., Ltd. Far Eastern New Century Corp. (100)
Ding Shen Investment Co., Ltd. Yuan Tong Investment Co., Ltd. (18); Asia Investment Co., Ltd. (18); Bai Ding Investment Co., Ltd. (18); Dong Fu Investment Co., Ltd. (18); Yue Tung Investment Co.,
Ltd. (18); Yue Ding Industries Co., Ltd. (5); Da Ju Fiber Co., Ltd. (5)
Far Eastern Apparel Co., Ltd. Yuan Ding Investment Co., Ltd. (100)
  1. Major shareholders of corporate shareholders (1) Major Shareholders of the Corporate Shareholders and the shareholding percentage

March 31, 2021

Number of other public
companies where the
individual concurrently serves as an independent director 0 0 0 0 0 0 0 0 0 0 0
March 31, 2020 12 V V V V V V V V V V V
11 V V V V V V V V V V V
10 V V V V V
9 V V V V V V V V V V V
8 V V V V V V V V V
Independence criteria (Note) 7 V V V V V V V V V V
6 V V V V V V
5 V V V V V V V
4 V V V V V V V V V
3 V V V V V V V V V V V
2
1
V
V
V
V
V V
V
V
V
V V
V
V
V
V
V
V
V
Work Experience
Necessary for the
Commerce, Law,
Business of the
Accounting, or
in the Area of
Finance, or
Otherwise
Company
V V V V V V V V V V V
Meets one of the following professional qualifications, with at least five years of work experience Been Awarded a Certificate in a
National Examination and Has
Specialist Who Has Passed a
Profession Necessary for the
A Judge, Public Prosecutor,
Attorney, Certified Public
Professional or Technical
Business of the Company
Accountant, or other
V V
Private Junior College, College
Academic Department Related
to the Business Needs of the
Position in a Department of
Commerce, Law, Finance,
Company in a Public or
An Instructor or Higher
Accounting, or Other
or University
V
Qualification Name Johnny Shih Douglas Tong Hsu Kao Shan Wu Eric Hu Ching Lai Yeh Shou Chun Yeh Haw Sheng Lin Charles Wang Shiou Chung Chen Jen Fa Chen Chuang, Ying-Chi
  1. Professionalism and independence of Directors and Supervisors

Note: Please check "✓" at the corresponding boxes if the directors meet the following conditions during the two years prior to the nomination and during the term of office.✓

(1) Not an employee of the Company or any of its affiliates.

(2) Not serving as a director of the Company or any affiliated business (This does not apply in cases where the person is an independent director of the Company, its parent company, subsidiaries, or subsidiaries that belong to the same parent company established in pursuant to this law or local laws).

(3) Not an individual shareholder who holds shares, together with those held by the spouse, minor children or held under others' name, in an aggregate amount of more than 1% of the total outstanding shares of the Company or ranks among the top ten shareholders who are natural persons in terms of the share volume held.

(4) Not the spouse or relative within the second degree of kinship or lineal relative within the third degree of kinship, or any of the persons in the preceding three subparagraphs.

(5) Not a director, supervisor, or employee of a corporate shareholder who directly holds 5% or more of the total outstanding shares of the Company or the director, supervisor or employee assumed by a representative authorized by a corporate shareholder or Supervisor of the Company in accordance with Article 27 Paragraph 1 or 2 of the Company Act (This does not apply in cases where the person is an independent director of the Company, its parent or subsidiary established in pursuant to this law or local laws).

(6) Not a director, supervisor, or employee of a company controlled by a corporate shareholder that holds more than half of the board seats or 50% of the shares with voting rights of the Company (This does not apply in cases where the person is an Independent Director of the Company, its parent or subsidiary established in pursuant to this law or local laws).

(7) Not a director, supervisor, or employee of a company or institution whose chairman, president or other person holding an equivalent post concurrently serves as the chairman, president or other person holding an equivalent post of the Company or is a spouse thereof (this does not apply in cases where the person is an independent director of the company, its parent or subsidiary established in pursuant to this law or local laws).

  • (8) Not a director, supervisor, manager or shareholder holding 5% or more shares of a specific company or institution that also has financial or business transaction with the Company (This does not apply in the cases where the person is an Independent Director of the company or institution, its parent or subsidiary established in pursuant to this law or local laws, that holds 20% or more and no more than 50% of the total number of issued shares of the public company).
  • (9) Not a professional individual who, or an owner, partner, director, supervisor, or officer of a sole proprietorship, partnership, company, or institution that, provides auditing services to the company or any affiliate of the company, or that provides commercial, legal, financial, accounting or related services to the company or any affiliate of the company for which the provider in the past 2 years has received cumulative compensation exceeding NT\$500,000, or a spouse thereof; provided, this restriction does not apply to a member of the remuneration committee, public tender offer review committee, or special committee for merger/consolidation and acquisition, who exercises powers pursuant to the Securities & Exchange Act or to the Business Mergers and Acquisitions Act or related laws or regulations.
  • (10)Does not have a marital relationship or relation within the second degree of kinship with, any other director of the Company.
    • (11)No condition defined in Article 30 of the Company Law has appeared.
  • (12)Not a governmental, juridical person or its representative as defined in Article 27 of the Company Act.
March 8, 2020
Date Elected Shares Held Spouse or Children of Minor
Current Shares Held by
Shares Held in Others' Names Note: Managers Who are Spouse or
Within the Second Degree of
Title Nationality Name Gender (Appointed) Shares % Shares %
Age
Shares % Experience (Education) (A) Title Kinship
Name
Relationship Note(B)
President Taiwan
(R.O.C.)
Ching Lai Yeh Male 1988.02.08 1,652,779 0.32% 48,503 0.01% 0 0 The Taipei College of Science
The President of the Company
and Technology
No No No No No
President's Office
Vice President
Taiwan
(R.O.C.)
Wen Kuei
Hsiang
Male 2006.06.01 117,699 0.02% 1,363 0.00% 0 0 National Taipei College of
Far Eastern New Century
Corporation
Business
No No No No No
President's Office
Vice President
Taiwan
(R.O.C.)
Chin Chueh
Kao
Female 2014.03.01 158,501 0.03% 0 0.00% 0 0 National Cheng Kung University
Special Assistant of the
Company
No No No No No
President's Office
Vice President
Taiwan
(R.O.C.)
Hsien Shen
Hung
Male 2018.03.19 83,107 0.02% 19,149 0.00% 0 0 Senior Director of the Company
Kun Shan Institute of
Technology
No No No No No
President's Office
Vice President
Taiwan
(R.O.C.)
Sen Mao Wu Male 2018.03.19 96,711 0.02% 0 0.00% 0 0 Manager of Chia Her Industrial
Feng Chia University
Co., Ltd.
No No No No No
Sales & Marketing
Vice President
Department
Taiwan
(R.O.C.)
Ming Yi Hsiao Male 2012.01.01 444,941 0.09% 57,598 0.01% 0 0 National Taiwan Institute of
Director of the Company
Technology
No No No No No
Weaving Division
Vice President
Taiwan
(R.O.C.)
Chin Liang
Chen
Male 2019.03.19 147,466 0.03% 3,477 0.00% 0 0 Senior Director of the Company
Far East Junior College of
Technology
No No No No No
Fabric Dyeing and
Senior Director
Finishing Unit
Taiwan
(R.O.C.)
Wen Chin Yeh Male 2018.04.01 194,032 0.04% 0 0.00% 0 0 Manager of the Company
Kun Shan Institute of
Technology
No No No No No
President's Office
Senior Director
Taiwan
(R.O.C.)
Shih Jung Lin Male 2018.12.05 0 0.00% 0 0.00% 0 0 Director of the Company
Kun Shan Institute of
Technology
No No No No No
Sales & Marketing
Senior Director
Department
Taiwan
(R.O.C.)
Hui Min
Cheng
Female 2018.11.10 36,510 0.01% 0 0.00% 0 0 Senior Director of the Company
Tamkang University
No No No No No
Sales & Marketing
Senior Director
Department
Taiwan
(R.O.C.)
Mei Na Liu Female 2019.02.14 0 0.00% 0 0.00% 0 0 Senior Director of the Company
The Taipei College of Science
and Technology
No No No No No
Production Dept
Senior Director
Taiwan
(R.O.C.)
Ping Lian
Chen
Male 2019.02.14 113,658 0.02% 0 0.00% 0 0 Manager of the Company
Tunghai University
No No No No No
Utilities Dept
Director
Taiwan
(R.O.C.)
Tung Sheng
Hung
Male 2017.06.05 68,705 0.01% 0 0.00% 0 0 Senior Director of the Company
Far East Junior College of
Technology
No No No No No
Digital Service
Director
Center
Taiwan
(R.O.C.)
Yi Cheng
Tseng
Male 2018.09.14 3,170 0.00% 0 0.00% 0 0 Oriental Academy of Industrial
Senior Director of the Company
Technology
No No No No No
Fabric Dyeing and
Finishing Unit
Director
Taiwan
(R.O.C.)
Chien Hua Kao Male 2018.04.01 0 0.00% 0 0.00% 0 0 Senior Director of the Company
Qiang Shu High School
No No No No No
Sales & Marketing
Department
Director
Taiwan
(R.O.C.)
Chin Li Kao Female 2019.01.01 1,535 0.00% 0 0.00% 0 0 Jingwen Vocational High School
Senior Director of the Company
No No No No No

(II). President, Vice Presidents, and Directors of All the Company's Divisions and Branch Units

Note(B) No No No No No No
Managers Who are Spouse or
Within the Second Degree of
Relationship No No No No No No
Kinship Name No No No No No No
Title No No No No No No
Note:
(A)
No No No No No No
Experience (Education) Senior Director of the Company
Feng Chia University
University of the Incarnate Word
Director of the Company
Tamkang University Director of
the Company
Far East Junior College of
Director of the Company
Technology
Director of the Company
Ming Chuan College
Tainan Woman's College of Arts
Manager of the Company
& Technology
Shares Held in Others' Names % 0 0 0 0 0 0
Shares 0 0 0 0 0 0
Spouse or Children of Minor
Current Shares Held by
% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00%
Age Shares 0 0 0 0 0 0
% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00%
Shares Held Shares 0 3,000 0 0 0 12,785
Date Elected
(Appointed)
2019.01.01 2019.09.23 2019.10.01 2020.12.01 2021.01.11 2018.01.01
Gender Male Male Male Female Female Female
Name Huang Shan
Lin
Hsiang Jui Liu Ting Hua Hung Chao Li Li Chia Hsiang
Chen
Mei Hsiu
Huang
Nationality Taiwan
(R.O.C.)
Taiwan
(R.O.C.)
Taiwan
(R.O.C.)
Taiwan
(R.O.C.)
Taiwan
(R.O.C.)
Taiwan
(R.O.C.)
Title R&D Center
Director
Accounting Dept.
Director
Finance Dept.
Director
R&D Division
Director
Garment Sales &
Marketing Dept
Director
Accounting Dept.
Senior Director

Note (A): Other positions concurrently held at the Company or other companies

Note (B): The Company's Chairman, President, or person with equivalent position (chief manager) are not the same person, spouse, or relatives within one degree of kinship.

(III) Remuneration Paid to Directors, President, and Vice Presidents during the Most Recent Year 1. Remuneration to Directors (including Independent Directors)

in Thousand NT Dollars

Compensation
Other than the
Subsidiaries(J)
Company or
Company's
the Parent
Company
Invested
from an
0
in Thousand NT Dollars Remuneration (A, B, C,
D, E, F, and G) to Net
Ratio of Total
Loss (%)
Consolidated 0.35%
Company
The
0.35%
Stoc
k
0
Employee Compensation
(G)
Consolidated
Cash
0
Cash Stock
Company
The
0
0
Severance Pay and
Pensions (F)
Company Consolidated 0
The 0
Relevant remuneration received by directors who are also employees Salary, Bonus and
Allowances (E)
Company Consolidated 3,091
The 3,091
(A+B+C+D) to Net
Remuneration
Ratio of Total
Loss (%)
Company Consolidated 0.02%
The 0.02%
Allowances (D) Company Consolidated 160
The 160
Remuneration to
Directors
(C)
Company Consolidated 0
The 0
Remuneration Severance pay and
pension (B)
Company Consolidated 0
The 0
Base Compensation (A) Company Consolidated 0
The 0
Name Weiyu Innovation
Investment Co.,
Representative:
Johnny Hih
Ltd.
Title Chairman
Compensation
Other than the
Subsidiaries(J)
Company or
Company's
the Parent
Company
Invested
from an
19,256 0 0 108 0 0 0 0 0 0
0.01% 0.02% 0.02% 0.36% 0.02% 0.02% 0.02% 0.08% 0.08% 0.09%
Remuneration (A, B, C,
D, E, F, and G) to Net
Ratio of Total
Loss (%)
Company Consolidated
The
0.01% 0.02% 0.02% 0.36% 0.02% 0.02% 0.02% 0.08% 0.08% 0.09%
Stoc
k
0 0 0 0 0 0 0 0 0 0
Employee Compensation
(G)
Consolidated Cash 0 0 0 0 0 0 0 0 0 0
Company
The
Cash Stock 0 0 0 0 0 0 0 0 0 0
0 0 0 0 0 0 0 0 0 0
Severance Pay and
Pensions (F)
Consolidated 0 0 0 251 0 0 0 0 0 0
The Company 0 0 0 251 0 0 0 0 0 0
Relevant remuneration received by directors who are also employees Salary, Bonus and
Allowances (E)
Consolidated 0 0 0 2,939 0 0 0 0 0 0
The Company 0 0 0 2,939 0 0 0 0 0 0
(A+B+C+D) to Net
Ratio of Total
Remuneration
Loss (%)
Consolidated 0.01% 0.02% 0.02% 0.02% 0.02% 0.02% 0.02% 0.08% 0.08% 0.09%
The Company 0.01% 0.02% 0.02% 0.02% 0.02% 0.02% 0.02% 0.08% 0.08% 0.09%
Allowances (D) Consolidated 130 170 170 170 170 170 170 760 770 870
The Company 130 170 170 170 170 170 170 760 770 870
Remuneration to
Directors
(C)
Consolidated 0 0 0 0 0 0 0 0 0 0
The Company 0 0 0 0 0 0 0 0 0 0
Remuneration Severance pay and
pension (B)
Consolidated 0 0 0 0 0 0 0 0 0 0
The Company 0 0 0 0 0 0 0 0 0 0
Base Compensation (A) Consolidated 0 0 0 0 0 0 0 0 0 0
The Company 0 0 0 0 0 0 0 0 0 0
Name Douglas Tong Hsu
Investment Co.,
Yuan Ding
Ltd.
Investment Co.,
Kao Shan Wu
Yuan Ding
Ltd.
Investment Co.,
Yuan Ding
Eric Hu
Ltd.
Yue Ding Industry
Ching Lai Yeh
Co., Ltd.
Shuo Quan Co.,
Shou Chun Yeh
Ltd.
Yu Yuan Investment
Charles Wang
Co., Ltd.
Yu Yuan Investment
Haw Sheng Lin
Co., Ltd.
Shiou Chung Chen Jen Fa Chen Yin Chi Chuang Company's Independent Directors shall be defined according to Articles of Incorporation by the Board of Directors in consideration of industry pay level and is set at a monthly fixed amount. Independent Directors do not participate in earnings distribution for profit earned. In
1. Please state the policy, system, standard and structure of independent directors' remuneration, and describe the relevance between the amount of remuneration and the factors including responsibilities, risks, time spent by the individual, etc.: The remuneration of the
2. In addition to the information disclosed above, has any of the Company's Directors received compensations for providing services (e.g. serving as a non-employee consultant) to any of the companies listed in this financial report in the most recent year: None.
consideration of the Company's industry characteristics and scale of operations/assets, the remuneration of Independent Directors reasonably reflects their responsibility and balance.
The business execution fees referred to in this table are based on the actual distribution in 2020.
Neither the Company nor any of the companies included in the consolidated financial statements had issued employee stock warrants, new restricted employee shares or employee bonus converted to capital increase in
shares.
Title Director Independent
Director
Note 1: Note 2:

Note 3: Representative of Yuan Ding Investment Co., Ltd. Donglas Tong Hsu, Kao Shan Wu, Eric Hu; representative of Yue Ding Industry Co., Ltd.: Ching Lai Yeh; representative of Shuo Quan Co., Ltd.: Shou Chun Yeh; representative of Yu Yuan Investment Co., Ltd.: Charles Wang, Haw Sheng Lin.

Name of Directors
Range of Remuneration Paid to Directors Total of (A+B+C+D) Total of (A+B+C+D+E+F+G)
The Company Consolidated Entities The Company Consolidated Entities
Less than NT\$1,000,000 Wu, Eric Hu; Representative of Yue Ding
Co., Ltd.: Charles Wang, Haw Sheng Lin.
Representative of Yuan Ding Investment
Co., Ltd.: Donglas Tong Hsu, Kao Shan
Representative of Shuo Quan Co., Ltd.:
Representative of Yu Yuan Investment
Independent Directors: Shiou Chung
Representative of Weiyu Innovation
Chen, Jen Fa Chen, Yin Chi Chuang
Industry Co., Ltd.: Ching Lai Yeh
Investment Co., Ltd.: Johnny Hih
Shou Chun Yeh
Wu, Eric Hu; Representative of Yue Ding
Co., Ltd.: Charles Wang, Haw Sheng Lin.
Representative of Yuan Ding Investment
Co., Ltd.: Donglas Tong Hsu, Kao Shan
Representative of Shuo Quan Co., Ltd.:
Representative of Yu Yuan Investment
Independent Directors: Shiou Chung
Representative of Weiyu Innovation
Chen, Jen Fa Chen, Yin Chi Chuang
Industry Co., Ltd.: Ching Lai Yeh
Investment Co., Ltd.: Johnny Hih
Shou Chun Yeh
Co., Ltd.: Charles Wang, Haw Sheng Lin.
Representative of Yuan Ding Investment
Co.,: Ltd. Donglas Tong Hsu, Kao Shan
Representative of Shuo Quan Co., Ltd.:
Representative of Yu Yuan Investment
Independent Directors: Shiou Chung
Chen, Jen Fa Chen, Yin Chi Chuang
Shou Chun Yeh
Wu, Eric Hu
Investment Co., Ltd.: Charles Wang, Haw
Representative of Yuan Ding Investment
Wu, Eric Hu; Representative of Yu Yuan
Representative of Shuo Quan Co., Ltd.:
Co., Ltd. Donglas Tong Hsu, Kao Shan
Independent Directors: Shiou Chung
Chen, Jen Fa Chen, Yin Chi Chuang
Shou Chun Yeh
Sheng Lin.
NT\$1,000,000 (inclusive) ~ NT\$2,000,000 (exclusive) 0 0 0 0
NT\$2,000,000 (inclusive) ~ NT\$3,500,000 (exclusive) 0 0 Representative of Yue Ding Industry Co.,
Representative of Weiyu Innovation
Investment Co., Ltd.: Johnny Hih
Ltd.: Ching Lai Yeh
Representative of Yue Ding Industry Co.,
Representative of Weiyu Innovation
Investment Co., Ltd.: Johnny Hih
Ltd.: Ching Lai Yeh
NT\$3,500,000 (inclusive) ~ NT\$5,000,000 (exclusive) 0 0 0 0
NT\$5,000,000 (inclusive) ~ NT\$10,000,000 (exclusive) 0 0 0 0
NT\$10,000,000 (inclusive) ~ NT\$15,000,000 (exclusive) 0 0 0 0
NT\$15,000,000 (inclusive) ~ NT\$30,000,000 (exclusive) 0 0 0 0
NT\$30,000,000 (inclusive) ~ NT\$50,000,000 (exclusive) 0 0 0 0
NT\$5,000,000 (inclusive) ~ NT\$100,000,000 (exclusive) 0 0 0 0
NT\$100,000,000 or more 0 0 0 0
Total 11 11 11 11
Remuneration of President and Vice Presidents (and individual remuneration to the five highest paid individuals)
in Thousand NT Dollars an Invested Company
Company Other than
Compensation from
or the Parent
the Company's Subsidiaries 108 108 - 108 108 108 -
Ratio of Total Compensation
(A+B+C+D) to Net Loss (%)
Consolidated 0.3% 0.3% 0.4% 0.3% 0.4% 0.3% 0.3%
The Company 0.3% 0.3% 0.1% 0.3% 0.1% 0.3% 0.1%
Consolidated Stock - - - - - - -
Employee Compensation (D) Cash - - - - - - -
Stock - - - - - - -
The Company Cash - - - - - - -
Consolidate d 453 621 548 513 745 561 651
Bonus and Allowance (C) The Company 453 621 548 513 745 561 651
Consolidate d 251 108 195 108 108 200 60
Severance Pay and Pension
(B)
The Company 251 108 195 108 108 200 60
Consolidate d 2,486 2,113 2,775 2,307 2,594 1,981 2,072
Salary (A) The Company 2,486 2,113 550 1,918 550 1,981 550
Name Ching Lai Yeh Wen Kuei
Hsiang
Sen Mao Wu Chin Chueh
Kao
Ming Yi Hsiao Hsien Shen
Hung
Chin Liang
Chen
Title President Vice President
Name of President and Vice Presidents
Range of remuneration paid to the President and Vice Presidents The Company Consolidated Entities
Less than NT\$1,000,000 0 0
NT\$1,000,000 (inclusive) ~ NT\$2,000,000 (exclusive) Wu/Ming Yi Hsiao/Chin Liang Chen
Sen Mao
0
NT\$2,000,000 (inclusive) ~ NT\$3,500,000 (exclusive) Chin Chueh Kao/Hsien Shen Hung
Ching Lai Yeh/Wen Kuei Hsiang/
Ching Lai Yeh/Wen Kuei Hsiang/Chin Chueh Kao/
Ming Yi Hsiao/Hsien Shen Hung/Chin Liang Chen
NT\$3,500,000 (inclusive) ~ NT\$5,000,000 (exclusive) 0 Wu
Sen Mao
NT\$5,000,000 (inclusive) ~ NT\$10,000,000 (exclusive) 0 0
NT\$10,000,000 (inclusive) ~ NT\$15,000,000 (exclusive) 0 0
NT\$15,000,000 (inclusive) ~ NT\$30,000,000 (exclusive) 0 0
NT\$30,000,000 (inclusive) ~ NT\$50,000,000 (exclusive) 0 0
NT\$5,000,000 (inclusive) ~ NT\$100,000,000 (exclusive) 0 0
NT\$100,000,000 or more 0 0
Total 7 7
in Thousand NT Dollars
Title Name Amount of Cash Bonus Ratio of Total Amount to
Net Income (%)
President Ching Lai Yeh
Vice President Wen Kuei Hsiang
Vice President Chin Chueh Kao
Vice President Ming Yi Hsiao
Vice President Hsien Shen Hung
Vice President Sen Mao Wu
Vice President Chin Liang Chen
Senior Director Hui Min Cheng
Senior Director Shih Jung Lin
Senior Director Wen Chin Yeh
Senior Director Mei Na Liu
Manager Senior Director Ping Lian Chen 0 -
Director Tung Sheng Hung
Director Yi Cheng Tseng
Director Huang Shan Lin
Director Chin Li Kao
Director Chien Hua Kao
Director Hsiang Jui Liu
Director Ting Hua Hung
Director Chao Li Li
Director Chia Hsiang Chen
Senior Manager Mei Hsiu Huang

4. Employee bonus paid to managers:

March 31, 2020

Note: The Company did not issue shares for capital increase by employee compensation.

(IV) Remuneration to Directors, the President, and Vice Presidents

  1. The ratio of total remuneration paid by the Company and by all companies included in the consolidated financial statements for the two most recent fiscal years to directors, supervisors, president and vice presidents of the Company, to the net income.
Item Ratio of Directors, President, and Vice Presidents' Total Remuneration to Net
Income (Loss) after Tax:
Year Parent company only Consolidated
2020 -3% -3%
2019 -8% -11%
  1. The policy, standard, combination, procedure of remuneration decision-making, and their relation to business performance and future risk:

(1) In accordance with the provisions of Article 26 of the Company's Articles of Association, the directors who perform business may receive the salary as the employees. The amount is determined by the board of directors with reference to industry characteristics and relevant industry standards. In addition, annual performance appraisal is given based on individual performance and company performance.

  • (2) Independent directors who serve as members of the Remuneration Committee have the responsibility to act as conveners, who receive attendance fees in accordance with the standards of related companies.
  • (3) Independent Directors are ex-officio members of the Audit Committee and bear a great responsibility. Thus the remuneration is decided by the same standards of affiliated companies.
  • (4) Article 26 of the Company's Articles of Association of the Company stipulates that if a profit is recorded in the year, no more than 2.5% shall be used for directors' remuneration. The Directors' remuneration in this part has been considered by the Board of Directors by evaluating the Company's operating performance, and is not evenly distributed to each director. It is generally distributed according to the following principles:
  • (a) Allocate to directors according to the existing distribution ratio.
  • (b) As a Director who acts as a natural person, such as an Independent Director, their contribution to the Board of Directors, the Remuneration Committee and the Audit Committee is the measure of the payment. Their status in the professional field is also one of the criteria for consideration.
  • (5) The relevant performance appraisal and the rationality of remuneration are reviewed by the Remuneration Committee and the Board of Directors. They will be reviewed from time to time depending on the actual operating conditions, industry future business risks, development trends and related laws.
  • (6) The salary and remuneration policy of the Company's directors, managers, and employees:
  • (a) The remuneration of the Company's directors is determined based on their participation in the Company's operations and the value of their contribution. Independent directors' remuneration is fixed.
  • (b) The salary and remuneration of the Company's managers and employees are determined based on their education, experiences, personal performance, and the Company's operating results.

III. Status of Corporate Governance

(1) Operation of Board of Directors and participation of Board of Directors

  1. A total of 5 Board meetings were held in 2020. Attendance of the Directors was as follows:
Title Name Attendance in
person
Attendance by
proxy
Attendance rate
(%)
Remarks
Chairman Weiyu Innovation
Investment Co., Ltd.
Johnny Shih 4 1 80% Reelected
Douglas Tong Hsu 1 4 20% Reelected
Yuan Ding Investment Kao Shan Wu 5 0 100% Reelected
Co., Ltd. Eric Hu 5 0 100% Reelected
Yue Ding Industry Co.,
Ltd.
Ching Lai Yeh 5 0 100% The
Company's
Reelected
Director Shuo Quan Co., Ltd. Shou Chun Yeh 5 0 100% Directors Reelected
Yu Yuan Investment
Co., Ltd.
Haw Sheng Lin 5 0 100% are elected
on June 12,
2018
Newly-elected
Yu Yuan Investment
Co., Ltd.
Charles Wang 5 0 100% Newly-elected
Shiou Chung Chen 4 1 80% Reelected
Independent director Yin Chi Chuang 5 0 100% Newly-elected
Jen Fa Chen 5 0 100% Newly-elected

Other matters:

I. With regard to the opreation of the Board of Directors, if any of the following circumstances occur, the dates, term of the meetings, content of motions, all independent directors' opinions and the Company's handling of such opinions shall be specified:

(I) Matters referred to in Article 14-3 of the Securities and Exchange Act: see material resolutions of the Board of Directors on page 42~44 for details.

(II) Any Board resolutions to which independent directors have recorded or written objections or reservations to be noted in addition to the above:

The Independent Directors of the Company all agree with the major proposals of the Board of Directors without any objections or reservations.

II. Regarding recusals of Directors from voting due to conflicts of interests, the name of the directors, content of motions, reasons for recusal, and results of voting shall be specified: Not applicable.

III. TWSE/TPEx listed companies shall disclose the information of self-evaluation (or peer evaluation) of the Board of Directors, such as evaluation cycle, period, scope, method and contents:

The implementation of evaluation for the Board of Directors:
-------------------------------------------------------------- --
Evaluation
Cycle
Evaluation Period Evaluation Scope (Note 3) Evaluation
Method (Note
Evaluation Detail (Note 5)
(Note 1) (Note 2) 4)
Once a
year
2020.01.01~2020.12.31 Board of Directors,
individual Board Members,
Audit Committee, and
Remuneration Committee
Internal self
evaluation and
Board members'
self-evaluation
(1) Evaluation of performance for the Board of Directors:
Including participation in the operation of the Company, the
quality of the Board of Directors' decision making,
composition and structure of the Board of Directors,
election, continuing education of the Directors, and internal
control.
(2) Evaluation of performance for the individual board
members: Including alignment of the goals and missions of
the Company, awareness of the duties of a director,
participation in the operation of the Company, management
of internal relationship and communication, the director's
professionalism and continuing education, and internal
control.
(3) Evaluation of performance for the Functional Committees:
Including participation in the operation of the Company,
awareness of the duties of the functional committee, the
quality of decisions made by the functional committee,
composition of the functional committee, election of its
members, and internal control.

Note 1: The execution cycle of the Board of Directors' evaluation.

Note 2: The period of the performance evaluation of the Board of Directors.

Note 3: The scope of the evaluation includes the performance evaluation of the Board of Directors, individual Board members, and functional committees.

Note 4: The evaluation methods include self-evaluation of the Board of Directors, self-evaluation of the Board members, peer evaluation, appointment of external professional institutions or experts, or other appropriate methods.

Note 5: the evaluation contents shall include at least the following items according to the scope of evaluation:

  • (1) Evaluation of performance for the Board of Directors: Including participation in the operation of the Company, the quality of the Board of Directors' decision making, composition and structure of the Board of Directors, election and continuing education of the directors, and internal control.
  • (2) Evaluation of performance for the individual board members: Including alignment of the goals and missions of the Company, awareness of the duties of a director, participation in the operation of the Company, management of internal relationship and communication, the director's professionalism and continuing education, and internal control.
  • (3) Evaluation of performance for the functional committee: Including participation in the operation of the Company, awareness of the duties of the functional committee, the quality of decisions made by the functional committee, composition of the functional committee and election of its members, and internal control.
  • IV. Measures undertaken during the current year and the previous year in order to strengthen the functions of the board of directors (such as the establishment of an audit committee and improvement of information transparency, etc.) and assessment of their implementation:

In order to strengthen the function of the Board of Directors, enable the Board to make independent judgment on the Company's finance and operation, the Audit Committee was established at the 11th term of Board election on June 12, 2018. The Company completed the formulation of the "Performance Evaluation of the Board of Directors" at the 6th meeting of the 11th term Board of Directors on August 8, 2019 and disclosed it on the Company's website. The executive unit regularly conducts performance evaluations including the Board of Directors, individual director members, and functional committees every year, and reports the evaluation results to the Board of Directors and discloses them on the Company website.

Since the 9th term of the Board of Directors in 2012, the Company has announced the important resolutions and minutes of each board meeting in the corporate governance section of the Company's website to enhance the Company's information transparency and protect shareholders' rights. In order to strengthen corporate governance, the Company has purchased Directors, Supervisors and officers liability insurance from March 16, 2018, and completed the renewal on March 16, 2021.

2. Attendance of Independent Directors presenting at the Board meetings A total of 5 Board meetings were held in 2020. The attendance of the Independent Directors was as follows:

The attendance of
Independent Directors in 2020 were as follows:
◎: Attendance in person ☆: Attendance by proxy *:Absent
2020 The 8th meeting of
the 11th term
Board of Directors
2020.03.19
The 9th meeting of
the 11th term
Board of Directors
2020.05.06
The 10th meeting
of the 11th term
Board of Directors
2020.06.15
The 11th meeting
of the 11th term
Board of Directors
2020.08.12
The 12th meeting of
the 11th term Board
of Directors
2020.11.10
Shiou Chung Chen


Jen Fa Chen



Yin Chi Chuang

Other matters: All Independent Directors attended in person, and did not hold any objection or reservation to the relevant proposals during 2020 annual Board meetings, in which Independent Director Shiou Chung Chen was present four times.

(II) Operation of Audit Committee

A total of 5 Audit Committee meetings were held in 2020. The attendance of the Independent Directors was as follows:

Title Name Attendance in person Attendance by
proxy
Attendance in Person
(%)
Remarks
Convener Yin Chi
Chuang
5 0 100%
Member Shiou Chung
Chen
4 1 80%
Member Jen Fa Chen 5 0 100%

The Company's Audit Committee is composed of all Independent Directors. Audit Committee meetings are held on a quarterly basis. Major items reviewed and approved are:

  1. Formulate or amend internal control system pursuant to Article 14-1 of the Securities and Exchange Act.

  2. Assessment of the effectiveness of the internal control system.

  3. The adoption or amendment, pursuant to Article 36-1 of the Securities and Exchange Act, of the procedures for handling material financial or business activities, such as acquisition and disposal of assets, derivatives transactions, loaning of funds to others, and making endorsements or guarantees for others.

  4. Matters bearing on the personal interest of a director.

  5. Material assets or derivatives transaction.

  6. Material loaning of funds or provision of endorsements/guarantees.

  7. Offering, issuance or private placement of any equity based securities.

  8. Appointment, discharge or compensation of a certified public accountant (CPA).

  9. Appointment or discharge of a finance manager, accounting manager or chief internal auditor.

  10. Annual and semi-annual financial reports.

  11. Other significant matters set forth by the Company or the competent authority.

Review on Financial Statements

The Board of Directors has prepared the Company's 2020 Business Report, Financial Statements and Proposal for Deficit Compensation, among which the Financial Statements have been audited by Lou Liao and Li Yuan Guo of Deloitte Taiwan, by whom an audit report has been issued accordingly. The above-mentioned business report, financial reports, and proposal for earnings appropriation have been reviewed and approved to be correct by the Audit Committee.

◎Appointment of External Auditor

The independence and qualification of the external auditor have been evaluated by Audit Committee and Board of Directors on Feb 5, 2021. There is no conflict of interest or kinship relations between the external auditor and the Company. The external auditor has kept a fair and objective attitude when providing professional services. The independence statement issued by the external auditor has been obtained. Independence and qualification requirements have been met.

I. (I) Items listed in Article 14-5 of the Securities and Exchange Act:
Date of Meeting Proposals Items listed in
Article 14-5
of the
Securities and
Exchange
Act:
The resolution
results of the Audit
Committee and the
Company's
response regarding
the Audit
Committee's
opinions
1. The renewal of mid-term Loans and comprehensive credit lines with
Bangkok Bank.
V
2. The renewal of comprehensive credit lines with HSBC bank (Taiwan). V
3. The renewal of short-term credit lines with Taishin International
Commercial Bank.
V
4. The renewal of comprehensive credit lines with SinoPac Bank. V
5. The renewal of short-term commercial paper credit lines with
International Bills Finance (Tainan).
V
6. The renewal of mid-term credit, export bills, and derivatives credit lines
with O-Bank.
V
7. The guarantee by the Company to the 100% owned subsidiary for the
short-term credit lines provided by Mizuho Bank (Bangkok).
V
8. The guarantee by the Company to the 100% owned subsidiary for the
short-term credit lines provided by Bangkok Bank.
V
9. The guarantee by the Company to the 100% owned subsidiary for the
short-term credit lines provided by HSBC Bank.
V Approved by all
members present,
March 19, 2020
(The 7th meeting
10. The guarantee by the Company to the 100% owned subsidiary for the
short-term credit lines provided by KGI Bank.
V proposed to the
Board and
of the 1st Audit
Committee)
11. For the subsidiary Everest Development (Shanghai) Co., Ltd. to apply
for the renewal of the credit agreement to the CTBC bank Shanghai
Branch, the Company issued a comfort letter.
V unanimously
approved by all
directors present at
12. The Company's 2019 business report, individual and consolidated
financial statements
V the meeting.
13. The 2019 earnings appropriation. V
14. Amendment of internal control system and internal audit system
regarding restatement of self-prepared financial reports.
V
15. Audit reports from November 2019 to February 2020. V
16. 2019 Statement of Internal Control.
17. The renewal of short-term and mid-term comprehensive credit lines and
foreign currency credit lines provided by Far Eastern International
Bank.
V
V
18. The loan granted to subsidiary Everest Apparel (Hong Kong). V
19. The loan granted to subsidiary Everest Apparel (Ethiopia). V
20. The guarantee by the Company to the 100% owned subsidiary for the
short-term credit lines provided by JihSun Bank.
V
1. Consolidated financial reports for 2020Q1.
2. The renewal of short-term credit, export bills, and export sales loan, and
mid-term credit lines with the Shanghai Commercial and Service Bank.
V
3. The renewal of short-term commercial paper credit lines with Taiwan
Cooperative Bills Finance Corporation.
V Approved by all
May 6, 2020 4. The renewal of short-term commercial paper credit lines with the China
Bills Finance Corporation.
V members present,
proposed to the
(The 8th meeting
of the 1st Audit
5. The guarantee by the Company to the subsidiary for the short-term
credit lines for USD loan from the SinoPac Bank.
V Board and
unanimously
Committee) 6. The guarantee by the Company to the subsidiary for the short-term loan
credit from the Yuanta Bank.
V approved by all
directors present at
7. The conversion of intercompany receivables to loan for those that are
outstanding for more than a year.
V the meeting.
8. The renewal of short-term credit lines to the subsidiary Everest Textile
USA, LLC.
V
9. Audit reports from Mar to April, 2020. V
June 15, 2020
(The 9th meeting
of the 1st term)
1. Business Overview
2. The Company intends to increase investment in U.S. subsidiary
through increasing investment in Hongzhan Investment Company.
V
V
Approved by all
members present,
proposed to the
Board and
unanimously
approved by all
directors present at
the meeting.
August 12, 2020 1. Consolidated financial statements of 2020Q2. Approved by all
(The 10th meeting
of the 1st Audit
2. The renewal of mid-term loan credit lines provided by Yuanta Bank. V members present,
proposed to the
3. The renewal of mid-term loan credit lines provided by EnTie Bank. V
Committee) 4. The renewal of short-term comprehensive credit lines provided by
Mega International Commercial Bank.
V Board and
unanimously
5. The renewal of mid-term loan credit lines provided by Hua Nan Bank. V approved by all
6. The renewal of short-term commercial paper credit lines with Ta
Ching Bills Finance Corporation.
V directors present at
the meeting.
7. The guarantee by the Company to the subsidiary for the renewal of
short-term credit lines by O-Bank.
V
8. The guarantee by the Company to the subsidiary for the renewal of
short-term credit lines by Yuanta Bank.
V
9. The guarantee by the Company to the subsidiary for the renewal of
mid-term credit lines by KGI Bank.
V
10. The guarantee by the Company to the subsidiary for the renewal of
short-term credit lines by EnTie Bank.
V
11. The guarantee by the Company to the subsidiary for the renewal of
short-term credit lines by Mizuho Bank.
V
12. The conversion of intercompany receivables (Haiti) to loan for those
that are outstanding for more than a year.
V
13. The conversion of intercompany receivables (Ethiopia) to loan for
those that are outstanding for more than a year.
V
14. Proposed remediation plan for subsidiary Everest Apparel (Hong
Kong) regarding the loan balance exceeding the lending limit.
V
15. The capital increase by cash for subsidiary Hongzhan International
Investment Company.
V
16. Loan to the subsidiary Everest Textile USA, LLC. V
17. Audit reports from May to July, 2020. V
1. Consolidated financial statements of 2020Q3.
2. Proposed remediation plan for subsidiary Everest Apparel (Hong
Kong) regarding the loan balance exceeding the lending limit.
V
3. The mid-term loan credit lines provided by Shanghai Commercial &
Savings Bank.
V
4. The renewal of mid-term loan credit lines provided by KGI Bank. V
5. The renewal of short-term export loan credit lines provided by the
Export-Import Bank.
V
6. The renewal of short-term commercial paper credit lines with Grand
Bills Finance Corp.
V Approved by all
members present,
November 10,
2020
(The 11th meeting
7. The renewal of short-term and mid-term comprehensive credit lines
and forward exchange credit lines provided by Far Eastern
International Bank.
V proposed to the
Board and
unanimously
of the first term) 8. The guarantee by the Company to the 100% owned subsidiary for the
short-term credit lines provided by Far Eastern International Bank.
V approved by all
directors present at
9. The guarantee by the Company to the 100% owned subsidiary for the
short-term credit lines provided by Taishin International Commercial
Bank.
V the meeting.
10. The rotation of external auditor by Deloitte Taiwan. V
11. Granting loan to subsidiary Hongzhan Investment Company. V
12. Granting loan to subsidiary Everest Apparel (Hong Kong). V
13. Audit reports from August to October, 2020. V
14. Preparation of 2021 Audit plan. V

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

II. Regarding recusals of independent directors from voting due to conflicts of interests, the names of the independent directors, contents of motions, reasons for recusal, and results of voting shall be specified: None

III. Communications between the Independent Directors, the Company's chief internal auditor and CPA (includeing the items, method and results of communication regarding corporate finance or operations, etc.).

(I) Independent directors convene Audit Committee meetings every quarter, prepare meeting minutes after the meeting, and report material discussions and resolutions to the Board of Directors and management. In the meeting, the Chief Internal Auditor reports the execution of audit and major internal audit findings. The execution, reporting, and follow up of Independent Directors' instructions are completed. There is no specific suggestion items from Independent Directors.

(II) The engaged external auditor communicates with the Independent Directors on matters related to the audit (review) of financial statments and other matters required by the relevant laws and regulations in each quarterly Audit Committee meeting. There is no special suggestions from Independent Directors.

(III)Summary of communication:
Audit Committee meeting Communication with Chief Internal Auditor Communication with the external auditor
7th session of the first term
2020.03.19
*Internal audit reports from November 2019 to
February 2020.
* 2019 financial statements audit status.
* 2019 internal control audit result.
8th session of first term
2020.05.06
*Internal audit reports from March to April, 2020 *2020Q1 financial statements review
status.
10th session of first term
2020.08.12
*Internal audit reports from May to July, 2020 *2020H1 financial statements review
status.
11th session of first term *Internal audit reports from August to October, 2020 *2020Q3 financial statements review
2020.11.10 * 2021 internal audit plan. status.
Thereof
Item Yes Description
Implementation Status
No
Related Reasons
Deviation and
I. Does the Company establish and disclose its Corporate Governance
Principles based on the "Corporate Governance Best Practice
V The Company has established the Corporate Governance Best Practice Principles and disclosed them on the official website and
MOPS.
No deviation
(IV)
(II)
(I)
II.
insiders from trading securities using information not disclosed to the
Did the Company maintain a register of major shareholders and the
shareholder proposals, inquiries, disputes, and litigations? Are such
(III) Did the Company establish and enforce risk control and firewall
Did the Company stipulate internal rules that prohibit company
Did the Company establish an internal procedure for handling
matters handled according to the internal procedure?
Principles for TWSE/TPEx Listed Companies"?
ultimate beneficiary of the major shareholders?
Shareholding structure & shareholders' rights
mechanism with its affiliated businesses?
market?
V have also established "Operating procedure for acquisition or disposal of assets", "Procedures for granting loan to others" and
shareholders and stakeholders. Related matters such as shareholders' suggestions, doubts, queries, and litigations are handled
3. Confidentiality agreements are signed by managers and employees of the Company upon coming on board. The Company
The Company has an electronic mailbox for the Audit Committee and internal audit office as a communication channel with
"Ethical Corporate Management Best Practice Principles", which prohibits insiders of the Company from using unpublished
(III) In addition to the full-time personnel who takes charge of accounts receivable risk management, the Company and affiliates
Keep abreast of the major shareholders and the ultimate beneficiary of the major shareholders who substantially control the
2. Irregularly communicate with managers regarding the "Operating procedure for material inside information declaration"
also makes announcements of the "Operating procedure for material inside information declaration" to the employees.
The Company has established "Operating Procedure for Handling Material Inside Information", "Code of Conduct" and
Company. Changes will be reported according to the provisions of the listed company's information reporting operating
1. Upon the signing of declaration letter by newly joined managers, a copy of "Operating procedure for material inside
prohibit insiders of the Company from using undisclosed
"Procedures for endorsement/guarantee". The risk control mechanism and firewall have been properly established.
information to buy and sell marketable securities. The following announcements are also made:
and other insider trading related regulations. Strictly
information in the market to trade securities.
information declaration" is provided.
according to related regulations.
procedures.
(IV)
(II)
(I)
No deviation
(IV)
(III)
(II)
III.
(I)
Has the Company implemented evaluation on the independence of the
Committee established according to law, has the company voluntarily
the BOD and use them as a reference for each Director's remuneration
Has the Company established standards and methods to measure the
annually? Does it report the results of the performance evaluation to
Has a policy of diversity been established and implemented for the
performance of the Board, and does the Company implement such
In addition to Salary and Remuneration Committee and Audit
Composition and responsibilities of the Board of Directors
established other functional committees?
composition of the board of directors?
and nomination of term renewal?
CPAs regularly?
V approved by the board of directors in November 2020, and an external professional independent institution or an external team
independence and stakeholders' opinions are taken into consideration(Note 1). For successor planning please refer to (Note 2).
The nomination and election of Board members are carried out using the candidate nomination system, with reference to the
accordance with "Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies", which was approved
training of directors, and internal control, etc.) The 2020 evaluation found the Company's board performance has "exceeded
opinions of Independent Directors, by assessing the academic qualifications of each member, as well as in compliance with
standards", which is sufficient to show the Company's strengthened effectiveness. The evaluation results are reported in the
Remuneration Committee. In addition, the Company's Rules of the Performance Evaluation of the Board of Directors were
by the Board of Directors on August 8, 2019. Each year, the Board of Directors and the board secretary perform an annual
1. The occupational disaster investigation and review committee: investigate the causes of accidents and prevent repeated
(IV) In accordance with Article 21 of the Corporate Governance Best Practice Principles, the Company regularly evaluates the
the "Election Procedures of the Board of Directors ", and the "Corporate Governance Principles", to ensure that diversity,
performance appraisal through internal self assessment in five aspects (including: The level of participation in company
operations, improving the quality of board decision-making, board composition and structure, selection and continuous
independence of external auditors every year, reports to the Board of Directors, and establishes a good communication
The Company has formulated the "Everest Textile Co., Ltd. Board of Directors Performance Evaluation Method" in
of experts and scholars shall be appointed to perform the evaluation at least once every three years.
3. "Safety and Health Committee": implement occupational safety and health management.
2. Zero Disaster Promotion Organization: Prevent disaster accidents.
The Company has
disasters.
(III)
(II)
(I)
No deviation

(III) Corporate Governance Implementation Status and Deviations from the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies and Reasons

Implementation Status Deviation and
Item Yes No Description Related Reasons
channel. Abnormalities found in the inspection can be communicated at any time and addressed. The independence of 2020
external auditors has been evaluated at Board of Directors' meeting on February 5, 2021. (Note 3)
IV. Does the TWSE Listed Company have allocated a sufficient number of
of the affairs related to corporate governance (including but not limited
to providing information required for Director/Supervisor's operations,
Shareholders' Meeting in accordance with the law and prepare meeting
qualified corporate governance staff and appointed a person in charge
assisting Directors and Supervisors in complying with laws and
regulations, handling the matters concerning the Board and
minutes)?
V continuing education, providing directors with information needed to perform their duties, and assisting directors in complying
scope of his responsibilities includes handling matters related to the board of directors meeting and the shareholders' meetings,
preparing the minutes of the board of directors meeting and the shareholders' meetings, assisting directors in taking office and
1. The Company's board of directors approved to engage a corporate governance officer in April 2021, and Vice President Wen
Kuei Hsiang at the Administration Department are appointed to be in charge of the corporate governance-related affairs. The
with laws and regulations.
No deviation
V. stakeholder affairs and adequately responded to stakeholders' inquiries
Has the Company set up channels of communication for stakeholders
(including but not limited to shareholders, employees, customers and
suppliers), dedicated a section in the Company's website for
on significant corporate social responsibility issues?
V shareholders, stakeholders, and relevant units of the Company. Each stakeholder can contact the relevant departments and units of
The Company has set up a "Contact Us" section on the Company's website to establish a communication channel between
the Company at any time when necessary, and the communication channel is smooth.
No deviation
VI. Does the Company appoint a professional shareholder service agency
to deal with shareholder affairs?
V The Company has engaged Oriental Securities Corporation to act as professional stock affairs agent and assist Shareholders'
meeting related affairs.
No deviation
(II)
(I)
Does the Company adopt other methods for information disclosure?
Did the company establish a website to disclose information on
finance, operation, and corporate governance?
VII. Information disclosure
Information related to financial business and corporate governance is disclosed in real time on the Company's
The Company has Chinese and English website: http://www.everest.com.tw
website.
(I)
(III) announce and declare the first, second, and third quarter financial
statements and the monthly operating status within the prescribed
statements within two months after the end of the fiscal year, and
Does the Company announce and declare the annual financial
deadline?
V practice, the Company irregularly holds investors' conferences, has designated personnel to collect Company information, and
In addition to having a spokesperson and acting spokesperson, complying with relevant regulations and putting them to
regularly or irregularly discloses related information via the public information observation system and the Company's
(https://mops.twse.com.tw/mops/web/index) according to Article 36 of the Securities and Exchange Act.
The Company publishes the financial reports and operation status of each month at MPOS system
website.
(III)
(II)
No deviation
training records, implementation of risk management policies and risk
(including but not limited to employee rights, employee wellness,
investor relations, supplier relations, stakeholder rights, directors'
understanding of the Company's corporate governance practices
evaluation measures, implementation of customer policies, and
VIII. Is there any other important information to facilitate a better
purchase of liability insurance for directors)?
V Please refer to (8) for other material information that can enhance the understanding of the state of corporate governance at the
Company:
No deviation
IX. Corporate Governance Center and the improvement plans for items yet
Please specify the Company's measures to improve the items listed in
the corporate governance review result by Taiwan Stock Exchange's
to be improved. (not applicable for the excluded companies)
V The results of the 2020 Corporate Governance Evaluation were not published yet at the time of preparation of the annual report, and
will be announced on the Company's website after the results are announced.

Note 1: The ability of the Board of Directors:

and Decision
Leadership
v v v v v v v v v v v
International
Perspective
Market
v v v v v v v v v v v
Knowledge
Industry
v v v v v v v v v v v
Handling
Crisis
v v v v v v v v v v v
Diversified Core Competences Economy
Business
v v v v v v v v v v v
Finance and
Accounting
v v v v v v v v
Management
Operation
v v v v v v v v v v v
Operation
Judgment
v v v v v v v v v v v
Experience in
Industry
Textile
v v v v v v v v v
Professional Knowledge and Skills Professional
Qualification
Lawyer CPA
Professional
Background
Operation Operation Operation Operation Textile Textile Law Accounting Operation Textile Textile
3 to 6
years
v
Independent director
Term and Years of
Below 3
years
v v
Gender Male Male Male Male Male Male Male Male Male Male Male
Name of
Directors
Johnny Hih Douglas Tong
Hsu
Kao Shan Wu Eric Hu Ching Lai Yeh Shou Chun Yeh Haw Sheng Lin Charles Wang Yin Chi Chuang Shiou Chung
Chen
Jen Fa Chen

Note 2: The Composition of the Board of Directors, Senior Management Succession Plan, and Management Objectives.

In the succession planning of the Company, in addition to excellent working ability, the successor's business philosophy must be consistent with that of the Company. The Company's important business philosophy is to win at learning and change, constantly transform and upgrade as the first mover in the industry. Social indicators are also added to the performance appraisal items of Directors' self-assessment to strengthen the Board members' display of integrity and ethical value through their instructions, actions and conduct to express the importance of supporting the operation of the internal control system (for example: the Board adopts specific measures to set the tone for ethical, social, environmental protection or other forms of responsible behavior, including important projects such as greenhouse gas emission reports, sustainable production processes or community assistance after natural disasters). In the 2018 Shareholders' meeting, eight Directors and three Independent Directors were elected. Each Board member understands and agrees with the Company's business philosophy and completely understands the Company's industrial situation. At the same time, we have considerable experience in international political and economic situations, regulatory compliance, internationalized management and manufacturing management, and in order to respond to the ever-changing international competition management environment and the continuous updates of laws and regulations (such as corporate governance), the Company also plans exclusive courses for Board members to ensure that senior executives have the management ability to keep up with the times. For important management level personnel, the Company has a series of complete executive promotion and training programs, cooperates with the Company's operations and the pace of globalization, promotes personal development plans, and has defined "innovation" as a necessary competence at all levels. Personal learning map is tailor-made and combined with the need from individual development plan (IDP). Annual curriculum planning and design are based on the compiled needs and annual performance is evaluated. Appropriate guidance and assistance are given

according to current personal ability in order to improve performance. "Supervisor training courses" are conducted for senior executives to take over the leadership. Through experience inheritance and case studies, employees with potential and excellent performance will grow quickly and thrive, and then become excellent leaders in various business groups to ensure sustainable operation and build the enterprise to last.

Note 3: The independence evaluation of external auditors:
Results Meet
Description Independence
Criteria
The external auditor shall avoid and not accept the engagement when he may have involved in any direct or indirect material interests which may impair the fairness
and independence.
1.
No conflict of interest Yes
The purpose of the audit or review of the financial statements is to provide a medium to high probability but not absolute verification for the potential users of the
statements. In addition to maintaining independence in substance, the CPA's independence in form is even more significant. Therefore, members of the audit service
team, other CPAs, the firm and the affiliate enterprises of the firm are required to remain independent from the Company.
2.
Yes Yes
(2) Fair and objective: The CPA maintains a fair and objective attitude when providing professional services and prevents conflict of interest from affecting his/her
(I) Integrity: A professional accountant shall be straightforward and honest in providing professional services.
The CPAs appointed by the Company maintains the following conditions:
independence.
3.
Yes Yes
(3) Independence: The CPA remains independent in form and in substance when auditing or reviewing financial statements and expresses his/her opinions in a fair manner. Yes Yes
The CPA's independence, honesty, fairness, and objectivity are closely related. The CPA does not lack or lose his/her independence that may affect his/her integrity,
fairness, and objectivity when he/she was appointed.
4.
Yes Yes
The CPA's independence has not been influenced by self-interest, self-evaluation, defense in court, familiarity, or coercion.
5.
Yes Yes
The influence of self-interest on the independence of the CPA refers to the financial benefits obtained from the Company or other relations that may cause conflict of
Has no direct or indirect significant financial interests with the Company.
interests with the Company. Have the following conditions not occurred:
(1)
6.
Has financing or endorsement activities with the Company or its Directors.
(3) The possibility of losing the Company as a client.
(4) Intensive business relations with the Company.
(2)
Not Applicable. Yes
Has contingent fee agreement on cases related to the Company's audit engagement.
(5) Potential employment relationship with the Company.
(6)
(1) The members of the audit service team currently serve or have served in the past two years as the Company's directors, managers or other positions that have a significant
basis in the audit or review process of financial information; or if a member of the audit service team had once served as the Company's Director, Supervisor, or a
The influence of self-evaluation on the independence of the CPA refers to reports or judgments submitted by the CPA for non-auditing services which constitute important
position in the Company with significant influence over the audit case. Have the following conditions not occurred:
Non-audit services provided by the CPA will directly impact audit engagement.
impact on audit engagement.
(2)
7.
Not Applicable. Yes
The influence of defense in court on the independence of the CPA refers to the defense provided by a member of the audit service team to the Company's position or
(2) Serves as the Company's defense counsel or represents the Company in mediating conflicts with third parties.
opinion that causes its objectivity to be questioned. Have the following conditions not occurred:
(1) Publicizes or acts as agent of stocks or other securities issued by the Company.
8.
Not Applicable. Yes
The influence of familiarity on the independence of the CPA refers to the close relations with the Company's Directors or managers that cause the CPA or members of
the audit service team to pay over attention to or sympathize with the Company's interests. The following conditions have not occurred:
Has kinship with the Company's directors, managers, or personnel who have a significant influence on the audit engagement.
(1)
9.
Not Applicable. Yes
Results Meet
Description Independence
Criteria
(2) The audit partner who resigned from the position within one year acts as a Director, manager, or position that has a significant influence on the audit engagement.
Accepted valuable gifts or presents from the Company, its Directors or managers.
(3)
10. The influence of coercion on the independence of the CPA refers to the threat from the Company suffered or felt by a member of the audit service team that causes the
member to be unable to maintain objectivity and clarify professional doubts. Have the following conditions not occurred:
(1) The Company requested the CPA to accept inappropriate selection of accounting policy requested by the management or provide inappropriate disclosure in financial
statements.
Not Applicable. Yes
A firm being pressured to inappropriately reduce mandatory auditing tasks to reduce audit fee.
(2)
11. The firm and the members of the audit team shall be responsible for maintaining their independence, at the same time, considering whether the executed works will
impact their independence. If so, measures shall be taken to remove such impact or eliminate it to an acceptable level.
Yes Yes
When the impact on independence is confirmed to be material, whether the Company, the firm and the audit team have adopted proper measures to eliminate such impact
or reduce it to an acceptable level. The result shall be recorded.
12.
Not applicable (No material impact)
13. If the Company, the firm and the audit team do not adopt proper measures to eliminate such impact or reduce it to an acceptable level, consideration shall be taken in
regards to replacing the external auditor to maintain the independence.
Not applicable (No such case).
Title Qualification Meets one of the following professional qualifications, with
at least five years of work experience
(Note) Status of independence
Name An instructor or
higher position in a
department of
commerce, law,
finance, accounting,
or other academic
department related
to the business
needs of the
Company in a
public or private
junior college,
college or
university
A judge, public
prosecutor, attorney,
Certified Public
Accountant, or
other professional
or technical
specialist who has
passed a national
examination and has
been awarded a
certificate in a
profession
necessary for the
business of the
company
Work experience
necessary for
business
administration,
legal affairs,
finance,
accounting, or
business sector of
the Company
1 2 3 4 5 6 7 8 9 10 Number of other
public companies
where the
individual
concurrently
serves as a
remuneration
committee
member
Remarks
Independent
Director
Ying Chi
Chuang
V V V V V V V V V V V 0 No
Independent
director
Jen Fa Chen V V V V V V V V V V V 0 No
Other Jun You Lin V V V V V V V V V V 0 No

(IV) The composition of Remuneration Committee, the responsibility, and its operation 1. Member of Remuneration Committee

Note: If a member meets these conditions within two years prior to being elected and during his/her term of service.

(1) Not an employee of the Company or its affiliates.

(2) Not a director or supervisor of the Company or its affiliates (Not applicable in cases where the person is an independent director of the Company, its parent company, or any subsidiary as appointed in accordance with the Act or with the laws of the country of the parent or subsidiary.).

  • (3) Not a natural person, spouse, minor children, or held by the person under others' names, in an aggregate amount of 1% or more of the outstanding shares of the Company or is ranked in the top 10 natural person shareholders.
  • (4) Not the manager specified in paragraph (1), or a spouse, relative within the second degree of kinship, or the lineal relative within the third degree of kinship specified in paragraph (2) and (3).
  • (5) Not a director, supervisor or employee of a corporate shareholder who holds more than 5% of the outstanding shares issued by the Company, or a director, supervisor or employee of a corporate shareholder who is among the top 5 shareholders. (Not applicable in cases where the person is an independent director of the Company, its parent company, or any subsidiary as appointed in accordance with the Act or with the laws of the country of the parent or subsidiary.)
  • (6) Not a director of the Company or is a director, supervisor, or employee of another company holding more than 50% of the outstanding shares. (Not applicable in cases where the person is an independent director of the Company, its parent company, or any subsidiary as appointed in accordance with the Act or with the laws of the country of the parent or subsidiary.)
  • (7) Not a director, supervisor, or employee of a company whose chairman, president, or any other person holding an equivalent post, concurrently serveing as the chairman, president, or any other person holding an equivalent post, of the Company or is a spouse thereof. (Not applicable in cases where the person is an independent director of the Company, its parent company, or any subsidiary as appointed in accordance with the Act or with the laws of the country of the parent or subsidiary.)
  • (8) Not a director, supervisor, manager, or shareholder holding 5% or more of the shares of a specified company or institution that has financial or business relationships with the Company. (Not applicable in cases where the specific company or institution holds more than 20% but less than 50% of the Company's issued shares, and its parent company, or any subsidiary as appointed in accordance with the Act or with the laws of the country of the parent or subsidiary.)
  • (9) Not a professional individual who is an owner, partner, director, supervisor, or officer of a sole proprietorship, partnership, company, or institution that provides commercial, legal, financial, accounting services with aggregate service amount of more than NT\$500 thousand to the Company or to any affiliate of the Company in recent two years, nor a spouse thereof. However, members of remuneration committee or M&A review committee established in accordance with Securities or Exchange Act and Business Mergers and Acquisitions Act are not included.
  • (10) Not under any of the categories stated in Article 30 of the Company Law.
  • 2 Operations of the Remuneration Committee
    • (1) The Company's Remuneration Committee consists of 3 members.
    • (2) Term of Remuneration Committee: 2018/08/07 to 2021/06/11. A total of 2 (A) Remuneration Committee meetings were held in the most recent year. The information and attendance record of the members were as follows:
Title Name Attendance in Person
(B)
By proxy Attendance Rate (%)
(B/A)
Remarks
Convener Ying Chi Chuang 2 0 100% Independent director
Member Jun You Lin 2 0 100%
Member Jen Fa Chen 2 0 100% Independent Director
  • (3) If the Board of Directors refuses to adopt or amend a recommendation of the remuneration committee, the date of the meeting, session, content of the motion, resolution by the board of directors, and the Company's response to the remuneration committee's opinion: None.
  • (4) If there were resolutions of the remuneration committee to which members objected or expressed reservations, and for which there is a record or declaration in writing, the date of the meeting, session, content of the motion, all members' opinions and the response to members' opinion shall be specified:
Number of the
Meeting
Time
Content of motions and subsequent treatment Resolutions of the
Remuneration
Committee and the
Company's Handling of
Its Opinions
4th meeting of the
fourth term
1. Human Resource Structure and Human Resource Trends at
three factories
Approved by all
members present,
2020.03.10 2. 2020 Profile of New Senior Managers proposed to the Board
5th meeting of the
fourth term
1. Human Resource Structure and Human Resource Trends at
three factories
and approved by all
directors present at the
2020.11.25 2. Implementation progress of 2020 foreign labor zero cost meeting without any
objection.
  1. During 2020, the agenda and resolutions of the Company's Remuneration Committee are as follows:

(V) Implementation of Corporate Social Responsibility and Deviation from the Corporate Social Responsibility Best-Practice Principles for the TWSE/GTSM Listed Companies and reasons thereof:

Implementation status Deviation and
Item Yes No Description Related
Reasons
I. Does the Company conduct risk assessments
of environmental, social and corporate
governance issues related to its operations in
accordance with the materiality principle
and formulate relevant risk management
policies or strategies?
V Continuously make self improvement and get prepared to leap for
competition based on forward looking global layout. Looking out to
2020, in addition to reduce operation risk and implement sustainable
operation and management, Everest's six factories around the globe
will strengthen the synergy and vertical cooperation, so as to allow
global customers to better understand the advantages of the integration
of the global deployment under the sales order transfer effect due to
U.S. China trade war and pandemic by global big brands. Facing the
significant change of global economy, the Company will be cautious
and conservative in investment, expand lean production, and increase
productivity to reduce all kinds of operating costs. The Company will
also pay attention to cashflow to cope with the challenge of global
deflation, swiftly respond to change, and turn a crisis into an
opportunity.
The Company will develop new e-commerce model to cope with the
new business opportunities due to lockdown of countries around the
world, co-build a new eco-system economy with different industries,
utilize the excellent human resource and globalized resource of the
Group, continue to advance product research and development and
customer service in order to enable the Group to leap and break
through, continuously operate and grow, and become customers'
priority long-term cooperating partner and benchmark enterprise
praised by shareholders and our nation.
II. Has the Company established a dedicated
unit or appointed a unit for promoting CSR?
Is the unit authorized by the Board of
Directors to implement CSR activities at
upper management level? Does the unit
report the progress of such activities to the
Board of Directors?
V The "Global ESM implementation office" has been established. The
General Manager Office is responsible as the secretarial unit. The
office works with Advanced Technology Research Institute, R&D
Division, frontline units, environment and safety protection, marketing,
utilities, administration departments, and external consultants in order
to continuously deepen the formulation and implementation of overall
sustainable operating strategy. The implementation results of CSR are
reported to the senior management regularly every year, so that the
promotion of CSR gradually becomes the core value of the enterprise.
No
III.
(I)
(II)
Environmental Issues
Has the Company established proper
environmental management systems based
on the characteristics of the industries?
Does the Company endeavor to upgrade
the efficient use of available resources, and
the use of environmental-friendly recycled
materials?
(III) Does the Company assess current and
future potential risks and opportunities
brought by climate changes? Has it taken
measures to respond to climate-related
issues?
V (I)
The Company has established ISO14001 environmental
management system, set up environmental safety office and
designated personnel for environmental management,
formulated environmental health and safety policies, promoted
and implemented environmental management related matters,
and submitted to third-party certification bodies for verification
annually.
(II)
The Company promotes measures such as green lifestyle 7R
(Rethink, Redesign, Reduce, Reuse, Repair, Recycle, Recovery),
circular economy, clean production, energy saving and waste
reduction to improve resource productivity (Less is More). It
also uses environmentally friendly raw materials and dyeing
auxiliaries, and devote to develop textile products that are
harmless to humans and ecology to reduce environmental
impact. The Company also obtained the "Certificate of
Qualification for Clean Production Assessment System" and the
"Green Factory Certification Label".
(III)
Reducing energy usage, greenhouse gas and the emission of air
pollutants is one of the issues faced by the Company. Seriously
facing the issue will not only comply with legal requirement but
also effectively control operating costs. We continue to
implement manufacturing process waste reduction, waste
No
sorting and recycling, energy saving and operation safety
management. All employees adhere to the "Environmental
health and safety Policy" and follow the "Environmental,
Occupational Health and Safety System" to achieve the mission.
1. Energy conservation and carbon reduction – Implement
Implementation status Deviation and
Item Yes No Description Related
Reasons
(IV)
Does the Company inspect its greenhouse
gas (GHG) emissions, water consumption,
total weight of wastes in the past two years?
Does the Company formulate policies on
energy conservation and carbon reduction,
GHG reduction, water reduction or other
waste management?
energy control to create a low-carbon and quality
environment.
2. Continuous improvement -- Formulate energy conservation
plans and make rational and efficient use of energy.
3. Follow-up assessment--Energy-saving management evaluation
mechanism is established and implementation effectiveness is
reviewed regularly.
4. Goal and direction- To promote the use of renewable energy
for a win-win situation for energy, environmental protection
and economy.
5. Education - Develop correct energy conservation concept and
enhance employees' awareness and knowledge in energy
saving.
(IV)
Everest conducts annual greenhouse gas inventory, continuously
tracks greenhouse gas emissions and sources, and assesses the
GHG reduction priority according to the inventory taking
results. In terms of waste management, the Group calculates the
quantity of waste each year, and upholds the concept of "From
cradle to cradle" and "Waste = Food", and continues to promote
waste recycling and reuse. Waste classification, reduction,
recycling and reuse are implemented from source management,
and end-of-pipe treatment creates added value. In terms of water
resource management, the water balance project is conducted
through cross-departmental teamwork for water resource
headstream management and water consumption monitoring.
The new energy-saving and water-saving dyeing and finishing
auxiliary machines have been introduced in the dyeing and
finishing factory. Old dyeing and finishing auxiliary machines
that consume huge quantity of resources have been
decommissioned. Industrial 4.0 has been implemented.
Unnecessary waste of resource can be reduced with the newly
purchased automatic chemical dispensing equipment which can
precisely control the chemical usage.
IV. Social Issues
(I)
Does the Company formulate appropriate
management policies and procedures
according to relevant regulations and the
International Bill of Human Rights?
(II)
Has the Company formulated and
implemented reasonable employee welfare
measures (including remuneration, rest and
annual leave, and other benefits), and
appropriately reflected the operating
performance or achievements in the
employee remuneration?
V (I)
The Company complies with the relevant labor laws and
International Bill of Human Rights, which are the basis for
setting up and adjusting internal management system. The
Company adheres to equal employment policy, irrespective of
gender, race, age, marriage status, and family conditions, and
delivers equal opportunity in respect of compensation,
employment conditions, training, and promotion opportunities
to protect the legal rights of employees.
(II)
The Company has formulated and implemented reasonable
employee welfare measures and appropriately reflected
operating performance or results in employee compensation.
1. Leave system: The Company has implemented a
comprehensive leave system in accordance with the labor laws
and regulations, and the system is disclosed in the Rule of
Employment.
2. Various welfare measures: To comply with the law and fulfill
the needs of employees, the Company designed the benefits
that employees can enjoy, including staff dormitory, car parks,
breastfeeding (collecting) rooms, low-cost food and
beverages, and provision of employee health check, etc., so
that employees can enjoy a comprehensive welfare system
(e.g. wedding subsidy, education subsidy for children, gift
money for retirement, funeral subsidy, birth subsidy, maternity
leave, parental leave, and paternity leave, etc).
3. Employee compensation policy: Decided based on individual
competency, level of contribution, market value of the
position served, and in consideration of the Company's future
operational risks. Such compensation has positive correlations
to operational performance of the Company. Total
No
Implementation status Deviation and
Item Yes No Description Related
Reasons
(III) Does the Company provide a healthy and
safe work environment, and does it
organize health and safety training for its
employees on a regular basis?
remuneration package comprises three components: basic
fixed salary, bonus, and benefits. The basic fixed salary is
based on the market conditions of the positions held by the
employees, and the bonus is based on the achievement of
employee and departmental goals as well as the Company's
operating performance.
4. Retirement system:
The Company fully complies with the provisions of the Labor
Standards Law and the Labor Pension Regulations, and
formulates relevant system measures for the retirement of
employees, including those who have worked for more than
15 years and have reached the age of 55, those who have
worked for more than 25 years, or those who have worked for
more than 10 years and have reached the age of 60 can ask for
retirement. The Company appropriates to pension fund of not
less than 6% of the monthly salary according to the
employee's insurance level, and has set up a Labor Retirement
Reserve Supervision Committee to supervise the
implementation and payment of pensions.
(III)
In order to create a win-win safe working environment, the
Company has introduced ISO 45001 occupational health and
safety management system, set up a health and safety
committee, and adopted the following measures:
Work environment maintenance: From the procurement of
machinery and materials, strict health and safety standards are
required, and strict supervision is also applied when installing
machinery; various operating environment measurements are
regularly carried out according to law. If it does not meet the
standard, it is immediately corrected or improved. Appropriate
protective equipment is set up depending on the risk factors in
the workplace.
Employee health maintenance: In addition to cooperating with
the government to conduct occupational disaster health
inspections, regular health inspections are arranged for
employees. There is cooperation with hospitals within the
group to conduct health management depending on the health
inspection result. Each factory is equipped with medicines,
hygienic materials, simple medical equipment, etc. Regular
services provided by contract physicians and nurses are
arranged in the factory. Relevant requirements are incorporated
into daily operation. Occupational health and safety
(IV) Has the Company established effective
career development training programs for
its employees?
performance are enhanced through daily employee education.
(IV)
The Company attaches great importance to employee education
and training as well as their career development. In addition to
providing employees with management skill trainings such as
enterprise management and factory management, in order to
strengthen talent cultivation and supervisor training, systematic
and continual curriculum training is planned to help enhance
employees' ability and quality to improve the competitiveness of
individuals and enterprise.
(V) Does the Company comply with relevant
laws and international standards in health,
safety, and customer privacy as well as
marketing and labeling of its products and
services, and establish consumer
protection policies and appeals
procedures?
(V)
Everest has built a professional team to serve global customers.
Through regular visits to customers and brands, participation in
domestic and foreign exhibitions and other communication
channels, it responds to and meets the needs of customers with
an "instant", "professional", and "appropriate" attitude. At the
same time, in order to understand customer opinions and
improve service quality, a customer satisfaction survey is carried
out every year, and a "customer complaint handling method" is
set up to deal with customer complaints. Improvement plans are
made for projects that are not satisfactory to customers.
Employees are organized to implement the plans to achieve
customer satisfaction.
(VI)
Before new suppliers are admitted, they will be evaluated
(VI) Has the Company established supplier according to the "Supplier Evaluation Form". In the evaluation
Implementation status Deviation and
Item Yes No Description Related
Reasons
management policies, requesting suppliers
to comply with relevant regulations on
issues regarding environmental protection,
occupational safety and hygiene, or labor
rights, and disclosed the implementation?
mechanism, the supplier's work environment, employee human
rights, social responsibility and other evaluation items will be
included to enhance the supplier's corporate social
responsibility awareness. The "Everest Social Responsibility
Standard Statement" was issued, proclaiming to suppliers and
requiring suppliers to jointly abide by social responsibility
norms.
V. Does the Company prepare corporate social
responsibility reports or any report of non
financial information based on international
reporting standards or guidelines? Are the
above mentioned reports supported by
assurance or opinion of a third-party
certifier?
V Everest is good at fulfilling its corporate social responsibilities. Since
2011, it has voluntarily disclosed sustainability performance. The
Company issues a corporate social responsibility report every year and
continues to communicate with stakeholders. The content of Everest's
2019 Corporate Social Responsibility Report is written in accordance
with the core options of the GRI Standards issued by the Global
Reporting Initiative (GRI). This report for the previous year is also
prepared according to the "Operating Procedure Regarding the
Preparation and Filing of Social Responsibility Report for Listed
Companies" by the Taiwan Stock Exchange. The report discloses
identified economic, environmental and social sustainability topics,
related strategies, goals, measures and results. The CSR report editor
team is responsible for the overall planning, communication and
integration, data aggregation, editing and revision. Each member of the
editorial team reviews and revises the relevant content and data and
sends it to the general manager for review and release. This report has
not been verified by external third parties.
No
VI. If the Company has established its own corporate social responsibility principles based on "Corporate Social Responsibility Best Practice Principles
for TWSE/GTSM Listed Companies", please describe any discrepancy between the principles and their implementation:
The Company refers to the "Corporate Social Responsibility Best Practice Principles for TWSE/GTSM Listed Companies" to formulate its
corporate social responsibility policies, implement information disclosure regarding corporate governance, sustainable environment development,
public interest maintenance, and strengthening of corporate social responsibility. The Company has spared no efforts in participating community
development, activities held by charitable organizations and local government agencies. There is no deviation as of today.
(I) VII. Other important information to facilitate better understanding of the Company's corporate social responsibility practices:
Environmental protection: Pursue environmental sustainability with ecological restoration and respect for biodiversity, build Everest Ecological
Industrial Park and Everest Natural Vegetable and Fruit Education Farm with the concept of green building, and promote it to local
communities, hoping to become a sustainable agricultural education park and contribute to reducing global warming.
(II) Open Everest Textile Ecological Industrial Park for visit and interchange: In order to share Everest's innovative, sustainable, intelligent, and
succinct actions and achievements, Everest Opens the Ecological Industrial Park to visitors; at the same time, it also opens its natural vegetable
and fruit education farm, environmental protection brick factory, and MIT automated garment factory for visit. It is hoped to take this reality
experience as a communication platform for industry and environmental education to promote the triple surplus concept of sustainability, allow
visitors to witness the improvement process of transformation and innovation, sustainability, and smart green factory of the vertically integrated
textile manufacturer in Taiwan textile industry.
(III) The self-owned apparel brand "Happy Taiwan EverSmile" allocates 1% of the monthly turnover as a public welfare fund.
Please refer to "Everest Textile Co., LTD." website at: http://www.everest.com.tw
◼Please refer to "Happy Taiwan EverSmile" website at: http://www.everest.com.tw

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

Implementation status Deviation and
Item Yes No Description Related
I. Establishment of ethical corporate management
policies and programs
(I)
Has the Company established a set of
board-approved business integrity policies,
and stated in its Memorandum or external
correspondence about the policies and
practices it implements to maintain
business integrity?
(II)
Has the Company developed systematic
practices for assessing integrity risks?
Does the Company perform regular
analyses and assessments on business
activities that are prone to higher risk of
dishonesty, and implement preventions
against dishonest conducts that include at
least the measures mentioned in Paragraph
2, Article 7 of "Ethical Corporate
Management Best Practice Principles for
TWSE/TPEX Listed Companies"?
(III) Has the Company defined and enforced
operating procedures, behavioral
guidelines, penalty and grievance systems
as part of its preventive measures against
dishonest conducts?
V (I)
The Company has a "Code of Integrity Management" which
regulates the code of conduct for Directors, managers and other
employees of the Company, and discloses the integrity
management policy on the Company's website.
(II)
The Company and its subsidiaries plan to prevent dishonest
behavior including the followings:
1. Standards for determining whether improper benefits have
been offered or accepted.
2. Procedures for offering legitimate political donations.
3. Procedures and standard amount of providing proper
charitable donations or sponsorship.
4. Rules for avoiding work-related conflicts of interests and how
they should be reported and handled.
5. Rules for keeping confidential trade secrets and sensitive
business information obtained in the ordinary course of
business.
6. Regulations and procedures for dealing with suppliers, clients
and business transaction counterparties suspected of unethical
conduct.
7. Handling procedures for violations of these Principles.
8. Disciplinary measures on offenders.
(III)
The Company's "Code of Integrity Management" regulates that
when engaging in commercial activities, the Company's
personnel shall not directly or indirectly offer, promise to offer,
request, or accept any improper benefits, or commit unethical
acts including breach of ethics, illegal acts, or breach of
fiduciary duty ("unethical conduct"). The operating procedure,
behavior guidelines, punishment, or appeals are defined for the
above actions.
Reasons
No deviation
II. Fulfillment of Ethical Corporate Management
(I) Does the Company evaluate business partners'
ethical records and include ethics-related
clauses in the business contracts signed
with the counterparties?
(II)
Has the Company established a dedicated
unit under the BOD to implement ethical
corporate management, and report to the
BOD on a regular basis (at least once a
year) on ethic operation policies as well as
precautionary measures against unethical
conduct and their implementation?
V (I)
The Company's "Code of Integrity Management" regulates that
prior to any commercial transactions, the Company shall
consider whether the legality of its agents, suppliers, clients, or
other trading counterparts and their potential unethical conduct,
and shall avoid dealing with persons having records of such
unethical behaviors.
(II)
According to Article 17 of the Company's Code of Integrity
Management, the Corporate Governance Supervisor who
reports to the Board of Directors and Human Resource
Department are dedicated to the promotion and operation of
corporate integrity management. They are responsible for the
formulation and supervision of the integrity management policy
and prevention plan, and are supervised by the Board of
Directors. The main functions are related to the anti-corruption
measures to ensure integrity management in accordance with
the "Code of Integrity Management" approved by the Board of
Directors, formulate plans to prevent dishonesty, plan internal
organization, headcount and responsibility, reduce the risk of
business dishonesty, and promote the training of integrity
policy promotion, plan and implement the whistleblowing
system, and assist the Board of Directors and management to
evaluate the implementation, and report to the Board of
Directors once a year.
No deviation
(III)
Has the Company establisedh policies to
prevent conflicts of interest, provide
(III)
1. The Company adheres to the principle of zero malpractice.
If any person takes advantage of his position, intends to
appropriate communication channels, and
implement them accordingly?
seek his or others' improper benefits and causing the
Company to suffer losses, he shall unconditionally
compensate any loss suffered by the Company and be
dismissed from his post.
2. If the company's personnel violates the integrity
management regulations, the Company will punish the
person according to the severity of the circumstances and in
accordance with the Company's rule for reward and
punishment.
3. The Company has a grievance system to provide remedies
for those who violate this Code to appeal in accordance
(IV) Has the Company implemented an
effective accounting policy and internal
control system to maintain business
(IV) with relevant regulations.
The Company has set up a rigorous accounting system and
responsible accounting department. To ensure the accuracy and
integrity? Has an internal or external audit
unit been assigned to design audit plans
based on the outcome of integrity risk
transparency of financial information, financial statements are
all reviewed or audited by CPAs in accordance with regulations
and are announced and published accordingly. In order to
assessment, and to audit the compliance
with various preventions against dishonest
conduct?
implement the "Processing guidelines of establishing internal
control system for public companies" and "Code of Integrity
Management", the Company has set up the internal audit
department and related internal control system, which regularly
inspects and modifies its effectiveness, reviews compliance of
the system, prepares audit reports and submits the reports to the
(V) Does the Company regularly hold internal
and external educational trainings on
ethical corporate management?
(V) Board of Directors.
In order to establish an honest corporate culture and prevent
dishonest behaviors, the Company aperiodically educates its
employees and reminds its stakeholders to observe and respect
the Company's moral and integrity standards. Related operating
procedures and guidelines and other provisions are publicly
III
(I)
Operation of the Whistle-blowing System
Does the Company establish a
(I) disclosed on the company's website.
The Company's "Code of Integrity Management" stipulates that
reward/whistle-blowing system and
convenient whistle-blowing channel? Are
appropriate personnel assigned to the
accused party?
when the Company's personnel finds any violation of the
integrity management regulations, he shall take the initiative to
report to the Audit Committee, manager, internal audit head,
human resource department, or other appropriate supervisors.
(II) Does the Company establish standard
operating procedures for investigating the
complaints received and ensuring such
complaints are handled in a confidential
V (II) When the Company's personnel finds any violation of the
integrity management regulations, he shall take the initiative to
report to the Audit Committee, manager, internal audit head,
human resource department, or other appropriate supervisors.
No deviation
(III) manner?
Does the Company provide protection to
whistleblowers against receiving improper
(III) The Company shall keep confidential the identity of whistle
blowers and the content of reported cases.
The Company will keep confidential the identity of the whistle
blower and the content of the reported case, so as to protect the
IV. treatment?
Enhanced disclosure of corporate social
whistle-blower from improper treatment due to the report.
The Company has established its English and Chinese corporate
responsibility information
Has the Company disclosed the Ethical
Management Principles and effect of
implementation thereof on its website and
V website to disclose the Ethical Corporate Management Best Practice
Principles of the Company and relevant information.
No deviation
V. Market Observation Post System? If the Company has established its own ethical corporate management principles based on the Ethical Corporate Management Best Practice
Principles for TWSE/TPEx Listed Companies, please describe the implementation and any deviation from the Principles: None.
VI. Other important information that helps to understand the Company's ethical operations: The Company adheres to the Company Act, the
Securities and Exchange Act, the Business Entity Accounting Act, and relevant regulations in relation to the TWSE/GTSM listed companies
and other related business law and regulations, as its foundation for ethical corporate management. The Company has added important
by law. information such as code of integrity in the procurement system to ensure supplier compliance, and to allow vendors a smooth channel to
address grievances in the event of any infringement of rights or interests during the process of procurement. The highest ethical standard is held
no matter for the internal employees and external partners. Any illegal action such as bribery by suppliers or from employees will be prosecuted
  • (VII) How to inquire the Company's corporate governance guidelines and regulations: Please refer to the Company's website at http://www.everest.com.tw and MOPS (Market Observation Post System) https://emops.twse.com.tw/server-java/t58query
  • (VIII) Other information enabling better understanding of the Company's corporate governance:
    1. The Company's employee behavior or code of ethics: integrity, teamwork, perseverance, and innovation are the Company's business philosophy and the code of conduct for each Everest employee.
    1. Related certifications obtained from the relevant competent authorities by personnel of the Company involved with the transparency of financial information.
Certifications Number of person
Certified Internal Auditor 1
Land administration agent 1
CPA 1

Continuing education of managers:

Trainee Course Host Institution Number of
Hours
Head of
Internal Audit
Huang
Chang
Huang
Practical Labor Events
Policy Analysis of corporation financial report self-
preparation capability enhancement and Discussion
on Internal Audit and Control focal points.
The Institute of
Internal Auditors
Chinese Taiwan
12
Chief
Accountant
Mei Hsiu
Huang
Continuing Education and Training for Accounting
Managers
National Cheng
Kung University
12
  1. Continuing education of Directors and Supervisors:
Training Date
Name Start
Date
End Date Organizer Course Name Training
Hours
2020/12/9 2020/12/9 Taiwan Academy of
Banking and Finance
Seminar on Board Operating Practices
and Corporate Governance
3hrs
Charles Wang 2020/7/22 2020/7/22 Taiwan Academy of
Banking and Finance
Seminar on Board Operating Practices
and Corporate Governance
3hrs
Shiou Chung 2020/12/9 2020/12/9 Taiwan Academy of
Banking and Finance
Seminar on Board Operating Practices
and Corporate Governance
3hrs
Chen 2020/7/22 2020/7/22 Taiwan Academy of
Banking and Finance
Seminar on Board Operating Practices
and Corporate Governance
3hrs
Douglas Tong 2020/12/9 2020/12/9 Taiwan Academy of
Banking and Finance
Seminar on Board Operating Practices
and Corporate Governance
3hrs
Hsu 2020/7/22 2020/7/22 Taiwan Academy of
Banking and Finance
Seminar on Board Operating Practices
and Corporate Governance
3hrs
2020/12/9 2020/12/9 Taiwan Academy of
Banking and Finance
Seminar on Board Operating Practices
and Corporate Governance
3hrs
Johnny Shih 2020/7/22 2020/7/22 Taiwan Academy of
Banking and Finance
Seminar on Board Operating Practices
and Corporate Governance
3hrs
2020/12/9 2020/12/9 Taiwan Academy of
Banking and Finance
Seminar on Board Operating Practices
and Corporate Governance
3hrs
Eric Hu 2020/7/22 2020/7/22 Taiwan Academy of
Banking and Finance
Seminar on Board Operating Practices
and Corporate Governance
3hrs
Haw Sheng 2020/12/9 2020/12/9 Taiwan Academy of
Banking and Finance
Seminar on Board Operating Practices
and Corporate Governance
3hrs
Lin 2020/7/22 2020/7/22 Taiwan Academy of
Banking and Finance
Seminar on Board Operation Practices
and Corporate Governance
3hrs
Ching Lai 2020/12/9 2020/12/9 Taiwan Academy of
Banking and Finance
Seminar on Board Operating Practices
and Corporate Governance
3hrs
Yeh 2020/8/30 2020/8/30 Taiwan Corporate
Governance Association
Strengthen corporate operation through
corporate governance mechanism.
3hrs
2020/8/30 2020/8/30 Taiwan Corporate
Governance Association
Strengthen corporate operation through
corporate governance mechanism.
3hrs
Ying Chi
Chuang
2020/8/11 2020/8/11 Taiwan Corporate
Governance Association
The Board of Directors' responding
measures and their application on
corporate governance evaluation
3hrs
Training Date
Name Start
Date
End Date Organizer Course Name Training
Hours
2020/5/7 2020/5/7 Taiwan Corporate
Governance Association
How does an enterprise prevent fraud 3hrs
2020/12/9 2020/12/9 Taiwan Academy of
Banking and Finance
Seminar on Board Operation Practices
and Corporate Governance
3hrs
Shou-Chun
Yeh
2020/11/5 2020/11/5 Accounting Research and
Development Foundation
The legal responsibility and case study
of Economic Espionage Act and Trade
Secrets Act
3hrs
2020/11/5 2020/7/23 Accounting Research and
Development Foundation
Shape a culture of corporate
governance
3hrs
2020/7/22 2020/7/22 Taiwan Academy of
Banking and Finance
Seminar on Board Operation Practices
and Corporate Governance
3hrs
2020/12/9 2020/12/9 Taiwan Academy of
Banking and Finance
Seminar on Board Operation Practices
and Corporate Governance
3hrs
Jen Fa Chen 2020/7/22 2020/7/22 Taiwan Academy of
Banking and Finance
Seminar on Board Operation Practices
and Corporate Governance
3hrs
2020/12/9 2020/12/9 Taiwan Academy of
Banking and Finance
Seminar on Board Operation Practices
and Corporate Governance
3hrs
Kao Shan Wu 2020/7/22 2020/7/22 Taiwan Academy of
Banking and Finance
Seminar on Board Operation Practices
and Corporate Governance
3hrs

Everest Textile Co., LTD.

Statement of Internal Control System

Date: 2021/2/5

Based on the findings of self-assessment, the Company certifies the following with regard to its internal control system during the year of 2020:

  • I. The Company acknowledges that the establishment, implementation and maintenance of an internal control system is the responsibility of the Board of Directors and managers, and the Company has established an internal control system. The internal control system is designed to provide reasonable assurance for the effectiveness and efficiency of the operations (including profitability, performance and protection of assets), reliability, timeliness, and transparency of reporting, and compliance with applicable laws and regulations.
  • II. The internal control system has innate limitations. No matter how robust and effective the internal control system is, it can only provide reasonable assurance of the achievement of the foregoing three goals; in addition, the effectiveness of the internal control system may vary due to changes in the environment and conditions. However, the internal control system of the Company has self-monitoring mechanisms in place, and the Company will take corrective action against any defects identified.
  • III. The Company uses the assessment items specified in the Regulations Governing Establishment of Internal Control Systems by Public Companies (hereinafter referred to as "the Regulations") to determine whether the design and implementation of the internal control system are effective. Based on the process of control, the assessment items specified in the Regulations divide the internal control system into five constituent elements: 1. control environment; 2. risk assessment; 3. control activities; 4. information and communications; and 5. monitoring activities. Each constituent element includes a certain number of items. For more information on such items, refer to the Regulations.
  • IV. The Company has adopted the aforesaid assessment items for the internal control system to determine whether the design and implementation of the internal control system are effective.
  • V. Based on the results of the determination in the preceding paragraph, the Company is of the opinion that, as of December 31, 2020, the internal control system (including the supervision and management of subsidiaries), including the design and implementation of the internal control system relating to the effectiveness and efficiency of the operations, reliability, timeliness, and transparency of reporting, and compliance with applicable laws and regulations, is effective and can reasonably assure the achievement of the foregoing goals.
  • VI. This statement will constitute the main content of the Company's annual report and the prospectus and will be disclosed to the public. Any falsehood or concealment with regard to the above contents will entail legal liability under Articles 20, 32, 171 and 174 of the Securities and Exchange Act.
  • VII. This statement was approved by the Board of Directors on February 5, 2021, and none of the eleven Directors in attendance objected to it and all consented to the content expressed in this statement.

Everest Textile Co., LTD.

Chairman: Johnny Hih

President: Ching Lai Yeh

    1. CPA audit report: The Company did not engage a CPA to carry out any special audit of the internal control system. Therefore not applicable.
  • (X) Penalties imposed upon the Company and its employees in accordance with the law, penalties imposed by the Company upon its employees for the violation of the internal control system, principal deficiencies, and improvement status during the most recent fiscal year and up to the date of publication of the Annual Report: None.

(XI) Major Resolutions of Shareholders' Meeting and Board Meetings During the Most Recent Fiscal Year Up to

the Date of Publication of the Annual Report:

1. Summary of Shareholders' meeting agenda

Date of Shareholders'
Meeting
Material Resolutions Implementation
Report Items
1. 2019 Business Report
2. 2019 Financial Statements
3. Report on Audit Committee's audit report of 2019.
4. Report on the amendment of "Ethical Corporate Management Principles".
Not Applicable.
June 15, 2020 Acknowledgements
1. Approval of 2019 final accounts.
2. Approval of 2019 earnings appropriation.
Resolved no distribution of dividend.
Discussions
1. Amendment of the Company's Articles of Association.
2. Amendment of the Company's "Rules for Procedures of Shareholders' Meeting".
Has been executed according to
amended procedure.

2.Summary of proposals in the Board of Directors meetings

Term of the Time of the Material Resolutions
Meeting
The 8th meeting of
the 11th term
Meeting
March 19, 2020
1. Approved the proposal of renewing Bangkok Bank short and mid-term comprehensive credit lines.
2. Approved the proposal of renewing HSBC Bank short-term comprehensive credit lines.
3. Approved the proposal of renewing Taishin International Commercial Bank short-term comprehensive
credit lines.
4. Approved the proposal of renewing SinoPac Bank short-term comprehensive credit lines.
5. Approved the proposal of renewing International Bills Finance Corporations short-term commercial
paper facilities.
6. Approved the proposal of renewing O-Bank mid-term, export bills negotiation and derivative financial
product's facilities.
7. Approved the guarantee provided to subsidiary Everest (Thailand) for renewing Mizuho Bank credit
lines for loan.
8. Approved the guarantee provided to subsidiary Everest (Bermuda) for renewing Bangkok Bank credit
lines for loan.
9. Approved the guarantee provided to subsidiary Everest (Bermuda) for renewing HSBC Bank credit
lines for loan.
10. Approved the guarantee provided to subsidiary Everest (Bermuda) for renewing KGI Bank credit lines
for loan.
11. Approved the issuance of comfort letter for subsidiary Everest Development (Shanghai) to renew
CTBC Bank credit lines for loan.
12. Approved 2019 business report, individual financial statements, and consolidated financial statements.
13. Approved 2019 earnings appropriation.
14. Approved the amendment of Articles of Association.
15. Approved the amendment of "Ethical Corporate Management Principles".
16. Approved the amendment of "Rules for Procedures of Shareholders' Meeting".
17. Approved the amendment of internal control system and internal audit system for self-preparation of
financial statements.
18. Approved matters regarding the convening of 2020 Shareholders' meeting, the date of the meeting, and
the acceptance of proposal for motions.
19. Approved 2020 operation budget.
20. Approved 2020 capital expenditure.
21. Approved the appointment and dismissal of managers and above.
22. Approved 2019 Statement of Internal Control.
23. Approved the proposal of renewing Far Eastern International Bank short and mid-term comprehensive
credit and forward exchange credit.
24. Approved the loan granted to subsidiary Everest Apparel (Hong Kong).
25. Approved the loan granted to subsidiary Everest Apparel (Ethiopia).
26. Approved the guarantee provided to subsidiary Everest Textile USA for renewing JihSun Bank credit
The 9th meeting of May 6, 2020 lines for loan.
1. Approved the proposal of renewing Shanghai Commercial & Savings Bank short-term comprehensive,
the 11th term export bills negotiation, export loan, and mid-term loan credit.
2. Approved the proposal of renewing Taiwan Cooperative Bills Finance Corporation short-term
commercial paper facilities.
3. Approved the proposal of renewing China Bills Finance Corporation short-term commercial paper
facilities.
4. Approved the guarantee provided to subsidiary Everest (Bermuda) for renewing SinoPac Bank short
term USD credit lines for loan.
5. Approved the guarantee provided to subsidiary Everest (Bermuda) for renewing Yuanta Bank short
term USD credit lines for loan.
6. Approved the renewal of loan granted to subsidiary EVEREST TEXTILE USA, LLC.
7. Approved the loan granted to subsidiary Everest Apparel (Haiti).
Term of the Time of the Material Resolutions
Meeting
The 10th meeting
Meeting
June 15, 2020
1. Approved the capital increase of investment in U.S. subsidiary through increasing investment in
of the 11th term subsidiary Hongzhan Investment Company by USD10 million.
The 11th meeting
of the 11th term
August 12, 2020 1. Approved the proposal of renewing Yuanta Bank mid-term credit lines for loan.
2. Approved the proposal of renewing EnTie Bank mid-term credit lines for loan.
3. Approved the proposal of renewing Mega International Commercial Bank short-term comprehensive
credit lines.
4. Approved the proposal of renewing Hua Nan Bank mid-term credit lines for loan.
5. Approved the proposal of renewing Ta Ching Bills Finance Corporation Kaohsiung branch short-term
commercial paper facilities.
6. Approved the guarantee provided to subsidiary Everest (Hong Kong) for renewing O-Bank short-term
credit lines for loan.
7. Approved the guarantee provided to subsidiary Everest (Hong Kong) for renewing Yuanta Bank short
term credit lines for loan.
8. Approved the guarantee provided to subsidiary Everest (Hong Kong) for renewing KGI Bank mid-term
credit lines for loan.
9. Approved the guarantee provided to subsidiary Everest USA for renewing EnTie Bank short-term
credit lines for loan.
10. Approved the guarantee provided to subsidiary Everest Textile USA, LLC. for renewing Mizuho Bank
Los Angeles Branch short-term credit lines for loan.
11. Approved the transferring of intercompany accounts receivable (Everest Apparel Haiti) outstanding for
more than one year to loan.
12. Approved the transferring of intercompany accounts receivable Everest Apparel (Ethiopia) outstanding
for more than one year to loan.
13. Approved the remediation plan for subsidiary Everest Apparel (Hong Kong) regarding the loan balance
exceeding the lending limit.
14. Approved the capital increase in cash for subsidiary Everest International Develop Investment by the
Company.
15. Approved the loan granted to subsidiary Everest Textile USA, LLC.
The 12th meeting
of the 11th term
November 10,
2020
1. Approved the mid-term loan credit granted by Shanghai Commercial & Savings Bank.
2. Approved the proposal of renewing KGI Bank mid-term credit lines.
3. Approved the proposal of renewing Export-Import Bank export loan credit lines.
4. Approved the proposal of renewing Grand Bills Finance Corporations short-term commercial paper
facilities.
5. Approved the proposal of renewing Far Eastern International Bank short and mid-term comprehensive
credit and forward exchange credit.
6. Approved the guarantee provided to subsidiary Everest Textile USA, LLC. for renewing Far Eastern
International Bank short-term credit lines for loan.
7. Approved the guarantee provided to subsidiary Everest Textile USA, LLC. for renewing Taishin
International Commercial Bank short-term credit lines for loan.
8. Approved the rotation of external auditor by Deloitte Taiwan.
9. Approved the amendment of "Corporate Governance Principles", "Rules for Procedures of Board of
Directors' Meeting", "Articles of Remuneration Committee".
10. Approved the amendment of "Board Performance Evaluation Rules".
11. Approved the loan granted to subsidiary Everest International Develop Investment.
12. Approved the loan granted to subsidiary Everest Apparel (Hong Kong).
13. Approved 2021 audit plan.
The 13th meeting
of the 11th term
February 5, 2021 1. Approved the proposal of signing mid-term credit, export bills negotiation credit lines with Chang Hwa
Bank.
2. Approved the proposal of renewing Taishin Commercial Bank short-term credit lines.
3. Approved the proposal of renewing First Bank short-term credit, export bills negotiation and foreign
exchange loan credit lines.
4. Approved the proposal of renewing O-Bank short-term comprehensive credit lines.
5. Approved the proposal of renewing E-Sun Bank mid and short-term credit, and export bills negotiation
credit lines.
6. Approved the proposal of renewing Mega Bills Finance Corporations short-term commercial paper
facilities.
7. Approved the guarantee provided to subsidiary Everest Textile USA, LLC. for renewing SinoPac Bank
mid-term credit lines for loan.
8. Approved the guarantee provided to subsidiary Everest Textile USA, LLC. for renewing JihSun Bank
short-term credit lines for loan.
9. Approved the guarantee provided to subsidiary Everest (Thailand) for renewing Mizuho Bank short
term credit lines for loan.
10. Approved 2020 operation report, individual and consolidated financial statements.
11. Approved 2020 loss appropriation.
12. Approved the capital reduction to offset loss.
13. Approved the amendment of Articles of Association.
14. Approved the capital increase by cash.
15. Approved amendment of "Procedures for making endorsements/guarantees".
16. Approved the re-election of the Company's Directors upon expiration of their term of office.
17. Approved the list of candidates nominated by the Board of Directors (including Independent Directors).
18. Approved the motion to remove restrictions on the Company's newly appointed 12th term Directors in
relation to Article 209 of the Company Act regarding the "Non-competing Clause".
19. Approved matters in relation to 2021 Shareholders' meeting such as date, acceptance of shareholder
motions, and related procedures.
20. Approved 2021 operation budget.
Term of the Time of the Material Resolutions
Meeting Meeting
21. Approved 2021 capital expenditure (including subsidiaries).
22. Approved the appointment and dismissal of managers and above.
23. Approved 2020 statement of internal control.
24. Approved the sale of accounts receivable from and loan to subsidiary Everest Apparel (Ethiopia) to
Everest International (HK) Limited.
25. Approved the early termination of credit lines granted to the subsidiary Everest Textile USA, LLC.
26. Approved the early termination of part of guarantee provided to subsidiary Everest (Bermuda).

(XII) Where directors or supervisors who have different opinions on important resolutions passed by the board of directors, with records or written statements, in the most recent year and up to the date of publication of the annual report, the main content of said opinions: None.

(XIII) A summary of resignations and dismissals of the Company's Chairman, President, accounting manager, finance manager, chief internal auditor, or research and development officer during the most recent fiscal year and up to the date of publication of the Annual Report: None.

IV. Information About CPA Professional Fee

(I) Information about CPA Professional Fee

CPA firm Name of CPA Audit period Remarks
Sophie Lee
(Former)
Li Yuan Guo 2020.01.01-2020.09.30 Deloitte's internal
Deloitte & Touche Lou Liao
(Successor)
Li Yuan Guo 2020.10.01-2020.12.31 rotation and work
arrangement

Unit: in Thousand NTD

Category of fees
Range of fees
Audit fee Non-audit fee Total
1 Less than NT\$2,000 thousand 658 658
2 NT\$2,000 thousand (inclusive) ~ NT\$4,000 thousand
3 NT\$4,000 thousand (inclusive) ~ NT\$6,000 thousand
4 NT\$6,000 thousand (inclusive) ~ NT\$8,000 thousand 6,060 6,060
5 NT\$8,000 thousand (inclusive) ~ NT\$10,000 thousand
6 Above NT\$10,000 thousand (inclusive)

Unit: in Thousand NTD

Name of the Non-Audit Fee
Accounting Name of CPA Audit
Fee
Design of Business Human Others Audit Period
Firm System Registration Resource (Note) Subtotal
Deloitte & Sophie
Lee
Li Yuan
Guo
2020.01.01-2020.09.30
Touche Lou Liao Li Yuan
Guo
6,060 - 8 - 650 6,718 2020.10.01-2020.12.31

Note: It is transfer pricing consulting fee and 2020 master file report.

(II) Change of CPA firm and the audit fees at the year of the change is less than the prior year: None.

(III) Change of CPA firm: None.

(IV) Audit fees were 10% less than that of the previous year: None.

V. Change of CPA: Deloitte & Touche informed the Company by Chin-Nan-No.10901109 letter on October 14, 2020 that due to internal adjustment, the engagement partner will be changed from Sophie Lee and Li Yuan Guo to Lou Liao and Li Yuan Guo starting 2020Q4.

Date of Replacement October 2020
Reason for Replacement
and Explanation
Internal rotation and work arrangement of Deloitte & Touche
Situation Counterparties CPA The Company that
Engaged CPA
The Company terminated
engagement or CPA refused
engagement Voluntarily terminated the V
the engagement engagement Declined (further)
The opinion and reason for issuing an audit report expressing other than an unqualified opinion during the 2 most
recent years: None.
Accounting principles or practices
Disclosure of financial statements
Different opinions from the Yes Audit scope or procedure
issuer Others
No V
Explanation
Other items for disclosure (where Article 10, Subparagraph 6, Item 1-4 to Item 1-7 of the Regulations shall
be disclosed): None.

(I) Regarding the former CPAs

(II) Regarding the succeeding CPAs

CPA Firm Deloitte & Touche
Name of CPA Lou Liao
Date of Engagement Resolved by Board of Directors in November 2020.
Subjects discussed and the consultation results with the newly engaged CPAs regarding the accounting treatment of or
application of accounting principles to a specified transaction, or the type of audit opinion that might be rendered on
the company's financial statements prior to the formal engagement: Not applicable.
Written opinion from the successor CPA regarding matters on which they did not agree with the former
CPA: Not applicable.

(lll) The former CPA's reply to Article 10, Subparagraph 6, Item 1 and Item 2-3 of the Regulations: Not applicable.

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

VII. Net Change in shareholdings and in shares pledged by directors, management, and shareholders holding more than 10% share in the Company:

2020 As of March 8, 2021
Number of Shares Mortgaged shares Number of Shares Mortgaged shares
Title Name Increase Increase Increase Increase
(Decrease) (Decrease) (Decrease) (Decrease)
Weiyu Innovation Investment -
Chairman
Representative
Co., Ltd. -
-
-
-
- -
-
Johnny Shih
Director Yue Ding Industry Co., Ltd. - - - -
Representative Ching Lai Yeh - - - -
Director Shuo Quan Co., Ltd. - - - -
Representative Shou Chun Yeh - - - -
Director Yuan Ding Investment Co.,
Ltd.
- - -
-
-
-
Name Douglas Tong Hsu - - - -
Representative Kao Shan Wu - - - -
Representative Eric Hu - -
Director Yu Yuan Investment Co., Ltd. - - - -
Representative Charles Wang - - - -
Representative Haw Sheng Lin (50,000) - - -
Independent Director Shiou Chung Chen
Independent Director Jen Fa Chen
Independent Director Yin Chi Chuang
President Ching Lai Yeh - - - -
Vice President Sen Mao Wu - - - -
Vice President Wen Kui Hsiang - - - -
Vice President Hsien Shen Hung - - - -
Vice President Ming Yi Hsiao - - - -
Vice President Chin Chueh Kao - - - -
Vice President Chin Liang Chen 34,000 - 30,000 -
Director Shih Jung Lin - - - -
Director Hui Min Cheng - - - -
Director Wen Chin Yeh - - - -
Director Ping Liang Chen - - - -
Director Tung Sheng Hung - - - -
Director Mei Na Liu - - - -
Director Chien Hua Kao - - - -
Director Chin Li Kao - - - -
Director Yi Cheng Tseng - - - -
Director Huang Shan Lin - - - -
Director Ting Hua Hung (concurrently - - - -
serves as finance manager)
Director
Director
Hsiang Jui Liu 3,000
-
-
-
-
-
-
-
Director Chia Hsiang Chen - - - -
Chao Li Li - - - -
Accounting Manager Mei Hsiu Huang

(I) Change in equity of directors, management, and major shareholders

(II) Information on share transfers: Not applicable.

(III) Information on share pledges: Not applicable.

VIII. Information about the relationship among the Company's 10 largest shareholders:

March 8, 2021
Name Shares Held Shares Held by
Spouse & Minors
Shares Held in the
Name of Others
Top ten shareholders who have
related party relationship defined by TIFRS
No.6 between each other, the name and
relationship
Major
Corporate
Shares Shareholding
Ratio (%)
Shares Shareholding
Ratio (%)
Shares Shareholding
Ratio (%)
Name Relation Shareholder
Yuan Ding Investment
Co., Ltd.
Chairman: Douglas
Tong Hsu
128,618,42
2
25.23% 0 0 0 0 Oriental Union
Chemical Corporation
Yu Yuan Investment
Co., Ltd.
Same Chairman
Subsidiary of Far
Eastern New Century
Corporation
Please refer
to page 12
Everest International
Develop Investment
Co., Ltd
Chairman: Charles
Wang
26,067,062 5.11% 0 0 0 0 No No Not
Applicable
Jui Hsing International
Investment Co., Ltd.
Chairman: Ying Nan
Chuang
15,184,432 2.98% 0 0 0 0 No No Not
Applicable
Fu Ming Transportation
Chairman: Johnny Hih
13,279,219 2.60% 0 0 0 0 No No Not
Applicable
Yu Yuan Investment
Co., Ltd.
Chairman: Chun Ming
Chen
13,147,509 2.58% 0 0 0 0 Yuan Ding Investment
Co., Ltd.
Are all 100% owned
subsidiary of Far
Eastern New Century
Corporation
Please refer
to page 12
Oriental Union
Chemical Corporation
Chairman: Douglas
Tong Hsu
12,885,683 2.53% 0 0 0 0 Yuan Ding Investment
Co., Ltd.
Ton Fu Investment
Corp.
Same Chairman
Holds 100% shares of
Ton Fu Investment
Not
Applicable
Ton Fu Investment Co.,
Ltd.
Chairman: Cheng Yu
Zheng
11,712,847 2.30% 0 0 0 0 Oriental Union
Chemical Corporation
100% shares are held
by Oriental Union
Chemical Corporation
Please refer
to page 12
Citibank (Taiwan)
Commercial Bank
Investment Account
8,501,201 1.67% 0 0 0 0 No No Not
Applicable
Hung Yeh Investment
Co., Ltd.
Chairman: Ching Lai
Yeh
4,341,530 0.85% 0 0 0 0 No No Not
Applicable
Kuo Tai Yang 3,458,848 0.68% 0 0 0 0 No No Not
Applicable

IX. Total Number of Shares and Total Equity Stake Held in any Single Enterprise by the Company, Its Directors, Managers, and Any Company Controlled Either Directly or Indirectly by the Company:

March 8, 2021
Ownership by the Company Direct or Indirect Ownership by
Directors/Managers
Total Ownership
Affiliated Enterprise Shares %
Shares
%
Shares %
Everest Investment (Holding) Ltd. 1,300 100.00 0 0.00 1,300 100.00
Everest International Develop
Investment Co., Ltd
191,400,000 100.00 0 0.00 191,400,000 100.00
Jin Lead Industrial Co., Ltd. 526,800 19.00 719,520 25.96 1,246,320 44.96
Everest Textile (HK) Co., Ltd 695,000 99.30 5,000 0.70 700,000 100.00
Far Eastern International Bank 7,441,665 0.22 303,574,993 9.05 311,016,658 9.27
Dah Chung Bills Finance Corp. 1,175 0.00 0 0.00 1,175 0.00

I. Capital and Shares

(I) Source of capital

  1. Source of capital

Unit: in NT\$ Thousand, in Thousand Shares

Issuance Authorized Capital Paid-in Capital Note
Shares Amount Source of Capital Capital Increase
Year Month Price Shares Amount Capital by Assets other Others
(NTD) Cash Earnings Surplus than Cash
2016 10 560,000 5,600,000 471,189 4,711,891 - - - No No
2017 10 560,000 5,600,000 490,037 4,900,367 - 188,476 - No No
2018 10 560,000 5,600,000 499,837 4,998,374 - 98,007 - No No
2019 10 560,000 5,600,000 509,834 5,098,341 - 99,967 - No No
2020 10 560,000 5,600,000 509,834 5,098,341 - - - No No

Note: Equity change in recent five years.

Unit: in Thousand Shares

Authorized Capital
Shareholding Type Outstanding Shares (Listed) Unissued Shares Remarks
Total
Ordinary Shares 509,834 50,166 560,000 No

(II) Information About Shelf Registration System: None.

(III) Shareholder Structure

Record date: March 8, 2021
Shareholder Structure
Quantity
Government
Agency
Financial
Institutions
Other
Institutional
Shareholders
Individual Foreign Institutions
and Foreigners
Total
Number of
Shareholders
6 0 50 28,681 62 28,799
Shares 142 0 234,395,853 255,183,864 20,254,323 509,834,182
Percentage (%) 0.00% 0.00% 45.98% 50.04% 3.98% 100%

Note: Primary listing (TPEx) Company and TPEx Emerging Stock should disclose percentage of shares held by Mainland Chinese shareholders. Mainland Chinese shareholdings refer to the shares or capital in a foreign issuer that is directly or indirectly held by mainland Chinese, legal entities, organizations or any other institute from mainland China, or any company established in countries other than Mainland China but owned by the above individual or companies: None.

(IV) Distribution Profile of Share Ownership

March 8, 2021
Shareholding Range Number of Shareholders Shares Percentage (%)
1 - 999 10,992 2,307,645 0.45%
1,000 - 5,000 11,043 24,496,916 4.80%
5,001 - 10,000 2,808 20,282,631 3.98%
10,001 - 15,000 1,334 15,647,528 3.07%
15,001 - 20,000 597 10,734,025 2.11%
20,001 - 30,000 670 16,090,247 3.16%
30,001 - 40,000 329 11,358,311 2.23%
40,001 - 50,000 211 9,498,359 1.86%
50,001 - 100,000 421 28,461,624 5.58%
100,001 - 200,000 208 28,071,018 5.51%
200,001 - 400,000 89 24,916,457 4.89%
400,001 - 600,000 41 19,847,239 3.89%
600,001 - 800,000 11 7,503,447 1.47%
800,001~1,000,000 5 4,447,971 0.87%
1,000,001 or more 40 286,170,764 56.13%
Total 28,799 509,834,182 100%

(V) Preferred shares: None.

(VI) Major Shareholders

March 8, 2021
Shareholding
Shareholder's name
Shares Percentage (%)
Yuan Ding Investment Co., Ltd. 128,618,422 25.22%
Everest International Develop Investment Co., Ltd. 26,067,062 5.11%
Juei Hsing International Enterprise Co., Ltd. 15,184,432 2.98%
Fu Ming Transportation Co., Ltd. 13,279,219 2.60%
Yu Yuan Investment Co., Ltd. 13,147,509 2.58%
Oriental Union Chemical Corporation 12,885,683 2.53%
Ton Fu Investment Corp. 11,712,847 2.30%
Citibank (Taiwan) Commercial Bank Investment Account 8,501,201 1.67%
Hung Yeh Investment Co., Ltd. 4,341,530 0.85%
Kuo Tai Yang 3,458,848 0.68%

(VII) Market Price, Net Worth, Earnings, and Dividends Per Common Share and Related Information for the Recent Two Years

Unit: NT\$
Item Year 2019 2020
Highest 12.6 12.80
Market Price Per Lowest 8.99 4.93
Share Average 10.85 8.87
Net Worth Per Before distribution 10.01 7.87
Share After distribution 10.01 (Note 1)
Earnings Per Weighted Average Shares (Thousand Shares) 483,767 483,767
Share Before adjustment (0.56) (1.94)
(Note 2) After adjustment (0.56) (Note 1)
Cash dividend - -
Dividend Per Dividend from retained earnings No No
Share Stock dividend Dividend from capital surplus No No
Accumulated Undistributed Dividend No No
Return on
Investment
Price/Earnings Ratio (Note 3) Not Applicable. Not Applicable.
Price/Dividend Ratio (Note 4) Not Applicable. Not Applicable.
Cash Dividend Yield Rate % (Note 5) - -

Note 1: The deficit compensation is to be resolved in 2021 Shareholders' meeting.

Note 2: Calculated based on the weighted average of shares outstanding in the current year, and retroactively adjusting the number of outstanding shares issued in the next year due to capital increase by retained earnings or capital surplus.

Note 3: Price/earnings ratio = Average closing price per share for the year/Earnings per share.

Note 4: Price/dividend ratio = Average closing price per share for the year/Cash dividend per share.

Note 5: Cash dividend yield = Cash dividend per share/Average closing price per share for the year.

Note 6: The result of annualized earnings per share.

  • (VIII)Company's dividend policy and implementation thereof
    1. If earnings are available for distribution at the end of a fiscal year, 10% of net earnings – that is, after offsetting any loss from prior year(s) and paying all taxes and dues shall be set aside as legal reserve and appropriate special reserve, in accordance with the Securities and Exchange Act. Then, the remaining net earnings after special reserve can be distributed along with accumulated unappropriated retained earnings from the year prior. The surplus may be partly reserved according to business situation, and the shareholder dividends will be distributed equally based on number of shares. However, in the event of an increase in capital, the dividends for the newly added shares of the year shall be handled in accordance with the resolution of the Shareholders' meeting. Dividends of the Company shall take into account the characteristics of changing business conditions, consider the impact of the life cycle of each product or service on future capital needs and taxation, and distribute them under the goal of maintaining a stable dividend. Unless there is a need for capital for improving financial structure, preparing for investment, capacity expansion, or other material capital expenditure, the distribution of dividends shall be no less than 50% of current year net profit after tax after offsetting prior year loss and appropriating legal reserve and special reserve. The cash portion shall not be less than 10% of the current year's dividends.
    1. The proposal for dividend distribution: The Company suffered loss after tax in 2020 and thus no dividend will be distributed.
  • (IX) Effect upon business performance and earnings per share of any stock dividend distribution proposed or adopted at the most recent Shareholders' meeting: Not applicable.
  • (X) Compensation to Directors and Profit Sharing Bonus to Employees:
    1. Proportion or scope of employee profit sharing bonus and compensation to Directors as stated in the Company's Articles of Association.

If the Company has earnings, it shall set aside 2% to 3.5% of the balance as employee profit sharing bonus and no greater than 2.5% of the balance as compensation to Directors. When there is accumulated loss, the Company shall first offset the loss.

    1. The basis for estimating the amount of employee profit sharing bonus and compensation to Directors, for calculating the number of shares to be distributed, and the accounting treatment of the discrepancy, if any, between the actual distributed amount and the estimated figure, for the current period: Not applicable.
    1. 2020 remuneration resolved by the Board of Directors' Meeting: Not applicable.
    1. The actual distribution of employee profit sharing bonus and compensation to Directors in the previous year (2019) are as follows: Not applicable.
  • (XI) Shares buy back by the Company: None.
  • II. Bonds(including colonial bond): None.
  • III. Preferred Shares: None.
  • IV. Global Depository Shares: None.
  • V. Employee Stock Options: None.
  • VI. New Restricted Employee Shares: None.
  • VII. Issuance of New Shares in Connection with Mergers or Acquisitions or with Acquisitions of Share of Other Companies: None.
  • VIII. Implementation of the Company's Capital Utilization Plan: None.

I Business Activities

  • (I) Business Scope
    1. The scope of major business and percentage
Main products Proportion of Business in 2020
Fabric 84%
Textured Yarn 5%
Other 11%
Total 100%
    1. Current products and new products to be developed
  • (1) Commodity items: Special polyester textured yarn, LYCRA covered yarn, Suede fabric, Ultra-fine fibers and ultra-light fabrics, Functional high-density fabric, Filament and Staple blended fabric, High waterproof and breathable lamination, Smart memory fabric, Filament dyed fabric, Staple dyed fabric, SEACELL staple product, SMARTCELL staple product, ECOVERO staple product, TENCEL staple product, Yarn dyed seamless garment, 3-dimension Jacquard Knit, Ultra-thin lamination fabric, AIR FLOW lamination fabric, Washable super water repellent fabric, Graphene film lamination products, High-visibility fluorescent film lamination products, Low impedance conductive film, Development of hot compress composite products, Rendering printing series products, Digital flocking printing products, wet micro multi-hole Soft Shell, 25k/35k high functional Soft Shell, Flame Retardant Film, mask, surgical clothing, coverall, protective wear, ice plant multi-color tie dye printing series, hot foil stamp aurora film series, digital printing development module series, Recycle Dope Dyed high visible polyester, unmelt fire retardant polyester resin, industrial fire retardant cloth product, anti-bacteria series product, anti-virus product.
  • (2) New products planned to be developed: Ocean recycled graphene fiber, PET film recycled-PET, Graphene fiber, PTFE fiber, Wear-resistant polyester fiber, Aerogel polyester fiber, Cordura wear-resistant elastic cloth, Wool-like lamination fabric, 5-layer breathable lamination, high fur composition seamless cloth, Quilting knitted fabric, biodegradable PET knitted fiber, Rich high-elastic knitted fabric, Lightweight knitted fabric, Healthcare compound product development, Bincho Charcoal water-proof breathable film, sealing strip, solvent free film, dry water-proof high breathable film(A1), biodegradable water-proof breathable film, Graphene water-proof breathable film, Cotton/Cordura Mixed weave blended work wear product, compound flash printing film module series.
  • (II) Industry overview
    1. Current status and development

In 2020, due to pandemic, countries in Europe and the U.S. took various measures to control the spread of the pandemic, including lock down of cities or countries, shut down, etc. Major competitions such as NBA and the Tokyo Olympic Games have been suspended or put off. Global renowned sports wear and fashion apparel brands experienced a slump in their performance, shut down their stores and cut orders from upstream supply chain to weather the storm. This also impacted the textile industry in Taiwan from upstream synthetic fiber to downstream garment. The gradual lifting of the anti-pandemic lock down around the world has led to the recovery of the orders previously deferred caused by pandemic. However, the subsequent development of the overall textile industry remains conservative as the global epidemic has yet to smooth out and the global economy is still weak, making it difficult for the consumption power of the European and American markets to recover to the pre-pandemic level in the short term.

  1. Relationship between upstream, midstream and downstream of the industry

Textile industry is a daily necessity industry. The upstream is the polyester fiber (Polyester) industry, the raw materials used are products from the petrochemical industry. The midstream is the processing of natural fiber and synthetic fiber such as: spinning, weaving, dyeing and finishing. Downstream is the manufacturing of textiles for garment, apparel, and curtains. Please refer to pages 55-58 for the relationship between upstream, midstream and downstream of the industry.

  1. Product development trends and competition

In response to the pandemic, the product trends shifted from functional and fashionable to personal protection. The demand from either industry or consumers for anti-bacteria, anti-odor, safety and protection have become more imperative. Fashion brands for now also integrate anti-epidemic issue and promote daily wear with protection function to expand market demand. In the post-pandemic era, the rise of epidemic prevention awareness has led to a significant increase in the demand for masks and daily protective supplies. People are more willing to purchase through e-commerce platforms. The textile sellers react swiftly and dash into the market of anti-epidemic and digital business opportunity, which greatly increased the demand for multiple anti-epidemic function textile and the re-adjustment of consumer buying model and market competition rule by international brands.

(III) Research and Development

    1. Research and development expenditure: RD expenditure is NT\$221,900 thousand in 2020. It is expected to invest 3~4% of revenue in research and development expenses in 2021.
    1. Successfully developed technologies or new products are as follows

Ever Lifestyle Slub、Ever Pima Cotton、Ever Dryrelease、Ever Knit Soft Shell、Ever i-Fiber Leather、Ever Cool Promoting、Ever Ge Warm、Ever Lace-like Perspective Print、Ever Rainbow Reflective Print、Digital print、Ever Smart Heating Clothing、Ever Airflow Wear、Ever Polar bear Wear、Ever Recycle-PET& Bio Soft Shell、Ever Graphene Wear、Ever Aurora Foil、Ever FR WorkWear、Ever Med、Ever Film、Ever Frozen Dye、Ever flame-retarding film、Ever Anti-bacterial、Ever D3R、 Ever Stone Shone.

  • (IV) Long-term and Short-term Development Plan
  • Short-term: The pandemic broke out in early 2020. The industry and consumers therefore eagerly anticipat anti-bacteria, anti-odor and protective function. Everest utilized its technical platform to implement intelligent and anti-epidemic materials, and integrated existing textile design and post processing core techniques. The Company therewith leapt into the new field of knowledge in biomedicine, quickly entered the market, and successfully developed and launched antiepidemic products such as protective wear, masks, and medicine type anti-virus products. They have been proven to kill more than 99% virus within two hours. Test reports are also available to prove that the silver ion woven fabric can effectively fight against microorganism.
  • Long-term: The pandemic has led to a decline in the textile industry, but the circular economy strategy and the issue of sustainable products have been gathering momentum. The three major topics of market trend, recycle, biomass and biodegradable, are testing the ability of the supply chain's responsiveness. Everest has also started to develop related products such as internal waste yarn recycling, garment recycling, biomass fiber, biomass chemicals, biomass PU film, recycled PET film, biodegradable PET, Nylon, PU, etc. In addition, the development of industrial textile has been expanded to automobile and military textile products as well as related smart wear products. Everest's pursuit of higher differentiation, more unique products, faster and more flexible response capability, more competitive costs, and more consumer-friendly textiles will become the core and key to the Company's future development.

Everest adheres to the concept of environmental friendliness and cooperates with the international brands' sustainable environmental protection policy. Combined with high-tech innovative functional textiles application, the Company focuses fields of outdoor, sports, leisure, fashion apparel market, anti-epidemic and industrial textiles to continuously create unique and high value-added textiles. Environmentally friendly materials and anti-epidemic function has become the market trend. Everest's strength is to provide raw materials and functional processing from yarn to garments. Coupled with the innovative integrated design of printing and clothing, it can provide customers with more value-added services. Everest can design initial samples based on customer needs by integrating fabric development and garment innovation, and establish long-term partnership with customers. Everest took adventage of its niche environmentally friendly fabrics and develops a series of environmentally friendly clothing to become customers' best choice of ODM environmentally friendly clothing suppliers.

II. Analysis of the Market as well as Production and Marketing Situation

(I) Market Analysis

  1. Sales regions of major products:

Products are mainly exported, including Europe and U.S., North East Asia including Japan and South Korea, Hong Kong, Southeast Asia, New Zealand and Australia.

  1. Market share:

The Company has become a strategic partner with international brand customers and has become a major supplier of internationally renowned brands. Combined with the full value chain service from fabric to cloth, the business is to be expaned to the global market.

    1. The market's future supply and demand & future growth:
  • A. Extending vertical integration of the supply chain by combining the investments in the United States, Haiti and Ethiopia weaving and garment factories and using the advantages of global operations to expand external sales.
  • B. Supply and demand of filament and staple fabrics and garments:
    • a. For filament fabrics, the high-performance Sports and Outdoor fabrics are the main force, while the Fashion and knitting product lines are expanded to give the multiplication effect of humanities X science. The expansion of environmentally friendly and green products has led to significant growth and increased brand awareness.
    • b. For staple fabrics, the products developed by using the Company's existing filament technology with staple materials are highly differentiated and have won the favor of customers.
    • c. For garments:
    • Combine knitted fabric and woven fabric for garment processing. Sell knitted fabrics and woven fabrics and supply them to Everest's garment factories.
    • The operating model of garments orders drives the growth of fabric orders has effectively developed the entire batch of raw materials to be produced in Everest.
    1. Advantages and disadvantages of competitive niche and development prospects & countermeasures:
  • A. Opportunities:
    • a. The trend of regionalization and shortening supply chains created demand of localized production.
    • b. The global layout and customs advantages enhanced the competitiveness in the sales market.
    • c. Open a new blue ocean market through compound techniques and high production capacity with new equipment.
    • d. Effectively expand the epidemic prevention market with Everest's 125 core competencies and cross-industry alliance strategies.
    • e. The Group provides a full range of services with vertical integration in the industry, which can create higher value for customers' products.
    • f. The early deployment of digital transformation allows the Group to effectively exert resilience in the outbreak.
  • B. Challenge:
    • a. Facing the new norm of fragmented chain, supply chain management became more complex and less efficient.
    • b. Brand order forecasting tends to be conservative and must always be responsive to changes in the market.
    • c. Foreign exchange fluctuation in various countries have increased as has the uncertainty of production costs.
    • d. The epidemic has affected the textile supply chain. Industry competition has intensified due to a rush of firm entering epidemic prevention materials field.
    • e. The number of R&D and marketing professionals for high-end applications are insufficient, and further cultivation is required.
  • C. Responding measures:
    • a. Develop diversified high-value products and explore customer needs.
    • b. Exceed brand limits through the purple cow product Evertek Inside.
    • c. Develop anti-epidemic product strategy through Everest's core technology.
    • d. Integrate innovative service models and build a new economic and business ecosystem.
    • e. Deepen the Group's digital thinking and make digital applications bloom everywhere.
    • f. Build a win-win ecosystem for all stakeholders.
    • g. Promote global talent sustainable development.

(II) Production Procedures of Main Products

  1. Major Products and Their Main Uses
Item Product Category Product Item Main purpose
1. Air Textured Yarn 1. Suit, Skirt pants, Sports, Home & Furniture
A. Taslan Textured Yarn 2. Different Shrinkage Yarn 2. Dress, Shirts, Pants, Coats
3. New Synthetic Fiber 3. Dress, Shirts, Pants, Coats
1. Micro Fiber 1. Sports, Outdoor
B. Draw Textured Yarn 2. Stretch Yarn 2. Sports, Outdoor
Textured Yarn 3. Recycle Draw Textured Yarn
1. Polyester Textured Yarn
3. Sports, Outdoor
1. Deluxe Man & Women's Suits
2. Micro Fiber 2. Sports & Casual Wear, Wind Coats, Home &
Furniture
3. Cationic Dyeable Texture 3. Man & Women's Suits
Yarn
C. False Twist Textured Yarn 4. Thick & Thin Yarn 4. Man's Suit Pants, Sports, Outdoor
5. Interlace Textured Yarn 5. Deluxe Man & Women's Suits, Pants, Sports,
Outdoor
6. Lycra Covery Yarn 6. Deluxe Man & Women's Suits, Pants, Sports,
Outdoor
7. Functional Textured Yarn 7. Home & Furniture, Industrial Textile
1. Rayon like finish 1. Dress, Blouse, Suit
2. Silk-like finish 2. Dress, Shirt, Men's pants, Jacket
A. New synthetic thick strong twining fiber 3. Worsted like finish 3. Dress, Men's pants, Business suit
4. Suiting finish 4. Dress, Shirt, Suit
1. Nylon stretch woven 1. Outdoor, Casual
(4-Way stretch)
B. Stretch woven 2. Polyester stretch woven 2. Sports, Outdoor, Casual
Filament Woven (4-Way stretch)
fabric 1. Absorptive finishing 1. Casual top and shorts, Sports
C. Double face woven 2. Water repellent 2. Pants, Coat
3. Brushing finishing 2. Pants, Coat
D. Ultra light weight 1. Water repellent 1. Casual, Sports, Coat
2. Waterproof, Breathable 2. Outdoor wear
E. Inelastic organization 1. Water repellent. Glaze 1. Coat, Down jacket
(High fine count waterproof woven 2. Absorptive finishing 2. Shorts, Shirt
fabric)
1.TR 1.Outdoor & casual Shirt & pants
Staple Piece Dyes Staple & filament interweaving 2.T/C 2.Outdoor & casual Shirt & pants
fabric 3.N/C
4.100%CM
3.Outdoor & casual Shirt & pants
4.Outdoor & casual Shirt & pants
A. New synthetic fabric Same with 2. A Same as left
B. LYCRA Stretch fabric Same with 2. B Same as left
Dyeing and C. Micro-fiber fabric Same with 2. C Same as left
Finishing fabric D. Blended fabric Same with 2. D Same as left
E. General fabric Same with 2. E Same as left
F. Doeskin Same with 2. D Same as left
1. Beach casual wear and sports jacket
Printing fabric Heat transfer printing fabric Printing Polyester fabric 2. Beach Men's and Women's Jackets
1. Water repellent and 1. Casual jacket, sports jacket, windbreaker
Coating fabric Special processing fabric waterproof fabric
2. Water repellent, Breathable 2. Advanced windbreaker, snow coat, sports
and waterproof fabric jacket
Lamination fabric Special processing fabric Breathable and waterproof fabric 1. Mountaineering clothing
2. Snow clothing, coldproof jacket
A. Synthetic yarn dyed
B. Spun yarn dyed
1. Poplin
2. Dobby
Shirt, pajamas, suit, skirt, casual pants,
outerwear, wind jacket, sports wear
Yarn dyed fabric C. Yarn dyed stretch fabric 3. Oxford
D. Staple & filament interweaving YD 4. Seer-sucker
E. Yarn dyed fabric with special finish 5. Brushed fabric
A. Filament Yarn Dyed Stretch Fabric series 1. Single Jersey Fabric Shirting, pajamas, suiting, skirt, casual pants,
Knit Fabric B. Nylon 66 Yarn Dyed Stretch series 2. Double Knit Fabric outerwear, wind jacket, sports wear
C. Micro Fiber Knit Series 3. Jacquard Fabric
4. Brushed Fabric
1. Flame retardant protective 1. Industrial protective safety clothing
fabric 2. Industrial filter material
A. Work fabric 2. Highly visible fabric 3. Hot compress clothing and accessories
Industrial fabric B. Industrial material 3. Cold/rain-proof fabric 4. Membrane for high-tech industry
C. Medical fabric 4. PTFE membrane/yarn 5. Medical fabrics and clothing
D. Protective series 5. Special PU film 6. Health protection products
6. Surgical clothing/ medical clothing
7. Protective wear
8. Mask
9. Antibacterial fabric

2. Major Products and Their Production Processes

False twist Long-staple Greige Finished fabric
yarn Fabrics
Filament Weft yarn Warp yarn Greige
False twist Dividing Twisting
(1)
Warping Rotary washing
Knitting Twisting
(2)
Sizing Relaxing
Judging Setting Beaming Pitching
Textured
Yarn
Winding Drawing
reel
Scouring and
Desizing
Blending Twist yarn Tisser Pre-setting
Twisting (3) Inspecting Grey
inspection
Weight-reducing
finish
Packing Grey cloth Dyeing Printing
Sales Dyeing Organize
Fabric Bonding
Packing Quality inspection
Sales Fabric
Packing
Sales

Greige fabric Piece dyed
fabric
Yarn dyed
fabric
P/D Yarn Grey cloth Grey cloth
Y/D Singeing Singeing
Winding Scouring and
Desizing
Scouring and
Desizing
Beam
warping
Beam
warping
Yarn
dyeing
Yarn dyeing Yarn
dyeing
Yarn
dyeing
Bleaching Mercerization
Beam
dyeing
Dividing Dividing Dividing Mercerization Pre-setting
Section
warping
Warping Pre-setting Organize
Warp sizing and
combining
Dyeing Printing Quality
inspection
Color yarn
assorting
Middle
inspection
Fabric
Drawing-in Organize Packing
Weaving/Knitting Quality
inspection
Sales
Greige inspection
& warehousing
Fabric
Sales Packing
Sales

(III) Supply Status of Main Materials

The main raw materials required by the Company for the production of various products are listed as follows according to the use and supply status of the source manufacturers:

Major industry sectors Main Products Main Materials Source of supply
A). Interlace Texture Yarn Oriented yarn POY Far Eastern New Century, Tainan Spinning,
B). Shrinkage Yarn HOY POY Chung Shing, Nanya, Shinkong Nanya
Textured Yarn factory C). High Elastane Fiber POY Stretch Yarn Formosa Asahi, Hyosung
D). Ultra microfiber Ultra micro POY Far Eastern New Century, Chung Shing, Tainan
Spinning
A). Doeskin CAMAX EMX, UMX, SIH Self yarn, Shinkong or Nan Ya
B). Pattern high twist imitation wool EMJ, PTW Self yarn
fabric ACETATE PLUS Self yarn
C). Acetate fabric ODW、UHCRP、T400、PTT Self Yarn, INVISTA, Sinkong, Nan Ya
Weaving factory D). High elastic fabric LYCRA+Special Yarn Self yarn
E). Shape memory fabric light weight yarn Self yarn, Nan Ya, Chung Shing
F). Ultra light fabric Nylon Yarn Far Eastern Fibertech, Chainlon, Zig Sheng
G). Outdoor Fabric
A). CAMAX finish
B). Extremely black finish
C). Emboss and Peach
D). Suede
E). Anti-bacteria, Anti-odor, and
Anti-mosquito finish
Dyeing and finishing factory F). Bonding Polyester fabric Self-developed technology
G). Water-repellent coating Nylon fabric
H). New Nylon finish
I). Water repellent, Oil repellent,
and soil release finish J) YNY finish
K). Printing
L). Light coating
A). Yarn dyed plaid COTTON FAREAST New Century, TAINAN Spinning,
B). Stretch fabric CVC, T/C, RAYON YEOU CHAO, FORMOSA CHEMICALS
C). Staple & filament interweaving MODAL RAYON TAINAN Spinning, FAREAST New Century,
Staple & Yarn dyed factory D). Solid dyed MICRO FIBER Tung Ho, FORMOSA CHEMICALS
SPANDEX FAREAST
Everest
Formosa Asahi, Hyosung
A) Computer Jacquard Fabric Nylon Yarn Everest Textile, Far Eastern Fibertech, Zig
B) Stretch Fabric Polyester Sheng, Chainlon
C) Seamless Garment DOPDYE Everest Textile, Nan Ya, FAREAST New
Knit Fabric factory SPANDEX Century, Chung Shing
Staple Yarn Acelon, Zig Sheng
Formosa Asahi, Hyosung, The Lycra Company
Tung Ho, TAINAN Spinning, FAREAST New
Century

(IV) Customers with sales accounted for more than 10% of total sales during any of the most recent two Years: 1. Suppliers with purchase accounted for more than 10% of total purchase during any of the most recent

two years:
2020 2019
Item Name Amount
(in NT\$
thousand)
Percentage to
Annual Net
Purchase (%)
Relationship with
the Issuer
Name Amount
(in NT\$
thousand)
Percentage to
Annual Net
Purchase (%)
Relationship with
the issuer
1 Chung Shing
Textile Marketing
Co., Ltd.
255,546 8.9% No Chung Shing
Textile
Marketing Co.,
Ltd.
418,224 12.0% No
2 Xingmao Textile 200,539 7.0% No Xingmao Textile 298,460 8.6% No
3 Far Eastern
Fibertech Co., Ltd.
173,762 6.1% The parent
company is the
major shareholder
of the Company
Far Eastern
Fibertech Co.,
Ltd.
253,107 7.3% The parent
company is the
major shareholder
of the Company
4 Far Eastern New
Century
172,181 6.0% The subsidiary is
the major
shareholder of the
Company
Chain Yarn
Corporation
239,861 6.9% No
Others 2,065,810 72.0% Others 2,281,773 65.2%
Net Purchase 2,867,838 100% Net Purchase 3,490,495 100%

Note: Changes in terms of top 4 suppliers are mainly due to the changes of the Company's product catalogue.

    1. Customers accounting for more than 10 percent of the total sales: None.
  • (V) Production Quantity and Value in the Past 2 Years
Unit: in NT\$ thousand
Year 2020 2019
Major Product Capacity Output Amount Capacity Output Amount
Textured Yarn (Ton) 26,616 12,851 1,347,900 26,616 15,351 1,686,015
Fabric (Thousand Yards) 160,000 90,155 6,641,936 143,000 96,565 7,671,006
Total 7,989,836 9,357,021

(VI) Sales Quantity and Value in the Past 2 Years

Unit: in NT\$ thousand
Year 2020 2019
Domestic Export Domestic Export
Major Product Volume Value Volume Value Volume Value Volume Value
Textured Yarn (Ton) 4,810 323,774 477 47,520 8,420 568,942 786 95,671
Fabric (Thousand Yards) 4,855 396,697 69,269 5,799,853 7,619 556,578 83,220 7,349,912
Others 108,493 667,541 91,156 201,368
Total 828,964 6,514,914 1,216,676 7,646,951

III. Employee Information in the Past Two Years

Year 2019 2020 As of March 31, 2021
No. of Company cadres 279 527 491
employees Staff /technician 7,499 7,421
Total 6,172
6,451
8,026 7,912
34.9 35.7 35.9
Average year of services 7.9 5.1 5.2
Doctor's degree 0.1% 0.1% 0.1%
Education Master's degree 0.2% 1.2% 1.2%
distribution University or college 28.0% 19.4% 19.5%
ratio(Note) Senior High School 52.0% 66.1% 67.5%
Below Senior High School 19.7% 13.2% 11.7%

(I) Employee information of the past two years and as of March 31, 2021

Note: Foreign workers are not included in education distribution ratio calculation.

IV. Environmental Protection Expenditure

  • (I) Total amount of losses (including compensation) and penalties incurred due to environmental pollution in the most recent fiscal year up to the publication date of this annual report: The Company was imposed with a fine totaling NT\$1.665 million for violating the Air Pollution Control Act..
  • (II) Corresponding countermeasures (including improvement measures) and possible expenditures: After the improvement of the air pollutant prevention and control processes, , no air pollution and other violations had occurred as of the publication date of the annual report.

V. Labor Relations

  • (I) Employee benefits and implementation status:
    1. Employee beneifts:

Group insurance, Year-end bonus, Welfare benefits (wedding, birth, death, serious injury, and serious accident). The Welfare committee provides benefits such as employee travel, club activities, sirthday coupon, shopping discount program, shildren scholarship and welfare subsidy for wedding and funeral, etc.

    1. Continuing education, training and implementation status
  • (1) The Company has established human resource management procedures to enhance the job skill and professional knowledge of new and existing employees through education and training in order to improve productivity and work quality.
  • (2) According to the job needs and individual's potential in development, Everest selects employees to participate in various trainings held by professional training institutes.
  • (3) Everest has set up a complete regulation and SOP database on the NOTES system to allow all employees to browse and search so that employees can absorb new knowledge and improve the effectiveness of trainings.
  • (4) In 2020, Everest has provided various professional and vocational training courses, including 18 external training courses and 482 internal training courses, which are 2,218 hours in total.
    1. Retirement system and the implementation situation:

The Company has pension rules that apply to all full-time employees, including President. The Company makes monthly contributions to the staff pension fund and pays out retirement payment according to law. With effect from 1 July 2005, the Company makes monthly contributions to the labor pension account in accordance with the "Labor Pension Act" for those under the New Retirement Scheme. For employees under the old system, contributions are made to the old pension account by the end of March each year to cover the difference in the current year.

  1. Employee-employer Agreements and Measures Taken to Safeguard Employees' Interests

The Company deals with labor relations based on the business philosophy of co-existence and prosperity. Therefore, it attaches great importance to the opinions of employees. Employees are able to reflect their problems at any time through formal and informal communication channels of the Company, so they can better understand and relate to each other, form consensus and improve performance.

    1. Protection Measures for Work Environment and Employees' Personal Safety
  • (1) In order to improve the safety of emergency evacuation operations, a hybrid training course on earthquake, fire and poison was held in 2020 with 229 participants, to safeguard personnel safety.
  • (2) A safety and health management office has been set up to prepare occupational safety and health management plans, assist in the improvement of safety and health hazards at all on-site units, formulate emergency response mechanisms and reporting system to implement safety and health management and ensure the safety and health of employees.
  • (3) During 2020, the Company conducted education and training courses to promote safety and health, with a total of 3 classes and 210 participants, to enhance employees' awareness of safety and health hazards, their abilities required for work, and achieve employees' physical and mental health.
  • (4) When outsourcing the Company's works to suppliers and contractors, communication and coordination of relevant safety and health issues were undertaken at the pre-construction organization meetings to comply with the requirements of the factory, and ensure safety measures and control procedures at work are well done. 311 safety permits for work were applied in 2020.
  • (5) The Company has obtained ISO45001 certification of occupational safety and health management system and ISO14001 certification of environmental management system. The certifications are renewed annually through the certification company DNV. The Company actively promotes safety and health management, clean production, pollution prevention, energy resource saving and waste reduction. The Company intends to reduce potential environmental, safety, and health hazards and improve environmental and safety and health management performance through continuous improvement of the management system.
  • (6) In 2020, to comply with the "Regulations on Labor Health Protection", the Company provides onsite doctor visits for health services on monthly basis. The on-site visit service includes: 1. training and instruction on health 2. medical service 3. individual care 4. new employee health evaluation and management. 5.Blood pressure test 6. medical consultation and health education services 7. health education guidance by medical staff 8. health resume establishment 9. selection and allocation of labor 10. number of on-site visits by doctors 11. health promotion courses 12. charity blood donation 13. occupational disease prevention. There were 4,384 persons in total, and healthy workforce were facilitated.
  • (7) 2020 annual regular inspection of the Company's 260 statutory hazardous machinery and equipment, including the first type pressure vessel, boiler, and LPG storage tank, all passed the inspection to ensure the safety of the plant's hazardous machinery and equipment comply with regulations and operational safety.
  • (8) During 2020, the Environmental Safety and Health Department conducted factory safety and health audits, items audited included pinch, falling, fire, electric shock, falling objects, contact with hazardous substances, etc., with a total improvement of 150 individual items to provide a safe workplace environment for all factory employees.
  • (II) 1. Any loss suffered by the Company in the most recent fiscal year and up to the annual report publication date due to labor disputes: The Company was imposed with a fine totaling NT\$ 390,000 for violating the of the Labor Standards Act.
    1. Current and future potential estimated amount and response measures: None.

VI. Important Contracts

Nature of Contract Counterparty Term Major contents Restrictive
Covenants
Long-Term Loan Contract O-Bank 2020.04-2023.04 Interim and long term Credit
Extension Contract
None
Long-Term Loan Contract Mega International
Commercial Bank
2019.09-2024.09 Interim and long term Credit
Extension Contract
None
Long-Term Loan Contract Shin Kong Bank 2019.07-2022.07 Interim and long term Credit
Extension Contract
None
Long-Term Loan Contract Shin Kong Bank 2019.01-2022.01 Interim and long term Credit
Extension Contract
None
Long-Term Loan Contract Yuanta Bank 2020.02-2023.02 Interim and long term Credit
Extension Contract
None
Long-Term Loan Contract Hua Nan Bank 2020.06-2023.06 Interim and long term Credit
Extension Contract
None
Long-Term Loan Contract The Shanghai Commercial
and Savings Bank
2020.04-2023.04 Interim and long term Credit
Extension Contract
None
Long-Term Loan Contract The Shanghai Commercial
and Savings Bank
2020.12-2023.12 Interim and long term Credit
Extension Contract
None
Long-Term Loan Contract KGI Bank 2020.09-2022.09 Interim and long term Credit
Extension Contract
None
Long-Term Loan Contract E. Sun Bank 2019.10-2021.10 Interim and long term Credit
Extension Contract
None
Long-Term Loan Contract Bank SinoPac 2020.03-2023.03 Interim and long term Credit
Extension Contract
None
Long-Term Loan Contract Bank SinoPac 2020.02-2023.02 Interim and long term Credit
Extension Contract
None
Long-Term Loan Contract Bangkok Bank 2019.06-2022.06 Interim and long term Credit
Extension Contract
None

I. Condensed Balance Sheets and Statement of Comprehensive Income for the Past Five Fiscal Years

  • (I) Condensed balance sheets and comprehensive income statement IFRSs (Consolidated)
    1. Condensed balance sheets
Unit: in Thousand NTD
----------------------- --
Year Financial data over the past 5 years
Item 2016 2017 2018 2019 2020
Current Assets 5,761,128 6,094,927 6,075,663 6,373,638 7,045,992
Property, Plant and Equipment 3,646,022 5,378,453 6,132,633 6,302,525 5,740,814
Intangible Assets - - - - -
Other Assets 409,681 413,468 280,076 846,933 778,290
Total Assets 9,816,831 11,886,848 12,488,372 13,523,096 13,565,096
Current Before
Distribution
3,581,375 5,480,074 6,201,807 5,574,424 6,246,913
Liabilities After Distribution 3,769,851 5,480,074 6,201,807 5,574,424 (Note 1)
Non-current Liabilities 1,552,154 1,128,617 3,108,539 3,511,863
Total Liabilities Before
Distribution
1,373,109
4,954,484
7,032,228 7,330,424 8,682,963 9,758,776
After Distribution 5,142,960 7,032,228 7,330,424 8,682,963 (Note 1)
Profit and/or Loss Attributable to
Parent Company
4,862,333 4,854,604 5,157,940 4,840,122 3,806,311
Equity 4,711,891 4,900,367 4,998,374 5,098,341 5,098,341
Capital Reserve 89,004 102,487 99,644 99,644 99,644
Retained Before
Distribution
593,210 397,611 439,444 41,861 (894,813)
Earnings After Distribution 404,734 397,611 439,444 41,861 (Note 1)
Other Equity (66,093) (80,182) (46,686) (66,888) (164,025)
Treasury Stock (465,679) (465,679) (332,836) (332,836) (332,836)
Non-controlling Interests 14 16 8 11 9
Total Equity Before
Distribution
4,862,347 4,854,620 5,157,948 4,840,133 3,806,320
After Distribution 4,673,871 4,854,620 5,157,948 4,840,133 (Note 1)

Note 1: The deficit compensation is to be resolved in 2021 Shareholders' meeting.

Unit: in Thousand NTD (except (losses) earnings per share: NT\$)
Financial data over the past 5 years
Year
Item
2016 2017 2018 2019 2020
Revenue 8,810,486 8,847,214 9,405,379 8,863,627 7,343,877
Gross Profit 1,934,751 1,736,076 1,689,823 1,385,905 572,006
Operating Income 599,378 353,970 237,577 (41,640) (851,834)
Non-operating Income and Loss 16,882 (50,771) 38,862 (110,163) (80,428)
Income before Income Tax
(Loss)
616,260 303,199 276,439 (151,803) (932,262)
Net Income from Continuing
Operations (Loss)
524,427 215,146 157,357 (271,956) (936,989)
Loss from Discontinued
Operations
- - - - -
Net Income (Loss) after Tax 524,427 215,146 157,357 (271,956) (936,989)
Other Comprehensive Income
(Loss)
(Net Income after Tax)
(122,776) (47,880) 13,589 (45,859) (96,824)
Total Comprehensive Income 401,651 167,266 170,946 (317,815) (1,033,813)
Net income (Loss) Attributable
to Shareholders of the Parent
524,423 215,144 157,365 (271,959) (936,987)
Net Income (Loss) Attributable
to Non-Controlling Interests
4 2 (8) 3 (2)
Total Comprehensive Income
Attributable to Shareholders of
the Parent
401,647 167,264 170,954 (317,818) (1,033,811)
Total Comprehensive Income
Attributable to Non-Controlling
Interests
4 2 (8) 3 (2)
Earnings Per Share (Net Loss) 1.15 0.46 0.33 (0.56) (1.94)

2. Condensed Statement of Comprehensive Income

(II) Condensed balance sheets and statement of comprehensive income - IFRSs (Individual)

Unit: in Thousand NTD
Year Financial data over the past 5 years
Item 2016 2017 2018 2019 2020
Current Assets 3,888,833 4,835,308 4,682,785 4,660,672 4,953,252
Property, Plant and Equipment 2,616,209 2,847,783 2,851,269 2,706,961 2,528,072
Intangible Assets - - - - -
Other Assets 2,166,985 2,660,110 2,739,950 3,197,705 3,371,091
Total Assets 8,672,027 10,343,201 10,274,004 10,565,338 10,852,415
Current Before
Distribution
2,436,585 3,936,443 4,467,447 3,538,701 4,250,113
Liabilities After Distribution 2,625,061 3,936,443 4,467,447 3,538,701 (Note 1)
Non-current Liabilities 1,373,109 1,552,154 648,617 2,186,515 2,795,991
Total Liabilities Before
Distribution
3,809,694 5,488,597 5,116,064 5,725,216 7,046,104
After Distribution 3,998,170 5,488,597 5,116,064 5,725,216 (Note 1)
Profit and/or Loss Attributable to
Parent Company
4,862,333 4,854,604 5,157,940 4,840,122 3,806,311
Equity 4,711,891 4,900,367 4,998,374 5,098,341 5,098,341
Capital Reserve 89,004 102,487 99,644 99,644 99,644
Retained Before
Distribution
593,210 397,611 439,444 41,861 (894,813)
Earnings After Distribution 404,734 397,611 439,444 41,861 (Note 1)
Other Equity (66,093) (80,182) (46,686) (66,888) (164,025)
Treasury Stock (465,679) (465,679) (332,836) (332,836) (332,836)
Non-controlling Interests - - - - -
Total
Shareholders'
Before
Distribution
4,862,333 4,854,604 5,157,940 4,840,122 3,806,311
Equity After Distribution 4,673,857 4,854,604 5,157,940 4,840,122 (Note 1)

Note 1: The deficit compensation is to be resolved in 2021 shareholders' meeting.

Unit: in Thousand NTD (except (losses) earnings per share: NT\$)
Year Financial data over the past 5 years
Item 2016 2017 2018 2019 2020
Revenue 6,591,570 6,505,688 6,610,889 5,993,003 5,174,017
Gross Profit 1,307,104 1,088,161 1,021,016 828,583 119,456
Operating Income 240,871 61,194 56,611 (61,495) (757,712)
Non-operating Income and Loss 322,224 170,413 130,447 (202,013) (176,442)
Income before Income Tax (Loss) 563,095 231,607 187,058 (263,508) (934,154)
Net Income from Continuing
Operations (Loss)
524,423 215,144 157,365 (271,959) (936,987)
Loss from Discontinued Operations - - - - -
Net Income (Loss) after Tax 524,423 215,144 157,365 (271,959) (936,987)
Other Comprehensive Income
(Loss)
(Net Income after Tax)
(122,776) (47,880) 13,589 (45,859) (96,824)
Total Comprehensive Income 401,647 167,264 170,954 (317,818) (1,033,811)
Net income (Loss) Attributable to
Shareholders of the Parent
524,423 215,144 157,365 (271,959) (936,987)
Net Income (Loss) Attributable to
Non-Controlling Interests
- - - - -
Total Comprehensive Income
Attributable to Shareholders of the
Parent
401,647 167,264 170,954 (317,818) (1,033,811)
Total Comprehensive Income
Attributable to Non-Controlling
Interests
- - - - -
Earnings Per Share (Net Loss) 1.15 0.46 0.33 (0.56) (1.94)
  1. Condensed Statement of Comprehensive Income

(V) The name of CPAs conducting financial audits in the most recent five years and their audit opinions

Year Name of CPAs Audit Opinion
2016 Wang,Yan-Jing & Sophie Lee Unqualified opinion with other
matter paragraph
2017 Wang,Yan-Jing & Sophie Lee Unqualified opinion with other
matter paragraph
2018 Sophie Lee & Li Yuan Guo Unqualified opinion with other
matter paragraph
2019 Sophie Lee & Li Yuan Guo Unqualified opinion with other
matter paragraph
2020 Lou Liao & Li Yuan Guo Unqualified opinion with other
matter paragraph

II. Financial Analyses for the Past Five Fiscal Years

Year Financial Analyses for the Past Five Fiscal Years
Item 2016 2017 2018 2019 2020
Debts to Assets Ratio (%) 50.47 59.16 58.70 64.19 71.94
Financial
Structure
Long-term Fund to
Property, Plant and
Equipment Ratio (%)
171.02 119.12 102.51 126.12 127.48
Current Ratio (%) 160.86 111.22 97.97 114.36 112.79
Liquidity Quick Ratio (%) 56.29 34.53 23.09 26.14 35.44
Times Interest Earned 13.22 5.80 4.23 (0.30) (8.19)
Receivables Turnover
(Times)
7.95 6.89 7.34 7.65 5.94
Days Sales Outstanding 46 53 50 48 61
Operating Inventory Turnover
(Times)
1.90 1.84 1.80 1.62 1.44
Payables Turnover
(Times)
10.08 8.93 8.87 9.82 10.50
Performance
Analysis
Average Inventory
Turnover Days
193 199 202 226 253
Property, Plant and
Equipment Turnover
(Times)
2.48 1.96 1.63 1.43 1.22
Total Assets Turnover
(Times)
0.91 0.82 0.77 0.68 0.54
ROA (%) 5.82 2.47 1.85 (1.37) (6.32)
ROE (%) 10.84 4.43 3.14 (5.44) (21.67)
Profitability Pre-tax Income to Paid-in
Capital Ratio (%)
13.08 6.19 5.53 (2.98) (18.29)
Net Margin (%) 5.95 2.43 1.67 (3.07) (12.76)
Earnings Per Share
(NT\$)
1.20 0.47 0.33 (0.56) (1.94)
Cash Flow Ratio (%) 12.12 0.74 5.31 0.57 (5.04)
Cash Flow Cash Flow Adequacy
Ratio (%)
77.29 39.07 31.22 23.37 6.98
Cash Reinvestment Ratio
(%)
0.55 (1.44) 3.19 0.27 (2.75)
Operating Leverage 4.97 7.90 12.45 (68.94) (2.27)
Leverage Financial Leverage 1.09 1.22 1.56 0.26 0.89

(I) Financial Analysis--IFRS (Consolidated Financial Statement Analysis)

Analysis of deviation of 2020 vs. 2019 consolidated financial ratio over 20%:

  1. Quick ratio increased due to increase of cash and accounts receivables.

  2. Times Interest Earned decreased due to increase of net loss before tax.

  3. Receivables turnover decreased due to decreased net sales caused by pandemic.

  4. Days Sales Outstanding increased due to decreased net sales caused by pandemic.

  5. Total assets turnover rate decreased due to decreased net sales caused by pandemic.

  6. ROA decreased due to increase of net loss before tax and increase of ending total assets.

  7. ROE decreased due to increase of net loss before tax.

  8. Net loss before tax to capital decreased due to increase of net loss before tax.

  9. Profit margin decreased due to increase of net loss before tax.

  10. Earnings per share decreased due to increase of net loss before tax.

  11. Cashflow ratio decreased due to decrease of net cash inflow from operating activity.

  12. Decrease of net cashflow adequacy ratio due to decrease of net cash inflow from operating activity and increase of inventory caused by pandemic.

  13. Cash reinvestment ratio decreased due to decrease of net cash inflow from operating activity.

  14. Operating leverage increased due to increase of operating net loss.

  15. Financial leverage increased due to increase of operating net loss.

The calculation formula is as follows:

    1. Financial Structure
  • (1) Liabilities to Total Assets =Total Liabilities/Total Assets
  • (2) Long-Term Fund to Property, Plant, and Equipment= (Total Shareholders' Equity + Long-Term Liabilities)/Net Property, Plant, and Equipment
    1. Liquidity Analysis
  • (1) Current Ratio=Current Assets/Current Liabilities
  • (2) Quick Ratio= (Current Assets-Inventory-Prepayment)/Current Liabilities
  • (3) Times Interest Earned = Income Before Interest and Tax/Interest Expenses
    1. Operating Performance
  • (1) Receivables (including accounts receivable and notes receivable resulting from operation) Turnover = Net Sales / Average Accounts Receivable (including accounts receivable and notes receivable resulting from operation)
  • (2) Days Sales Outstanding = 365 /Receivables Turnover
  • (3) Inventory Turnover=Cost of Sales/Average Inventory
  • (4) Payables (including accounts payable and notes payable resulting from operation) Turnover = Net Sales / Average Accounts Payable (including accounts payable and notes payable resulting from operation)
  • (5) Average Payment Turnover=365/Inventory Turnover
  • (6) Property, Plant and Equipment Turnover = Net Sales/Average Net Property, Plant and Equipment
  • (7) Total Assets Turnover Rate = Net Sales/Average Total Assets
    1. Profitability
  • (1) ROA = [Income After Income Tax + Interest Expense*(1-Tax Rate)]/Average Total Assets.
  • (2) ROE = Income After Income Tax/Average Shareholders' Equity
  • (3) Profit margin = Income After Income Tax/Net Sales
  • (4) Earnings Per Share = (Income Attributable to Parent Company Preferred Stock Dividend)/Weighted Average Number of Shares
    1. Cash flow
  • (1) Cash flow ratio=Net cash flow from operating activities/current liabilities
  • (2) Net Cash Flow Adequacy Ratio= Net Cash Flow from Operating Activities in the Most Recent Five Years/ (Capital Spending + Increase in Inventory + Cash Dividend) in the Most Recent Five Years
  • (3) Cash Reinvestment Ratio = (Net Cash Flow from Operating Activities Cash Dividend)/(Gross Property, Plant, and Equipment + Long-Term Investment + Other Non-Current Assets + Working Capital).
    1. Leverage:
  • (1) Operating Leverage = (Net Operating Revenue Variable Costs and Operating Expenses) / Operating Income
  • (2) Financial Leverage=Operating Income/ (Operating Income-Interest Expenses)
Year Financial Analyses for the Past Five Fiscal Years
Item 2016 2017 2018 2019 2020
Debts to Assets Ratio (%) 43.93 53.06 49.80 54.16 64.93
Financial
Structure
Long-Term Fund to
Property, Plant, and
Equipment (%)
238.34 224.97 203.65 259.58 261.16
Current Ratio (%) 159.60 122.83 104.82 131.77 116.54
Liquidity Quick Ratio (%) 59.99 54.07 41.90 46.90 49.93
Times Interest Earned 24.09 6.95 5.38 (4.50) (16.19)
Receivables Turnover
(Times)
8.03 7.13 7.34 8.28 6.17
Days Sales Outstanding 45 51 50 44 59
Inventory Turnover (Times) 2.27 2.15 2.06 1.79 1.75
Operating
Performance
Analysis
Profitability
Cash Flow
Leverage
Payables Turnover (Times) 12.30 10.91 10.08 9.94 10.43
Average Inventory
Turnover Days
161 170 177 204 208
Property, Plant and
Equipment Turnover
(Times)
2.65 2.38 2.32 2.16 1.98
Total Assets Turnover
(Times)
0.77 0.68 0.64 0.58 0.48
ROA (%) 6.39 2.60 1.86 (2.24) (8.35)
ROE (%) 10.84 4.43 3.14 (5.44) (21.67)
Pre-tax Income to Paid-in
Capital Ratio (%)
11.95 4.73 3.74 (5.17) (18.32)
Net Margin (%) 7.96 3.31 2.38 (4.54) (18.11)
Earnings Per Share (NT\$) 1.20 0.47 0.33 (0.56) (1.94)
Cash Flow Ratio (%) 0.21 (24.36) 12.65 (3.05) (14.09)
Cash Flow Adequacy Ratio
(%)
69.54 16.37 20.47 3.52 (35.10)
Cash Reinvestment Ratio
(%)
(4.54) (14.49) 7.82 (1.29) (7.44)
Operating Leverage 8.06 29.37 30.04 (23.64) (0.89)
Financial Leverage 1.11 2.75 4.07 0.56 0.93

(II) Financial Analysis--IFRS (Individual Financial Statement Analysis)

Analysis of deviation of 2020 vs. 2019 individual financial ratio over 20%:

  1. Liability to assets ratio increased due to increase of short-term notes payable.

  2. Times Interest Earned decreased due to net loss before tax and increase of interest expense.

  3. Receivables turnover decreased due to decreased net sales caused by pandemic.

  4. Days Sales Outstanding increased due to decrease of net sales caused by pandemic.

  5. ROA decreased due to net loss before tax and increase of ending total assets.

  6. ROE decreased due to net loss before tax.

  7. Pre-tax Income to Paid-in Capital Ratio decreased due to decrease of net sales caused by pandemic and increase of net loss before tax.

  8. Net margin decreased due to increase of net loss before tax.

  9. Earnings per share decreased due to increase of net loss before tax.

  10. Cash flow ratio decreased due to decrease of net cash inflow from operating activities.

  11. Net cash flow adequacy ratio decreased due to decrease of net cash inflow from operating activities caused by pandemic and increase of inventory.

  12. Cash reinvestment ratio decreased due to decrease of net cash inflow from operating activities.

  13. Operating leverage increased due to decrease of net sales caused by pandemic and increase of operating loss.

  14. Financial leverage increased due to increase of operating loss.

The calculation formula is as follows:

    1. Financial Structure
  • (1) Liabilities to Total Assets =Total Liabilities/Total Assets
  • (2) Long-Term Fund to Property, Plant, and Equipment= (Total Shareholders' Equity + Long-Term Liabilities)/Net Property, Plant, and Equipment
    1. Liquidity Analysis
  • (1) Current Ratio=Current Assets/Current Liabilities
  • (2) Quick Ratio= (Current Assets-Inventory-Prepayment)/Current Liabilities
  • (3) Times Interest Earned = Income Before Interest and Tax/Interest Expenses
    1. Operating Performance
  • (1) Receivables (including accounts receivable and notes receivable resulting from operation) Turnover = Net Sales / Average Accounts Receivable (including accounts receivable and notes receivable resulting from operation)
  • (2) Days Sales Outstanding = 365 /Receivables Turnover
  • (3) Inventory Turnover=Cost of Sales/Average Inventory
  • (4) Payables (including accounts payable and notes payable resulting from operation) Turnover = Net Sales / Average Accounts Payable (including accounts payable and notes payable resulting from operation)
  • (5) Average Payment Turnover=365/Inventory Turnover
  • (6) Property, Plant and Equipment Turnover = Net Sales/Average Net Property, Plant and Equipment
  • (7) Total Assets Turnover Rate = Net Sales/Average Total Assets
    1. Profitability
  • (1) ROA = [Income After Income Tax + Interest Expense*(1-Tax Rate)]/Average Total Assets.
  • (2) ROE = Income After Income Tax/Average Shareholders' Equity
  • (3) Profit margin = Income After Income Tax/Net Sales
  • (4) Earnings Per Share = (Income Attributable to Parent Company Preferred Stock Dividend)/Weighted Average Number of Shares
    1. Cash flow
  • (1) Cash flow ratio=Net cash flow from operating activities/current liabilities
  • (2) Net Cash Flow Adequacy Ratio= Net Cash Flow from Operating Activities in the Most Recent Five Years/ (Capital Spending + Increase in Inventory + Cash Dividend) in the Most Recent Five Years
  • (3) Cash Reinvestment Ratio = (Net Cash Flow from Operating Activities Cash Dividend)/(Gross Property, Plant, and Equipment + Long-Term Investment + Other Non-Current Assets + Working Capital).
    1. Leverage:
  • (1) Operating Leverage = (Net Operating Revenue Variable Costs and Operating Expenses) / Operating Income
  • (2) Financial Leverage=Operating Income/ (Operating Income-Interest Expenses)

III. Audit Committee's Audit Report on the Financial Statements for the Most Recent Year

The Company's 2020 Audit Committee Review Report.

The 2020 business report, financial statements, and loss appropriation proposed by Board of Directors has been approved. Lou Liao and Li Yuan Guo from Deloitte Taiwan were retained to audit the Financial Statements and have issued an audit report.

The Business Report, Financial Statements, and loss offset proposal have been reviewed and determined to be correct and accurate by the Audit Committee. According to the Securities and Exchange Act and the Company Act, we hereby submit this report.

To: 2021 Annual Shareholders' Meeting

Convener of the Audit Committee: Yin Chi Chuang

March 29, 2021

  • IV. Financial Difficulties of the Company and Its Affiliates: None.
  • V. Audited Consolidated Financial Statements for the Most Recent Fiscal Year: Please refer to appendix A
  • VI. Audited Individual Financial Statements for the Most Recent Fiscal Year: Please refer to appendix B

I. Financial Status

Unit: in Thousand NTD

Year Increase (Decrease)
Item 2020 2019 Amount Percentage
Current Assets 7,045,992 6,373,638 672,354 11%
Property, Plant and Equipment 5,740,814 6,302,525 (561,711) -9%
Other Assets 778,290 846,933 (68,643) -8%
Total Assets 13,565,096 13,523,096 42,000 0.3%
Current Liabilities 6,246,913 5,574,424 672,489 12%
Non-current Liabilities 3,511,863 3,108,539 403,324 13%
Total Liabilities 9,758,776 8,682,963 1,075,813 12%
Capital (Less Treasury Stock) 4,765,505 4,765,505 - 0%
Capital Reserve 99,644 99,644 - 0%
Retained Earnings (894,813) 41,861 (936,674) N/A
Other Shareholders' Equity (164,025) (66,888) (97,137) N/A
Non-controlling Interests 9 11 (2) -18%
Total Shareholders' Equity 3,806,320 4,840,133 (1,033,813) -21%
Note: Analysis on items with movement of more than 20% and above NT\$10 million.
1. Retained earnings decreased due to net loss after tax.
  1. Shareholders' equity decreased due to net loss after tax.

II. Financial Performance

Unit: in Thousand NTD

Year Increase (Decrease)
Description 2020 2019 Amount Percentage
Net Sales 7,343,877 8,863,627 (1,519,750) -17%
Cost of Sales 6,771,871 7,477,722 (705,851) -9%
Gross Profit 572,006 1,385,905 (813,899) -59%
Operating Expenses 1,424,413 1,427,431 (3,018) -0.2%
Operating Income (851,834) (41,640) (810,194) N/A
Non-operating Income and Loss (80,428) (110,163) 29,735 N/A
Other Income 121,472 58,366 63,106 108%
Gain on Disposal of Investments - - - -
Foreign Exchange Gain (Loss), net (105,964) (67,957) (38,007) N/A
Others 5,487 16,121 (10,634) -66%
Interest Expense 101,423 116,693 (15,270) -13%
Net Income(Loss) Before Tax (932,262) (151,803) (780,459) N/A
Income Tax Expense(Gain) 4,727 120,153 (115,426) -96%
Net Income (Loss) after Tax (936,989) (271,956) (665,033) N/A
Other comprehensive income (after tax) (96,824) (45,859) (50,965) N/A
Total Comprehensive Income (1,033,813) (317,815) (715,998) N/A
Net Income Attributable to Shareholders
of the Parent
(936,987) (271,959) (665,028) N/A
Net Income Attributable to Non
controlling Interests
(2) 3 (5) -167%
Total Comprehensive Income
Attributable to Shareholders of the
Parent
(1,033,811) (317,818) (715,993) N/A
Total Comprehensive Income
Attributable to Non-controlling Interests
(2) 3 (5) -167%
Earnings Per Share (1.94) (0.56) (1.38) N/A

(I) Analysis of changes:

    1. Gross profit decreased due to decrease of revenue caused by pandemic.
    1. Operating income decreased due to decrease of revenue caused by pandemic.
    1. Non-operating income increased due to subsidy from government for pandemic relief.
    1. Foreign exchange loss increased due to appreciation of NTD.
    1. Others decreased due to decrease of non-operating loss.
    1. Net loss before tax increased due to decrease of revenue caused by pandemic.
    1. Income tax expense decreased due to increase of net loss before tax.
    1. Increase of net loss, other comprehensive loss, total comprehensive loss, decrease of net income attributable to shareholders of the parent, net income attributable to non-controlling interests, comprehensive income attributable to shareholders of the parent, comprehensive income attributable to non-controlling interests: mainly due to decrease of revenue caused by pandemic, exchange rate fluctuation (NTD appreciation against USD), and increase of exchange difference on translating foreign operations.
    1. Earnings per share decreased due to increase of net loss before tax.

(II) It is expected that in the coming year, the new business opportunities of "medical protection" and "environmental

sustainability" in the post-epidemic era will be integrated into the development of protective feature clothing that can be worn on a daily basis. The Company will expand the anti-epidemic product line and provide design service from fabric to garment that have protective function and fashionable in order to boost new growth momentum. The Group will also utilize the global layout, integrate resources to optimize product supply chain, actively develop e-commerce operation model to expand new customer base, grasp new post-pandemic opportunities, and increase revenue and profit.

III.Review and Analysis of Cash Flow

1. Liquidity analysis for the most recent two years
----------------------------------------------------- --
Year
Item
2020 2019 Percentage of
Increase (Decrease)
Cash Flow Ratio (5.04) 0.57 (5.61)
Cash Flow Adequacy Ratio 6.98 23.37 (16.39)
Cash Reinvestment Ratio (2.75) 0.27 (3.02)

Analysis of changes in financial ratios:

Decrease in cash flow (cashflow ratio, cashflow adequacy ratio and cashflow reinvestment ratio): Mainly due to decrease of net cashflow from operating activities in 2020.

  1. Cash Flow Analysis for the Next 12 Months

Unit: in NT\$ thousand

Beginning cash Net cash flow from Cash outflow Residual Remediation action for
insufficient cash
balance operating activities for the year (insufficient)
cash
Investment
Plan
Financing Plan
748,191 10,000,000 8,850,000 1.150,000 Not Applicable. Not Applicable.
  1. Analysis of cash flow:

(1) Operating activities: This year the revenue is expected to grow 36% comparing to 2020. Due to the alleviation of the pandemic and the recovery of international business, the textile export is expected to return to positive growth.

(2) Investment activities: Capital expenditure is expected to be NT\$327,117 thousand, mainly for equipment renewal and maintenance.

(3) Financing activities: To fulfill the need of cash for each factory, the Company will proactively maintain sufficient financing facilities, build a healthy financial structure, search for relatively inexpensive capital and appropriate currency allocation.

  1. Remedial Measures and Analysis of Liquidity Shortfalls: Not applicable.

IV. Effect Upon Financial Operations of Any Major Capital Expenditures During the Most Recent Fiscal Year

Unit: in NT\$ thousand
Project Actual or
Expected
Source of
Funds
Completion
Date
Total
Amount
2016 2017 2018 2019 2020 2021
Purchase Equipment Working
Capital
2016 426,534 426,534
Purchase Equipment Working
Capital
2017 253,857 253,857
Purchase Equipment Working
Capital
2018 216,397 216,397
Purchase Equipment Working
Capital
2019 541,498 541,498
Purchase Equipment Working
Capital
2020 255,086 255,086
Purchase Equipment Working
Capital
2021 327,117 327,117

(I) Use of major capital expenditures and source of funds

(II) Expected Benefits

    1. New intelligent equipment related to false twisting, weaving, dyeing and finishing is purchased this year to increase productivity and reduce maintenance costs.
    1. Continue to invest in energy conservation and environment protection to fulfill social responsibility, reduce production costs, and increase competitiveness.

V. Investment Policy for the Most Recent Year: None.

VI. Analysis of risk factors: analyze and assess the following circumstances for the most recent year and until the date of publication of the annual report

  • (1) Effects of Changes in Interest Rates, Foreign Exchange Rates and Inflation on the Company's profit or loss, and Future Response Measures:
    1. Interest rate change analysis:

Facing the slowdown in global economic growth, the negative impact of the US-China trade war on the United States, and pandemic in 2020, the Fed had cut interest rates twice in March for a total of 6 basis points, reducing the federal funding rate target range to the range of 0% to 0.25%. In addition to interest rate cut, the U.S. government launched "unlimited quantitative easing" and USD 2 trillion relief package to stimulus the economy and stabalize the market. The Q1 Taiwan Central Bank Board meeting has cut interest rate for 1 basis point due to the exceeded expectation of impact to global economy caused by pandemic. Thus the rediscount rate has come to history low of 1.125%. The market liquidity is further increased through the management of NCD. The domestic capital is over sufficient and interest rate is kept at a stable low level in recent years. However, the international political and economic situation was rapidly changing. The Company

will continue to focus on the control of short-term, medium and long-term financing costs and to establish a sound financial structure by moderately increasing the proportion of medium-term and long-term financing so as to create a stable source of funding.

    1. Foreign exchange fluctuation analysis: The Company's revenue is mainly denominated in USD, and the depreciation of USD will cause the risk of exchange loss. The Company collects intercompany receivables in USD and borrows USD loan to offset exchange rate risk arising from USD receivables on the balance sheet. In the future, we will continue to observe changes in the international financial situation to properly respond, and try to eliminate the large fluctuations in foreign exchange gains and losses that will adversely affect operations.
    1. Inflation: The General Statistics Office estimates that Taiwan's average annual consumer price index (CPI) growth rate in 2021 will be 1.16%, and the growth rate is still moderate. The Company will continue to implement various measures to reduce overall operating costs.
  • (2) Policies, Main Causes of Gain or Loss and Future Response Measures with Respect to High-risk, High-leveraged Investments, Lending or Endorsement Guarantees, and Derivatives Transactions:
    1. The Company engages in derivative financial instrument transactions in accordance with the "Procedure for Acquisition or Disposal of Assets". Moreover, hedging strategies are based on the principles of stability and conservatism.
    1. The Company follows "Operating Procedures for Loaning of Funds to Others" and "Operating Procedures for Endorsement/Guarantee". The current counterparties are all 100%-owned subsidiaries. In the future, we will continue to perform robust risk assessment and manage the Company's credit risk to avoid adverse impact on the Company.
  • (3) Future Research & Development Projects and Corresponding Budget:
    1. Continue to improve processing technology after dyeing and finishing and the development of environmentally friendly and non-toxic products.
    1. Develop biomass materials and combine with intelligent production management in order to reduce the use of chemicals.
    1. Continue the above-mentioned technological development, expand the research field, reinforce technology expertise and implement industry science and technology.
    1. In 2021, 3% to 4% of revenue will be devoted to R&D expenses.
  • (4) Effect on the company's financial operations of important policies adopted and changes in the legal environment at home and abroad, and measures to be taken in response: None.
  • (5) Effects of and Response to Changes in Technology and the Industry Relating to Corporate Finance and Sales: None.
  • (6) The Impact of Changes in Corporate Image on Corporate Risk Management, and the Company's Response Measures: None.
  • (7) Expected Benefits from, Risks Relating to and Response Measures to Merger and Acquisition Plans: None.
  • (8) Expected Benefits from, Risks Relating to and Response Measures to Factory Expansion Plans: None.

  • (9) Risks Relating to and Response Measures to Excessive Concentration of Purchasing Sources and Customers: None.

  • (10) Effects of, Risks Relating to and Response Measures to Large Share Transfers or Changes in Shareholdings by Directors or Shareholders with Shareholdings of over 10%: None.
  • (11) Effects of, Risks Relating to and Response Measures to the Changes in Management: None.
  • (12) Litigation or non-contentious cases. List major litigation, non-contentious case or administrative disputes that: (1) involve the Company and/or any Company Director, President, any person with actual responsibility, or any major shareholder holding a stake of greater than 10 percent; and (2) have been concluded by means of a final and unappealable judgment, or are still under litigation. Where such a dispute could materially affect shareholders' equity or the prices of the Company's securities, the annual report shall disclose the facts of the dispute, amount of money at stake in the dispute, the date of litigation commencement, the main parties to the dispute, and the status of the dispute as of the date of publication of the annual report: None.
  • (13) Other Material Risks and Response Measures: In response to information security risks, the Company hires external professionals every year to review relevant operating systems for deficiencies, and the evaluation result shows no major abnormalities.

VII. Other important notes: None.

I. Information on the Company's Affiliates

  • (I) Consolidated business report of affiliates
    1. Organization chart of affiliates

  1. Name, date of establishment, address, paid-up capital and major business activities of the affiliated companies:
Unit: in Thousand NTD
Date Paid-up Major business or
Company Name Established Address Capital products
Everest Investment (Holding) Jul 1997 Clarendon House 2 Church Street Hamilton HM 11 Bermuda 214 Investment
Ltd
Everest International Develop Jun 1998 No. 168, Dunhua N. Rd., Taipei City2F 1,914,000 Investment
Investment Co., Ltd
Everest Textile (HK) Co., Ltd Jul 1993 Room 3006, Laws Commercial Plaza, 788, Cheung Sha Wan 2,966 Trader
Road, Kowloon, Hong Kong
Everest Textile (Thailand) Co., Jul 1998 13th Floor, Ploenchit Tower, 898, Ploenchit Road Lumpini 701,063 Textile industry
Ltd Pathumwan, Bangkok 10330
Everest Textile (Shanghai) Ltd Jul 2006 31F, No.800, Dongfang Road, Pudongxin District, Shanghai 980,349 Textile industry
City, China
Everest USA Holding, INC Dec 2016 850 New Burton Road, Suite 201, Dover, Kent Country, DE 1,260,433 Investment
19904
Everest Development USA,
LLC
Dec 2016 1331, West Main Street, Forest City, NC 28043 79,170 Investment
Everest Textile USA, LLC Oct 2016 1331, West Main Street, Forest City, NC 28043 1,181,263 Textile industry
Everest Apparel (HK) Limited Dec 2016 Unit A,11/F.,Lippo Leighton Tower 103-109 Leighton Road 848,467 Investment
Causeway Bay, Hong Kong
Everest International (HK) Dec 2016 Unit A,11/F.,Lippo Leighton Tower 103-109 Leighton Road 1,260,433 Investment
Limited Causeway Bay, Hong Kong
Everest Apparel (Ethiopia) SC Feb 2017 Hawassa Industrial Park Phase 1+1 Shed #12-13, Hawassa, 557,696 Textile Industry
Ethiopia
Everest Apparel (Haiti) S.A. Feb 2017 Parc Industriel de Caracol, Route de Caracol, No. 14, Caracol, 390,960 Textile Industry
Département du Nord-Est, HT 2340, Haïti
    1. Industries covered by the business of the affiliated companies: The main business of the affiliated companies is the manufacturing and sales of various textiles.
    1. Information on Directors, Supervisors and President of related companies
Unit: Shares; %
Share Holdings
Company Name Title
Full name or Representative
Shares Share Ownership %
Everest Investment (Holding) Ltd Everest International Develop
Investment Co., Ltd
1,300 100%
Chairman Ching Lai Yeh (Representative) - -
Director Jian Cheng Wang (Representative) - -
Director Kao Shan Wu (Representative) - -
Everest International Develop
Investment Co., Ltd
Everest International Develop
Investment Co., Ltd
191,400,000 100%
Chairman Charles Wang (Representative) - -
President Ching Lai Yeh (Representative) - -
Director Wen Kuei Hsiang (Representative) - -
Director Hsien Shen Hung (Representative) - -
Director Kao Shan Wu (Representative) - -
Independent
Director
Chin Chueh Kao (Representative) - -
Everest Textile (HK) Co., Ltd Everest International Develop
Investment Co., Ltd
695,000 99.30%
Chairman/President Hui Min Cheng 5,000 0.70%
Everest Textile (Thailand) Co.,
Ltd
Everest Investment (Holding)
Ltd
79,999,993 99.90%
Chairman/President Ching Lai Yeh (Representative) 1 -
Director Johnny Hih (Representative) 1 -
Director Jing Hai Liang (Representative) 1 -
Director Hsien Shen Hung (Representative) 1 -
Director Kin Son Du (Representative) 1 -
Director Kao Shan Wu (Representative) 1 -
Director Wen Kuei Hsiang (Representative) 1 -
Everest Textile (Shanghai) Ltd Everest Investment (Holding)
Ltd
- -
Chairman Ching Lai Yeh (Representative) - -
Director Kin Son Du (Representative) - -
Director Min Zi Chen (Representative) - -
Director Kao Shan Wu (Representative) - -
Director Wen Kuei Hsiang (Representative) - -
Director Ming Yi Hsiao (Representative) - -
Director Xian Zhong Li (Representative) - -
Everest International (HK)
Limited
Everest International Develop
Investment Co., Ltd
41,300,000 100%
Chairman Ching Lai Yeh - -
Director Jing Hai Liang - -
Director Wen Kuei Hsiang - -
Director Zhen Ni He - -
Director Min Ling Ma - -
Everest USA Holding, INC Everest International (HK)
Limited
1,000 100%
Chairman Ching Lai Yeh - -
Director Wen Kuei Hsiang - -
Director Ming Yi Hsiao - -
Director Chin Chueh Kao - -
Everest Development USA, LLC Everest USA Holding, INC 2,500,000 100%
Chairman Ching Lai Yeh - -
Director Wen Kuei Hsiang - -
Director Ming Yi Hsiao - -
Director Chin Chueh Kao - -
Everest Textile USA, LLC Everest USA Holding, INC 38,800,000 100%
Chairman Ching Lai Yeh - -
Director Wen Kuei Hsiang - -
Director Ming Yi Hsiao - -
Director Chin Chueh Kao - -
Everest Apparel (HK) Limited Everest International Develop
Investment Co., Ltd
27,580,000 100%
Chairman Ching Lai Yeh - -
Director Wen Kuei Hsiang - -
Director Chin Chueh Kao - -
Director Zhen Ni He - -
Director Min Ling Ma - -
Everest Apparel (Ethiopia) SC Everest Apparel (HK) Limited 542,415 100%
Chairman Ching Lai Yeh - -
President Shi Hui Chen - -
Director Wen Kuei Hsiang - -
Director Chin Chueh Kao - -
Director Sen Mao Wu - -
Everest Apparel (Haiti) S.A. Everest Apparel (HK) Limited 4,000 100%
Chairman Ching Lai Yeh - -
President Chin Chueh Kao - -
Director Wen Kuei Hsiang - -
Unit: in Thousand NTD
Company Name Capital
Stock
Total Value
of Assets
Total
Liabilities
Net Worth Revenue Operating
Profit
Net Income
(After
Tax)
EPS (NT\$)
(After Tax)
Everest Investment (Holding)
Ltd
214 2,526,186 28,961 2,497,225 482,080 (13,411) (16,308) (12,544.62)
Everest International Develop
Investment Co., Ltd
1,914,000 1,316,449 360,920 955,529 0 (681) (147,095) (0.77)
Everest Textile (HK) Co., Ltd 2,966 1,388 65 1,323 2,827 (210) (204) (0.29)
Everest Textile (Thailand) Co.,
Ltd
701,063 1,850,765 646,216 1,204,549 1,578,602 (23,374) 1,273 0.02
Everest Textile (Shanghai) Ltd 980,349 1,793,708 475,187 1,318,521 2,020,132 24,420 1,919 N/A
Everest International (HK)
Limited
1,260,433 1,400,117 511,099 889,018 530,312 28,874 81,501 1.97
Everest Apparel (HK) Limited 848,467 232,026 98,156 133,870 0 (51) (220,426) (7.99)
Everest USA Holding, INC 1,260,433 860,930 135 860,795 0 (7) 52,539 52,539.00
Everest Development USA,
LLC
79,170 180,279 122,513 57,766 0 (4,785) (2,796) (1.12)
Everest Textile USA, LLC 1,181,263 2,030,346 1,234,395 795,951 783,414 76,290 54,736 1.41
Everest Apparel (Ethiopia) SC 557,696 1,233,635 1,049,922 183,713 413,170 (35,855) (40,260) (74.22)
Everest Apparel (Haiti) S.A. 390,960 493,621 445,498 48,123 37,971 (177,091) (179,690) (44,922.50)

5. Operational Highlights of affiliates

(II) Consolidated financial statements of affiliates

For the year of 2020 (from January 1 to December 31, 2020), the Company's entities that are required to be included in the consolidated financial statements of affiliated enterprises under the "Criteria Governing Preparation of Consolidated Business Report of Affiliated Enterprises, Consolidated Financial Statements of Affiliated Enterprises, and Affiliation Reports" are the same as those required to be included in the consolidated financial statements under the International Financial Reporting Standards 10. Moreover, the related information required to be disclosed for the consolidated financial statements of affiliated enterprises has been fully disclosed in the aforementioned consolidated financial statements. Consequently, a separate set of consolidated financial statements of affiliated enterprises is not prepared.

(III) Affiliation Report:

  1. CPA review opinion

Referenced Letter Qin-Nan No. 11000181 dated March 29, 2021

To Everest Textile Co., Ltd.

  • Subject: We express our opinions on the Company's 2020 affiliation report that it does not contain any material inconsistency.
  • Explanation: 1. The Company's 2020 Affiliation Report dated February 02, 2021 was prepared in accordance with the "Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises," and there was no material inconsistency between the information disclosed in the affiliation report and relevant information disclosed in the notes to financial reports in the above period. The statement is as in the attachment.
    1. We have compared the Notes to Financial Statements in the Company's 2020 Financial Statements with the Company's Related Company Report based on the "Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports, and Consolidated Financial Statements of Affiliated Enterprises", and have not found any material discrepancies in the aforementioned statements.

Deloitte & Touche CPA Lou Liao CPA Li Yuan Guo

  1. Statement of Affiliation Report

Statement of the Affiliation Report

For the year of 2020 (from January 1 to December 31, 2020), the Company's entities that are required to be included in the consolidated financial statements of affiliated enterprises under the "Criteria Governing Preparation of Consolidated Business Report of Affiliated Enterprises, Consolidated Financial Statements of Affiliated Enterprises, and Affiliation Reports" are the same as those required to be included in the consolidated financial statements under the International Financial Reporting Standards 10. Moreover, the related information required to be disclosed for the consolidated financial statements of affiliated enterprises has been fully disclosed in the aforementioned consolidated financial statements. Consequently, a separate set of consolidated financial statements of affiliated enterprises is not prepared.

Hereby certify

Company: Everest Textile Co., Ltd.

Chairman: Johnny Hih

February 5, 2021

Name of the
Controlling
Reason of Control Shareholding and Pledges Personnel Designated by the
Controlling Company to Serve
as a Director or Manager
Company Shares Held Shareholding % Shares Pledged Title Name
Yue Ding Industry
Co., Ltd.
Appointed personnel are hired
as the Company's President
1,082,744 0.21% 0 President Ching Lai Yeh
  1. Overview of the relationship between the affiliated company and the controlling company

    1. Status of purchase and sales transactions: None
    1. Status of property transactions: None.
    1. Status of financing: None.
    1. Status of asset leasing: None.
    1. Other significant transactions: None.
    1. Endorsements/guarantees: None.

II. Status of Private Placement of Securities: None

III. The Shares of the Company Held or Disposed of by Subsidiaries in the Most Recent Years

Subsidiary Capital
(NT\$
thousand)
Source of
Fund
Shareholding
%
Date of
Acquisition
or Disposal
Amount and
Number of
Shares Acquired
Amount and
Number of
Shares
Disposed
Investment
gain/loss
Shares Held
and the
Amount as of
the date of
Annual Report
Publication
Pledge Guarantee
for
Subsidiary
Loans to
subsidiaries
Everest
International
Develop
Investment
Co., Ltd
1,914,000 Original
subscription
100% 2002.08.21
2004.08.06
2005.08.02
2006.08.23
2017.09.15
2018.04.11
2018.09.10
2019.09.26
APIC
transferred to
915,761 Shares
APIC
transferred to
943,234 Shares
APIC
transferred to
647,687 Shares
APIC
transferred to
674,524 Shares
Dividend From
Earnings
1,.48,263 Shares
Dividend From
Earnings
501,096 Shares
Dividend From
Earnings
511,118 Shares
10,000
thousand
shares
NT\$130,000
thousand
NT\$-3,363
thousand
Share: 26,067
thousand
shares
Amount:
NT\$332,836
thousand
N/A NT\$360
million
N/A
  • IV. Supplementary Disclosures: N/A
  • V. Events during the Most Recent Year and up to the Date of Annual Report Publication that had Significant Impact on the Shareholders' Equity or Security Prices as Stated in the Article 36.3.2 of the Securities and Exchange Act: None.

Everest Textile Co., Ltd. and Subsidiaries

Consolidated Financial Statements for the Years Ended December 31, 2020 and 2019 and Independent Auditors' Report

Address: No.256, Minghe Vil., Shanshang Dist., Tainan City, Taiwan (R.O.C.) Tel.: (06)578-2561

Declaration of Consolidated Financial Statements of Affiliates

The companies required to be included in the Company's consolidated financial statements of affiliates in accordance with the "Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises" for the year ended December 31, 2020 are the same as the companies required to be included in the consolidated financial statements of parent and subsidiary companies as provided in IFRS 10 "Consolidated Financial Statements." Relevant information that should be disclosed in the consolidated financial statements of affiliates has been disclosed in the consolidated financial statements of parent and subsidiary companies. Hence, no separate set of consolidated financial statements of affiliates would be otherwise prepared.

Hereby certify

Name of the Company: Everest Textile Co., Ltd.

Chairman: Johnny Hih

February 5, 2021

Independent Auditors' Report

The Board of Directors and Shareholders Everest Textile Co., Ltd.

Audit Opinion

We have audited the consolidated balance sheets of Everest Textile Co., Ltd. (the "Company") and its subsidiaries (the "Group") as of December 31, 2020 and 2019, the consolidated statements of comprehensive income, consolidated statements of changes in equity, consolidated statements of cash flows for the years then ended, and the notes to consolidated financial statements, including a summary of significant accounting policies.

In our opinion, based on our audits and the reports of the other independent auditors (refer to the Other Matters section of our report), the accompanying financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2020 and 2019, and its financial performance and its cash flows for the years ended December 31, 2020 and 2019 in accordance with the "Regulations Governing the Preparation of Financial Reports by Securities Issuers" and International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC) and SIC Interpretations (SIC) endorsed and kissed into effect by the Financial Supervisory Commission (FSC) of ROC.

Basis for Opinion

We conducted our audits in accordance with the "Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants" and auditing standards generally accepted in the ROC. Our responsibilities under those standards are further described in the Auditors' Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with The Norm of Professional Ethics for Certified Public Accountant of the ROC, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the Group for the year ended December 31, 2020. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

The descriptions of the key audit matters of the Group' financial statements for the year ended December 31, 2020 are as follows:

According to the descriptions in Note 4(6) Inventories, Note 5 Inventory Obsolescence Losses, and Note 9 Inventories of the accompanying consolidated financial statements, as of December 31, 2020, the amount of the inventory held by the Group was NT\$4,656,544 thousand, accounted for 34% of the total assets. The carrying amount of inventory is significant to the entire consolidated financial statements, and the valuation of obsolete inventory is subject to management's significant accounting judgment. Therefore, the evaluation and consideration for inventory obsolescence losses have been identified as a key audit matter.

With respect to the rationality for the evaluation of inventory obsolescence losses, we performed audit procedures as follows:

    1. We understood and evaluated the design and operating effectiveness of internal controls for inventories.
    1. We evaluated the inventory aging profile and selected samples to test the accuracy of the inventory aging.
    1. We observed the physical inventory count and performed test counts to identify whether there were obsolete or damaged inventories.

Other Matters

Regarding the subsidiaries included in the Group's consolidated financial statements, the financial statements of Everest Textile (Thailand) Co., Ltd., Everest Apparel (Ethiopia) S.C., Everest Apparel (Haiti) S.A., Everest USA Holdings, Inc., Everest Development USA, LLC., and Everest Textile USA, LLC. for the years ended December 31, 2020 and 2019 were audited by other auditors. As of December 31, 2020 and 2019, the total assets of the above subsidiaries were NT\$4,047,433 thousand and NT\$3,984,859 thousand, respectively, accounted for 30% and 29% of the consolidated total assets. The net operating revenue was NT\$1,374,211 thousand and NT\$1,187,582 thousand, respectively, accounted for 19% and 13% of the net consolidated operating revenue for the years ended December 31, 2020 and 2019, respectively.

We have also audited the financial statements of the Company as of and for the years ended December 31, 2020 and 2019 on which we have issued unmodified opinions with Other Matters sections.

Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the "Regulations Governing the Preparation of Financial Reports by Securities Issuers" and IFRS, IAS, IFRIC, and SIC endorsed and issued into effect by the FSC of the ROC and for such internal control as management determines is necessary to enable the preparation of the consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, management is responsible for assessing the Group's ability to continue as a going concern, disclosing related matters, and using the going concern basis of accounting unless the management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

Those charged with governance, including the Audit Committee, are responsible for overseeing the Group's financial reporting process.

Auditors' Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors' report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the auditing standards generally accepted in the ROC will always detect a material misstatement in the consolidated financial statements when it exists. Misstatements can arise from fraud or error. If it could have been reasonably anticipated that misstated amounts, individually or in aggregate, could have influenced the economic decisions made by the users of the Consolidated Financial Statements, it will be deemed as material.

As part of an audit in accordance with the auditing standards generally accepted in the ROC, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

    1. Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
    1. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group's internal control.
    1. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
    1. Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors' report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors' report. However, future events or conditions may cause the Group to

cease to continue as a going concern.

    1. Evaluate the overall presentation, structure and content of the consolidated financial statements, including relevant notes, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
    1. Obtain sufficient and appropriate audit evidence regarding the financial information of entities or businesses within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision, and performance of the group audit.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provided those charged with governance with a statement that we have complied with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China regarding independence, and to communicate with them all relationships and other matters that may be thought to bear on our independence (including relevant preventive measures).

From the matters communicated with those charged with governance, we determined key audit matters of the consolidated financial statements of the Group for the year ended December 31, 2020. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communications.

Deloitte & Touche

CPA Lou Liao CPA Li-yuan Guo

Financial Supervisory Commission Approval No. Jin-guan-zheng-shen-zi No. 0990031652

Securities and Futures Commission Approval No. Tai-cai-zheng-liu-zi No. 0920123784

March 29, 2021

Everest Textile Co., Ltd. and Subsidiaries

Consolidated Balance Sheets December 31, 2020 and 2019

Unit: NT\$ Thousands
December 31, 2020 December 31, 2019
Code Assets Amount % Amount %
Current assets
1100
1120
Cash (Note 4 and 6)
Financial assets at fair value through other comprehensive income - current
\$
748,191
6 \$
185,145
2
(Notes 4 and 7) 80,742 1 86,548 1
1150 Notes receivable (Notes 4, 8, 19, and 25) 4,026 - 9,330 -
1170
1200
Trade receivables (Notes 4, 8, 19, and 25)
Other receivables (Notes 4 and 25)
1,336,873
32,639
10
-
1,129,351
46,275
8
-
1220 Current tax assets (Notes 4 and 21) 11,359 - 5,755 -
130X Inventories (Notes 4, 5, and 9) 4,656,544 34 4,747,726 35
1470 Other current assets (Note 13) 175,618 1 163,508 1
11XX Total current assets 7,045,992 52 6,373,638 47
1517 Non-current assets
Financial assets at fair value through other comprehensive income - non-current
(Notes 4 and 7) 3,448 - 6,960 -
1600 Property, plant and equipment (Notes 4, 11, 25, and 26) 5,740,814 42 6,302,525 47
1755
1840
Right-of-use assets (Notes 4 and 12)
Deferred tax assets (Notes 4 and 21)
544,190
134,627
4
1
657,623
126,508
5
1
1990 Other non-current assets (Note 13) 96,025 1 55,842 -
15XX Total non-current assets 6,519,104 48 7,149,458 53
1XXX Total assets \$
13,565,096
100 \$
13,523,096
100
Code Liabilities and equity
2100 Current liabilities
Short-term borrowings (Notes 14, 25, and 26)
\$
2,642,698
20 \$
2,711,074
20
2110 Short-term bills payable (Note 14) 1,599,118 12 799,378 6
2130 Contract liabilities - current (Note 19) 55,190 1 18,551 -
2150 Notes payable (Note 15) 598 - 52,073 1
2160 Notes payable to related parties (Note 25) 10,487 - 6,516 -
2170
2180
Trade payables (Note 15)
Trade payables to related parties (Note 25)
569,480
32,983
4
-
569,138
49,040
4
-
2219 Other payables (Note 16) 449,842 3 410,956 3
2220 Other payables to related parties (Note 25) 51,228 - 56,064 1
2230 Current tax liabilities (Note 21) 7,929 - 43,848 -
2250 Provisions - current 7,154 - 7,154 -
2280 Lease liabilities - current (Notes 4, 12, and 25) 85,578 1 94,044 1
2322
2399
Long-term borrowings due within one year (Notes 14 and 26)
Other current liabilities (Note 16)
697,500
37,128
5
-
726,667
29,921
5
-
21XX Total current liabilities 6,246,913 46 5,574,424 41
2540 Non-current liabilities
Long-term borrowings (Notes 14 and 26)
2,758,333 20 2,265,833 17
2570 Deferred tax liabilities (Notes 4 and 21) 169,777 1 169,777 1
2580 Lease liabilities - non-current (Notes 4, 12, and 25) 506,670 4 609,650 5
2640 Net defined benefit liabilities - non-current (Notes 4 and 17) 75,515 1 60,048 -
2645 Guarantee deposits 721 - 825 -
2670
25XX
Other non-current liabilities
Total non-current liabilities
847
3,511,863
-
26
2,406
3,108,539
-
23
2XXX Total liabilities 9,758,776 72 8,682,963 64
Equity attributable to owners of the Company (Note 18)
Share capital
3110 Ordinary shares 5,098,341 38 5,098,341 38
3200 Capital surplus 99,644 1 99,644 1
3310 Retained earnings (accumulated losses)
Legal reserve
174,022 1 174,022 1
3320 Special reserve 83,073 1 83,073 1
3350 Deficits to be compensated (
1,151,908 )
(
9 )
(
215,234 )
(
2 )
3300 Net retained earnings (accumulated losses) (
894,813 )
(
7 )
41,861 -
3400 Other equity interest (
164,025 )
(
1 )
(
66,888 )
(
1 )
3500
31XX
Treasury shares (Note 4)
Total equity attributable to owners of the parent
(
332,836 )
3,806,311
(
3 )
28
(
332,836 )
4,840,122
(
2 )
36
36XX Non-controlling interests 9 - 11 -
3XXX Total equity 3,806,320 28 4,840,133 36
Total liabilities and equity \$
13,565,096
100 \$
13,523,096
100

The accompanying notes are an integral part of the consolidated financial statements.

(Refer to Deloitte & Touche auditors' report dated March 29, 2021)

Chairman: Johnny Hih Manager: Ching Lai Yeh Accounting Executive: Mei Hsiu Huang

Everest Textile Co., Ltd. and Subsidiaries

Consolidated Statements of Comprehensive Income

For the years ended December 31, 2020 and 2019

Unit: NT\$ Thousands

(NT\$ for net loss per share)

2020 2019
Code Amount % Amount %
4000 Operating revenue (Notes 4, 19,
and 25)
\$ 7,343,877 100 \$ 8,863,627 100
5000 Operating costs (Notes 9, 17, 20,
and 25)
6,771,871 92 7,477,722 85
5900 Gross Profit 572,006 8 1,385,905 15
Operating expenses (Notes 8, 17,
20, and 25)
6100 Selling and marketing
expenses
734,956 10 646,788 7
6200 General and administrative
expenses
468,512 7 512,126 6
6300 Research and development
expenses
221,895 3 263,083 3
6450 Expected credit loss/(interests
reversed)
( 950
)
- 5,434 -
6000 Total operating expenses 1,424,413 20 1,427,431 16
6500 Other comprehensive income and
expenses (Note 20)
573 - ( 114
)
-
6900 Net operating losses ( 851,834
)
(
12
)
( 41,640
)
(
1
)
Non-operating income and
expenses (Notes 4, 20, and 25)
7100 Interest income 1,007 - 822 -
7010 Other income 121,472 2 58,366 1
7020 Other gains and losses ( 101,484
)
(
2
)
( 52,658
)
(
1
)
7510 Interest expenses ( 101,423
)
(
1
)
( 116,693
)
(
1
)
7000 Total non-operating
income and expenses ( 80,428
)
(
1
)
( 110,163
)
(
1
)
7900 Net loss before income tax ( 932,262
)
(
13
)
( 151,803
)
(
2
)
7950 Income tax expense (Notes 4 and
21)
4,727 - 120,153 1

(Continued)

(Continued)

2020 FY 2019
Code Amount % Amount %
8200 Net loss for the year (
\$
936,989
)
(
13
)
(
\$
271,956
)
(
3
)
8310
8311
Other comprehensive income/(loss)
Items that will not be
reclassified subsequently to
profit or loss:
Remeasurement of
8316 defined benefit plans
(Note 17)
Unrealized gain/(loss) on
392 - (
\$
32,071
)
-
investments in equity
instruments at fair
value through other
comprehensive income
( 5,806
)
- 15,993 -
8349 Income tax relating to
items that will not be
reclassified
subsequently to
profit
or loss (Note 21)
( 79
)
- 6,414 -
8360 Items that may be reclassified
subsequently to profit or
loss:
( 5,493
)
- ( 9,664
)
-
8361
8300
Exchange differences on
translating the
financial statements of
foreign
operations
Other comprehensive
( 91,331
)
(
1
)
( 36,195
)
(
1
)
income/(loss) for the
year, net of income tax
( 96,824
)
(
1
)
( 45,859
)
(
1
)
8500 Total comprehensive income/(loss)
for the year
(
\$
1,033,813
)
(
14
)
(
\$
317,815
)
(
4
)
8600 Net profit (loss) attributable to:
8610
8620
Owners of the Company
Non-controlling interests
(
\$
(
936,987
)
2
)
(
13
)
-
(
\$
271,959
)
3
(
3
)
-
(
\$
936,989
)
(
13
)
(
\$
271,956
)
(
3
)
8700 Total comprehensive income/(loss)
attributable to:
8710 Owners of the Company (
\$
1,033,811
)
(
14
)
(
\$
317,818
)
(
4
)
8720 Non-controlling interests (
(
\$
2
)
1,033,813
)
-
(
14
)
(
\$
3
317,815
)
-
(
4
)
Net loss per share (Note 22)
9710
9810
Basic
Diluted
(
\$
(
1.94
)
1.94
)
(
\$
(
0.56
)
0.56
)

The accompanying notes are an integral part of the consolidated financial statements. (Refer to Deloitte & Touche auditors' report dated March 29, 2021)

Chairman: Johnny Hih Manager: Ching Lai Yeh Accounting Executive: Mei Hsiu Huang

Everest Textile Co., Ltd. and Subsidiaries Consolidated Statements of Changes in Equity For the years ended December 31, 2020 and 2019

Unit: NT\$ Thousands (NT\$ for dividends per share)

Equity attributable to owners of the Company
Share capital Retained earnings (accumulated losses) Other equity
Code
A1
Balance on January 1, 2019 499,837
Shares (in
thousands)
\$ 4,998,374
Amount
Capital surplus
99,644
\$
Legal reserve
158,285
\$
Special reserve
80,182
\$
Undistributed
(deficits to be
compensated)
200,977
earnings
\$
translating the
differences on
48,991 )
statements of
Exchange
operations
financial
foreign
( \$
Unrealized gain
financial assets
comprehensive
through other
at fair value
2,305
(loss) on
income
\$
46,686 )
Total
( \$
Treasury shares
332,836 )
( \$
\$ 5,157,940
Total
Non-controlling
8
interests
\$
Total equity
\$ 5,157,948
B3
B1
Appropriation of 2018 earnings
Special reserve
Legal reserve
(Note 18)
-
-
-
-
-
-
15,737
-
-
2,891
15,737 )
2,891 )
(
(
-
-
-
-
-
-
-
-
-
-
-
-
-
-
B9 Share dividends - NT\$0.2
per share
9,997 99,967 - - - 99,967 )
(
- - - - - - -
D1 Net profit (loss) for the year
ended December 31, 2019
- - - - - 271,959 )
(
- - - - 271,959 )
(
3 271,956 )
(
D3 ended December 31, 2019,
income/(loss) for the year
Other comprehensive
net of income tax
- - - - - 25,657 )
(
36,195 )
(
15,993 20,202 )
(
- 45,859 )
(
- 45,859 )
(
D5
A - 10
Total comprehensive income
(loss) for the year ended
December 31, 2019
- - - - - 297,616 )
(
36,195 )
(
15,993 20,202 )
(
- 317,818 )
(
3 317,815 )
(
Z1 Balance on December 31, 2019 509,834 5,098,341 99,644 174,022 83,073 215,234 )
(
85,186 )
(
18,298 66,888 )
(
332,836 )
(
4,840,122 11 4,840,133
D1 Net loss for the year ended
December 31, 2020
- - - - - 936,987 )
(
- - - - 936,987 )
(
2 )
(
936,989 )
(
D3 ended December 31, 2020,
income/(loss) for the year
Other comprehensive
net of income tax
- - - - - 313 91,331 )
(
5,806 )
(
97,137 )
(
- 96,824 )
(
- 96,824 )
(
D5 Total comprehensive income
(loss) for the year ended
December 31, 2020
- - - - - 936,674 )
(
91,331 )
(
5,806 )
(
97,137 )
(
- 1,033,811 )
(
2 )
(
1,033,813 )
(
Z1 Balance on December 31, 2020 509,834 \$ 5,098,341 99,644
\$
174,022
\$
83,073
\$
( \$ 1,151,908 ) 176,517 )
( \$
12,492
\$
164,025 )
( \$
332,836 )
( \$
\$ 3,806,311 9
\$
\$ 3,806,320

Chairman: Johnny Hih Manager: Ching Lai Yeh Accounting Executive: Mei Hsiu Huang

The accompanying notes are an integral part of the consolidated financial statements. (Refer to Deloitte & Touche auditors' report dated March 29, 2021)

Everest Textile Co., Ltd. and Subsidiaries

Consolidated Statements of Cash Flows

For the years ended December 31, 2020 and 2019

Unit: NT\$ Thousands

Code 2020 2019
Cash flows from operating activities
A10000 Net loss before income tax for the year (
\$
932,262
)
(
\$
151,803
)
Adjustments for:
A20100 Depreciation expenses 757,444 757,365
A20300 Expected credit loss/(interests
reversed) ( 950
)
5,434
A20900 Interest expenses 101,423 116,693
A21200 Interest income ( 1,007
)
( 822
)
A21300 Dividend income ( 3,917
)
( 4,054
)
A22500 Loss (gains) on disposal of
property, plant and equipment ( 573
)
114
A23700 Inventory valuation and
obsolescence losses 517,347 22,518
A24100 Net losses on foreign currency
exchange 65,356 29,072
A30000 Net changes in operating assets and
liabilities
A31130 Notes receivable 5,304 21,968
A31150 Trade receivables ( 228,441
)
23,158
A31180 Other receivables 20,827 ( 7,064
)
A31200 Inventories ( 486,766
)
( 254,823
)
A31240 Other current assets ( 136
)
( 23,678
)
A32125 Contract liabilities 36,639 3,688
A32130 Notes payable ( 51,475
)
( 32,055
)
A32140 Notes payable to related parties 3,971 ( 23,628
)
A32150 Trade payables 2,391 ( 83,723
)
A32160 Trade payables to related parties ( 16,057
)
( 24,737
)
A32180 Other payables 39,265 ( 89,568
)
A32190 Other payables to related parties ( 4,836
)
10,589
A32230 Other current liabilities 9,226 2,173
A32240 Net defined benefit liabilities -
non-current 15,859 ( 31,845
)
A32990 Other non-current liabilities ( 1,559
)
2,406
A33000 Cash generated from (used in)
operations ( 152,927
)
267,378
A33100 Interest received 1,007 809
A33300 Interest paid ( 102,815
)
( 111,034
)
A33500 Income tax paid ( 60,079
)
( 125,577
)
AAAA Net cash inflows (outflows) from
operating activities ( 314,814
)
31,576

(Continued)

(Continued)

Code 2020 2019
Cash flows from investing activities
B00200 Disposal of financial assets at fair value
through other comprehensive income
\$
3,512
\$
-
B02700 Acquisition of property, plant and
equipment
(
299,715
)
(
829,818
)
B02800 Proceeds from disposal of property,
plant and equipment 20,840 5,000
B03700 Increase in refundable deposits (
12,106
)
(
2,346
)
B03800 Decrease in refundable deposits 1,367 1,537
B07600 Dividends received 3,917 4,054
BBBB Net cash outflows from investing
activities (
282,185
)
(
821,573
)
Cash flows from financing activities
C00100 Increase in short-term borrowings 6,927,002 4,767,349
C00200 Decrease in short-term borrowings (
6,922,268
)
(
4,032,244
)
C00500 Increase in short-term notes and bills
payable 8,490,954 6,323,250
C00600 Decrease in short-term notes and bills
payable (
7,691,214
)
(
6,802,979
)
C01600 Proceeds from long-term borrowings 1,070,000 2,375,000
C01700 Repayments of long-term borrowings (
606,667
)
(
1,690,834
)
C03000 Increase in guarantee deposits 7,405 10,397
C03100 Decrease in guarantee deposits (
9,430
)
(
7,049
)
C04020 Payments of lease liabilities (
100,829
)
(
96,983
)
CCCC Net cash inflows from financing
activities 1,164,953 845,907
DDDD Effects of exchange rate changes on cash (
4,908
)
(
3,114
)
EEEE Net increase in cash 563,046 52,796
E00100 Cash balance at the beginning of the year 185,145 132,349
E00200 Cash balance at the end of the year \$
748,191
\$
185,145

The accompanying notes are an integral part of the consolidated financial statements. (Refer to Deloitte & Touche auditors' report dated March 29, 2021)

Chairman: Johnny Hih Manager: Ching Lai Yeh Accounting Executive: Mei Hsiu Huang

Everest Textile Co., Ltd. and Subsidiaries

Notes to Consolidated Financial Statements For the years ended December 31, 2020 and 2019 (Unit: NT\$ Thousands, unless specified otherwise )

1. General Information

Everest Textile Co., Ltd. (the "Company") was incorporated in February 1988 and commenced business in October 1988. The Company mainly engages in the manufacturing of various textiles such as chemical fibers, cotton, and blended fabrics, and knitting processing, dyeing processing, printing processing, and polyester film businesses, as well as the manufacturing, trading, and import/export trading of the abovementioned products and products related to yarn materials and garments.

The Company's shares have been listed on the Taiwan Stock Exchange (TWSE) since April 1995. The consolidated financial statements are presented in the Company's functional currency, New Taiwan dollars.

2. Date and Procedures for the Approval of Financial Statements

The financial statements were approved by the board of directors (the "Board") on February 5, 2021.

3. Application of New and Amended Standards and Interpretations

a. Initial application of the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), Interpretations of IFRS (IFRIC), and Interpretations of IAS (SIC) (collectively, the "IFRSs") endorsed and issued into effect by the Financial Supervisory Commission (the "FSC")

The initial application of the IFRSs endorsed and issued into effect by the FSC would not have any material impact on the Group's accounting policies.

b. The IFRSs endorsed by the FSC for application starting from 2021

Effective Date Announced
New/Revised/Amended Standards and Interpretations by IASB
Amendments to IFRS 4 "Extension of the Temporary Effective from the date of
Exemption from Applying IFRS 9" promulgation
Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4, and IFRS Effective from the annual
16 -
"Interest Rate Benchmark Reform -
Phase 2"
reporting period beginning
after January 1, 2021
Amendments to IFRS 16 "Covid-19-Related Rent Effective from the annual
Concessions" reporting period beginning
after June 1, 2021

As of the approval date for the publishing of the financial statements, the Company continuously assesses the impacts of amendments to other standards and interpretations on its financial position and financial performance and will disclose relevant impacts upon the completion of the assessment in due course.

c. IFRSs in issue but not yet endorsed and issued into effect by the FSC

Effective Date Announced
New/Revised/Amended Standards and Interpretations by IASB (Note 1)
"Annual Improvements to IFRSs 2018-2020 Cycle" January 1, 2022 (Note 2)
Amendments to IFRS 3 "Amendments to References to the January 1, 2022 (Note 3)
Conceptual Framework"
Amendments to IFRS 10 and IAS 28 "Sale or Contribution of To be determined
Assets between an Investor and Its Associate or Joint Venture"
IFRS 17 "Insurance Contracts" January 1, 2023
Amendments to IFRS 17 January 1, 2023
Amendments to IAS 1 "Classification of Liabilities as Current January 1, 2023
or Non-Current"
Amendments to IAS 1 in "Disclosure of Accounting Policies" January 1, 2023 (Note 6)
Amendment to IAS 8 -
"Definition of Accounting Estimates"
January 1, 2023 (Note 7)
Amendments to IAS 16 "Property, Plant and Equipment - January 1, 2022 (Note 4)
Proceeds before Intended Use"
Amendments to IAS 37 "Onerous Contracts -
Cost of
January 1, 2022 (Note 5)
Fulfilling a Contract"

Note 1: Unless stated otherwise, the above new/revised/amended IFRSs are effective for annual reporting periods beginning on or after their respective effective dates.

Note 2: The amendments to IFRS 9 apply to the exchanges of financial liabilities or the alterations in its terms that occur during the annual reporting periods beginning on or after January 1, 2022. The amendments to IAS 41 "Agriculture" apply to the fair value measurements during the annual reporting periods beginning on or after January 1, 2022. The amendments to IFRS 1 "First-time Adoptions of IFRSs" apply for annual reporting periods beginning on or after January 1, 2022.

Note 3: The amendments shall apply to the business merger with an acquisition date during the annual reporting periods beginning on or after January 1, 2022.

Note 4: The amendments apply to property, plant and equipment that arrived at the location and achieved the condition required for their operating method expected by the management on or after January 1, 2021.

Note 5: The amendments apply to contracts with outstanding obligations on January 1, 2022.

  • Note 6: Application of the amendments is deferred for the annual reporting period beginning on or after January 1, 2023.
  • Note 7: The amendments apply to the changes in accounting estimates and changes in accounting policies that occurred during the annual reporting period beginning on or after January 1, 2023.

As of the approval date for the publishing of the financial statements, the Company continuously assesses the impacts of amendments to other standards and interpretations on its financial position and financial performance and will disclose relevant impacts upon the completion of the assessment in due course.

4. Summary of Significant Accounting Policies

a. Statement of compliance

The financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IFRSs endorsed and issued into effect by FSC.

b. Basis of preparation

The consolidated financial statements have been prepared on the historical cost basis except for financial instruments which are measured at fair value, and net defined benefit liabilities which are measured at the present value of the defined benefit obligation less the fair value of plan assets.

The fair value measurements are grouped into Levels 1 to 3 based on the degree to which the fair value measurement inputs are observable and the significance of relevant inputs:

  • 1) Level 1 input: Refer to quoted prices in active markets for identical assets or liabilities on the measurement date (unadjusted);
  • 2) Level 2 input: Refer to observable inputs other than quoted prices included within Level 1 for the asset or liability, either directly (i.e., prices) or indirectly (i.e., deduced from prices).
  • 3) Level 3 input: Refer to unobservable inputs for asset or liability.
  • c. Standards for the classification of current and non-current assets and liabilities

Current assets include:

  • 1) Assets held primarily for the purpose of trading;
  • 2) Assets expected to be realized within 12 months after the reporting period; and
  • 3) Cash (excluding those being restricted from being exchanged or used to settle a liability for at least 12 months after the reporting period).

Current liabilities include:

  • 1) Liabilities held primarily for the purpose of trading;
  • 2) Liabilities due to be settled within 12 months after the reporting period; and
  • 3) Liabilities for which the settlement may not be unconditionally deferred for at least 12 months after the reporting period.

Assets and liabilities that are not classified as current are classified as non-current.

d. Basis of consolidation

The consolidated financial statements incorporate the financial statements of the Company and the entities controlled by the Company (i.e., subsidiaries). Adjustments are made to the financial statements of subsidiaries to align their accounting policies with those used by the Group. All intra-group transactions, account balances, income, and expenses are eliminated in full upon consolidation. The total comprehensive income of subsidiaries is attributed to owners of the Company and non-controlling interests even if this results in the non-controlling interests having a deficit balance.

See Note 10 and Tables 7 and 8 for details on subsidiaries, shareholding, and scope of business.

e. Foreign currencies

In preparing the financial statements of the Company, transactions in currencies other than the Company's functional currency (i.e., foreign currencies) are recognized at the rates of exchange prevailing at the dates of the transactions.

At the end of each reporting period, monetary items denominated in foreign currencies are retranslated at the rates prevailing on that date. Exchange differences on monetary items arising from settlement or translation are recognized in profit or loss in the period in which they arise.

Non-monetary items measured at fair value that are denominated in foreign currencies are retranslated at the rates prevailing on the date when the fair value was determined. Exchange differences arising from the retranslation of non-monetary items are included in profit or loss for the period, except for the changes in the fair value are recognized in other comprehensive income/(loss), in which cases, the exchange differences arising thereof are also recognized in other comprehensive income/(loss).

Non-monetary items measured at historical costs that are denominated in foreign currencies are translated using the exchange rate on the date of the transaction without re-translation.

In preparing the consolidated financial statements, assets and liabilities of overseas operating institutions (including subsidiaries in other countries that have or use currencies that are different from that of the Company) are translated into the New Taiwan dollar at exchange rates prevailing at the end of each reporting period. Income and expense items are translated at the average exchange rates for the period. The resulting translation differences are recognized in other comprehensive income/(loss).

f. Inventory

Inventories consist of raw materials, supplies, finished goods, and work in progress. Inventories are measured at the lower of costs or net realizable value. Apart from inventories under the same category, an item-by-item basis is adopted in comparing costs and net realizable value. The net realizable value is the estimated selling price of inventories less estimated costs to be invested until the completion and the estimated costs required for the completion of the sale under general circumstances. The weighted-average method is adopted for the calculation of inventory costs.

g. Property, plant and equipment

Property, plant and equipment are recognized at cost, and are subsequently measured at costs

less accumulated depreciation.

Property, plant and equipment under construction are recognized at costs less accumulated impairment losses. Cost includes professional fees and borrowing costs eligible for capitalization. Such assets are classified into the appropriate categories of property, plant and equipment and depreciated when they are completed and ready for their intended use.

Property, plant and equipment are recognized using the straight-line method during its useful life. Each significant part is depreciated separately. The Group reviews estimated useful lives, residual values, and depreciation methods at the end of each year, with the effects of any changes in the estimates accounted for on a prospective basis.

On derecognition of an item of property, plant and equipment, the difference between the net consideration from the disposal and the carrying amount of the asset is recognized in profit or loss.

h. Impairment of property, plant and equipment, and right-of-use assets

At the end of each reporting period, the Group determines whether there is any indication that property, plant and equipment, and right-of-use assets have suffered any impairment loss. If any impairment indication exists, the Group estimates the recoverable amount of the asset. When it is impossible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs.

The recoverable amount is the higher of fair value less selling costs and value in use. If the recoverable amount of an asset or cash-generating unit is less than its carrying amount, the carrying amount of the asset or cash-generating unit shall be reduced to its recoverable amount, with the resulting impairment loss recognized in profit or loss.

When an impairment loss is subsequently reversed, the carrying amount of the asset or cashgenerating unit shall be increased to the revised recoverable amount, but only to the extent of the carrying amount that would have been determined had no impairment loss been recognized for the asset or cash-generating unit in prior years. A reversal of an impairment loss is recognized in profit or loss.

i. Financial instruments

Financial assets and financial liabilities are recognized in the consolidated balance sheets when the Group becomes a party to the contractual provisions of the instruments.

Upon initial recognition, apart from financial assets and financial liabilities measured at fair value through profit or loss, financial assets and financial liabilities are measured at fair value, plus transaction costs that are directly attributable to the acquisition or issuance of financial assets or financial liabilities. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognized immediately as profit or loss.

1) Financial assets

All regular way purchases or sales of financial assets are recognized and derecognized on a trade date basis.

a) Measurement categories

Financial assets held by the Group are classified into financial assets at amortized cost and investments in equity instruments measured at fair value through other comprehensive income.

i. Financial assets at amortized cost

When the Group's investments in financial assets fulfill the following conditions at the same time, the investment shall be categorized as financial assets at amortized cost:

  • i) Held under a certain business model, and the purpose of the model is holding such financial assets to collect the contractual cash flows; and
  • ii) The contractual terms give rise to cash flows on specified dates that are solely used for payments of principal and interest on the principal amount outstanding. After initial recognition, financial assets at amortized cost (including cash, receivables at amortized cost, other receivables, and refundable deposits (stated as other non-current assets)) are measured at the gross carrying amount determined through the effective interest method less amortized costs of any impairment losses. Any exchange gain or loss of foreign currencies is recognized in profit or loss.

Except for the following circumstances, interest income is calculated by multiplying the effective interest rate by the gross carrying amount of the financial assets:

  • i) In the case of purchased or originated credit-impaired financial assets, interest income is recognized by applying the credit-adjusted effective interest rate to the amortized cost.
  • ii)In the case of a financial asset that is not a purchased or originated credit-impaired financial asset but subsequently has become credit-impaired, interest income is calculated by applying the effective interest rate to the amortized cost of the financial asset.

Credit-impaired financial assets are those where the issuer or debtor has experienced major financial difficulties or defaults, and the debtor is likely to claim bankruptcy or other financial restructurings, or disappearance of an active market for the financial asset due to financial difficulties.

ii. Investments in equity instruments measured at fair value through other comprehensive income

Upon initial recognition, the Group may make an irrevocable election to designate the investments in equity instruments that are neither held for trading nor contingent consideration recognized a business acquisition to be measured at fair value through other comprehensive income.

Investments in equity instruments measured at fair value through other comprehensive income are measured at fair value, and any subsequent changes in the fair value are recognized in other comprehensive income and accumulated in other equity. The cumulative gain or loss will not be reclassified to profit or loss upon their disposal; instead, they will be directly transferred to retained earnings.

Dividends of investments in equity instruments measured at fair value through other comprehensive income are recognized in profit or loss when the Group's right to receive payment is established, unless such dividends clearly represent the recovery of a part of the investment cost.

b) Impairment of financial assets

At the end of each reporting period, the Group evaluates the impairment loss of financial assets at amortized cost (including trade receivables) based on the expected credit loss. Loss allowances are recognized against trade receivables based on the lifetime expected credit loss. For other financial instruments, the Group recognizes their loss allowance at an amount equal to 12-month expected credit losses if their credit risk has not increased significantly since initial recognition, or otherwise, their lifetime expected credit losses.

An expected credit loss is a weighted-average credit loss with the risks of default as weights. The 12-month expected credit loss on a financial instrument represents the portion of its lifetime expected credit loss that is expected to result from possible default events within 12 months after the end of the reporting period, whereas the lifetime expected credit loss represents the expected credit loss that will result from all possible default events over the expected life of a financial instrument.

For the purpose of internal credit risk management, the Group deems the occurrence of the following conditions as a default on financial assets, without considering the collateral held:

  • i. There is any internal or external information indicating that it is impossible for the debtor to settle the debt.
  • ii. Where the account ages more than 366 days, unless there is any reasonable and authenticated information indicating that the deferred default basis is more appropriate.

The impairment loss of all financial assets is reduced based on the allowance account.

c) Derecognition of financial assets

The Group derecognizes a financial asset only when the contractual rights to the cash flows from the asset expire or when the financial asset is transferred, and nearly all the risks and rewards of ownership of the asset are transferred to other entities.

On derecognition of financial assets at amortized cost in its entirety, the difference between its carrying amount and the consideration received is recognized in profit or loss. On derecognition of equity instruments at fair value through other comprehensive income its entirety, the cumulative gain or loss is directly transferred to retained earnings, instead of reclassifying as profit or loss.

  • 2) Financial liabilities
  • a) Subsequent measurement

All financial liabilities are measured at amortized cost using the effective interest method.

b) Derecognition of financial liabilities

On derecognition of financial liabilities, the differences between its carrying amount and the consideration paid, including any non-cash assets transferred or liabilities assumed, are recognized as profit or loss.

j. Treasury shares

The Company's shares held by subsidiaries are stated at cost and shown as a deduction in equity attributable to owners of the Company.

k. Income recognition

The Group allocates the transaction price to each performance obligation after the customer had identified the performance obligations and recognizes its income upon the fulfillment of each performance obligation.

Sales of goods are generated from the sales of textiles, raw materials for yards, and garments. Upon the fulfillment of trading conditions for textiles, raw materials for yards, and garments, the customer has the right to the pricing and use of the commodities, assumes the primary responsibility of re-sale, and bears the risk of obsolescence; the Group recognizes its income and trade receivables at such time.

For processing subcontract, the control over the ownership of the processing products is not transferred; therefore, the Company does not recognize the income thereof.

l. Lease

The Group evaluates whether a contract is (or includes) a lease on the contract establishment date.

Except for lease payment of low-value assets lease and short-term leases to which exemption is

applicable are recognized as expenses on a straight-line basis over the lease term, other leases are recognized as right-of-use assets and lease liabilities on the lease's starting date.

Right-of-use assets are initially measured at cost, and subsequently measured at cost less accumulated depreciation, and adjusted for any remeasurements of the lease liability. Right-ofuse assets are separately presented in the consolidated balance sheets.

Right-of-use assets are depreciated on a straight-line basis over the period from the lease commencement date to the end of its useful lives, or to the end of the lease term, whichever is earlier.

Lease liabilities are initially measured at the present value of lease payments. When the interest rate implicit in a lease can be easily determined, lease payments are discounted using the interest rate. If the interest rate cannot be easily determined, lease payments are discounted using the lessee's incremental borrowing rate.

Subsequently, lease liabilities are measured at amortized cost using the effective interest method, and interest expenses are amortized over the lease term.

m. Government grants

Government grants are only recognized when they can be reasonably assured that the Group would comply with the conditions imposed for the government grants and that such grants can be received.

Government grants related to revenue are recognized in other income on a systematic basis during the period when the Group recognizes the relevant costs that such grants are intended to compensate as expenses.

If the government grants are used to compensate fees or losses that had occurred, or are given to the Group for the purpose of immediate financial support without related future costs, such grants may be recognized in profit or loss within the collectible period.

n. Borrowing costs

Borrowing costs directly attributable to an acquisition, construction, or production of qualifying assets are added to the cost of such assets, until such time as the assets are substantially ready for their intended use or sale.

Investment income earned on the temporary investment of specific borrowings pending their capital expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalization.

Other than those stated above, all other borrowing costs are recognized as profit or loss in the period in which they are incurred.

  • o. Employee benefits
  • 1) Short-term employee benefits

Liabilities recognized in respect of short-term employee benefits are measured at the nondiscounted amount of the benefits expected to be paid in exchange for the employees'

services.

2) Retirement benefits

Payments to defined contribution retirement benefit plans are recognized as expenses when employees have rendered services entitling them to the contributions.

Defined benefit costs (including service cost, net interest, and remeasurement) under defined benefit retirement benefit plans are determined using the projected unit credit method. Service cost (including current service cost) and net interest on the net defined benefit liabilities are recognized as employee benefits expenses upon occurrence. Remeasurement, comprising actuarial gains or losses and the return on plan assets (net of interest), is recognized in other comprehensive income/(loss) upon occurrence, and will not be reclassified to profit or loss.

Net defined benefit liabilities represent the appropriation deficit in the defined benefit plans.

p. Income tax

The income tax expense represents the sum of the current income tax and deferred tax.

1) Current income tax

The Group determines its current income (losses) according to the regulations established by the governing authority of each income tax reporting region and calculates the income tax payable (recoverable) accordingly.

According to the Income Tax Law of the ROC, an additional tax of unappropriated earnings is recognized in the year the shareholders approve to retain earnings.

Adjustments to the income tax payables in prior years are accounted for as the current income tax.

2) Deferred tax

Deferred tax is recognized on temporary differences between the carrying amounts of assets and liabilities and the corresponding tax bases used in the computation of taxable profit.

Deferred tax liabilities are generally recognized for all temporary taxable differences. Deferred tax assets are recognized for all temporary deductible differences and unused loss carryforwards to the extent that it is probable that taxable profits will be available against which those temporary deductible differences can be utilized.

Deferred tax liabilities are recognized for temporary taxable differences associated with investments in subsidiaries, except where the Group is able to control the reversal of the temporary difference, and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets arising from temporary deductible differences associated with such investments are only recognized to the extent that it is probable that there will be sufficient taxable profits against which to utilize the benefits of the temporary differences, and they are expected to reverse in the foreseeable future.

The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. A previously unrecognized deferred tax asset is also reviewed at the end of each reporting period and increased to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liabilities are settled, or the assets are realized. Such tax rate is based on tax rates and tax laws that have been enacted or substantively enacted by the end of the reporting period. The measurement of deferred tax liabilities and assets reflects the tax consequences arising from the manner in which the Company expects to recover or settle the carrying amount of its assets and liabilities at the end of the reporting period.

3) Current and deferred income taxes

Current and deferred taxes are recognized in profit or loss, except when they relate to items that are recognized in other comprehensive income/(loss) or directly in equity, in which case, the current and deferred income taxes are recognized in other comprehensive income/(loss) or directly in equity, respectively.

5. Critical Accounting Judgments and Key Sources of Estimation Uncertainty

When adopting the Group's accounting policies, the management is required to make judgments, estimates, and assumptions for relevant information that are not readily apparent from other sources based on historical experiences and other related factors. Actual results may differ from these estimates.

The Group has included the economic impacts caused by COVID-19 into the considerations for significant accounting estimates. The management will review the estimates and basic assumptions on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised if the revisions affect only that period or in the period of the revisions and future periods if the revisions affect both current and future periods.

Key sources of estimation uncertainty - inventory obsolescence losses

The obsolescence status of inventories is evaluated according to their aging status, and the ratio for providing the impairment amount is estimated based on historical experiences, to serve as the basis for evaluating inventory obsolescence losses. Significant losses may occur when the actual inventory impairment in the future is higher than expected.

6. Cash

December 31, 2020 December 31, 2019
Cash on hand and working capital \$
4,737
\$
5,358
Checks and demand deposits in banks 743,454 179,787
\$
748,191
\$
185,145

7. Financial Assets at Fair Value through Other Comprehensive Income

December 31, 2020 December 31, 2019
Current
Domestic investments
Shares of listed companies
Far Eastern International Bank Co., Ltd. -
ordinary
shares
\$
80,742
\$
86,548
Non-current
Domestic investments
Unlisted shares
Jin Lead Industrial Co., Ltd. -
ordinary
shares \$
3,433
\$
6,945
Dah Chung Bills Finance Corp. -
ordinary
shares 15 15
\$
3,448
\$
6,960

The Group invests in ordinary shares of Far Eastern International Bank Co., Ltd., Jin Lead Industrial Co., Ltd., and Dah Chung Bills Finance Corp. according to its strategic objectives and expects to earn profits from the strategic investments. The management of the Group elected to designate these investments to be measured at fair value through other comprehensive income as they believed that recognizing short-term fluctuations in these investments' fair value in profit or loss would not be consistent with the aforementioned strategic investment plan.

8. Notes Receivable and Trade receivables (including those from Related Parties)

December 31, 2020 December 31, 2019
Notes receivable
Measured at amortized costs
Gross carrying amount -
occurred due to
operations
\$
4,026
\$
9,330
Trade receivables
Measured at amortized costs
Gross carrying amount
Less: Allowance for losses
\$
1,360,201
23,328
\$
1,336,873
\$
1,159,383
30,032
\$
1,129,351

The Group's average credit period for sales of goods is 30 to 180 days. Interest does not accrue for trade receivables. To mitigate credit risks, the management of the Group has assigned a delegated team to be responsible for the determination of credit facilities, loan approval, and other monitoring procedures to ensure that appropriate actions are adopted for the recovery of overdue trade receivables. In addition, the Group reviews the recoverable amount of trade receivables on a caseby-case basis at the end of the reporting period to ensure that adequate allowance for impairment losses are made for the irrecoverable trade receivables. In this regard, the management of the Group believes that the Group's credit risk has been significantly reduced.

The Group recognizes the allowance for losses of trade receivables based on the lifetime expected credit loss. Lifetime expected credit loss is calculated based on a provision matrix, taking into account the customer's past default records and its current financial conditions. As the Group's historical credit loss experience does not show significantly different loss patterns for different customer bases, customer bases are not further distinguished for the provision matrix, and the Group stipulates the rate of expected credit loss merely based on the number of days past due regarding the trade receivables.

The Group writes-off trade receivables when there is evidence indicating that the counterparty is experiencing severe financial difficulty and the Group has no recoverable amount that is reasonably expected, such as liquidation undergoing by the counterparty. However, the Company will continue to engage in enforcement activity to attempt to recover the receivables due.

As of December 31, 2020 and 2019, according to the analysis based on the number of days past due conducted by the Group, notes receivables are not overdue; therefore, no expected credit loss is provided for note receivables.

The Group's allowances for loss of trade receivables measured based on the provisional matrix are as follows:

December 31, 2020

90 days and
below
91 - 180 days 181 days and
above
Total
Rate of expected credit loss 0.07%~4.94% 1.02%~14.66% 3.69%~100%
Gross carrying amount \$ 1,233,354 \$
92,497
\$
34,350
\$ 1,360,201
Allowance for loss (lifetime expected
credit loss)
(
6,513 )
(
6,696 )
(
10,119 )
(
23,328 )
Amortized costs \$ 1,226,841 \$
85,801
\$
24,231
\$ 1,336,873

December 31, 2019

90 days and 181 days and
below 91 - 180 days above Total
Rate of expected credit loss 0.06%~22.16% 0.54%~53.03% 2.83%~100%
Gross carrying amount \$ 1,108,413 \$
35,046
\$
15,924
\$ 1,159,383
Allowance for loss (lifetime expected (
17,636 )
(
3,155 )
(
9,241 )
(
30,032 )
credit loss)
Amortized costs \$ 1,090,777 \$
31,891
\$
6,683
\$ 1,129,351
Changes in allowance for loss of trade receivables are as follows:
2020 2019
Opening balance \$ 30,032 \$ 24,996
Add: Provided (reversed) during
the year ( 950
)
5,434
Less: Write-offs during the year ( 5,226
)
( 88
)
Differences of foreign currency
translation ( 528
)
( 310
)
Closing balance \$ 23,328 \$ 30,032

9. Inventories

December
31, 2020
December 31, 2019
Finished goods \$
3,431,007
\$
3,170,854
Work in progress 933,412 1,357,820
Raw materials 121,651 114,211
Supplies 170,474 104,841
\$
4,656,544
\$
4,747,726

The cost of sales related to inventories for the years ended December 31, 2020 and 2019 was NT\$6,260,612 thousand and NT\$6,843,823 thousand, respectively. The cost of sales, including inventory valuation and obsolescence losses, for the years ended December 31, 2020 and 2019 was NT\$517,347 thousand and NT\$22,518 thousand, respectively.

10. Subsidiaries

Subsidiaries included in the consolidated financial statements

The subjects for the preparation of the consolidated financial statements are as follows:

Shareholding ratio (%)
Name of the investing 2020 2019
company Name of the subsidiary Nature of business December 31 December 31
The Company Everest Investment (Holding)
Ltd.
Holdings and international trade 100 100
Everest International Develop
Investment Co., Ltd.
General investment 100 100
Everest Textile (HK) Co., Ltd. International trade 99.3 99.3
Everest Investment
(Holding) Limited
Everest Textile (Thailand)
Co., Ltd.
Original equipment manufacturing,
production, and sales of processed
silk and woven fabrics
100 100
Everest Textile (Shanghai)
Ltd.
Research, development, dyeing,
back-end processing and selling of
high emulation chemical fibers and
high-grade textile cloth
100 100
Everest International
Develop Investment
Co., Ltd.
Everest International (HK)
Limited
Investment and holdings 100 100
Everest Apparel (HK) Limited Investment and holdings 100 100
Everest International
(HK) Limited
Everest USA Holdings, Inc. Investment and holdings 100 100
Everest USA Holdings,
Inc.
Everest Development USA,
LLC.
Operating asset management 100 100
Everest Textile USA, LLC. Production and dyeing of yarn and
woven fabrics
100 100
Everest Apparel (HK)
Limited
Everest Apparel (Ethiopia)
S.C.
Apparel production 100 100
Everest Apparel (Haiti) S.A. Apparel production 100 100

11. Property, Plant and Equipment

Land Buildings Machinery and
equipment
Transportation
equipment
Furniture and
fixtures
Miscellaneous
equipment
Construction in
progress and
equipment to be
tested
Total
Costs
Balance on January 1,
2019
\$
708,787
\$ 2,077,608 \$ 5,501,255 \$
76,910
\$
363,365
\$
805,584
\$
644,810
\$ 10,178,319
Additions 1,808
47,209
392,286 3,139 42,521 264,335 130,038 881,336
Disposals -
(
22,011)
(
405,988)
(
5,697)
(
7,023)
(
21,537)
- (
462,256)
Net exchange difference 2,044
15,668
(
28,479)
1,082 5,959 12,948 (
26,979)
(
17,757)
Balance on December 31,
2019
\$
712,639
\$ 2,118,474 \$ 5,459,074 \$
75,434
\$
404,822
\$ 1,061,330 \$
747,869
\$ 10,579,642
Accumulated depreciation
Balance on January 1,
2019
\$ -
\$
939,095
\$ 2,543,227 \$
28,244
\$
162,127
\$
372,993
\$
-
\$ 4,045,686
Depreciation expenses -
81,465
403,187 12,522 44,110 104,074 - 645,358
Disposals -
(
22,011)
(
401,133)
(
5,697)
(
7,013)
(
21,288)
- (
457,142)
Net exchange difference -
16,752
1,433 - 5,434 19,596 - 43,215
Balance on December 31, \$ -
\$ 1,015,301
\$ 2,546,714 \$
35,069
\$
204,658
\$
475,375
\$
-
\$ 4,277,117
2019
Net balance on December
\$
712,639
\$ 1,103,173 \$ 2,912,360 \$
40,365
\$
200,164
\$
585,955
\$
747,869
\$ 6,302,525
31, 2019
Costs
Balance on January 1, \$
712,639
\$ 2,118,474 \$ 5,459,074 \$
75,434
\$
404,822
\$ 1,061,330 \$
747,869
\$ 10,579,642
2020
Additions -
28,726
321,481 9,491 75,592 498,500 (
672,540)
261,250
Disposals
Net exchange difference
( -
(
9,935)
4,681 )
(
36,127)
(
129,675)
(
108,990)
(
4,257)
(
1,945)
(
18,473)
(
10,247)
(
20,398)
(
67,504)
-
(
9,385)
(
182,738)
(
238,879)
Balance on December 31, \$
707,958
\$ 2,101,138 \$ 5,541,890 \$
78,723
\$
451,694
\$ 1,471,928 \$
65,944
\$ 10,419,275
2020
Accumulated depreciation
Balance on January 1, \$ -
\$ 1,015,301
\$ 2,546,714 \$
35,069
\$
204,658
\$
475,375
\$
-
\$ 4,277,117
2020
Depreciation expenses -
80,172
380,718 12,058 47,199 133,561 - 653,708
Disposals
Net exchange difference
-
(
9,935)
-
(
17,970)
(
110,290)
(
38,968)
(
4,203)
(
755)
(
17,894)
(
6,460)
(
20,149)
(
25,740)
-
-
(
162,471)
(
89,893)
Balance on December 31, \$ -
\$ 1,067,568
\$ 2,778,174 \$
42,169
\$
227,503
\$
563,047
\$
-
\$ 4,678,461
2020
Net balance on December
31, 2020
\$
707,958
\$ 1,033,570 \$ 2,763,716 \$
36,554
\$
224,191
\$
908,881
\$
65,944
\$ 5,740,814

No impairment assessment was performed for the years ended December 31, 2019 as there was no indication of impairment.

The Company assessed the impairment of property, plant and equipment for the year ended December 31, 2020 and used the value in use as the basis for calculating the recoverable amount. The value-in-use calculation is based on the estimated cash flows of the Company's future financial projections and is calculated by the rate of 7.44% as of December 31, 2020 to reflect the specific risks of the related cash-generating units. After the assessment, no impairment loss on property, plant and equipment has been recognized in 2020.

The depreciated expenses are provided for on a straight-line basis over the following estimated useful lives:

Buildings
Main buildings 2-56 years
Engineering systems 5-51 years
Machinery and equipment 2-30 years
Transportation equipment 2-16 years
Furniture and fixtures 2-15 years
Miscellaneous equipment 2-15 years

Please refer to Note 26 for the amount of property, plant and equipment pledged as collateral for borrowings. Part of the Group's land is agricultural land, and the ownership is temporarily registered in the name of others. Furthermore, it has been mortgaged to the Group.

12. Lease Agreements

a. Right-of-use assets

December 31, 2020 December 31, 2019
Carrying amount of right-of-use assets
Buildings \$
541,495
\$
654,702
Transportation equipment 2,695 2,842
Furniture and fixtures - 79
\$
544,190
\$
657,623
2020 2019
Addition of right-of-use assets \$
28,471
\$
15,390
Depreciation expense of right-of-use assets
Buildings \$
101,832
\$
110,133
Transportation equipment 1,825 1,711
Furniture and fixtures 79 163
\$
103,736
\$
112,007

b. Lease liabilities

December 31, 2020 December 31, 2019
Carrying amount of lease liabilities
Current \$
85,578
\$
94,044
Non-current \$
506,670
\$
609,650

The discount rate ranges for lease liabilities are as follows:

December 31, 2020 December 31, 2019
Buildings 1.06%~4.12% 1.12%~4.12%
Transportation equipment 1.10%~3.77% 1.11%~3.77%
Furniture and fixtures 3.77% 3.77%

c. Major lease activities and terms

The Group leases certain transportation equipment and furniture and fixtures for operational use, and the lease period is 1 to 3 years.

The Group also leases certain buildings to use as plants, office, and retail outlets, and the lease period is 1-3 years. At the end of the lease period, the Group has no right of first refusal for the leased building.

d. Other lease information

2020 2019
Short-term lease expenses \$
15,266
\$
14,257
Total cash outflows on lease \$
127,215
\$
121,177

The Group elects to apply the recognition exemptions to buildings and transportation equipment that qualify as short-term leases, and the Group does not recognize the related right-of-use assets and lease liabilities.

13. Other Assets

December 31, 2020 December 31, 2019
Current
Prepayments for goods \$ 63,639 \$ 40,762
Input tax 43,820 40,554
Prepaid expenses 26,376 53,768
Refundable deposits 10,655 777
Others 31,128 27,647
\$ 175,618 \$ 163,508
Non-current
Prepayments for equipment \$ 78,867 \$ 39,174
Refundable deposits 17,158 16,668
\$ 96,025 \$ 55,842

14. Borrowings

a. Short-term loans

December 31, 2020 December 31, 2019
Bank credit borrowings \$
1,031,336
\$
1,300,861
Bank secured borrowings 1,334,915 1,354,645
Bank mortgage borrowings 276,447 55,568
\$
2,642,698
\$
2,711,074

The interest rates of short-term borrowings at the end of the reporting period were as follows:

December 31, 2020 December 31, 2019
Bank credit borrowings 0.83%~1.07% 0.97%~3.915%
Bank secured borrowings 1.175%~2.9% 2.708%~3.463%
Bank mortgage borrowings 0.93%~2.04% 3%

b. Short-term bills payable

December 31, 2020

Promissory institution Nominal
amount
Discount
amount
Carrying
amount
Interest rate
range (%)
Name of the
collateral
Commercial paper payable
Mega bills \$
300,000
\$
142
\$
299,858
1.058 N/A
Ta Ching bills 150,000 34 149,966 1.07 N/A
Ta Ching bills 100,000 68 99,932 1.01 N/A
Ta Ching bills 200,000 58 199,942 0.55 N/A
China bills 300,000 196 299,804 1.05 N/A
Grand bills 300,000 86 299,914 1.06 N/A
Taiwan Cooperative bills 100,000 138 99,862 1.05 N/A
International bills 150,000 160 149,840 1.045 N/A
\$1,600,000 \$
882
\$ 1,599,118

December 31, 2019

Promissory institution Nominal
amount
Discount
amount
Carrying
amount
Interest rate
range (%)
Name of the
collateral
Commercial paper payable
Mega bills \$
150,000
\$
106
\$
149,894
0.78 N/A
Ta Ching bills 150,000 108 149,892 0.77 N/A
China bills 100,000 51 99,949 0.56 N/A
Grand bills 200,000 153 199,847 0.80 N/A
Taiwan Cooperative bills 100,000 77 99,923 0.83 N/A
International bills 100,000 127 99,873 0.62 N/A
\$
800,000
\$
622
\$
799,378

c. Long-term borrowings

December 31, 2020 December 31, 2019
Unsecured borrowings
Bank credit borrowings \$
2,898,333
\$ 2,975,833
Secured borrowings
Bank mortgage borrowings 557,500 16,667
3,455,833 2,992,500
Less: Those mature within one year 697,500 726,667
\$
2,758,333
\$ 2,265,833

The abovementioned bank borrowings fall due one after another by September 2024. The interest rate per annum on December 31, 2020 and 2019 is 0.95%-1.47% and 1%-1.4%, respectively.

15. Notes Payable and Trade Payables

The Group's notes payable and trade payables occurred due to its operations.

The Group has financial risk management policies in place to ensure that all payables are paid within the pre-agreed credit terms.

16. Other Liabilities

December 31, 2020 December 31, 2019
Other payables
Payable for salaries or bonuses \$ 182,515 \$
185,040
Payable for purchases of equipment 33,690 29,629
Payable for utilities 28,076 27,614
Payable for shipping expenses 28,622 17,990
Payable for labor and health insurance 21,977 20,677
Payable for commissions 20,234 9,725
Payable for pension 16,912 17,863
Payable
for annual leave
14,945 16,399
Payable for processing expenses 9,235 7,480
Payable for remuneration of directors 2,830 2,830
Payable for employees' compensation 189 5,854
Others 90,617 69,855
\$ 449,842 \$
410,956
Other liabilities
Temporary payment \$ 12,399 \$
9,879
Receipts under custody 9,665 11,234
Guarantee deposits 5,453 7,472
Others 9,611 1,336
\$ 37,128 \$
29,921

17. Retirement Benefit Plans

a. Defined contribution plans

The Group adopted a pension plan under the "Labor Pension Act," which is a state-managed defined contribution plan. Under the Labor Pension Act, the Company makes monthly contributions to employees' individual pension accounts at 6% of monthly salaries. Employees of the Group's subsidiaries in China, Thailand, Hong Kong, the U.S., Ethiopia, and Haiti are the participants of the retirement benefit plans operated by local governments. The subsidiaries shall allocate salary costs at a particular ratio to the retirement benefit plans to provide funds for the plans. The obligation of the Group regarding the retirement benefit plans operated by such governments is limited to the allocation of a particular amount.

b. Defined benefit plans

The pension system adopted by the Group in accordance with the "Labor Standards Act" is a defined benefit plan operated by the government. Pension benefits are calculated on the basis of the length of service and average monthly salaries for the six months before retirement. The Company contributes amounts equal to 4% of total monthly salaries to a pension fund administered by the pension fund monitoring committee. Pension contributions are deposited in the Bank of Taiwan in the committee's name. Before the end of each year, the Company assesses the balance in the pension fund. If the amount of the balance in the pension fund is inadequate to pay retirement benefits for employees who conform to retirement requirements in the next year, the Company is required to fund the difference in one appropriation that should be made before the end of March of the next year. The pension fund is managed by the Bureau of Labor Funds, Ministry of Labor, and the Company has no right to affect the investment management policy and strategy.

The amounts included in the consolidated balance sheets in respect of the defined benefit plans are set out as follows:

December 31, 2020 December 31, 2019
Present value of defined benefit obligation \$ 397,945 \$ 402,576
Fair value of plan assets ( 322,430
)
( 342,528
)
Net defined benefit liabilities \$ 75,515 \$ 60,048

Movements in net defined benefit liabilities are as follows:

Present value of Net defined
defined benefit Fair value of benefit
obligation plan assets liabilities
Balance on January 1, 2019 \$
403,893
(
\$
344,071
)
\$
59,822
Service cost
Current service cost 11,178 - 11,178
Interest expenses (income) 4,544 (
4,286
)
258
Recognized in profit or loss 15,722 (
4,286
)
11,436
Remeasurements
Return on plan assets (excluding amounts that
are included in net interest)
- (
12,528
)
(
12,528
)
Actuarial losses -
changes in demographic
assumptions
1,624 - 1,624
Actuarial losses -
changes in financial
assumptions
8,118 - 8,118
Actuarial losses -
experience adjustments
34,857 - 34,857
Recognized in other comprehensive 44,599 (
12,528
)
32,071
income/(loss)
Contributions from the employer - (
40,814
)
(
40,814
)
Benefits paid (
61,638
)
59,171 (
2,467
)
Balance on December 31, 2019 402,576 (
342,528
)
60,048
Service cost
Current service cost 40,959 - 40,959
Interest expenses (income) 3,221 (
2,920
)
301
Recognized in profit or loss 44,180 (
2,920
)
41,260
Remeasurements
Return on plan assets (excluding amounts that
are included in net interest)
\$
-
(
\$
11,313
)
(
\$
11,313
)
Actuarial losses -
changes in demographic
assumptions
2,351 - 2,351
Actuarial losses -
changes in financial
assumptions
11,753 - 11,753
Actuarial gains -
experience adjustments
(
3,183
)
- (
3,183
)
Recognized in other
comprehensive
10,921 (
11,313
)
(
392
)
income/(loss)
Contributions from the employer - (
23,508
)
(
23,508
)
Benefits paid (
59,732
)
57,839 (
1,893
)
Balance on December 31, 2020 \$
397,945
(
\$
322,430
)
\$
75,515

The amounts recognized in profit or loss in respect of the defined benefit plans by functions are compiled as follows:

2020 2019
Operating costs \$ 26,505 \$ 8,955
Selling and marketing expenses 4,693 540
General and administrative expenses 5,925 1,342
Research and development expenses 4,137 599
\$ 41,260 \$ 11,436

The Group is exposed to the following risks due to the defined benefit plans under the "Labor Standards Act":

  • 1) Investment risk: The labor pension funds are invested in domestic and foreign equity and debt securities, bank deposits, and other targets. The investment is conducted at the discretion of the Bureau of Labor Funds, Ministry of Labor, or through its designated agencies. However, the rate of return on plan assets of the Group shall not be less than the interest rate on a two-year time deposit published by the local banks.
  • 2) Interest rate risk: A decrease in the government bond interest rate will increase the present value of the defined benefit obligation; however, the debt investment returns on the plan assets would also increase accordingly, and both items have the effect of offsetting the effects of net defined benefit liabilities.
  • 3) Salary risk: The present value of the defined benefit obligation is calculated by reference to the future salaries of plan participants. As such, an increase in the salaries of plan participants will increase the present value of the defined benefit obligation.

The actuarial valuations for the present value of the Group's defined benefit obligation were carried out by qualified actuaries. The significant assumptions on the date of measurement are as follows:

December 31, 2020 December 31, 2019
Discount rate 0.35% 0.80%
Expected growth rate of salary 1.00% 1.00%

When possible reasonable changes in the significant actuarial assumptions occur, and all other assumptions remain constant, the present value of the defined benefit obligation would increase (decrease) as follows:

December 31, 2020 December 31, 2019
Discount rate
Increase by 0.25% (
\$
6,676
)
(
\$
6,385
)
Decrease by 0.25% \$ 6,873 \$ 6,573
Expected growth rate of salary
Increase by 0.25% \$ 6,538 \$ 6,230
Decrease by 0.25% (
\$
6,382
)
(
\$
6,080
)

The sensitivity analysis presented above may not be representative of the actual changes in the present value of the defined benefit obligation, as it is unlikely that changes in any of the assumptions would occur in isolation of one another for the reason that the assumptions may be correlated.

December 31, 2020 December 31, 2019
Expected contributions to the plan within one
year \$
23,508
\$
45,000
Average duration of the defined benefit
obligation 7 years 7 years

18. Equity

a. Ordinary shares

December 31, 2020 December 31, 2019
Number of shares authorized (in thousands) 560,000 560,000
Share capital authorized \$
5,600,000
\$
5,600,000
Number of shares issued and paid-up (in
thousands) 509,834 509,834
Share capital issued \$
5,098,341
\$
5,098,341

Issued ordinary shares with a par value of NT\$10 carry the right of one vote per share and a right to dividends.

In June 2019, the shareholders resolved in their meeting to issue new shares by utilizing the earnings for 2018 in capital increase; the par value of a new share is NT\$10, totaled NT\$99,967 thousand.

b. Capital surplus

December 31, 2020 December 31, 2019
May be used to offsetting a deficit, distributed
as cash dividends, or transferred to share
capital
Treasury share transactions (Note) \$
99,644
\$
99,644
  • Note: Such capital surplus may be used to offset a deficit. In addition, when the Company has no deficit, such capital surplus may be distributed as cash dividends or transferred to share capital, but only at a certain percentage of the Company's capital surplus and once a year.
  • c. Retained earnings and dividend policy

Under the dividend policy as set forth in the Company's Articles of Incorporation (the "Articles"), where the Company made profits in a fiscal year, the profit shall be first utilized for paying taxes, offsetting losses of previous years, setting aside as legal reserve 10% of the remaining profit, setting aside or reversing a special reserve in accordance with the laws and regulations, and then any remaining profit together with any unappropriated earnings from the previous year shall be used as earnings available for appropriation. Such earnings shall be distributed as shareholders' dividends equally based on the number of all shares, provided that a portion of such earning may be retained in accordance with the business conditions.

However, in case of capital increases, the incremental shares shall be appropriated in accordance with the respective resolution made in the shareholders' meetings. For the Company's policies on the distribution of employees' compensation and remuneration of directors, refer to Note 20(h) "Employees' compensation and remuneration of directors and supervisors."

The Company appropriates dividends according to a stable dividend distribution while taking into account the features of economic changes regarding its business, the effects of products or services, in terms of their lifecycle, and taxation on its future cash demands. Except for capital demands such as improving the financial structure and providing for the reinvestment, expansion of production capacity, or other significant capital expenditure, the distribution of dividends shall be no less than 50% of the balances equal to the net profit after income tax for the year less amounts offsetting deficits, legal reserve, and special reserve. The cash dividends shall be no less than10% of the current shareholders' bonuses for the year.

The legal reserve shall be appropriated until its balances reach the total paid-in capital of the Company. The legal reserve may be used to offset deficits. If the Company has no deficit and the legal reserve has exceeded 25% of the Company's total paid-in capital, the excess may be transferred to capital and distributed in cash.

The Company makes appropriation and reversal for special reserves according to requirements under Letter Jin-guan-zheng-fa-zi No. 1010012865 and Letter Jin-guan-zhengfa-zi No. 1010047490 issued by the FSC and the "Questions and Answers for Special Reserves Appropriated Following Adoption of IFRSs."

The Company's appropriations of earnings for 2019 and 2018 were approved at the shareholders' meetings in June 2020 2019, respectively. The appropriations of earnings were as follows:

Appropriations of
earnings
2018
Legal reserve \$
15,737
Special reserve \$
2,891
Share dividends \$
99,967
Dividends per share (NT\$) \$
0.2

The appropriation of earnings for 2020 is subject to resolution at the shareholders' meeting to be held in May 2021.

d. Treasury shares

At the end of the reporting period, the Company's shares held by its subsidiary Everest International Develop Investment Co., Ltd. for the purpose of investment and wealth management were accounted for as treasury shares. The information related to the Company's shares held by its subsidiaries is disclosed as follows (number of shares in thousands):

At the end of the year
Purpose of buy-back Number of shares
at the beginning
of the year
Increase
during the
year
Decrease
during the
year
Number of
shares
Carrying
amount
Market price
For the year ended December 31,
2020
Shares of the Company held by
subsidiaries as a deduction to
equity
26,067 - - 26,067 \$332,836 \$256,761
For the year ended December 31,
2019
Shares of the Company held by
subsidiaries as a deduction to
equity
25,556 511 - 26,067 \$332,836 \$238,253

Except for the exclusion from the Company's capital increase and having no voting right, the Company's shares held by subsidiaries are accounted for as treasury shares, and shall be entitled to the same rights as general shareholders.

19. Revenue

2020 2019
Revenue from the sales of goods \$
6,930,817
\$
8,185,773
Service revenue 413,060 677,854
\$
7,343,877
\$
8,863,627
  • a. Explanation of the customer contract
  • 1) Income from the sales of goods

Textiles, raw materials for yarn, and garments are sold to manufacturers or wholesalers. The goods are sold at an agreed price stated in the contract.

2) Service revenue

Regarding the dyeing and finishing manufacturing process and processing for the Textile Department, the transaction price shall be agreed and determined under the contract with reference to prior contracts with similar conditions.

b. Contract balance

December 31, 2020 December
31, 2019
January 1, 2019
Notes receivable \$ \$ \$
4,026 9,330 31,298
Trade receivables \$ \$ \$
1,336,873 1,129,351 1,162,792
Contract liabilities -
current
Sales of goods
\$
55,190
\$
18,551
\$
14,863

The changes in contract liabilities are mainly arising from the difference between the time of

fulfilling the performance obligation and the time of customer payment.

The amounts of revenue recognized during the year generated from contract liabilities at the beginning of the year and the performance obligations fulfilled in previous periods are set out as follows:

2020 2019
Contract liabilities at the beginning of the year
Sales of goods \$
18,551
\$
14,863

c. Disaggregation of revenue from customer contracts

Please refer to Note 31 for the information on disaggregation of revenue.

20. Profit before income tax

a. Other operating income and expenses

2020 2019
Gain (loss) on disposals of property, plant and
equipment
\$ 573 (
\$
114
)
b. Interest income
2020 2019
Bank Deposits \$ 962 \$ 776
Others 45 46
\$ 1,007 \$ 822
c. Other income
2020 2019
Grants \$ 75,341 \$ 1,124
Dividend income 3,917 4,054
Insurance compensation 100 12,732
Others 42,114 40,456
\$ 121,472 \$ 58,366
d. Other gains and losses
2020 2019
Net foreign currency exchange losses (
\$
105,964
)
(
\$
67,957
)
Others 4,480 15,299
(
\$
101,484
)
(
\$
52,658
)
Gains or losses on foreign currency exchange
include:
Total gains on foreign currency exchange \$ 137,684 \$ 164,139
Total losses on foreign currency exchange ( 243,648
)
( 232,096
)
(
\$
105,964
)
(
\$
67,957
)

e. Interest expenses

2020 2019
Interests on bank borrowings \$
90,857
\$
106,886
Interest on lease liabilities 11,120 10,308
Less: Amounts included in the cost of required
assets 554 501
\$
101,423
\$
116,693
Information related to interest capitalization is as follows:
2020 2019
Amount of interest capitalization \$
554
\$
501
Interest rate on interest capitalization 1.08%~1.27% 1.14%~1.19%
f. Depreciation expenses
2020 2019
An analysis of depreciation by function
Operating
costs
\$
668,929
\$
668,671
Operating expenses 88,515 88,694
\$
757,444
\$
757,365
g. Employee benefits expenses
2020 2019
Short-term employee benefits
Salaries \$
1,632,999
\$
1,735,063
Labor and health insurance 140,583 152,399
Others 138,009 146,617
1,911,591 2,034,079
Retirement benefits
Defined contribution plans 51,402 86,576
Defined benefit plans (Note 17) 41,260
92,662
11,436
98,012
\$
2,004,253
\$
2,132,091
By function
Operating costs \$
1,393,950
\$
1,469,520
Operating expenses 610,303 662,571
\$
2,004,253
\$
2,132,091

h. Employees' compensation and remuneration of directors and supervisors

The Company appropriates employees' compensation and remuneration of directors at the rates of 2% to 3.5% and no higher than 2.5%, respectively, of net profit before income tax, employees' compensation, and remuneration of directors and supervisors for the year according to its Articles. The Company recorded a net loss before income tax for the year ended December 2020 and 2019; therefore, no employees' compensation or remuneration of directors is appropriated.

If there is a change in the proposed amounts after the annual financial statements are authorized for issue, the differences are recorded as a change in the accounting estimates, which shall be adjusted and accounted for in the following year.

There was no difference between the actual amounts of employees' compensation and remuneration of directors distributed for the year ended December 31, 2018 and the amounts recognized in the financial statements for the year ended December 31, 2018.

Information on the employees' compensation and remuneration of directors resolved by the Company's Board is available at the "Market Observation Post System" website of the Taiwan Stock Exchange.

21. Income Taxes

a. Major components of tax expense recognized in profit or loss

2020 2019
Current income tax
Incurred
during the year
\$
4,341
\$
112,179
Adjustments to prior years 8,358 7,514
12,699 119,693
Deferred income tax
Incurred during the year (
7,972
)
460
\$
4,727
\$
120,153

A reconciliation of accounting income and income tax expense was as follows:

2020 2019
Net loss before income tax (
\$
932,262
)
(
\$
151,803
)
Income tax gains calculated based on the net
loss before income tax at the statutory rate (
\$
148,313
)
\$ 97,078
Nondeductible expenses in determining
taxable income 926 55
Unrecognized loss carryforwards 59,789 14,085
Tax-exempt income ( 783
)
( 715
)
Withholding tax incurred for overseas income 3,779 -
Unrecognized temporary differences 94,364 2,136
Grants ( 13,393
)
-
Adjustments to current income tax expenses
for previous years during the year 8,358 7,514
\$ 4,727 \$ 120,153

b. Income tax recognized in other comprehensive income/(loss)

2020 2019
Deferred income tax
Incurred during the year
Remeasurement on defined benefit plans (
\$
79
)
\$ 6,414

c. Current tax assets and liabilities

December 31, 2020 December 31, 2019
Current tax assets
Tax refund receivable
\$ 11,359 \$
5,755
Current tax liabilities
Income tax payable
\$ 7,929 \$
43,848

d. Deferred tax assets and liabilities

The movements of deferred tax assets and liabilities were as follows:

2020

Deferred tax assets Opening balance Recognized in
profit or loss
Recognized in
other
comprehensive
income/(loss)
Exchange
differences
Closing balance
Temporary differences
Unrealized exchange losses \$
5,187
\$ 5,108 \$ - \$ - \$ 10,295
Allowance for sales discount 1,431 - - - 1,431
Unrealized gains 6,412 886 - - 7,298
Defined benefit retirement 12,009 3,173 ( 79 ) - 15,103
plan
Payable for annual leave 3,280 ( 291 ) - - 2,989
Loss on allowance for 2,334 ( 1,371 ) - 31 994
doubtful debts
Loss on inventory valuation 89,769 467 - 500 90,736
120,422 7,972 ( 79 ) 531 128,846
Loss carryforwards 6,086 - - ( 305 ) 5,781
\$ 126,508 \$ 7,972 ( \$ 79 ) \$ 226 \$ 134,627
Deferred tax liabilities
Temporary differences
Reserve for land value \$ 169,777 \$ - \$ - \$ - \$ 169,777
increment tax

2019

Recognized in
Recognized in other
comprehensive
Exchange
Deferred tax assets Opening balance profit or loss income/(loss) differences Closing balance
Temporary differences
Unrealized exchange losses \$
-
\$ 5,187 \$ - \$ - \$ 5,187
Allowance for sales discount 1,431 - - - 1,431
Unrealized gains 3,585 2,827 - - 6,412
Defined benefit retirement 11,964 ( 6,369 ) 6,414 - 12,009
plan
Payable for annual leave
3,160 120 - - 3,280
Loss on allowance for
doubtful debts
327 2,059 - ( 52 ) 2,334
Loss on inventory valuation 90,623 446 - ( 1,300 ) 89,769
Loss carryforwards 111,090
12,616
\$ 123,706
(
( \$
4,270
6,381 )
2,111 )
\$ 6,414
-
6,414
(
(
( \$
1,352 )
149 )
1,501 )
120,422
6,086
\$ 126,508
Deferred tax liabilities
Temporary differences
Unrealized exchange gains \$
1,651
( \$ 1,651 ) \$ - \$ - \$ -
Reserve for land value
increment tax
169,777 - - - 169,777
\$ 171,428 ( \$ 1,651 ) \$ - \$ - \$ 169,777

e. Deductible temporary differences and unused loss carryforwards which no deferred tax assets have been recognized in the consolidated balance sheets

December 31, 2020 December 31, 2019
Deductible temporary differences \$
481,818
\$ 39,853
Loss carryforwards
Expire in 2029 \$
11,910
\$ 20,439
Expire in 2030 316,725 -
Expire
in 2032
24,032 25,297
\$
352,667
\$ 45,736

f. The aggregate amount of temporary difference associated with investments for which deferred tax liabilities have not been recognized

As of December 31, 2020 and 2019, taxable temporary differences associated with investments in subsidiaries for which no deferred tax liabilities have been recognized were NT\$1,099,573 thousand and NT\$1,174,314 thousand, respectively.

g. Income tax assessments

The Company and its subsidiary Everest International Develop Investment Co., Ltd.'s income tax returns through 2018 have been assessed by the tax authorities.

22. Net Loss per Share

The net loss per share and the weighted average number of ordinary shares used in the calculation are as follows:

Net loss for the year

2020 2019
Net loss attributable to owners of the Company (
\$
936,987
)
(
\$
271,959
)
Number of shares
Unit: thousand shares
2020 2019
Basic and diluted net loss per share
Number of issued ordinary shares at the
beginning of the year 509,834 509,834
Less: The weighted average number of
treasury shares regarding the
Company's shares held by subsidiaries 26,067 26,067
The weighted average number of ordinary
shares used in the calculation of basic and
diluted net loss per share 483,767 483,767

23. Capital management

The Company requires sufficient amounts of capital for the expansion and upgrades of its production facilities and equipment. The Company manages its capital in a manner to ensure that it has sufficient and necessary financial resources and operating plan to provide for its working capital, capital expenditures, research and development expenses, debt repayment, and dividend payments required in the future.

24. Financial Instruments

a. Fair value information - Fair value of financial instruments not measured at fair value

The carrying amounts of the Company's financial instruments that are not measured at fair value approximate their fair values; these financial instruments include cash, receivables, other receivables, refundable deposits (accounted for as other non-current assets), short-term borrowings, short-term bills payable, payables (including those to related parties), other payables (including those to related parties), long-term borrowings (including those due within one year), and guarantee deposits received.

  • b. Fair value information Fair value of financial instruments measured at fair value on a recurring basis
  • 1) Fair value hierarchy

December 31, 2020

Level 1 Level 2 Level 3 Total
Financial assets at fair value through
other comprehensive income
Investments in equity instruments
-
Shares of domestic listed
companies
\$
80,742
\$
-
\$
-
\$
80,742
-
Shares of domestic unlisted
companies
- - 3,448 3,448
\$
80,742
\$
-
\$
3,448
\$
84,190
December 31, 2019
Level 1 Level 2 Level 3 Total
Financial assets at fair value through
other comprehensive income
Investments in equity instruments
-
Shares of domestic listed companies
-
Shares of domestic unlisted
\$
86,548
-
\$
-
-
\$
-
6,960
\$
86,548
6,960
companies \$
86,548
\$
-
\$
6,960
\$
93,508

There were no transfers between Level 1 and 2 during the years ended December 31, 2020 and 2019.

2) Reconciliation of Level 3 fair value measurement of financial instruments

Equity instruments
Financial assets at fair value through other
comprehensive income 2020 2019
Opening balance \$ 6,960 \$ 6,960
Capital reduction ( 3,512
)
-
Closing balance \$ 3,448 \$ 6,960

3) Valuation techniques and inputs applied for Level 3 fair value measurement

The fair values of investments in domestic unlisted equity were determined based on the net value of comparable companies' shares; the liquidity allowance is taken into consideration to calculate the value of valuation targets.

c. Categories of financial instruments

December 31, 2020 December 31, 2019
Financial assets
Financial assets at amortized cost (Note 1)
\$
2,149,542
\$
1,387,546
Financial assets at fair value through other
comprehensive income
Investments in equity instruments 84,190 93,508
Financial liabilities
Measure at amortized costs
(Note 2)
8,818,441 7,655,036
  • Note 1: The balances include cash, notes and trade receivables, other receivables, refundable deposits (accounted for as other non-current assets), and other financial assets at amortized cost.
  • Note 2: The balances include short-term borrowings, short-term bills payable, notes and trade payable (included those to related parties), other payables (included those to related parties), long-term borrowings (including those due within one year), guarantee deposits received, and other financial liabilities at amortized costs.
  • d. Financial risk management objectives and policies

The Group's major financial instruments include investments in equity instruments, trade receivables, trade payables, borrowings, and lease liabilities. The Group's Corporate Treasury function provides services to all business departments, coordinates access to domestic and international financial markets, monitors and manages the financial risks relating to the operations of the Group through internal risk reports, which analyze exposures by degree and magnitude of risks. These risks include market risk (including foreign currency risk, interest rate risk, and other price risks), credit risk, and liquidity risk.

Material treasury activities of the Group are reviewed by the Board in accordance with relevant regulations and internal control systems. Compliance with policies and exposure limits is reviewed by the internal auditors on a continuous basis. The Group did not perform any financial instruments (including derivative financial instruments) transaction for speculative purposes.

1) Market risk

The Group's operating activities exposed itself primarily to the financial risks of changes in foreign currency exchange rates (see (a) below), interest rates (see (b) below), and other price risks (see (c) below).

There was no change to the Group's exposure to market risks or the manner in which these risks were managed and measured.

a) Foreign currency risk

The Group engages in sales and purchases denominated in foreign currencies, which exposed the Group to the risks of changes in foreign currency exchange rates.

The carrying amounts of monetary assets and monetary liabilities (including monetary items not denominated in the functional currency being written-off in the consolidated financial statements) not denominated in the functional currency of the Group at the end of the reporting period are set out in Note 29.

Sensitivity analysis

The Group is mainly exposed to the fluctuation of the United States dollar (USD) and Thai Baht (THB). In addition, certain subsidiaries (whose functional currency is not NT\$) are affected by the fluctuation in NTD.

The following table details the Group's sensitivity to a 1% increase and decrease in NT\$ (the functional currency) against the relevant foreign currencies. The sensitivity analysis included only outstanding monetary items denominated in foreign currencies, and their translations at the end of the year are adjusted at 1% of changes in the exchange rate. A positive number in the table below indicates an increase in net profit before income tax that would result when the functional currency weakens 1% against the relevant currency. For a 1% strengthening of NTD against the relevant currency, the effect on the net profit before income tax would be the same amount in negative.

USD impact
2019
Profit or loss \$ 16,479 \$ 13,741
NTD impact
2019
Profit or loss \$ - (
\$
2,000
)
THB impact
2020 2019
Profit or loss \$ 1,076 \$ 215

In the management's opinion, the sensitivity analysis was unrepresentative of the inherent foreign exchange risk as the exposure at the end of the reporting period is unable to reflect the exposure during the period. Furthermore, trade receivables and other receivables not denominated in the functional currency would change in accordance with the working capital.

b) Interest rate risk

The Group was exposed to interest rate risk as it borrows funds at both fixed and floating interest rates concurrently. The risk is managed by the Group by maintaining an appropriate mix of fixed and floating rate borrowings.

The carrying amount of the Group's financial assets and financial liabilities with exposure to interest rates at the end of the reporting period was as follows:

December 31, 2020 December 31, 2019
Fair value interest rate risk
Financial liabilities
\$
3,571,778
\$
1,151,643
With cash flow interest rate risk
Financial assets 226,053 143,945
Financial liabilities 4,718,119 5,351,309

Sensitivity analysis

The sensitivity analysis below was determined based on the Group's exposure to interest rates for non-derivative instruments at the end of the reporting period. For floating rate liabilities, the analysis assumed that the amount of the liability outstanding at the end of the reporting period was outstanding throughout the reporting period.

If interest rates had been 1% higher and all other variables were held constant, the Group's net losses before income tax for the years ended December 31, 2020 and 2019 would have increased by NT\$44,921 thousand and NT\$52,074 thousand, respectively, which primarily relates to the Group's floating rate borrowings.

c) Other price risks

The Group was exposed to equity price risk due to its investments in shares. The Group manages such exposure by maintaining a portfolio of investments with different risks and through asset allocation.

Sensitivity analysis

The sensitivity analysis below was conducted based on the Group's exposure to equity price risk at the end of the reporting period. If equity prices had been 1% higher/lower, other comprehensive income/(loss) before income tax for the years ended December 31, 2020 and 2019 would have increased/decreased by NT\$807 thousand and NT\$865 thousand, respectively, as a result of the changes in the fair values of financial assets at fair value through other comprehensive income.

2) Credit risk

Credit risk refers to the risk where the counterparty is having any default on its contractual obligations that results in financial losses to the Group. At the end of the reporting period, the Group's maximum exposure to credit risk due to the failure of counterparties to discharge its obligations is primarily arising from the carrying amount of financial assets recognized in the consolidated balance sheets.

Counterparties for trade receivables involve diverse customers who locate in different geographical regions. Ongoing credit evaluations are performed on the financial conditions of customers with whom the Group has trade receivables.

3) Liquidity risk

The Group manages and maintains sufficient cash to finance the Group's operations and mitigate the effects of fluctuations in cash flows. In addition, the Group's management monitors the utilization of bank facilities and ensures compliance with the borrowings' contract terms.

The Group's working capital and the bank facilities acquired are sufficient to meet its demand for future operations; therefore, there is no liquidity risk relating to the incapability of raising funds for performing contractual obligations.

Liquidity and interest rate risk table for non-derivative financial liabilities

The analysis of remaining contractual maturity for the Group's non-derivative financial liabilities was drawn up based on the undiscounted cash flows of financial liabilities (including principals and estimated interests) from the earliest date on which the Group can be required to make the repayment. Specifically, the Group's bank borrowings with repayment on demand clause are included in the earliest time band regardless of the probability of the banks choosing to exercise their rights immediately. The analysis of maturity dates for other non-derivative financial liabilities is based on the agreed repayment dates.

The amount of undiscounted interests relating to cash flow paid from floating rate payments is extrapolated based on the interest rate yield curve at the end of the reporting period.

December 31, 2020

Payment on demand
or less than 1 month
1 to 3 months 3 to 12 Months 1 to 5 years 5 years and above
Non-derivative financial
liabilities
Non-interest-bearing \$
556,940
\$
510,974
\$
52,157
\$
721
\$
-
liabilities
Lease liabilities 9,291 15,143 71,718 300,765 234,083
Floating rate instruments 96,128 674,966 1,197,966 2,850,142 -
Fixed rate instruments 2,193,200 650,686 138,755 - -
\$ 2,855,559 \$ 1,851,769 \$ 1,460,596 \$ 3,151,628 \$
234,083

Further information on the maturity analysis of lease liabilities is listed as follows:

Less than 1 year 1 to 5 years 5 to 10 years 10 to 15 years
Lease liabilities \$
96,152
\$
300,765
\$
195,550
\$
38,533
December 31, 2019
Payment on demand
or less than 1 month 1 to 3 months 3 to 12 Months 1 to 5 years 5 years and above
Non-derivative financial
liabilities
Non-interest-bearing \$
706,204
\$
353,821
\$
91,234
\$
825
\$
-
liabilities
Lease liabilities 11,002 15,685 79,657 403,483 245,080
Floating rate instruments 1,303,568 669,107 1,126,764 2,372,551 -
Fixed rate instruments 190,525 962,423 - - -
\$ 2,211,299 \$ 2,001,036 \$ 1,297,655 \$ 2,776,859 \$
245,080

Further information on the maturity analysis of lease liabilities is listed as follows:

Less than 1 year 1 to 5 years 5 to 10 years 10 to 15 years
Lease liabilities \$ \$ \$ \$
106,344 403,483 204,517 40,563

25. Related Party Transactions

Transactions, account balances, income and expenses between the Company and its subsidiaries (who are related parties of the Company) have been eliminated upon consolidation and are not disclosed in this note. In addition to the information disclosed in other notes, transactions between the Company and its related parties are as follows:

a. Names of related parties and relationships with the Company
---- -- -- -- -- ------------------------------------------------------------- -- -- -- -- --
Names of the related party Relationship with the Group
Far Eastern New Century Investors with significant influence over the
Corporation (FENC) Company
Far Eastern International Bank Other related parties (the Vice-Chairman is a second
(FEIB) degree relative of the Chairman of the Company)
Far Eastern Fibertech Co., Ltd. Other related parties (the investee of FENC)
Everest Textile (Shanghai) Ltd. Other related parties (the investee of FENC)
(Everest Shanghai)
Far Eastern Apparel (Suzhou) Co., Ltd. Other related parties (the investee of FENC)
Far Eastern Investment (Holding)
Ltd.
Other related parties (the investee of FENC)
Oriental Petrochemical (Shanghai) Other related parties (the investee of FENC)
Corporation
Jin Lead Industrial Co., Ltd. Other related parties (the Company is the corporate
director of Jin Lead Industrial Co., Ltd.)

b. Sales of goods

Category of related party 2020 2019
Other related parties \$ 2,276 \$ 3,226
Investors with significant influence over the
Company 54 3
\$ 2,330 \$ 3,229

The sales to related parties are made at general transaction prices with collection terms of 1 to 3 months, equivalent to general customers.

c. Purchase of goods

Category of related party 2020 2019
Investors with significant influence over the
Company \$ 173,765 \$ 193,973
Other related parties 281,348 332,597
\$ 455,113 \$ 526,570

The purchase prices were equivalent to those of purchases from general suppliers. Purchases of yarn products from investors with significant influence over the Company require partial payment in advance; the payment terms for remaining purchases range from 1 to 4 months.

d. Receivables from related parties

Line item Category of related
party
December 31, 2020 December 31, 2019
Notes receivable Other related parties \$
894
\$
964
Trade receivables Other related parties \$
646
\$
685
Other receivables Other related parties \$
22
\$
18

The outstanding receivables from related parties are unsecured. For the years ended December 31, 2020 and 2019, no allowance for losses was provided for receivables from related parties.

e. Payables to related parties (excluding loans from related parties)

December 31, December 31,
Line item Category of related party 2020 2019
Notes payable to related Investors with significant
parties influence over the Company
Far Eastern New Century \$
10,487
\$
6,516
Corporation (FENC)
Trade payables to related
parties
Investors with significant
influence over the Company
\$
5,359
\$
925
Other related parties 27,624 48,115
\$
32,983
\$
49,040
Other payables to related
parties
Investors with significant
influence over the Company
\$
13
\$
1
Other related parties
Everest Shanghai 50,486 48,982
Others 729 7,081
\$
51,228
\$
56,064

The outstanding payables to related parties are not guaranteed

f. Lease agreements

Line item Category/name of related
party
December 31,
2020
December 31,
2019
Lease liabilities Other related
parties
Far Eastern Investment
(Holding) Ltd.
\$
130,005
\$
153,793
Category of related party 2020 2019
g. Interest expenses
Other related parties
Borrowings from related parties
\$
5,599
\$
6,851
Category/name of related party December 31, 2020 December 31, 2019
Other related parties (included in short-term
and long-term borrowings)
FEIB
\$
344,391
\$
47,748
Interest expenses
Category/name of related party 2020 2019
Other related parties
FEIB
\$
2,294
\$
1,146

The interest rates of the Group's borrowings from related parties are similar to the market interest rates for the years ended December 31, 2020 and 2019. In addition, to apply for a credit line, the Group provided land and buildings as collateral to FEIB for financing. The carrying amounts of the related assets were NT\$429,970 thousand and NT\$445,523 thousand as of December 31, 2020 and 2019, respectively.

  • h. Other transactions with related parties
  • 1) Processing expenses

The Group has entrusted other related parties, Jin Lead Industrial Co., Ltd., with processing services. The processing expenses were NT\$16,094 thousand and NT\$88,245 thousand for the years ended December 31, 2020 and 2019, respectively. These processing expenses are based on general trading prices, and the payment terms range from 1 to 2 months, equivalent to that of processing suppliers.

2) Energy expenses

Category/name of related party 2020 2019
Other related parties
Everest Shanghai \$
191,767
\$
223,031
Others 1,525 2,128
\$
193,292
\$
225,159

The provision of electricity and steam for production were assessed based on market price.

i. Compensation of key management personnel

2020 2019
Short-term employee benefits \$
27,222
\$
27,292
Retirement benefits 2,188 546
\$
29,410
\$
27,838

The remuneration of directors and other key management personnel was determined by the remuneration committee with regard to the correlation and rationale of general remuneration standards within the industry, individual performance, the Company's performance, and future risk.

26. Assets Pledged as Collateral

The following assets were provided as collateral for short-term and long-term bank facilities:

December 31, 2020 December 31, 2019
Land \$
615,670
\$
618,057
Buildings 315,756 343,978
Machinery and equipment 2,125 3,105
\$
933,551
\$
965,140

27. Significant Contingent Liabilities and Unrecognized Contract Commitments

In addition to those disclosed in other notes, significant commitments of the Company at the end of the reporting period are as follows:

Significant commitments

  • a. The subsidiary in Everest Thailand has applied to the electric power company for the right to use electricity. The guarantees provided by the entrusted bank were NT\$7,237 thousand and NT\$7,648 thousand (translated into THB7,573 on December 31, 2020 and 2019) as of December 31, 2020 and 2019, respectively.
  • b. As of December 31, 2020 and 2019, the Group's unused letters of credit for purchases of raw materials and machinery and equipment amounted to approximately NT\$27,734 thousand and NT\$27,159 thousand, respectively.
  • c. The contractual commitments that were contracted for but not realized are as follows:
December 31, 2020 December 31, 2019
Acquisition of property, plant and equipment \$
14,705
\$
20,977

28. Other Matters

Under the effect of COVID-19's global outbreak, the Group recorded a significant year-on-year decrease in its operating revenue for the year ended December 31, 2020. The Group applied for salary and working capital subsidies from the government and had received grants that amounted to NT\$66,965 thousand (Note 20). As of the approval date for the issuance of the consolidated financial statements, the Group continues assessing the economic effects arising from the outbreak on the Group.

29. Significant Assets and Liabilities Denominated in Foreign Currencies

The following information is an aggregation of the foreign currencies other than functional currencies of the Group, and the exchange rates disclosed are the exchange rate used in translating such foreign currencies into the functional currency. Significant assets and liabilities denominated in foreign currencies were as follows:

Unit: foreign currencies and NT\$ in thousand

Assets denominated
in foreign currencies Foreign currencies Exchange rate Carrying amount
Monetary items
USD \$
85,061
28.48 \$
2,422,540
THB 112,628 0.9556 107,627
Liabilities denominated
in foreign currencies
Monetary items
USD 27,201 28.48 774,670
December 31, 2019
Assets denominated
in foreign currencies Foreign currencies Exchange rate Carrying amount
Monetary items
USD
THB
\$
69,376
21,332
29.98
1.0098
\$
2,079,886
21,541
Liabilities denominated
in foreign currencies
Monetary items
USD 23,540 29.98 705,743
NTD 200,000 1 200,000

The Group is mainly exposed to the foreign currency risks related to USD and THB. The following information is an aggregation of the functional currencies of the entities holding foreign currencies. The currency rates disclosed were the rates used to translate such functional currencies into the presentation currency. The significant realized and unrealized foreign exchange gains or losses are as follows:

2020 2019
Functional
currency
Functional currency translated
into presentation currency
Net exchange
(losses) gains
Functional currency translated
into presentation currency
Net exchange
(losses) gains
USD 29.5493 (USD:NTD) ( \$ 2,180 ) 30.9118 (USD:NTD) ( \$ 4,928 )
NTD 1 (NTD:NTD) ( 78,558 ) 1 (NTD:NTD) ( 29,041 )
RMB 4.2827 (RMB:NTD) ( 20,558 ) 4.4821 (RMB:NTD) 1,200
THB 0.9496 (THB:NTD) ( 4,674 ) 1.0009 (THB:NTD) 19,640
HKD 3.8094 (HKD:NTD) 6 3.9450 (HKD:NTD) 39
ETB - 1.053 (ETB:NTD) ( 54,867 )
( \$ 105,964 ) ( \$ 67,957 )

December 31, 2020

30. Supplementary Disclosures

  • a. Information on Significant Transactions
  • 1) Loaning to others. (Table 1)
  • 2) Endorsement and guarantee provided for others. (Table 2)
  • 3) Securities held at the end of the period (excluding the investments in subsidiaries). (Table 3)
  • 4) Cumulative purchase orsales of securities of the same company with an amount achieving NT\$300,000 thousand or reaching 20% of its paid-in capital and above. (Table 4)
  • 5) Properties acquired with an amount achieving NT\$300,000 thousand or reaching 20% of its paid-in capital and above. (None)
  • 6) Disposal of properties with an amount achieving NT\$300,000 thousand or reaching 20% of its paid-in capital and above. (None)
  • 7) Purchases and sales with related parties with an amount achieving NT\$100,000 thousand or reaching 20% of its paid-in capital and above. (Table 5)
  • 8) Receivables from related parties achieving NT\$100,000 thousand or reaching 20% of its paid-in capital and above. (Table 6)
  • 9) Engaging in derivatives trading (None)
  • 10) Others: Business relationships and status and amount of significant transactions between the parent company and subsidiaries and between the respective subsidiaries. (Table 10)
  • b. Information on Invested Companies. (Note 7)
  • c. Information on investments in Mainland China:
  • 1) Information on invested companies in Mainland China, including the name, principal business activities, paid-in capital, method of investment, inward and outward remittance of funds, shareholding, profit or loss and investment gain or loss recognized for the period, carrying amount of investment at the end of the period, repatriated investment gain or loss, and ceiling of investments in Mainland China. (Table 8)
  • 2) Significant transactions directly with investee companies in Mainland China or directly or indirectly through a third region, and their prices, payment terms, unrealized profit or loss. (Tables 5, 6, 9, and 10)

    • a) Purchase amount and percentage, and the closing balance and percentage of the related payables.
    • b) Sales amount and percentage, and the closing balance and percentage of the related receivables.
    • c) Property transaction amount and the resulting gain or loss.
    • d) Closing balances and purposes of endorsements and guarantees or collateral provided.
  • e) The maximum balance, closing balance, interest rate range, and total amount of current interest of financing facilities.

  • f) Other transactions having a significant impact on profit or loss or financial position for the period, such as provision or receipt of service.
  • d. Information on major shareholders: Names of shareholders with a shareholding ratio of 5% or more and the amount and proportion of shareholding. (Table 11)

31. Segment information

Information reported to the chief operating decision-maker for the purpose of resource allocation and assessment of segment performance focuses on the types of goods or services delivered or provided. The Group's reportable segments were as follows

Textile segment - textile production

Investment segment - general investment

a. Segment revenue and operating results

The analysis of the Group's revenue and operating result of continuing operations by reportable segment is as follows:

Textile segment Investment segment Total
2020
Segment revenue - from external customers \$ 7,343,877 \$
-
\$ 7,343,877
Segment losses ( \$
851,095 )
( \$
739 )
( \$
851,834 )
Interest income 1,007
Net loss on foreign currency exchange (
105,964 )
Interest expenses (
101,423 )
Other non-operating income - net 125,952
Net loss before income tax ( \$
932,262 )
2019
Segment revenue - from external customers \$ 8,863,592 \$
35
\$ 8,863,627
Segment profits (losses) ( \$
42,426 )
\$
786
( \$
41,640 )
Interest income 822
Net loss on foreign currency exchange (
67,957 )
Interest expenses (
116,693 )
Other non-operating income - net 73,665
Net loss before income tax ( \$
151,803 )

The revenue of reportable segments set out above were generated from transactions with external customers; there were no intra-segment sales for the years ended December 31, 2020 and 2019.

Segment profit represented the profit earned by each segment without the allocation of interest revenue, net foreign exchange gains or losses, interest expenses, and income tax expenses. The measured amounts are reported to the chief operating decision-maker for the purpose of resource allocation and assessment of segment performance.

b. Segment total assets

Segment assets December 31, 2020 December 31, 2019
Textile segment \$ 13,551,069 \$ 13,518,264
Investment segment 14,027 4,832
Consolidated total assets \$ 13,565,096 \$ 13,523,096

c. Revenue from major products

The analysis of the Group's revenue from its major products is as follows:

2020 2019
Finished fabric \$
6,196,798
\$
7,906,494
Polyester textured yarn 374,210 663,615
Others 772,869 293,518
\$
7,343,877
\$
8,863,627

d. Geographical information

The Group principally operates in five geographical areas - Taiwan, China, Thailand, the U.S., and Ethiopia.

The Group's revenue from external customers by location of operations and information about its non-current assets by location of assets are set out as follows:

Revenue from external customers
2020 2019
Taiwan \$
3,987,732
\$
5,099,030
China 1,981,934 2,577,014
Thailand 665,111 1,147,155
The U.S. 331,651 40,428
Ethiopia 377,449 -
\$
7,343,877
\$
8,863,627
Non-current assets
December 31, 2020
December
31, 2019
Taiwan \$
3,850,780
\$
3,925,067
China 480,563 536,583
Thailand 446,121 550,799
The U.S. 1,103,078 1,363,426
Ethiopia 232,340 320,495
Others 250,989 302,952
\$
6,363,871
\$
6,999,322

Non-current assets exclude financial instruments and deferred tax assets.

e. Information on major customers

There was no single customer contributing 10% or more to the Group's revenue for the years ended December 31, 2020 and 2019.

Unit: NT\$ Thousands, unless specified otherwise
Code Financing Company Borrower Current account borrower is a
Whether the
Maximum balance
for the period
Closing balance Actual amount utilized
(Note 6)
Interest rate
range (%)
Nature of financing
(Note 5)
Transaction
amount
Reason for the short
term financing
Allowance for
doubtful debts
Collateral
Name
Value Credit Limit for the
individual borrower
Total credit limit
for loans
0 The Company Everest Textile USA, LLC. Other receivables from related party
Yes
512,640
\$
512,640
\$
\$ 2 \$ Working capital provided
\$
\$
No
761,262
\$
related parties - - - - - (Note 1)
Other receivables from Yes 256,320 256,320 - - 2. - Working capital - No - 761,262
Everest Apparel (Haiti) S.A. Other receivables from
related parties
Yes 128,160 128,160 123,207 0.43~1.17 2 - Working capital - No - (Note 1)
761,262
related parties (Note 1)
Other receivables from
related parties
Yes 147,502 147,502 147,502 1.15~1.17 2. - Working capital - No - 761,262
(Note 1)
Everest Apparel (Ethiopia) Other receivables from Yes 170,880 170,880 24,094 0.43~1.17 2 - Working capital - No - 761,262
S.C. Other receivables from
related parties
Yes 138,031 138,031 138,031 1.15~1.17 2. - Working capital - No - (Note 1)
761,262
Everest International Develop Other receivables from
related parties
Yes 88,000 88,000 2 Working capital No (Note 1)
761,262
Investment Co., Ltd. related parties Yes - - - Working capital - - (Note 1)
Everest Apparel (HK) Limited Other receivables from Other receivables from
related parties
97,117 97,117 - - 2 - Working capital - No - 761,262
(Note 1)
related parties Yes 98,256 98,256 97,829 1.16~1.17 2 - - No - 761,262
(Note 1)
1,636,906
\$
1,636,906
\$
530,663
\$
1,522,524
(Note 2)
\$
1 Everest International (HK) Everest Development USA, Other receivables from Yes 119,616
\$
119,616
\$
119,616
\$
1.27~1.63 2 - Working capital - No - 761,262
Limited Everest Textile USA, LLC.
LLC.
Other receivables from
related parties
Yes 165,184 165,184 165,184 1.27~1.63 2 - Working capital - No - (Note 1)
761,262
Everest Apparel (Haiti) S.A. Other receivables from
related parties
Yes 341,760 341,760 25,632 1.35 2 - Working capital - No - 761,262
(Note 1)
related parties 626,560
\$
626,560
\$
310,432
\$
(Note 1) 1,522,524
(Note 2)
2 Develop Investment Co.,
Everest International
The Company Other receivables from
related parties
Yes 97,117
\$
97,117
\$
28,480
\$
0.25~1.04 2 - Working capital - No - 334,435
(Note 3)
Ltd. 382,212
(Note 4)

Note 1: Based on 20% of the equity attributable to owners of the Company.

Note 2: Based on 40% of the equity attributable to owners of the Company.

Note 3: Based on 35% of the shareholders' interests in the subsidiary.

Note 4: Based on 40% of the shareholders' interests in the subsidiary.

Note 5: Nature of the loan:

(1) Please complete item 1. for a borrower having transactions with the Group.

(2) Please complete item 2. for a borrower who has short-term financing requirements. Note 6: Written-off during the preparation of the consolidated financial statements.

TABLE 1

Everest Textile Co., Ltd. and Subsidiaries

Loaning to Others

For the year ended December 31, 2020

Everest Textile Co., Ltd. and Subsidiaries

Endorsement and Guarantee Provided for Others For the year ended December 31, 2020 Unit: NT\$ Thousands, unless specified otherwise

and guarantee
Endorsement
provided for entities in
Mainland
China N N N N N
Endorsement and guarantee the subsidiary
provided by
for parent N N N N N
Endorsement and guarantee provided by the
parent for
subsidiary Y Y Y Y Y
Cap of endorsement
and guarantee
(Note 2) 3,806,311
\$
Ratio of cumulative
endorsement and
guarantee to the net value stated in the
latest financial
statements (%) 28.43 7.48 41.15 9.46 17.21 103.73
Amount of endorsement
and guarantee secured
with collateral -
\$
- - - -
Actual amount utilized -
\$
138,562 911,360 360,000 284,800 1,694,722
\$
Closing balance of
endorsement and
guarantee 1,082,240
\$
284,800 1,566,400 360,000 655,040 3,948,480
\$
Maximum balance of
endorsement and
guarantee for the period 1,310,080
\$
284,800 1,566,400 480,000 655,040 4,296,320
\$
Limit of endorsement and guarantee for a
single entity
(Note 1) 1,903,156
\$
1,903,156 1,903,156 1,903,156 1,903,156
Relationship shareholding
Parties being endorsed and guaranteed Name of the company Everest Investment (Holding) Ltd. Subsidiary - 100% Everest Textile (Thailand) Co.,
Ltd.
Everest Textile USA, LLC. Everest International Develop
Investment Co., Ltd.
Everest International (HK) Limited
Endorsements/guarantees Provider Company Name
Code
The Company
0

Note 1: Based on 50% of the equity attributable to owners of the Company. Note 2: Based on 100% of the equity attributable to owners of the Company.

Remarks
Market value/net equity 80,742
value
\$
3,433
\$
15
3,448
\$
256,761
\$
Ratio (%)
-
19 - 5
End of the period Carrying amount 80,742
\$
3,433
\$
15
3,448
\$
256,761
\$
Unit/number of shares
7,441,665
526,800 1,175 26,067,062
Accounting item through other comprehensive
Financial assets at fair value
income - current
through other comprehensive
Financial assets at fair value
income - non-current
through other comprehensive
Financial assets at fair value
income - non-current
Relationship with the issuer of degree relative of the Chairman of
The Vice-Chairman is a second
securities
the Company
The Company is a corporate director
of Jin Lead Industrial Co., Ltd.
No Parent company
Far Eastern International Bank - shares of a
Category and name of securities
listed company
Jin Lead Industrial Co., Ltd. - shares of an
unlisted company
Dah Chung Bills Finance Corp. - shares of
a listed company
Everest Textile - shares of a listed company
Company Held
The Company
Develop Investment Co.,
Everest International
Ltd.

Note 1: The term "securities" used in this Schedule refers to shares, bonds, beneficiary certificates, and securities derived from the aforesaid items.

Note 2: Please see Table 7 and Table 8 for information related to investments in subsidiaries.

Everest Textile Co., Ltd. and Subsidiaries Details of Securities Held at the End of the Period

December 31, 2020 Unit: NT\$ Thousands

Everest Textile Co., Ltd. and Subsidiaries

Cumulative Purchase or Sales of Securities of the Same Company with an Amount Achieving NT\$300,000 Thousand or Reaching 20% of Its Paid-in Capital and Above For the year ended December 31, 2020 Unit: NT\$ Thousands

Amount 998,921
\$
End of the period Number of
shares/unit
191,400,000
(Losses) gains
on disposals
-
\$
Book costs -
\$
Sale Selling price -
\$
Number of
shares/unit
-
Amount 270,983
(Note 1)
\$
Purchase Number of
shares/unit
46,800,000
Amount 727,938
\$
Beginning of the period Number of
shares/unit
144,600,000
Subsidiary
Counterparty Relationship Note 2
Accounting item using the equity
accounted for
Investments
method
Category and name of
securities
Develop Investment
Everest International
Co., Ltd.
Name of company
purchased or sold
The Company

Note 1: Include additional investments amounted to NT\$468,000 less losses of subsidiaries accounted for using the equity method amounted to NT\$151,703 and exchange differences on translating the financial statements of foreign operations adjusted due to the changes

in exchange rates amounted to NT\$45,314. Note 2: Issuance of ordinary shares for cash for a subsidiary.

Everest Textile Co., Ltd. and Subsidiaries

Purchases and Sales with Related Parties with an Amount Achieving NT\$100,000 Thousand or Reaching 20% of its Paid-in Capital and Above For the year ended December 31, 2020 Unit: NT\$ Thousands

Circumstance and reason for transaction Notes and trade receivables
Purchasing (selling) Transaction status conditions differ from general transactions (payables)
company Counterparty Relationship Purchase (sales)
of goods
Amount purchase (sales)
Ratio to total
of goods (%)
Credit period Unit price Credit period Balance (payables) (%)
Ratio to total
receivables
Remarks
The Company Everest Textile (Thailand) Co., Subsidiary Outsourced 335,825
\$
58 Settle every 1 month No comparable goods - -
\$
- Note
Ltd. processing under the same category
Subsidiary Purchase 259,995 11 Settle every 6 months Equivalent Equivalent 66,861 )
(
14 Note
Subsidiary Sales 325,237 )
(
( 6 ) Settle every 6 months Equivalent Equivalent - - Note
Far Eastern New Century Company evaluates Purchase 172,181 7 Settle every 1 to 2 Equivalent Equivalent 15,846 )
(
3
Corporation (FENC) the Company months, except for
using the equity advance payments
method made partial
for
yarn products
Far Eastern Fibertech Co., Ltd. Company evaluates Purchase 173,762 7 Settle every 1 month Equivalent Equivalent 13,893 )
(
3
the Company
using the equity
method
Everest Textile (Shanghai) Ltd. Subsidiary Sales 343,692 )
(
( 7 ) Settle every 6 months Equivalent Equivalent 52,607 5 Note
Everest Textile USA, LLC. Subsidiary Purchase 199,673 9 Settle every 6 months Equivalent Equivalent 42,274 )
(
9 Note
Subsidiary Sales 167,070 )
(
( 3 ) Settle every 6 months Equivalent Equivalent 73,127 7 Note
Everest Apparel (Ethiopia) S.C. Subsidiary Sales 349,719 )
(
( 7 ) Settle every 6 months Equivalent Equivalent 334,003 33 Note
Everest Textile Everest Investment (Holding) Parent company Sales 429,634 )
(
21 )
(
Settle every 2 to 4 Equivalent Equivalent 21,974 4 Note
(Shanghai) Ltd. Ltd. months
Everest International (HK) Fellow subsidiary Sales 479,815 )
(
24 )
(
Settle every 2 to 4 Equivalent Equivalent 174,292 34 Note
Limited months
Everest Textile USA,
LLC.
Everest Textile (Thailand) Co.,
Ltd.
Fellow subsidiary Sales 249,908 )
(
32 )
(
Settle every 6 months Equivalent Equivalent 122,877 71 Note
Everest Textile (Thailand) Everest Apparel (Ethiopia) S.C. Fellow subsidiary Sales 196,045 )
(
12 )
(
Settle every 6 months Equivalent Equivalent 175,355 34 Note
Co., Ltd.

Note: Written-off during the preparation of the consolidated financial statements.

Everest Textile Co., Ltd. and Subsidiaries

Receivables from Related Parties Achieving NT\$100,000 Thousand or Reaching 20% of Its Paid-in Capital and Above

December 31, 2020 Unit: NT\$ Thousands, unless specified otherwise

Allowance for losses provided -
\$
- - - - - - -
Amount recovered from related parties after expiry 255,331
\$
334,003 - 174,292 166,383 120,484 76,899 18,953
Overdue receivables from related parties Method of disposal - - - - - - - -
Amount -
\$
- - - - - - -
Turnover rate - (Note 1 and Note 2) 2.11 - (Note 1 and Note 2) 5.51 - (Note 1) - (Note 1) 1.34 2.24
Balance of receivables from the related party
(Note 3)
255,331
\$
334,003 301,799 174,292 166,383 120,484 122,877 175,355
Relationship Subsidiary Fellow subsidiary Same ultimate parent company Fellow subsidiary Fellow subsidiary
Counterparty Everest Apparel (Ethiopia) S.C. Everest Apparel (Haiti) S.A. Everest International (HK) Limited Everest Textile USA, LLC. Everest Development USA, LLC. Everest Textile (Thailand) Co., Ltd. Everest Apparel (Ethiopia) S.C.
Company with book receivables The Company Everest Textile (Shanghai) Ltd. Everest International (HK) Limited Everest Textile USA, LLC. Everest Textile (Thailand) Co., Ltd.

Note 1: The nature of the financing, not applicable for turnover rate calculation.

Note 2: Amount of property, plant and equipment purchased on behalf of others or sold, not applicable for turnover rate calculation.

Note 3: Written-off during the preparation of the consolidated financial statements.

TABLE 6

Everest Textile Co., Ltd. and Subsidiaries

Information on Invested Companies For the year ended December 31, 2020

Unit: NT\$ Thousands

Remarks Note 3 Note 3 Note 3 Note 3 Note 3 Note 3 Note 3 Note 3 Note 3 Note 3 Note 3
Investment loss recognized for the period 16,308 )
( \$
147,095 )
(
203 )
(
Current (loss) gain of the investee company 16,308 ) 147,095 ) 203 ) 1,273 81,501 220,426 ) 52,539 2,796 ) 55,395 40,260 ) 179,690 )
( \$ ( ( ( ( ( (
Carrying amount 2,493,422
\$
666,085
(Note 1)
1,313 1,204,549 889,018 133,869 860,795 57,766 797,313 183,713 48,123
Held at the end of the period Ratio (%) 100 100 99.3 100 100 100 100 100 100 100 100
Number of shares 1,300 191,400,000 695,000 79,999,993 41,300,000 27,580,000 1,000 2,500,000 38,800,000 542,415 4,000
Initial investment amount End of previous year 955,893
\$
1,530,400 2,427 701,063 964,343 685,001 964,343 79,170 885,173 411,221 273,780
End of the period 955,893
\$
1,998,400 2,427 701,063 1,260,433 848,467 1,260,433 79,170 1,181,263 557,696 390,960
Principal business activities Holdings and international
trade
General investment International trade Original equipment manufacturing, production,
and sales of processed silk
and woven fabrics
Investment and holdings Investment and holdings Investment and holdings Operating asset management Production and dyeing of yarn
and woven fabrics
Apparel production Apparel production
Location Bermuda Taiwan Hong Kong Thailand Hong Kong Hong Kong The U.S. The U.S. The U.S. Ethiopia Haiti
Name of the investee Companies Everest Investment (Holding) Ltd. Everest International Develop
Investment Co., Ltd.
Everest Textile (HK) Co., Ltd. Everest Textile (Thailand) Co., Ltd. Everest International (HK) Limited Everest Apparel (HK) Limited Everest USA Holdings, Inc. Everest Development USA, LLC. Everest Textile USA, LLC. Everest Apparel (Ethiopia) S.C. Everest Apparel (Haiti) S.A.
Name of the investing company The Company Everest Investment (Holding) Ltd. Develop Investment
Everest International
Co., Ltd.
Everest International
(HK) Limited
Holdings, Inc.
Everest USA
Everest Apparel (HK) Limited

Note 1: The carrying amount at the end of the year is the balance after deducting the parent company's shares held by the subsidiary that are deemed as treasury shares amounted to NT\$332,836. Note 2: Please refer to Table 8 for information on investments in Mainland China.

Note 3: Written-off during the preparation of the consolidated financial statements.

Everest Textile Co., Ltd. and Subsidiaries

Information on Investments in Mainland China For the year ended December 31, 2020 Unit: NT\$ Thousands, unless specified otherwise

Investment gains repatriated at the end of the period -
\$
Carrying amount of investments at the end of the period \$1,314,555
Investment losses recognized for the period (Notes 3 and 4) 2,036 )
( \$
The Company's direct or indirect investment shareholding (%) 100
Gains of the investee company during the period 1,919
\$
Cumulative investment amount remitted from Taiwan at the end of the period 980,349
\$
(USD\$30,000 thousand)
Investment amount remitted or recovered for the period Recovered -
\$
-
Remitted \$
Cumulative investment amount remitted from Taiwan at the beginning of the period 980,349
\$
(USD\$30,000 thousand)
Investment method The Company's indirect investment via the third party Everest Investment (Holding) Ltd.
Paid-in capital (Note 2) 854,400
\$
(USD\$30,000 thousand)
Principal business activities Research, development, dyeing, back-end processing and selling of high emulation chemical fibers and high-grade textile cloth
Name of the investee company in Mainland China Everest Textile (Shanghai) Ltd.
Investment limits stated by MOEAIC regarding
investments in Mainland China
(Note 1) 2,283,787
\$
Economic Affairs Investment Committee (MOEAIC)
Investment amount approved by the Ministry of
(Note 2) (USD\$30,000 thousand)
854,400
\$
Cumulative investment amount remitted from Taiwan
to Mainland China at the end of the period
(Note 2) (USD\$30,000 thousand)
854,400
\$

Note 1: Calculated based on the limits stated in the "Regulations Governing the Examination of Investment or Technical Cooperation in Mainland China" amended by the MOEAIC on August 29, 2009 (\$3,806,311×60%= \$2,283,787).

Note 2: The amount is translated at a currency rate where USD\$1 equals NT\$28.48.

Note 3: Investment losses are recognized according to the financial statements audited by an international accounting firm that cooperates with CPA Associations R.O.C. (Taiwan).

Note 4: Investment losses recognized for the period is the net amount after deducting the unrealized gross sales of goods amounted to NT\$3,955 thousand arising from the side current transactions.

Everest Textile Co., Ltd. and Subsidiaries

Significant Transactions with Investee Companies in Mainland China, either Directly or Indirectly through A Third Area, and Their Prices, Payment Terms, and Unrealized Gains or Losses For the year ended December 31, 2020 Unit: NT\$ Thousands

Unrealized gains (loss) (Note) 3,803
\$
- 4,003 ) -
Ratio to total notes and trade receivables (payables) 5 100 )
(
(
34
-
Notes and trade receivables
(payables)
Balance (Note) 52,607
\$
21,974 )
(
174,292 16
Circumstance and reason for transaction amount differ from general transactions Credit period Equivalent Equivalent Equivalent Equivalent
Unit price Equivalent Equivalent Equivalent Equivalent
Credit period Settle every 6 months Settle every 2 to 4 months Settle every 2 to 4 months Settle every 2 to 4 months
Ratio to total purchase and sales (%) 7 )
(
100 24 )
(
5 )
(
Transaction status Amount (Note) 343,692 )
( \$
429,634 479,815 )
(
80,649 )
(
Purchase (sales) of goods Sales Purchase Sales Sales
Relationship Subsidiary Subsidiary Fellow subsidiary Fellow subsidiary
Counterparty Everest Textile (Shanghai) Ltd. Everest Textile (Shanghai) Ltd. Everest International (HK) Limited Everest Textile (Shanghai) Ltd.
Purchasing (selling) company The Company Everest Investment (Holding) Ltd. Everest Textile (Shanghai) Ltd. Everest Textile (Thailand) Co., Ltd.

Note: Written-off during the preparation of the consolidated financial statements.

Everest Textile Co., Ltd. and Subsidiaries

Business Relationships and Status of Significant Transactions between the Parent Company and Subsidiaries and between the Respective Subsidiaries. For the year ended December 31, 2020 Unit: NT\$ Thousands

Transaction status
Code Name of the transacting party Counterparty of the transaction Relationship with
the transacting
party (Note 1)
Accounts Amount (Note 2) Transaction conditions operating revenue or
consolidated total
Ratio to the
0 The Company Everest Investment (Holding) Ltd. 1 Advances
Purchase
50,864
15,458
\$
The transactions are made at general transaction prices; payment terms total assets (%)
1
-
shall be settled every 6 months.
Everest Textile (Thailand) Co., Ltd. 1 Commission expenses
Sales
10,205
325,237
Price negotiation is adopted, the payment may offset other receivables
The transactions are made at general transaction prices; collection
4
-
terms shall be settled every 6 months.
Purchase 259,995 The transactions are made at general transaction prices; payment terms
shall be settled every 6 months.
4
Processing expenses 335,825 No comparable goods under the same category; payment terms shall
be settled every 1 month.
5
Purchase of machine supplies on behalf of 48,871 The transactions are made at general transaction prices; collection 1
others terms shall be settled every 6 months.
Everest Textile (Shanghai) Ltd. 1 Trade payables to related parties
Sales
343,692
66,861
The transactions are made at general transaction prices; collection 5
-
Trade receivables from related parties 52,607 terms shall be settled every 6 months. -
Everest International Develop 1 Other payables to related parties 28,480 -
Everest Textile USA, LLC.
Investment Co., Ltd.
1 Other receivables from related parties 47,400 -
Sales 167,070 The transactions are made at general transaction prices; collection 2
The transactions are made at general transaction prices; payment terms
terms shall be settled every 6 months.
3
Purchase 199,673 shall be settled every 6 months.
Trade receivables from related parties 73,127 1
Trade payables to related parties 42,274 -
Purchase of machine supplies on behalf of 26,524 The transactions are made at general transaction prices; collection -
others terms shall be settled every 6 months.
Disposal of fixed assets 37,913 The transactions are made at general transaction prices; collection terms
shall be settled every 6 months.
1
Everest Apparel (HK) Limited 1 Other receivables from related parties 97,790 1
Everest International (HK) Limited 1 Purchase 64,986 The transactions are made at general transaction prices; payment terms
shall be settled every 6 months.
1
Trade payables to related parties 42,051 -
Everest Apparel (Ethiopia) S.C. 1 Trade receivables from related parties 334,003 2
Other receivables from related parties
Advances
35,569
255,331
2
Sales 349,719 The transactions are made at general transaction prices; collection terms 5
-
Processing expenses 34,665 No comparable goods under the same category; payment terms shall be
shall be settled every 6 months.
-
settled every 1 month.
Purchase of property, plant and equipment on
behalf of others
15,251 Price negotiation is adopted; collection terms shall be settled every 6
months.
-
Everest Apparel (Haiti) S.A. 1 Other receivables from related parties 301,799 2
Advances 44,845 1

(Continued)

(Continued)

Note 1: The relationship with a transacting party is divided into three categories set out below:

  1. Parent company to subsidiary.

  2. Subsidiary to parent company.

  3. Subsidiary to subsidiary.

Note 2: Written off during the preparation of the consolidated financial statements

Everest Textile Co., Ltd.

Information on Major Shareholders December 31, 2020

Shares
Name of the major shareholder Number of shares
held (share) Shareholding (%)
Yuan Ding Investment Corp. 128,618,422 25.22%
Everest International Develop Investment Co., Ltd. 26,067,062 5.11%

Everest Textile Co., Ltd.

Financial Statements for the Years Ended December 31, 2020 and 2019 and Independent Auditors' Report

Address: No. 256, Minghe Vil., Shanshang Dist., Tainan City, Taiwan (R.O.C.) Tel.: (06)578-2561

For the convenience of readers, the independent 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 If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors' report and financial statements shall prevail.

The Board of Directors and Shareholders Everest Textile Co., Ltd.

Audit Opinion

We have audited the balance sheets of Everest Textile Co., Ltd. (the "Company") as of December 31, 2020 and 2019, the statements of comprehensive income, statements of changes in equity, statements of cash flows for the years then ended, and the notes to financial statements, including a summary of significant accounting policies.

In our opinion, based on our audits and the reports of the other independent auditors (refer to the Other Matters section of our report), the accompanying financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2020 and 2019, and its financial performance and its cash flows for the years ended December 31, 2020 and 2019 in accordance with the "Regulations Governing the Preparation of Financial Reports by Securities Issuers."

Basis for Opinion

We conducted our audits in accordance with the "Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants" and auditing standards generally accepted in the ROC. Our responsibilities under those standards are further described in the Auditors' Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with The Norm of Professional Ethics for Certified Public Accountant of the ROC, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the Company for the year ended December 31, 2020. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

The descriptions of the key audit matters of the Company's financial statements for the year ended December 31, 2020 are as follows:

According to the descriptions in Note 4(5) Inventories, Note 5 Inventory Obsolescence Losses, and Note 9 Inventories of the accompanying financial statements, as of December 31, 2020, the amount of the inventory held by the Company was NT\$2,795,444 thousand, accounted for 26% of the total assets. The carrying amount of inventory is significant to the entire financial statements, and the

valuation of obsolete inventory is subject to management's significant accounting judgment. Therefore, the evaluation and consideration for inventory obsolescence losses have been identified as a key audit matter.

With respect to the rationality for the evaluation of inventory obsolescence losses, we performed audit procedures as follows:

    1. We understood and evaluated the design and operating effectiveness of internal controls for inventories.
    1. We evaluated the inventory aging profile and selected samples to test the accuracy of the inventory aging.
    1. We observed the physical inventory count and performed test counts to identify whether there were obsolete or damaged inventories.

Other Matters

Certain investments in subsidiaries accounted for using the equity method in the financial statements of the Company for the year ended December 31, 2020 and 2019 were audited by other auditors. Therefore, in our opinions expressed for the financial statements, the amount of the above investments accounted for using the equity method and its profit or loss were recognized according to the report from other auditors. As of December 31, 2020 and 2019, the amounts of the above investments accounted for using the equity method were NT\$2,297,180 thousand and NT\$2,018,415 thousand, respectively, accounted for 21% and 19% of the total assets. Furthermore, for the years ended December 31, 2020 and 2019, the consolidated profit or loss recognized using the equity method was a loss of NT\$280,979 and NT\$393,363, respectively, accounted for 27% and 124% off the total consolidated profit or loss, respectively.

Responsibilities of Management and Those Charged with Governance for the Financial Statements

Management is responsible for the preparation and fair presentation of the financial statements in accordance with the "Regulations Governing the Preparation of Financial Reports by Securities Issuers" and for such internal control as management determines is necessary to enable the preparation of the financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, management is responsible for assessing the Company's ability to continue as a going concern, disclosing related matters, and using the going concern basis of accounting unless the management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those charged with governance, including the Audit Committee, are responsible for overseeing the Company's financial reporting process.

Auditors' Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors' report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the auditing standards generally accepted in the ROC will always detect a material misstatement in the financial statements when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

As part of an audit in accordance with the auditing standards generally accepted in the ROC, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

    1. Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
    1. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control.
    1. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
    1. Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors' report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors' report. However, future events or conditions may cause the Company to cease to continue as a going concern.
    1. Evaluate the overall presentation, structure and content of the financial statements, including relevant notes, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
    1. Obtain sufficient and appropriate audit evidence regarding the financial information of entities or businesses within the Company to express an opinion on the financial statements. We are

responsible for the direction, supervision, and performance of the group audit. We remain solely responsible for forming the audit opinion for the Company.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provided those charged with governance with a statement that we have complied with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China regarding independence, and to communicate with them all relationships and other matters that may be thought to bear on our independence (including relevant preventive measures).

From the matters communicated with those charged with governance, we determined key audit matters of the financial statements of the Company for the year ended December 31, 2020. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communications.

Deloitte & Touche CPA Lou Liao CPA Li-yuan Guo

Financial Supervisory Commission Approval No.

Jin-guan-zheng-shen-zi No. 0990031652

Securities and Futures Commission Approval No.

Tai-cai-zheng-liu-zi No. 0920123784

Everest Textile Co., Ltd.

Balance Sheets December 31, 2020 and 2019 Unit: NT\$ Thousands

December 31, 2020 December 31, 2019
Code Assets Amount % Amount %
Current assets
1100 Cash (Notes 4 and 6) \$
303,448
3 \$
51,817
-
1120 Financial assets at fair value through other comprehensive income - current
(Note 4 and 7) 80,742 1 86,548 1
1150 Notes receivable (Notes 4, 8, 20, and 26) 3,213 - 5,547 -
1170 Trade receivables (Notes 4, 8, and 20) 535,041 5 409,861 4
1180 Trade receivables from related parties (Notes 4, 8, 20, and 26) 460,890 4 268,551 3
1200
1210
Other receivables (Note 4)
Other receivables from related parties (Notes 4 and 26)
27,245
709,726
-
7
42,375
797,574
-
8
1220 Current tax assets (Note 22) 1,868 - 1,248 -
130X Inventories (Notes 4, 5, and 9) 2,795,444 26 2,976,054 28
1470 Other current assets (Note 13) 35,635 - 21,097 -
11XX Total current assets 4,953,252 46 4,660,672 44
Non-current assets
1517 Financial assets at fair value through other comprehensive income - non-current
(Notes 4 and 7) 3,448 - 6,960 -
1550 Investments accounted for using the equity method (Notes 4 and 10) 3,160,820 29 2,952,184 28
1600 Property, plant and equipment (Notes 4, 11, 26, 27, and 28) 2,528,072 23 2,706,961 25
1755 Right-of-use assets (Notes 4 and 12) 60,542 1 85,376 1
1840 Deferred tax assets (Notes 4 and 22) 95,116 1 86,319 1
1990
15XX
Other non-current assets (Note 13)
Total non-current assets
51,165
5,899,163
-
54
66,866
5,904,666
1
56
1XXX Total assets \$ 10,852,415 100 \$ 10,565,338 100
Code Liabilities and equity
Current liabilities
2100 Short-term borrowings (Notes 14, 26, and 27) \$
1,175,727
11 \$
1,247,748
12
2110 Short-term bills payable (Note 14) 1,599,118 15 799,378 7
2150 Notes payable (Note 15) 598 - 27,611 -
2160 Notes payable to related parties (Notes 15 and 26) 10,487 - 6,516 -
2170
2180
Trade payables (Notes 15)
Trade payables to related parties (Notes 15 and 26)
299,340
183,082
3
2
283,343
157,806
3
1
2219 Other payables (Note 16) 317,323 3 296,933 3
2220 Other payables to related parties (Note 26) 29,353 - 60,927 1
2230 Current tax liabilities (Note 22) 7,929 - - -
2250 Provisions -current (Note 17) 7,154 - 7,154 -
2280 Lease liabilities - current (Notes 4 and 12) 28,594 - 35,503 -
2322 Long-term borrowings due within one year (Notes 14 and 27) 577,500 5 606,667 6
2399 Other current liabilities (Notes 16, 19, and 20) 13,908 - 9,115 -
21XX Total current liabilities 4,250,113 39 3,538,701 33
Non-current liabilities
2540 Long-term borrowings (Notes 14 and 27) 2,518,333 23 1,905,833 18
2570
2580
Deferred tax liabilities (Notes 4 and 22)
Lease liabilities - non-current (Notes 4 and 12)
169,777
31,645
2
-
169,777
50,032
2
-
2640 Net defined benefit liabilities - non-current (Notes 4 and 18) 75,515 1 60,048 1
2645 Guarantee deposits 721 - 825 -
25XX Total non-current liabilities 2,795,991 26 2,186,515 21
2XXX Total liabilities 7,046,104 65 5,725,216 54
Equity (Note 19)
Share capital
3110 Ordinary shares 5,098,341 47 5,098,341 48
3200 Capital surplus 99,644 1 99,644 1
Retained earnings
3310
3320
Legal reserve
Special reserve
174,022
83,073
2
1
174,022
83,073
2
1
3350 Deficits to be compensated (
1,151,908 )
(
11 )
(
215,234 )
(
2 )
3300 Net retained earnings (accumulated losses) (
894,813 )
(
8 )
41,861 1
3400 Other equity interest (
164,025 )
(
2 )
(
66,888 )
(
1 )
3500 Treasury shares (Note 4) (
332,836 )
(
3 )
(
332,836 )
(
3 )
31XX Total equity 3,806,311 35 4,840,122 46
Total liabilities and equity \$ 10,852,415 100 \$ 10,565,338 100

The accompanying notes are an integral part of the financial statements. (Refer to Deloitte & Touche auditors' report dated March 29, 2021)

Chairman: Johnny Hih Manager: Ching Lai Yeh Accounting Executive: Mei Hsiu Huang

Everest Textile Co., Ltd.

Statements of Comprehensive Income For the years ended December 31, 2020 and 2019 Unit: NT\$ Thousands (NT\$ for net loss per share)

2020 2019
Code Amount % Amount %
4000 Operating revenue (Notes 4, 20,
and 26)
\$ 5,174,017 100 \$ 5,993,003 100
5000 Operating costs (Notes 9, 18, 21,
and 26)
5,054,561 98 5,164,420 86
5900 Gross profit 119,456 2 828,583 14
5910 Unrealized gains from subsidiaries ( 3,803
)
- ( 3,984
)
-
5920 Realized profit from subsidiary 3,984 - 1,067 -
5950 Realized gross profit 119,637 2 825,666 14
Operating expenses (Notes 18, 21,
and 26)
6100 Selling and marketing
expenses
474,594 9 450,112 8
6200 General and administrative
expenses
227,039 4 231,603 4
6300
6000
Research and development
expenses
Total operating expenses
178,463
880,096
4
17
208,319
890,034
3
15
6500 Other comprehensive income and
expenses (Notes 21 and 26)
2,747 - 2,873 -
6900 Net operating losses ( 757,712
)
(
15
)
( 61,495
)
(
1
)
7100 Non-operating income and
expenses (Notes 4, 21, and 26)
Interest income
6,153 - 2,798 -
7010 Other income 110,288 2 56,975 1
7020
7510
Other gains and losses
Interest expenses
(
(
74,949
)
54,328
)
(
1
)
(
1
)
(
(
649
)
47,942
)
-
(
1
)

(Continued)

2020 2019
Code Amount % Amount %
7070 Share of losses from
subsidiaries accounted for
using equity method
(
\$
163,606
)
(
3
)
(
\$
213,195
)
(
3
)
7000 Total non-operating
income and expenses
( 176,442
)
(
3
)
( 202,013
)
(
3
)
7900 Net loss before income tax ( 934,154
)
(
18
)
( 263,508
)
(
4
)
7950 Income tax expense (Notes 4 and
22)
2,833 - 8,451 -
8200 Net loss for the year ( 936,987
)
(
18
)
( 271,959
)
(
4
)
8310 Other comprehensive income/(loss)
Items that will not be
reclassified subsequently to
profit or loss:
8311 Re-measurement of
defined benefit plans
(Note 18)
392 - ( 32,071
)
-
8316 Unrealized gain/(loss) on
investments in equity
instruments at fair
value through other
8349 comprehensive income
Income tax relating to
items that will not be
reclassified
( 5,806
)
- 15,993 -
subsequently to profit
or loss (Note 22)
(
(
79
)
5,493
)
-
-
( 6,414
9,664
)
-
-
8360 Items that may be reclassified
subsequently to profit or
8361 loss:
Exchange
differences on
translating the
financial statements of
8300 foreign operations
Other comprehensive
( 91,331
)
(
2
)
( 36,195
)
(
1
)
income/(loss) for the
year, net of income tax
( 96,824
)
(
2
)
( 45,859
)
(
1
)
8500 Total comprehensive income/(loss)
for the year
(
\$
1,033,811
)
(
20
)
(
\$
317,818
)
(
5
)
9710
9810
Net loss per share (Note 23)
Basic
Diluted
(
\$
(
1.94
)
1.94
)
(
\$
(
0.56
)
0.56
)

The accompanying notes are an integral part of the financial statements. (Refer to Deloitte & Touche auditors' report dated March 29, 2021)

Chairman: Johnny Hih Manager: Ching Lai Yeh Accounting Executive: Mei Hsiu Huang

Everest Textile Co., Ltd.

Statements of Changes in Equity For the years ended December 31, 2020 and 2019 Unit: NT\$ Thousands (NT\$ for dividends per share)

Share capital Retained earnings (accumulated losses) Other equity
Code
A1
Balance on January 1, 2019 499,837
Shares (in
thousands)
\$ 4,998,374
Amount
Capital surplus
99,644
\$
Legal reserve
158,285
\$
Special reserve
80,182
\$
earnings (deficits
Undistributed
compensated)
200,977
to be
\$
differences on
translating the
48,991 )
statements of
Exchange
financial
operations
foreign
( \$
financial assets at
Unrealized gain
comprehensive
through other
2,305
fair value
(loss) on
income
\$
46,686 )
Total
( \$
Treasury shares
332,836 )
( \$
Total equity
\$ 5,157,940
B9
B1
B3
Appropriation of 2018 earnings (Note 19)
Share dividends - NT\$0.2 per share
Special reserve
Legal reserve
-
-
9,997
-
-
99,967
-
-
-
-
-
15,737
-
-
2,891
15,737 )
2,891 )
99,967 )
(
(
(
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
D1 Net loss for the year ended December 31,
2019
- - - - - 271,959 )
(
- - - - 271,959 )
(
D3 Other comprehensive income/(loss) for the
year ended December 31, 2019, net of
income tax
- - - - - 25,657 )
(
36,195 )
(
15,993 20,202 )
(
- 45,859 )
(
D5 Total comprehensive income (loss) for the
year ended December 31, 2019
- - - - - 297,616 )
(
36,195 )
(
15,993 20,202 )
(
- 317,818 )
(
Z1 Balance on December 31, 2019 509,834 5,098,341 99,644 174,022 83,073 215,234 )
(
85,186 )
(
18,298 66,888 )
(
332,836 )
(
4,840,122
D1 Net loss for the year ended December 31,
2020
- - - - - 936,987 )
(
- - - - 936,987 )
(
D3 Other comprehensive income/(loss) for the
year ended December 31, 2020, net of
income tax
- - - - - 313 91,331 )
(
5,806 )
(
97,137 )
(
- 96,824 )
(
D5 Total comprehensive income (loss) for the
year ended December 31, 2020
- - - - - 936,674 )
(
91,331 )
(
5,806 )
(
97,137 )
(
- 1,033,811 )
(
Z1 Balance on December 31, 2020 509,834 \$ 5,098,341 99,644
\$
174,022
\$
83,073
\$
( \$ 1,151,908 ) 176,517 )
( \$
12,492
\$
164,025 )
( \$
332,836 )
( \$
\$ 3,806,311

B - 9

The accompanying notes are an integral part of the financial statements. (Refer to Deloitte & Touche auditors' report dated March 29, 2021)

Chairman: Johnny Hih Manager: Ching Lai Yeh Accounting Executive: Mei Hsiu Huang

Everest Textile Co., Ltd.

Statements of Cash Flows For the years ended December 31, 2020 and 2019 Unit: NT\$ Thousands

Code 2020 2019
Cash flows from operating activities
A10000 Net loss before income tax for the year (
\$
934,154
)
(
\$
263,508
)
Adjustments for:
A20100 Depreciation expenses 307,174 323,743
A20900 Interest expenses 54,328 47,942
A21200 Interest income ( 6,153
)
( 2,798
)
A21300 Dividend income ( 3,917
)
( 4,054
)
A22400 Share of losses from subsidiaries
accounted for using equity
method 163,606 213,195
A22500 Loss on disposal of property, plant
and equipment 11 -
A23700 Inventory valuation and
obsolescence losses 471,818 10,000
A23900 Unrealized gains from subsidiaries 3,803 3,984
A24000 Realized profit
from subsidiary
( 6,731
)
( 3,940
)
A29900 Gains from the early termination of
lease liabilities ( 29
)
-
A30000 Net changes in operating assets and
liabilities
A31130 Notes receivable 2,334 13,959
A31150 Trade receivables ( 125,180
)
54,651
A31160 Trade receivables from related
parties ( 547,281
)
25,920
A31180 Other receivables 15,130 ( 5,420
)
A31190 Other receivables from related
parties 310,548 ( 100,142
)
A31200 Inventory ( 291,208
)
( 202,273
)
A31240
A32125
Other current assets
Contract liabilities
( 12,442
)
914
( 6,265
1,737
)
A32130 Notes payable ( 27,013
)
( 32,392
)
A32140 Notes payable to related parties 3,971 ( 23,628
)
A32150 Trade payables 15,997 ( 132,148
)
A32160 Trade payables to related parties 25,276 99,395
A32180 Other payables 21,329 ( 50,308
)
A32190 Other payables to related parties ( 8,054
)
3,075
A32230 Other current liabilities 3,879 696
A32240 Net defined benefit liabilities -
non
current 15,859 ( 31,845
)
A33000 Cash used in operations ( 546,185
)
( 51,368
)
A33100 Interest received 6,153 2,798
A33300 Interest paid ( 54,258
)
( 47,443
)
A33500 Income tax paid ( 4,400
)
( 11,725
)
AAAA Net cash outflows from operating
activities ( 598,690
)
( 107,738
)

(Continued)

Code 2020 2019
Cash flows from investing activities
B00020 Disposal of financial assets at fair value
through other comprehensive income \$ 3,512 \$
-
B02700 Acquisition of property, plant and
equipment ( 108,261
)
( 179,402 )
B02800 Proceeds from disposal of property, plant
and equipment 38,133 840
B03700 Increase in refundable deposits ( 1,216
)
( 1,175 )
B03800 Decrease in refundable deposits 1,083 1,531
B04300 Increase in other accounts receivable
from related parties ( 534,604
)
( 339,828 )
B04400 Decrease in other receivables from
related parties 666,846 608,016
B07600 Dividends received 3,917 4,054
BBBB Net cash inflows from investing
activities 69,410 94,036
Cash flows from financing activities
C00100 Increase in short-term borrowings 3,861,012 3,397,748
C00200 Decrease in short-term borrowings ( 3,933,033
)
( 2,790,000 )
C00500 Increase in short-term notes and bills
payable 8,490,954 6,323,249
C00600 Decrease in short-term notes and bills
payable ( 7,691,214
)
( 6,802,978 )
C01600 Proceeds from long-term borrowings 1,070,000 2,375,000
C01700 Repayments of long-term borrowings ( 486,667
)
( 1,690,834 )
C04020 Repayment of the principal portion of
lease liabilities ( 38,517
)
( 35,966 )
C03000 Increase in guarantee deposits - 325
C03100 Decrease in guarantee deposits ( 104
)
( 200 )
C03800 Decrease in other payables to related
parties ( 23,520
)
( 108,000 )
C05400 Acquisition of subsidiaries ( 468,000
)
( 630,000 )
CCCC Net cash inflows from financing
activities 780,911 38,344
EEEE Net increase in cash 251,631 24,642
E00100 Cash balance at the beginning of the year 51,817 27,175
E00200 Cash balance at the end of the year \$ 303,448 \$
51,817

The accompanying notes are an integral part of the financial statements. (Refer to Deloitte & Touche auditors' report dated March 29, 2021)

Chairman: Johnny Hih Manager: Ching Lai Yeh Accounting Executive: Mei Hsiu Huang

Everest Textile Co., Ltd.

Notes to Financial Statements For the years ended December 31, 2020 and 2019 (Unit: NT\$ Thousands, unless specified otherwise)

1. General Information

Everest Textile Co., Ltd. (the "Company") was incorporated in February 1988 and commenced business in October 1988. The Company mainly engages in the manufacturing of various textiles such as chemical fibers, cotton, and blended fabrics, and knitting processing, dyeing processing, printing processing, and polyester film businesses, as well as the manufacturing, trading, and import/export trading of the abovementioned products and products related to yarn materials and garments.

The Company's shares have been listed on the Taiwan Stock Exchange (TWSE) since April 1995. The financial statements are presented in the Company's functional currency, New Taiwan dollars.

2. Date and Procedures for the Approval of Financial Statements

The financial statements were approved by the board of directors (the "Board") on February 5, 2021.

3. Application of New and Amended Standards and Interpretations

a. Initial application of the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), Interpretations of IFRS (IFRIC), and Interpretations of IAS (SIC) (collectively, the "IFRSs") endorsed and issued into effect by the Financial Supervisory Commission (the "FSC")

The initial application of the IFRSs endorsed and issued into effect by the FSC would not have any material impact on the Company's accounting policies.

b. The IFRSs endorsed by the FSC for application starting from 2021

Effective Date Announced
New/Revised/Amended Standards and Interpretations by IASB
Amendments to IFRS 4 "Extension of the Temporary Effective from the date of
Exemption from Applying IFRS 9" promulgation
Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4, and IFRS Effective from the annual
16 -
"Interest Rate Benchmark Reform -
Phase 2"
reporting period beginning
after January 1, 2021
Amendments to IFRS 16 "Covid-19-Related Rent Effective from the annual
Concessions" reporting period beginning
after June 1, 2021

As of the approval date for the publishing of the financial statements, the Company continuously assesses the impacts of amendments to other standards and interpretations on its financial position and financial performance and will disclose relevant impacts upon the completion of the assessment in due course.

c. IFRSs in issue but yet to be endorsed and issued into effect by the FSC

Effective Date Announced
New/Revised/Amended Standards and Interpretations by IASB (Note 1)
"Annual Improvements to IFRSs 2018-2020 Cycle" January 1, 2022 (Note 2)
Amendments to IFRS 3 "Amendments to References to the
Conceptual Framework" January 1, 2022 (Note 3)
Amendments to IFRS 10 and IAS 28 "Sale or Contribution To be determined
of Assets between an Investor and Its Associate or Joint
Venture"
IFRS 17 "Insurance Contracts" January 1, 2023
Amendments to IFRS 17 January 1, 2023
Amendments to IAS 1 "Classification of Liabilities as January 1, 2023
Current or Non-Current"
Amendments to IAS 1 in "Disclosure of Accounting January 1, 2023 (Note 6)
Policies"
Amendment to IAS 8 -
"Definition
of Accounting
January 1, 2023 (Note 7)
Estimates"
Amendments to IAS 16 "Property, Plant and Equipment - January 1, 2022 (Note 4)
Proceeds before Intended Use"
Amendments to IAS 37 "Onerous Contracts -
Cost of
January 1, 2022 (Note 5)
Fulfilling a Contract"

Note 1: Unless stated otherwise, the above new/revised/amended IFRSs are effective for annual reporting periods beginning on or after their respective effective dates.

  • Note 2: The amendments to IFRS 9 apply to the exchanges of financial liabilities or the alterations in its terms that occur during the annual reporting periods beginning on or after January 1, 2022. The amendments to IAS 41 "Agriculture" apply to the fair value measurements during the annual reporting periods beginning on or after January 1, 2022. The amendments to IFRS 1 "First-time Adoptions of IFRSs" apply for annual reporting periods beginning on or after January 1, 2022.
  • Note 3: The amendments shall apply to the business merger with an acquisition date during the annual reporting periods beginning on or after January 1, 2022.
  • Note 4: The amendments apply to property, plant and equipment that arrived at the location and achieved the condition required for their operating method expected by the management on or after January 1, 2021.
  • Note 5: The amendments apply to contracts with outstanding obligations on January 1, 2022.
  • Note 6: Application of the amendments is deferred for the annual reporting period beginning on or after January 1, 2023.
  • Note 7: The amendments apply to the changes in accounting estimates and changes in accounting policies that occurred during the annual reporting period beginning on or after January 1, 2023.
  • As of the approval date for the publishing of the financial statements, the Company

continuously assesses the impacts of amendments to other standards and interpretations on its financial position and financial performance and will disclose relevant impacts upon the completion of the assessment in due course.

4. Summary of Significant Accounting Policies

a. Statement of compliance

The financial statements have been prepared in accordance with the "Regulations Governing the Preparation of Financial Reports by Securities Issuers."

b. Basis of preparation

The financial statements have been prepared on the historical cost basis except for financial instruments which are measured at fair value, and net defined benefit liabilities which are measured at the present value of the defined benefit obligation less the fair value of plan assets. The fair value measurements are grouped into Levels 1 to 3 based on the degree to which the fair value measurement inputs are observable and the significance of relevant inputs:

  • 1) Level 1 input: Refer to quoted prices in active markets for identical assets or liabilities on the measurement date (unadjusted);
  • 2) Level 2 input: Refer to observable inputs other than quoted prices included within Level 1 for the asset or liability, either directly (i.e., prices) or indirectly (i.e., deduced from prices).
  • 3) Level 3 input: Refer to unobservable inputs for asset or liability.

The Company has adopted the equity method for investments in subsidiaries when preparing the financial statements. To ensure the consistency between the profit or loss for the year, other comprehensive income/(loss), and equity in the financial statements and the profit or loss for the year, other comprehensive income/(loss), and equity attributable to owners of the Company in the Company's consolidated financial statements, certain accounting processing differences under the individual and consolidated basis were adjusted by "investments accounted for using the equity method," "share of profit or loss from subsidiaries accounted for using the equity method," "shares of other comprehensive income/(loss) from subsidiaries accounted for using the equity method" and other related equity items.

  • c. Standards for the classification of current and non-current assets and liabilities Current assets include:
  • 1) Assets held primarily for the purpose of trading;
  • 2) Assets expected to be realized within 12 months after the reporting period; and
  • 3) Cash (excluding those being restricted from being exchanged or used to settle a liability for at least 12 months after the reporting period). Current liabilities include:

    • i. Liabilities held primarily for the purpose of trading;
  • ii. Liabilities due to be settled within 12 months after the reporting period; and

  • iii. Liabilities for which the settlement may not be unconditionally deferred for at least 12 months after the reporting period.

Assets and liabilities that are not classified as current are classified as non-current.

d. Foreign currencies

In preparing the financial statements of the Company, transactions in currencies other than the Company's functional currency (i.e., foreign currencies) are recognized at the rates of exchange prevailing at the dates of the transactions.

At the end of each reporting period, monetary items denominated in foreign currencies are retranslated at the rates prevailing on that date. Exchange differences on monetary items arising from settlement or translation are recognized in profit or loss in the period in which they arise.

Non-monetary items measured at fair value that are denominated in foreign currencies are retranslated at the rates prevailing on the date when the fair value was determined. Exchange differences arising from the retranslation of non-monetary items are included in profit or loss for the period, except for the changes in the fair value are recognized in other comprehensive income/(loss), in which cases, the exchange differences arising thereof are also recognized in other comprehensive income/(loss).

Non-monetary items measured at historical costs that are denominated in foreign currencies are translated using the exchange rate on the date of the transaction without re-translation.

In preparing the financial statements, assets and liabilities of overseas operating institutions (including subsidiaries in other countries that have or use currencies that are different from that of the Company) are translated into the New Taiwan dollar at exchange rates prevailing at the end of each reporting period. Income and expense items are translated at the average exchange rates for the period. The resulting translation differences are recognized in other comprehensive income/(loss).

e. Inventory

Inventories consist of raw materials, supplies, finished goods, and work in progress. Inventories are measured at the lower of costs or net realizable value. Apart from inventories under the same category, an item-by-item basis is adopted in comparing costs and net realizable value. The net realizable value is the estimated selling price of inventories less estimated costs to be invested until the completion and the estimated costs required for the completion of the sale under general circumstances. The weighted-average method is adopted for the calculation of inventory costs.

f. Investments in subsidiaries

The Company adopts the equity method for the accounting of investments in subsidiaries. Subsidiaries are entities controlled by the Company.

Under the equity method, the investment is initially recognized at cost. The carrying amount

is adjusted after the acquisition date in accordance with the profit or loss, the share of other comprehensive income/(loss), and profit distribution from subsidiaries entitled to the Company. In addition, changes in subsidiaries' other equity entitled to the Company are recognized in proportion to its shareholding percentage.

Upon impairment assessment, the Company gives overall consideration to the cashgenerating unit based on the financial statements and compares its recoverable amount with the carrying amount. Subsequently, if the recoverable amount of an asset increases, the reversal of impairment losses shall be recognized as gains, provided that the carrying amount of the asset after the reversal of impairment losses shall not exceed the carrying amount of the asset to be amortized if the impairment loss is not recognized.

The unrealized profit or loss in downstream transactions between the Company and its subsidiary shall be eliminated in the financial statements. The profit or loss arising from the countercurrent and side current transactions between the Company and its subsidiaries shall be recognized in the financial statements only to the extent when they are not related to the Company's equity in the subsidiaries.

g. Property, plant and equipment

Property, plant and equipment are recognized at cost, and are subsequently measured at costs less accumulated depreciation.

Property, plant and equipment under construction are recognized at costs less accumulated impairment losses. Cost includes professional fees and borrowing costs eligible for capitalization. Such assets are classified into the appropriate categories of property, plant and equipment and depreciated when they are completed and ready for their intended use.

Property, plant and equipment are recognized using the straight-line method during its useful life. Each significant part is depreciated separately. The Company reviews estimated useful lives, residual values, and depreciation methods at the end of each year, with the effects of any changes in the estimates accounted for on a prospective basis.

On derecognition of an item of property, plant and equipment, the difference between the net consideration from the disposal and the carrying amount of the asset is recognized in profit or loss.

h. Impairment of property, plant and equipment, and right-of-use assets

At the end of each reporting period, the Company determines whether there is any indication that property, plant and equipment, and right-of-use assets have suffered any impairment loss. If any impairment indication exists, the Company estimates the recoverable amount of the asset. When it is impossible to estimate the recoverable amount of an individual asset, the Company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

The recoverable amount is the higher of fair value less selling costs and value in use. If the recoverable amount of an asset or cash-generating unit is less than its carrying amount, the carrying amount of the asset or cash-generating unit shall be reduced to its recoverable amount, with the resulting impairment loss recognized in profit or loss.

When an impairment loss is subsequently reversed, the carrying amount of the asset or cashgenerating unit shall be increased to the revised recoverable amount, but only to the extent of the carrying amount that would have been determined had no impairment loss been recognized for the asset or cash-generating unit in prior years. A reversal of an impairment loss is recognized in profit or loss.

i. Financial instruments

Financial assets and financial liabilities are recognized in the balance sheets when the Company becomes a party to the contractual provisions of the instruments.

Upon initial recognition, apart from financial assets and financial liabilities measured at fair value through profit or loss, financial assets and financial liabilities are measured at fair value, plus transaction costs that are directly attributable to the acquisition or issuance of financial assets or financial liabilities. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognized immediately as profit or loss.

1) Financial assets

All regular way purchases or sales of financial assets are recognized and derecognized on a trade date basis.

a) Measurement categories

Financial assets held by the Company are classified into financial assets at amortized cost and investments in equity instruments measured at fair value through other comprehensive income.

i. Financial assets at amortized cost

When the Company's investments in financial assets fulfill the following conditions at the same time, the investment shall be categorized as financial assets at amortized cost:

  • i) Held under a certain business model, and the purpose of the model is holding such financial assets to collect the contractual cash flows; and
  • ii) The contractual terms give rise to cash flows on specified dates that are solely used for payments of principal and interest on the principal amount outstanding. After initial recognition, financial assets at amortized cost (including cash, receivables at amortized cost, other receivables, and refundable deposits (stated as other non-current assets)) are measured at the gross carrying amount determined through the effective interest method less amortized costs of any impairment losses. Any exchange gain or loss of foreign currencies is recognized in profit or loss. Except for the following circumstances, interest income is calculated by multiplying
  • i) In the case of purchased or originated credit-impaired financial assets, interest income is recognized by applying the credit-adjusted effective interest rate to the amortized cost.

the effective interest rate by the gross carrying amount of the financial assets:

ii) In the case of a financial asset that is not a purchased or originated creditimpaired financial asset but subsequently has become credit-impaired, interest income is calculated by applying the effective interest rate to the amortized cost of the financial asset.

Credit-impaired financial assets are those where the issuer or debtor has experienced major financial difficulties or defaults, and the debtor is likely to claim bankruptcy or other financial restructurings, or disappearance of an active market for the financial asset due to financial difficulties.

ii. Investments in equity instruments measured at fair value through other comprehensive income

Upon initial recognition, the Company may make an irrevocable election to designate the investments in equity instruments that are neither held for trading nor contingent consideration recognized a business acquisition to be measured at fair value through other comprehensive income.

Investments in equity instruments measured at fair value through other comprehensive income are measured at fair value, and any subsequent changes in the fair value are recognized in other comprehensive income and accumulated in other equity. The cumulative gain or loss will not be reclassified to profit or loss upon their disposal; instead, they will be directly transferred to retained earnings.

Dividends of investments in equity instruments measured at fair value through other comprehensive income are recognized in profit or loss when the Company's right to receive payment is established, unless such dividends clearly represent the recovery of a part of the investment cost.

b) Impairment of financial assets

At the end of each reporting period, the Company evaluates the impairment loss of financial assets at amortized cost (including trade receivables) based on the expected credit loss.

Loss allowances are recognized against trade receivable based on the lifetime expected credit loss. For other financial instruments, the Company recognizes their loss allowance at an amount equal to 12-month expected credit losses if their credit risk has not increased significantly since initial recognition, or otherwise, their lifetime expected credit losses.

An expected credit loss is a weighted-average credit loss with the risks of default as weights. The 12-month expected credit loss on a financial instrument represents the portion of its lifetime expected credit loss that is expected to result from possible default events within 12 months after the end of the reporting period, whereas the lifetime expected credit loss represents the expected credit loss that will result from all possible default events over the expected life of a financial instrument.

For the purpose of internal credit risk management, the Company deems the occurrence of the following conditions as a default on financial assets, without considering the collateral held:

  • i. There is any internal or external information indicating that it is impossible for the debtor to settle the debt.
  • ii. Where the account ages more than 366 days, unless there is any reasonable and authenticated information indicating that the deferred default basis is more appropriate.

The impairment loss of all financial assets is reduced based on the allowance account.

c) Derecognition of financial assets

The Company derecognizes a financial asset only when the contractual rights to the cash flows from the asset expire or when the financial asset is transferred, and nearly all the risks and rewards of ownership of the asset are transferred to other entities.

On derecognition of financial assets at amortized cost in its entirety, the difference between its carrying amount and the consideration received is recognized in profit or loss. On derecognition of equity instruments at fair value through other comprehensive income its entirety, the cumulative gain or loss is directly transferred to retained earnings, instead of reclassifying as profit or loss.

2) Financial liabilities

a) Subsequent measurement

All financial liabilities are measured at amortized cost using the effective interest method.

b) Derecognition of financial liabilities

On derecognition of financial liabilities, the differences between its carrying amount and the consideration paid, including any non-cash assets transferred or liabilities assumed, are recognized as profit or loss.

j. Treasury shares

The Company's shares held by subsidiaries are stated at cost and shown as a deduction in equity attributable to owners of the Company.

k. Income recognition

The Company allocates the transaction price to each performance obligation after the customer had identified the performance obligations and recognizes its income upon the fulfillment of each performance obligation.

Sales of goods are generated from the sales of textiles, raw materials for yards, and garments. Upon the fulfillment of trading conditions for textiles, raw materials for yards, and garments, the customer has the right to the pricing and use of the commodities, assumes the primary responsibility of re-sale, and bears the risk of obsolescence; the Company recognizes its income and trade receivables at such time.

For processing subcontract, the control over the ownership of the processing products is not transferred; therefore, the Company does not recognize the income thereof.

l. Lease

The Company evaluates whether a contract is (or includes) a lease on the contract establishment date.

Except for lease payment of low-value assets lease and short-term leases to which exemption is applicable are recognized as expenses on a straight-line basis over the lease term, other leases are recognized as right-of-use assets and lease liabilities on the lease's starting date.

Right-of-use assets are initially measured at cost, and subsequently measured at cost less accumulated depreciation, and adjusted for any remeasurements of the lease liability. Rightof-use assets are separately presented in the balance sheets.

Right-of-use assets are depreciated on a straight-line basis over the period from the lease commencement date to the end of its useful lives, or to the end of the lease term, whichever is earlier.

Lease liabilities are initially measured at the present value of lease payments. When the interest rate implicit in a lease can be easily determined, lease payments are discounted using the interest rate. If the interest rate cannot be easily determined, lease payments are discounted using the lessee's incremental borrowing rate.

Subsequently, lease liabilities are measured at amortized cost using the effective interest method, and interest expenses are amortized over the lease term.

m. Borrowing costs

Borrowing costs directly attributable to an acquisition, construction, or production of qualifying assets are added to the cost of such assets, until such time as the assets are substantially ready for their intended use or sale.

Investment income earned on the temporary investment of specific borrowings pending their capital expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalization.

Other than those stated above, all other borrowing costs are recognized as profit or loss in the period in which they are incurred.

n. Government grants

Government grants are only recognized when they can be reasonably assured that the Company would comply with the conditions imposed for the government grants and that such grants can be received.

Government grants related to revenue are recognized in other income on a systematic basis during the period when the Company recognizes the relevant costs that such grants are intended to compensate as expenses.

If the government grants are used to compensate fees or losses that had occurred, or are given to the Company for the purpose of immediate financial support without related future costs, such grants may be recognized in profit or loss within the collectible period.

  • o. Employee benefits
  • 1) Short-term employee benefits

Liabilities recognized in respect of short-term employee benefits are measured at the nondiscounted amount of the benefits expected to be paid in exchange for the employees' services.

2) Retirement benefits

Payments to defined contribution retirement benefit plans are recognized as expenses when employees have rendered services entitling them to the contributions.

Defined benefit costs (including service cost, net interest, and remeasurement) under defined benefit retirement benefit plans are determined using the projected unit credit method. Service cost (including current service cost) and net interest on the net defined benefit liabilities are recognized as employee benefits expenses upon occurrence. Remeasurement, comprising actuarial gains or losses and the return on plan assets (net of interest), is recognized in other comprehensive income/(loss) upon occurrence, and will not be reclassified to profit or loss.

Net defined benefit liabilities represent the appropriation deficit in the defined benefit plans.

p. Income tax

The income tax expense represents the sum of the current income tax and deferred tax.

1) Current income tax

The Company determines its current income (losses) according to the regulations established by the governing authority of each income tax reporting region and calculates the income tax payable (recoverable) accordingly.

According to the Income Tax Law of the ROC, an additional tax at 10% of unappropriated earnings is recognized in the year the shareholders approve to retain earnings.

Adjustments to the income tax payables in prior years are accounted for as the current income tax.

2) Deferred tax

Deferred tax is recognized on temporary differences between the carrying amounts of assets and liabilities and the corresponding tax bases used in the computation of taxable profit.

Deferred tax liabilities are generally recognized for all temporary taxable differences. Deferred tax assets are recognized for all temporary deductible differences and unused loss carryforwards to the extent that it is probable that taxable profits will be available against which those temporary deductible differences can be utilized.

Deferred tax liabilities are recognized for temporary taxable differences associated with investments in subsidiaries, except where the Company is able to control the reversal of the temporary difference, and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets arising from temporary deductible differences associated with such investments are only recognized to the extent that it is probable that there will be sufficient taxable profits against which to utilize the benefits of the temporary differences, and they are expected to reverse in the foreseeable future.

The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. A previously unrecognized deferred tax asset is also reviewed at the end of each reporting period and increased to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liabilities are settled, or the assets are realized. Such tax rate is based on tax rates and tax laws that have been enacted or substantively enacted by the end of the reporting period. The measurement of deferred tax liabilities and assets reflects the tax consequences arising from the manner in which the Company expects to recover or settle the carrying amount of its assets and liabilities at the end of the reporting period.

3) Current and deferred income taxes

Current and deferred taxes are recognized in profit or loss, except when they relate to items that are recognized in other comprehensive income/(loss) or directly in equity, in which case, the current and deferred income taxes are recognized in other comprehensive income/(loss) or directly in equity, respectively.

5. Critical Accounting Judgments and Key Sources of Estimation Uncertainty

When adopting the Company's accounting policies, the management is required to make judgments, estimates, and assumptions for relevant information that are not readily apparent from other sources based on historical experiences and other related factors. Actual results may differ from these estimates.

The Company has included the economic impacts caused by COVID-19 into the considerations for significant accounting estimates. The management will review the estimates and basic assumptions on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised if the revisions affect only that period or in the period of the revisions and future periods if the revisions affect both current and future periods.

Key sources of estimation uncertainty - inventory obsolescence losses

The obsolescence status of inventories is evaluated according to their aging status, and the ratio for providing the impairment amount is estimated based on historical experiences, to serve as the basis for evaluating inventory obsolescence losses. Significant losses may occur when the actual inventory impairment in the future is higher than expected.

6. Cash

December 31, 2020 December 31, 2019
Cash on hand and working capital \$
2,397
\$
3,814
Checks and demand deposits with banks 301,051 48,003
\$
303,448
\$
51,817

7. Financial Assets at Fair Value through Other Comprehensive Income

December 31, 2020 December 31, 2019
Current
Domestic investments
Shares of listed companies
Far Eastern International Bank Co., Ltd. -
ordinary shares \$
80,742
\$
86,548
Non-current
Domestic investments
Unlisted shares
Jin Lead Industrial Co., Ltd. -
ordinary
shares \$
3,433
\$
6,945
Dah Chung Bills Finance Corp. -
ordinary
shares 15 15
\$
3,448
\$
6,960

The Company invests in ordinary shares of Far Eastern International Bank Co., Ltd., Jin Lead Industrial Co., Ltd., and Dah Chung Bills Finance Corp. according to its strategic objectives and expects to earn profits from the strategic investments. The management of the Company elected to designate these investments to be measured at fair value through other comprehensive income as they believed that recognizing short-term fluctuations in these investments' fair value in profit or loss would not be consistent with the aforementioned strategic investment plan.

8. Notes Receivable and Trade Receivables (including those from Related Parties)

December 31, 2020 December 31, 2019
Notes receivable
Measured at amortized costs
Gross carrying amount -
occurred due to
operations
\$
3,213
\$
5,547
Trade receivables (including those from related
parties)
Measured at amortized costs
Gross carrying amount
Less: Allowance for losses
\$
1,001,887
5,956
\$
995,931
\$
684,368
5,956
\$
678,412

The Company's average credit period for sales of goods is 30 to 180 days. Interest does not accrue for trade receivables. To mitigate credit risks, the management of the Company has assigned a delegated team to be responsible for the determination of credit facilities, loan approval, and other

monitoring procedures to ensure that appropriate actions are adopted for the recovery of overdue trade receivables. In addition, the Company reviews the recoverable amount of trade receivable on a case-by-case basis at the end of the reporting period to ensure that adequate allowance for impairment losses are made for the irrecoverable trade receivables. In this regard, the management of the Company believes that the Company's credit risk has been significantly reduced.

The Company recognizes the allowance for losses of trade receivables based on the lifetime expected credit loss. Lifetime expected credit loss is calculated based on a provision matrix, taking into account the customer's past default records and its current financial conditions. As the Company's historical credit loss experience does not show significantly different loss patterns for different customer bases, customer bases are not further distinguished for the provision matrix, and the Company stipulates the rate of expected credit loss merely based on the number of days past due regarding the trade receivables.

The Company writes-off trade receivables when there is evidence indicating that the counterparty is experiencing severe financial difficulty and the Company has no recoverable amount that is reasonably expected, such as liquidation undergoing by the counterparty. However, the Company will continue to engage in enforcement activity to attempt to recover the receivables due. Where recoveries are made, they are recognized in profit or loss.

As of December 31, 2020 and 2019, according to the analysis based on the number of days past due conducted by the Company, notes receivables are not overdue; therefore, no expected credit loss is provided for note receivables.

The Company's allowances for loss of trade receivables (including those from related parties) measured based on the provisional matrix are as follows:

December 31, 2020

90 days and
below
91 - 180 days 181 - 365 days 366 days and
above
Total
Rate of expected credit loss 0%~1.32% 0%~1.34% 0%~22.49% 0%~100%
Gross carrying amount \$
580,191
\$
347,798
\$
71,421
\$
2,477
\$1,001,887
Allowance for loss (lifetime expected ( ( ( ( (
credit loss) 1,146 ) 522 ) 1,941 ) 2,347 ) 5,956 )
Amortized costs \$ \$ \$ \$ \$
579,045 347,276 69,480 130 995,931
December 31, 2019 90 days and
below
91 - 180 days 181 - 365 days 366 days and
above
Total
Rate of expected credit loss 0%~1.28% 0%~1.28% 0%~9.17% 0%~100%
Gross carrying amount \$ \$ \$ \$ \$
513,830 72,050 74,679 23,809 684,368
Allowance for loss (lifetime expected ( ( ( ( (
credit loss) 2,381 ) 956 ) 876 ) 1,743 ) 5,956 )
Amortized costs \$ \$ \$ \$ \$
511,449 71,094 73,803 22,066 678,412

The allowance for loss of trade receivables remained unchanged for the years ended December 31, 2020 and 2019.

9. Inventories

December 31, 2020 December 31, 2019
Finished goods \$
1,937,906
\$
1,892,284
Work in progress 686,472 962,719
Raw materials 67,867 58,654
Supplies 103,199 62,397
\$
2,795,444
\$
2,976,054

The cost of sales related to inventories for the years ended December 31, 2020 and 2019 was NT\$5,054,476 thousand and NT\$5,163,877 thousand, respectively. The cost of sales, including inventory valuation and obsolescence losses, for the years ended December 31, 2020 and 2019 was NT\$471,818 thousand and NT\$10,000 thousand, respectively.

10. Investments Accounted for Using the Equity Method - Investments in Subsidiaries

December 31, 2020 December 31, 2019
Everest Investment (Holding) Ltd. \$
2,493,422
\$
2,555,494
Everest International Develop Investment Co.,
Ltd. 998,921 727,938
Everest Textile (HK) Co., Ltd. 1,313 1,588
3,493,656 3,285,020
Less: the Company's shares held by subsidiaries
that are deemed as treasury shares 332,836 332,836
\$
3,160,820
\$
2,952,184

The ratios of all ownership and voting rights of the Company in subsidiaries at the end of the reporting period are as follows:

December 31, 2020 December 31, 2019
Everest Investment (Holding) Ltd. 100% 100%
Everest International Develop Investment Co., Ltd. 100% 100%
Everest Textile (HK) Co., Ltd. 99.3% 99.3%

Please refer to Note 31 for details on investments in subsidiaries indirectly held by the Company. The shares of gain or loss and other comprehensive income/(loss) from the investment in subsidiaries accounted for using the equity method are recognized according to the audited financial statements from the auditors of each subsidiary during the same period for the years ended December 31, 2020 and 2019, except for Everest Textile (HK) Co., Ltd., which was calculated based on unaudited financial statements.

11. Property, Plant and Equipment

Land Buildings Machinery and
equipment
Transportation
equipment
Furniture and
fixtures
Miscellaneous
equipment
Construction in
progress
Total
Cost
Balance on January 1,
2019
Additions
Disposals
Reclassifications
Balance on December 31,
\$
620,200
1,808
-
-
\$ 1,427,067
11,934
(
22,011 )
-
\$ 1,937,319
66,157
(
266,905 )
13,456
\$
27,966
1,036
(
4,607 )
-
\$
199,408
21,660
(
6,463 )
-
\$
48,040
41,359
(
21,246 )
-
\$
20,838
-
-
(
13,456 )
\$ 4,280,838
143,954
(
321,232 )
-
2019 \$
622,008
\$ 1,416,990 \$ 1,750,027 \$
24,395
\$
214,605
\$
68,153
\$
7,382
\$ 4,103,560
Accumulated depreciation
Balance on January 1,
2019
Depreciation expenses
Disposals
Balance on December 31,
2019
\$
-
-
-
\$
-
\$
648,544
47,139
(
22,011 )
\$
673,672
\$
680,214
194,432
(
266,425 )
\$
608,221
\$
13,614
3,749
(
4,607 )
\$
12,756
\$
57,143
25,529
(
6,299 )
\$
76,373
\$
30,054
16,769
(
21,246 )
\$
25,577
\$
-
-
-
\$
-
\$ 1,429,569
287,618
(
320,588 )
\$ 1,396,599
Balance on December 31,
2019
\$
622,008
\$
743,318
\$ 1,141,806 \$
11,639
\$
138,232
\$
42,576
\$
7,382
\$ 2,706,961
Cost
Balance on January 1,
2020
Additions
Disposals
Reclassifications
Balance on December 31,
2020
\$
622,008
-
-
-
\$
622,008
\$ 1,416,990
4,003
(
9,935 )
-
\$ 1,411,058
\$ 1,750,027
50,512
(
130,224 )
108
\$ 1,670,423
\$
24,395
1,273
(
4,031 )
-
\$
21,637
\$
214,605
36,137
(
17,232 )
-
\$
233,510
\$
68,153
23,581
(
20,149 )
-
\$
71,585
\$
7,382
-
-
(
108 )
\$
7,274
\$ 4,103,560
115,506
(
181,571 )
-
\$ 4,037,495
Accumulated depreciation
Balance on January 1,
2020
Depreciation expenses
Disposals
Balance on December 31,
2020
\$
-
-
-
\$
-
\$
673,672
45,563
(
9,935 )
\$
709,300
\$
608,221
169,923
(
104,974 )
\$
673,170
\$
12,756
3,101
(
4,017 )
\$
11,840
\$
76,373
27,137
(
17,232 )
\$
86,278
\$
25,577
23,366
(
20,108 )
\$
28,835
\$
-
-
-
\$
-
\$ 1,396,599
269,090
(
156,266 )
\$ 1,509,423
Net balance on December
31, 2020
\$
622,008
\$
701,758
\$
997,253
\$
9,797
\$
147,232
\$
42,750
\$
7,274
\$ 2,528,072

No impairment assessment was performed for the year ended December 31, 2019 as there was no indication of impairment.

The Company assessed the impairment of property, plant and equipment for the year ended December 31, 2020 and used the value in use as the basis for calculating the recoverable amount. The value-in-use calculation is based on the estimated cash flows of the Company's future financial projections and is calculated by the rate of 7.44% as of December 31, 2020 to reflect the specific risks of the related cash-generating units. After the assessment, no impairment loss on property, plant and equipment has been recognized in 2020.

The depreciated expenses are provided for on a straight-line basis over the following estimated useful lives:

Buildings
Main buildings 5-56 years
Engineering systems 5-51 years
Machinery and equipment 2-30 years
Transportation equipment 3-16 years
Furniture and fixtures 2-15 years
Miscellaneous equipment 2-10 years

Please refer to Note 27 for the amount of property, plant and equipment pledged as collateral for borrowings.

Part of the Company's land is agricultural land, and the ownership is temporarily registered in the name of others. Furthermore, it has been mortgaged to the Company.

12. Lease Agreements

a. Right-of-use assets

Buildings Transportation
equipment
Total
Cost
Balance on January 1, 2019 \$
109,752
\$
889
\$
110,641
Additions 9,205 2,775 11,980
Reductions (
1,433
)
- (
1,433
)
Balance on December 31, 2019 \$
117,524
\$
3,664
\$
121,188
Accumulated depreciation
Balance on January 1, 2019 \$
-
\$
-
\$
-
Depreciation expenses 35,109 1,016 36,125
Reductions (
313
)
- (
313
)
Balance on December 31, 2019 \$
34,796
\$
1,016
\$
35,812
Net balance on December 31, 2019 \$
82,728
\$
2,648
\$
85,376
Cost
Balance on January 1, 2020 \$
117,524
\$
3,664
\$
121,188
Additions 16,587 1,679 18,266
Reductions (
5,016
)
- (
5,016
)
Balance on December 31, 2020 \$
129,095
\$
5,343
\$
134,438
Accumulated depreciation
Balance on January 1, 2020 \$
34,796
\$
1,016
\$
35,812
Depreciation expenses 36,452 1,632 38,084
Balance on December 31, 2020 \$
71,248
\$
2,648
\$
73,896
Net balance on December 31, 2020 \$
57,847
\$
2,695
\$
60,542
b.
Lease liabilities
December 31, 2020 December 31, 2019
Carrying amount of lease liabilities
Current \$ 28,594
\$
35,503
Non-current \$ 31,645
\$
50,032

The discount rate ranges for lease liabilities are as follows:

December 31, 2020 December 31, 2019
Buildings 1.06%~1.16% 1.12%~1.13%
Transportation equipment 1.10%~1.16% 1.11%~1.14%

c. Major lease activities and terms

The Company leases certain transportation equipment for operational use, and the lease period is 3 years.

The Company also leases certain buildings to use as plants, office, and retail outlets, and the lease period is 2-5 years. At the end of the lease period, the Company has no right of first refusal for the leased building.

d. Other lease information

2020 2019
Short-term lease expenses \$
6,530
\$
2,831
Total cash outflows on lease \$
45,802
\$
39,848

The Company elects to apply the recognition exemptions to buildings and transportation equipment that qualify as short-term leases, and the Company does not recognize the related right-of-use assets and lease liabilities.

13. Other Assets

December 31, 2020 December 31, 2019
Current
Prepaid expenses \$ 11,495 \$ 13,184
Prepayments for goods 11,803 3,598
Temporary payments -
import expenses
10,532 1,727
Temporary payments -
others
1,554 2,364
Others 251 224
\$ 35,635 \$ 21,097
Non-current
Prepayments for equipment \$ 41,580 \$ 57,414
Refundable deposits 9,585 9,452
\$ 51,165 \$ 66,866

14. Borrowings

a. Short-term borrowings

December 31, 2020 December 31, 2019
Secured borrowings (Note 27)
Bank borrowings \$
144,391
\$ -
Unsecured borrowings
Credit facility borrowings 1,031,336 1,247,748
\$
1,175,727
\$ 1,247,748
Interest rate per annum 0.83%~1.10994% 0.97%~2.7167%

b. Short-term bills payable

December 31, 2020

Nominal Discount Carrying Interest rate range Name of the
Promissory institution amount amount amount (%) collateral
Commercial paper payable
Mega bills \$
300,000
\$
142
\$
299,858
1.058 N/A
Ta Ching bills 150,000 34 149,966 1.07 N/A
Ta Ching bills 100,000 68 99,932 1.01 N/A
Ta Ching bills 200,000 58 199,942 0.55 N/A
China bills 300,000 196 299,804 1.05 N/A
Grand bills 300,000 86 299,914 1.06 N/A
Taiwan Cooperative bills 100,000 138 99,862 1.05 N/A
International bills 150,000 160 149,840 1.045 N/A
\$1,600,000 \$
882
\$ 1,599,118

December 31, 2019

Nominal Discount Carrying Interest rate range Name of the
Promissory institution amount amount amount (%) collateral
Commercial paper payable
Mega bills \$ 150,000 \$
106
\$
149,894
0.78 N/A
Ta Ching bills 150,000 108 149,892 0.77 N/A
China bills 100,000 51 99,949 0.56 N/A
Grand bills 200,000 153 199,847 0.80 N/A
Taiwan Cooperative bills 100,000 77 99,923 0.83 N/A
International bills 100,000 127 99,873 0.62 N/A
\$ 800,000 \$
622
\$
799,378

c. Long-term borrowings

December 31, 2020 December 31, 2019
Unsecured borrowings
Bank credit borrowings \$ 2,538,333 \$ 2,495,833
Secured borrowings (Note 27)
Collateralized loan from bank 557,500 16,667
3,095,833 2,512,500
Less: Those mature within one year 577,500 606,667
\$ 2,518,333 \$ 1,905,833

The abovementioned bank borrowings fall due one after another by September 2024. The interest rate per annum on December 31, 2020 and 2019 is 0.95%-1.47% and 1%-1.4%, respectively.

15. Notes Payable (including Those from Related Parties) and Trade Payables (including Those from Related Parties)

The Company's notes payable and trade payables occurred due to its operations.

The Company has financial risk management policies in place to ensure that all payables are paid within the pre-agreed credit terms.

16. Other Liabilities

December 31, 2020 December
31, 2019
Current
Other payables
Payable for salaries or bonuses \$ 139,107 \$
136,310
Payable for purchases of equipment 26,935 27,944
Payable for utilities 22,862 22,931
Payable for labor and health insurance 21,197 19,648
Payable for shipping expenses 20,726 13,203
Payable for annual leave 14,945 16,399
Payable for pension 10,970 11,702
Payable for processing expenses 9,235 7,480
Payable for remuneration of directors 2,830 2,830
Payable for employees' compensation - 5,665
Others 48,516 32,821
\$ 317,323 \$
296,933
Other current liabilities
Receipts under custody \$ 5,976 \$
8,101
Contract liabilities (Note 20) 1,928 1,014
Others 6,004 -
\$ 13,908 \$
9,115

17. Provisions - Current

Sales return and discounts

2020 2019
Opening and closing balances \$
7,154
\$
7,154

18. Retirement Benefit Plans

a. Defined contribution plans

The Company adopted a pension plan under the "Labor Pension Act," which is a statemanaged defined contribution plan. Under the Labor Pension Act, the Company makes monthly contributions to employees' individual pension accounts at 6% of monthly salaries.

b. Defined benefit plans

The pension system adopted by the Company in accordance with the "Labor Standards Act" is a defined benefit plan operated by the government. Pension benefits are calculated on the basis of the length of service and average monthly salaries for the six months before retirement. The Company contributes amounts equal to 4% of total monthly salaries to a pension fund administered by the pension fund monitoring committee. Pension contributions are deposited in the Bank of Taiwan in the committee's name. Before the end of each year, the Company assesses the balance in the pension fund. If the amount of the balance in the pension fund is inadequate to pay retirement benefits for employees who conform to retirement requirements in the next year, the Company is required to fund the difference in one appropriation that should be made before the end of March of the next year. The pension fund is managed by the Bureau of Labor Funds, Ministry of Labor, and the Company has no right to affect the investment management policy and strategy.

The amounts included in the balance sheets in respect of the defined benefit plans are set out as follows:

December 31, 2020 December 31, 2019
Present value of defined benefit obligation \$ 397,945 \$ 402,576
Fair value of plan assets ( 322,430
)
( 342,528
)
Net defined benefit liabilities \$ 75,515 \$ 60,048

Movements in net defined benefit liabilities are as follows:

Present value of Net defined
defined benefit Fair value of benefit
obligation plan assets liabilities
Balance on January 1, 2019 \$
403,893
(
\$
344,071
)
\$
59,822
Service cost
Current service cost 11,178 - 11,178
Interest expenses (income) 4,544 (
4,286
)
258
Recognized in profit or loss 15,722 (
4,286
)
11,436
Remeasurements
Return on planned assets (excluding - (
12,528
)
(
12,528
)
amounts included in net interest)
Actuarial losses -
changes in
1,624 - 1,624
demographic assumptions
Actuarial losses -
changes in
8,118 - 8,118
financial assumptions
Actuarial losses -
experience
34,857 - 34,857
adjustments
Recognized in other comprehensive 44,599 (
12,528
)
32,071
income/(loss)
Contributions from the employer - (
40,814
)
(
40,814
)
Benefits paid (
61,638
)
59,171 (
2,467
)
Balance on December 31, 2019 402,576 (
342,528
)
60,048
Service cost
Current service cost 40,959 - 40,959
Interest expenses (income) 3,221 (
2,920
)
301
Recognized in profit or loss 44,180 (
2,920
)
41,260
Remeasurements
Return on planned assets (excluding \$
-
(
\$
11,313
)
(
\$
11,313
)
amounts included in net interest)
Actuarial losses -
changes in
2,351 - 2,351
demographic assumptions
Actuarial losses -
changes in
financial assumptions
11,753 - 11,753
Actuarial gains -
experience
(
3,183
)
- (
3,183
)
adjustments
Recognized in other comprehensive 10,921 (
11,313
)
(
392
)
income/(loss)
Contributions from the employer - (
23,508
)
(
23,508
)
Benefits paid (
59,732
)
57,839 (
1,893
)
Balance on December 31, 2020 \$
397,945
(
\$
322,430
)
\$
75,515

The amounts recognized in profit or loss in respect of the defined benefit plans by functions are compiled as follows:

2020 2019
Operating costs \$
26,505
\$
8,955
Selling and marketing expenses 4,693 540
General and administrative expenses 5,925 1,342
Research and development expenses 4,137 599
\$
41,260
\$
11,436

The Company is exposed to the following risks due to the defined benefit plans under the "Labor Standards Law":

  • 1) Investment risk: The labor pension funds are invested in domestic and foreign equity and debt securities, bank deposits, and other targets. The investment is conducted at the discretion of the Bureau of Labor Funds, Ministry of Labor, or through its designated agencies. However, the rate of return on plan assets of the Company shall not be less than the interest rate on a two-year time deposit published by the local banks.
  • 2) Interest rate risk: A decrease in the government bond interest rate will increase the present value of the defined benefit obligation; however, the debt investment returns on the plan assets would also increase accordingly, and both items have the effect of offsetting the effects of net defined benefit liabilities.
  • 3) Salary risk: The present value of the defined benefit obligation is calculated by reference to the future salaries of plan participants. As such, an increase in the salaries of plan participants will increase the present value of the defined benefit obligation.

The actuarial valuations for the present value of the Company's defined benefit obligation were carried out by qualified actuaries. The significant assumptions on the date of measurement are as follows:

December 31, 2020 December 31, 2019
Discount rate 0.35% 0.80%
Expected growth rate of salary 1.00% 1.00%

When possible reasonable changes in the significant actuarial assumptions occur, and all other assumptions remain constant, the present value of the defined benefit obligation would increase (decrease) as follows:

December 31, 2020 December 31, 2019
Discount rate
Increase by 0.25% (
\$
6,676
)
(
\$
6,385
)
Decrease by 0.25% \$
6,873
\$
6,573
Expected growth rate of salary
Increase by 0.25% \$
6,538
\$
6,230
Decrease by 0.25% (
\$
6,382
)
(
\$
6,080
)

The sensitivity analysis presented above may not be representative of the actual changes in the present value of the defined benefit obligation, as it is unlikely that changes in any of the assumptions would occur in isolation of one another for the reason that the assumptions may be correlated.

December 31, 2020 December 31, 2019
Expected contributions to the plan within one
year \$
23,508
\$
45,000
Average duration of the defined benefit
obligation 7 years 7 years

19. Equity

a. Ordinary shares

December 31, 2020 December 31, 2019
Number of shares authorized (in thousands) 560,000 560,000
Share capital authorized \$
5,600,000
\$
5,600,000
Number of shares issued and paid-up (in
thousands) 509,834 509,834
Share capital issued \$
5,098,341
\$
5,098,341

Issued ordinary shares with a par value of NT\$10 carry the right of one vote per share and a right to dividends.

In June 2019, the shareholders resolved in their meeting to issue new shares by utilizing the earnings for 2018 in capital increase; the par value of a new share is NT\$10, totaled NT\$99,967 thousand.

b. Capital surplus

December 31, 2020 December 31, 2019
\$
99,644
\$
99,644
  • Note: Such capital surplus may be used to offset a deficit. In addition, when the Company has no deficit, such capital surplus may be distributed as cash dividends or transferred to share capital, but only at a certain percentage of the Company's capital surplus and once a year.
  • c. Retained earnings and dividend policy

Under the dividend policy as set forth in the Company's Articles of Incorporation (the "Articles"), where the Company made profits in a fiscal year, the profit shall be first utilized for paying taxes, offsetting losses of previous years, setting aside as legal reserve 10% of the remaining profit, setting aside or reversing a special reserve in accordance with the laws and regulations, and then any remaining profit together with any unappropriated earnings from the previous year shall be used as earnings available for appropriation. Such earnings shall be distributed as shareholders' dividends equally based on the number of all shares, provided that a portion of such earning may be retained in accordance with the business conditions. However, in case of capital increases, the incremental shares shall be appropriated in accordance with the respective resolution made in the shareholders' meetings. For the Company's policies on the distribution of employees' compensation and remuneration of directors, refer to Note 21(h) "Employees' compensation and remuneration of directors and supervisors."

The Company appropriates dividends according to a stable dividend distribution while taking into account the features of economic changes regarding its business, the effects of products or services, in terms of their lifecycle, and taxation on its future cash demands. Except for capital demands such as improving the financial structure and providing for the reinvestment, expansion of production capacity, or other significant capital expenditure, the distribution of dividends shall be no less than 50% of the balances equal to the net profit after income tax for the year less amounts offsetting deficits, legal reserve, and special reserve. The cash dividends shall be no less than10% of the current shareholders' bonuses for the year.

The legal reserve shall be appropriated until its balances reach the total paid-in capital of the Company. The legal reserve may be used to offset deficits. If the Company has no deficit and the legal reserve has exceeded 25% of the Company's total paid-in capital, the excess may be transferred to capital and distributed in cash.

The Company makes appropriation and reversal for special reserves according to requirements under Letter Jin-guan-zheng-fa-zi No. 1010012865 and Letter Jin-guan-zhengfa-zi No. 1010047490 issued by the FSC and the "Questions and Answers for Special Reserves Appropriated Following Adoption of IFRSs."

The Company's appropriations of earnings for 2019 and 2018 were approved at the shareholders' meetings in June 2020 and June 2019, respectively. The appropriations of earnings were as follows:

Appropriations of
earnings
2018
Legal reserve \$
15,737
Special reserve \$
2,891
Share dividends \$
99,967
Dividends per share (NT\$) \$
0.2

The appropriation of earnings for 2020 is subject to resolution at the shareholders' meeting to be held in May 2021.

d. Treasury shares

At the end of the reporting period, the Company's shares held by its subsidiary Everest International Develop Investment Co., Ltd. for the purpose of investment and wealth management were accounted for as treasury shares. The information related to the Company's shares held by its subsidiaries is disclosed as follows (number of shares in thousands):

At the end of the year
Purpose of buy-back Number of shares
at the beginning
of the year
Increase
during the
year
Decrease
during the
year
Number of
shares
Carrying
amount
Market price
For the year ended December 31, 2020
Shares of the Company held by
subsidiaries as a deduction to
equity
26,067 - - 26,067 \$332,836 \$256,761
For the year ended December 31, 2019
Shares of the Company held by
subsidiaries as a deduction to
equity
25,556 511 - 26,067 \$332,836 \$238,253

Except for the exclusion from the Company's capital increase and having no voting right, the Company's shares held by subsidiaries are accounted for as treasury shares, and shall be entitled to the same rights as general shareholders.

20. Revenue

2020 2019
Revenue from the sales of goods \$
5,173,963
\$
5,992,578
Service revenue 54 425
\$
5,174,017
\$
5,993,003

a. Explanation of the customer contract

1) Income from the sales of goods

Textiles, raw materials for yarn, and garments are sold to manufacturers or wholesalers. The goods are sold at an agreed price stated in the contract.

2) Service revenue

Regarding the dyeing and finishing manufacturing process and processing for the Textile Department, the transaction price shall be agreed and determined under the contract with reference to prior contracts with similar conditions.

b. Contract balance

December 31, December 31, January 1,
2020 2019 2019
Notes receivable \$ \$ \$
3,213 5,547 19,506
Trade receivables \$ \$ \$
995,931 678,412 758,983
Contract liabilities -
current (accounted for as
other current liabilities) (Note 16)
Sales of goods \$ \$ \$
1,928 1,014 2,751

The changes in contract liabilities are mainly arising from the difference between the time of fulfilling the performance obligation and the time of customer payment.

The amounts of revenue recognized during the year generated from contract liabilities at the beginning of the year and the performance obligations fulfilled in previous periods are set out as follows:

2020 2019
Contract liabilities at the beginning of the year
Sales of goods
\$
1,014
\$
2,751

21. Profit before income tax

a. Other income

2020 2019
Gain on disposal of property, plant and
equipment
\$ 2,747 \$ 2,873
b. Interest income
2020 2019
Bank deposits \$ 181 \$ 394
Loans 5,927 2,358
Imputed interest on deposits 45 46
\$ 6,153 \$ 2,798
c. Other income
2020 2019
Dividend income \$ 3,917 \$ 4,054
Grants 75,341 1,124
Insurance compensation
Others
100
30,930
12,732
39,065
\$ 110,288 \$ 56,975
d. Other gains and losses 2020 2019
Net foreign currency exchange losses (
\$
75,838
)
(
\$
24,363
)
Others 889 23,714
(
\$
74,949
)
(
\$
649
)
Gains or losses on foreign currency exchange
include:
Total gains on foreign currency exchange \$ 55,303 \$ 41,963
Total losses on foreign currency exchange ( 131,141
)
( 66,326
)
(
\$
75,838
)
(
\$
24,363
)
e. Interest expenses
2020 2019
Interests on borrowings \$ 54,127 \$ 47,392
Interest on lease liabilities 755 1,051
Less: Amounts included in the cost of required
assets \$ 554
54,328
\$ 501
47,942
2020 2019
Amount of interest capitalization \$ 554 \$ 501
Interest rate on interest capitalization 1.08%~1.27% 1.14%~1.19%
2020 2019
An analysis of depreciation by function
Operating costs
\$
244,218
\$
263,145
Operating expenses 62,956 60,598
\$
307,174
\$
323,743
g.
Employee benefits expenses
2020 2019
Short-term employee benefits
Salaries \$
898,705
\$
971,412
Labor and health insurance 101,598 109,095
Others 36,472 39,965
1,036,775 1,120,472
Retirement benefits
Defined contribution plans 35,283 37,967
Defined benefit plans (Note 18) 41,260 11,436
76,543 49,403
\$
1,113,318
\$
1,169,875
By function
Operating costs \$
739,980
\$
806,195
Operating expenses 373,338 363,680
\$
1,113,318
\$
1,169,875

f. Depreciation expenses

h. Employees' compensation and remuneration of directors and supervisors

The Company appropriates employees' compensation and remuneration of directors at the rates of 2% to 3.5% and no higher than 2.5%, respectively, of net profit before income tax, employees' compensation, and remuneration of directors and supervisors for the year according to its Articles. The Company recorded a net loss before income tax; therefore, no employees' compensation or remuneration of directors is appropriated.

If there is a change in the proposed amounts after the annual financial statements are authorized for issue, the differences are recorded as a change in the accounting estimates, which shall be adjusted and accounted for in the following year.

There was no difference between the actual amounts of employees' compensation and remuneration of directors distributed for the year ended December 31, 2018 and the amounts recognized in the financial statements for the year ended December 31, 2018.

Information on the employees' compensation and remuneration of directors resolved by the Company's Board is available at the "Market Observation Post System" website of the Taiwan Stock Exchange.

22. Income Taxes

a. Major components of tax expense recognized in profit or loss

2020 2019
Current income tax
Incurred during the year \$ 3,780 \$ -
Adjustments to prior years 7,929 5,486
Deferred income tax
Incurred during the year ( 8,876
)
2,965
\$ 2,833 \$ 8,451

A reconciliation of accounting income and income tax expense was as follows:

2020 2019
Net loss before income tax (
\$
934,154
)
(
\$
263,508
)
Income tax gains calculated based on the net
loss before income tax at the statutory rate (
\$
186,831
)
(
\$
52,702
)
Unrecognized loss carryforwards 64,127 11,653
Unrecognized temporary differences 94,364 2,138
Loss on investments accounted for using
equity method 32,721 42,639
Non-deductible expenses in determining
taxable income 920 48
Grants ( 13,393
)
-
Tax-exempt income ( 783
)
( 811
)
Withholding tax incurred for overseas income 3,779 -
Adjustments to current income tax expenses
for previous years during the year 7,929 5,486
\$ 2,833 \$ 8,451
b. Income tax recognized in other comprehensive income/(loss)
2020 2019
Deferred income tax
Incurred during the year
Remeasurement on defined benefit plans (
\$
79
)
\$ 6,414

c. Current tax assets and liabilities

December 31, 2020 December 31, 2019
Current tax assets
Tax refund receivable
\$
1,868
\$ 1,248
Current tax liabilities
Income tax payable
\$
7,929
\$ -

d. Deferred tax assets and liabilities

The movements of deferred tax assets and liabilities were as follows:

2020

Deferred tax assets Opening balance Recognized in
profit or loss
Recognized in other
comprehensive
income/(loss)
Closing
balance
Temporary differences
Unrealized exchange losses \$ 5,187 \$ 5,108 \$ - \$
10,295
Allowance for sales discount 1,431 - - 1,431
Unrealized gains from subsidiaries 6,412 886 - 7,298
Defined benefit retirement plan 12,009 3,173 ( 79 ) 15,103
Payable for annual leave 3,280 ( 291 ) - 2,989
Loss on inventory valuation 58,000 - - 58,000
\$ 86,319 \$ 8,876 ( \$ 79 ) \$
95,116
Deferred tax liabilities
Temporary differences
Reserve for land value increment tax \$ 169,777 \$ - \$ - \$ 169,777

2019

Recognized in other
Recognized in comprehensive Closing
Deferred tax assets Opening balance profit or loss income/(loss) balance
Temporary differences
Unrealized exchange losses \$
-
\$
5,187
\$
-
\$
5,187
Allowance for sales discount 1,431 - - 1,431
Unrealized gains from subsidiaries 3,585 2,827 - 6,412
Defined benefit retirement plan 11,964 (
6,369 )
6,414 12,009
Payable for annual leave 3,160 120 - 3,280
Loss on inventory valuation 58,000 - - 58,000
78,140 1,765 6,414 86,319
Loss carryforwards 6,381 (
6,381 )
- -
\$
84,521
( \$
4,616 )
\$
6,414
\$
86,319
Deferred tax liabilities
Temporary differences
Unrealized exchange gains \$
1,651
( \$
1,651 )
\$
-
\$
-
Reserve for land value increment tax 169,777 - - 169,777
\$ 171,428 ( \$
1,651 )
\$
-
\$ 169,777

e. Deductible temporary differences and unused loss carryforwards which no deferred tax assets

have been recognized in the balance sheets

December 31, 2020 December 31, 2019
Deductible temporary differences \$ 481,668 \$ 39,853
Loss carryforwards
Expire in 2029 \$ 11,910 \$ 11,910
Expire in 2030 316,725 -
\$ 328,635 \$ 11,910

f. The aggregate amount of temporary difference associated with investments for which deferred tax liabilities have not been recognized

As of December 31, 2020 and 2019, taxable temporary differences associated with investments in subsidiaries for which no deferred tax liabilities have been recognized were NT\$1,099,573 thousand and NT\$1,174,314 thousand, respectively.

g. Income tax assessments

The Company's income tax returns through 2018 have been assessed by the tax authorities.

23. Net Loss per Share

The net loss per share and the weighted average number of ordinary shares used in the calculation are as follows:

2020 2019
Net loss for the year ( 936,987 ( 271,959
\$ ) \$ )

Number of shares

Unit: thousand shares
2020 2019
Basic and diluted net loss per share
Number of issued ordinary shares at the
beginning of the year 509,834 509,834
Less: The weighted average number of
treasury shares regarding the
Company's shares held by subsidiaries 26,067 26,067
The weighted average number of ordinary
shares used in the calculation of basic and
diluted net loss per share 483,767 483,767

24. Capital management

The Company requires sufficient amounts of capital for the expansion and upgrades of its production facilities and equipment. The Company manages its capital in a manner to ensure that it has sufficient and necessary financial resources and operating plan to provide for its working capital, capital expenditures, research and development expenses, debt repayment, and dividend payments required in the future.

25. Financial Instruments

a. Fair value information - Fair value of financial instruments not measured at fair value The carrying amounts of the Company's financial instruments that are not measured at fair value approximate their fair values; these financial instruments include cash, receivables (including those from related parties), other receivables (including those from related parties), refundable deposits (accounted for as other non-current assets), short-term borrowings, shortterm bills payable, payables (including those to related parties), other payables (including those to related parties), long-term borrowings (including those due within one year), and guarantee deposits received.

  • b. Fair value information Fair value of financial instruments measured at fair value on a recurring basis
  • 1) Fair value hierarchy

December 31, 2020

Level 1 Level 2 Level 3 Total
Financial assets at fair value through
other comprehensive income
Investments in equity instruments
-
Shares of domestic listed companies
\$
80,742
\$
-
\$
-
\$
80,742
-
Shares of domestic unlisted
- - 3,448 3,448
companies \$
80,742
\$
-
\$
3,448
\$
84,190
December 31, 2019
Level 1 Level 2 Level 3 Total
Financial assets at fair value through
other comprehensive income
Investments in equity instruments
-
Shares of domestic listed companies
\$
86,548
\$
-
\$
-
\$
86,548
-
Shares of domestic unlisted
companies
- - 6,960 6,960
\$
86,548
\$
-
\$
6,960
\$
93,508

There were no transfers between Level 1 and 2 during the years ended December 31, 2020 and 2019.

2) Reconciliation of Level 3 fair value measurement of financial instruments

Equity instruments
Financial assets at fair value through
other comprehensive income 2020 2019
Opening balance \$ 6,960 \$ 6,960
Capital reduction ( 3,512
)
-
Closing balance \$ 3,448 \$ 6,960

3) Valuation techniques and inputs applied for Level 3 fair value measurement

The fair values of investments in domestic unlisted equity were determined based on the net value of comparable companies' shares; the liquidity allowance is taken into consideration to calculate the value of valuation targets.

c. Categories of financial instruments

December 31, 2020 December 31, 2019
Financial assets
Financial assets at amortized cost (Note 1) \$
2,049,148
\$ 1,585,177
Financial assets at fair value through other
comprehensive income
Investments in equity instruments 84,190 93,508
Financial liabilities
Measure at amortized costs (Note 2) 6,711,582 5,393,587
  • Note 1: The balances include cash, notes and trade receivable (included those from related parties), other receivables (included those from related parties), refundable deposits (accounted for as other non-current assets), and other financial assets at amortized cost.
  • Note 2: The balances include short-term borrowings, short-term bills payable, notes and trade payable (included those to related parties), other payables (included those to related parties), long-term borrowings (including those due within one year, guarantee deposits received, and other financial liabilities at amortized costs.
  • d. Financial risk management objectives and policies

The Company's major financial instruments include investments in equity instruments, trade receivables, trade payables, borrowings, and lease liabilities. The Company's treasury management department provides services to all business departments, coordinates access to domestic and international financial markets, monitors and manages the financial risks relating to the operations of the Company through internal risk reports, which analyze exposures by degree and magnitude of risks. These risks include market risk (including foreign currency risk, interest rate risk, and other price risks), credit risk, and liquidity risk.

Material treasury activities of the Company are reviewed by the Board in accordance with relevant regulations and internal control systems. Compliance with policies and exposure limits is reviewed by the internal auditors on a continuous basis. The Company did not perform any financial instruments (including derivative financial instruments) transaction for speculative purposes.

1) Market risk

The Company's operating activities exposed itself primarily to the financial risks of changes in foreign currency exchange rates (see (a) below), interest rates (see (b) below), and other price risks (see (c) below).

There was no change to the Company's exposure to market risks or the manner in which these risks were managed and measured.

a) Foreign currency risk

The Company engages in sales and purchases denominated in foreign currencies, which exposed the Company to the risks of changes in foreign currency exchange rates.

The carrying amounts of monetary assets and monetary liabilities not denominated in the functional currency of the Company at the end of the reporting period are set out in Note 30.

Sensitivity analysis

The Company is mainly exposed to the fluctuation of the United States dollar (USD) and Thai Baht (THB).

The following table details the Company's sensitivity to a 1% increase and decrease in NTD (the functional currency) against the relevant foreign currencies. The sensitivity analysis included only outstanding monetary items denominated in foreign currencies, and their translations at the end of the year are adjusted at 1% of changes in the exchange rate. A positive number in the table below indicates an increase in net profit before income tax that would result when the functional currency weakens 1% against the relevant currency. For a 1% strengthening of NTD against the relevant currency, the effect on the net profit before income tax would be the same amount in negative.

USD impact
2020 2019
Profit or loss \$ 9,226 \$ 9,729
THB impact
2020 2019
Profit or loss \$ 972 \$ 211

In the management's opinion, the sensitivity analysis was unrepresentative of the inherent foreign exchange risk as the exposure at the end of the reporting period is unable to reflect the exposure during the period. Furthermore, sales not denominated in the functional currency would change in accordance with the customer's contract and investment positions of assets.

b) Interest rate risk

The Company was exposed to interest rate risk as it borrows funds at both fixed and floating interest rates concurrently. The risk is managed by the Company by maintaining an appropriate mix of fixed and floating rate borrowings.

The carrying amount of the Company's financial assets and financial liabilities with exposure to interest rates at the end of the reporting period was as follows:

December 31, 2020 December 31, 2019
Fair value interest rate risk
Financial liabilities
\$
1,929,415
\$
799,378
With cash flow interest rate risk
Financial assets
Financial liabilities
36,830
3,941,263
25,131
3,760,248

Sensitivity analysis

The sensitivity analysis below was determined based on the Company's exposure to interest rates for non-derivative instruments at the end of the reporting period. For floating rate liabilities, the analysis assumed that the amount of the liability outstanding at the end of the reporting period was outstanding throughout the reporting period.

If interest rates had been 1% higher and all other variables were held constant, the Company's net losses before income tax for the years ended December 31, 2020 and 2019 would have increased by NT\$39,044 thousand and NT\$37,351 thousand, respectively, which primarily relates to the Company's floating rate borrowings.

c) Other price risks

The Company was exposed to equity price risk due to its investments in shares. The Company manages such exposure by maintaining a portfolio of investments with different risks and through asset allocation.

Sensitivity analysis

The sensitivity analysis below was conducted based on the Company's exposure to equity price risk at the end of the reporting period. If equity prices had been 1% higher/lower, other comprehensive income/(loss) before income tax for the years ended December 31, 2020 and 2019 would have increased/decreased by NT\$807 thousand and NT\$865 thousand, respectively, as a result of the changes in the fair values of financial assets at fair value through other comprehensive income.

2) Credit risk

Credit risk refers to the risk where the counterparty is having any default on its contractual obligations that results in financial losses to the Company. At the end of the reporting period, the Company's maximum exposure to credit risk due to the failure of counterparties to discharge its obligations is primarily arising from:

  • a) Carrying amounts of financial assets recognized in the balance sheets.
  • b) The maximum possible amount payable by the Company for providing financial guarantees regardless of the probability of occurrence.

At the end of 2020 and 2019, the amount of maximum credit exposure assumed by the Company through engaging in endorsement and guarantee not recognized in the statements is NT\$1,694,722 and NT\$1,834,620, respectively.

Counterparties for trade receivables involve diverse customers who locate in different geographical regions. Ongoing credit evaluations are performed on the financial conditions of customers with whom the Company has trade receivable.

3) Liquidity risk

The Company manages and maintains sufficient cash to finance the Company's operations and mitigate the effects of fluctuations in cash flows. In addition, the Company's management monitors the utilization of bank facilities and ensures compliance with the borrowings' contract terms.

The Company's working capital and the bank facilities acquired are sufficient to meet its demand for future operations; therefore, there is no liquidity risk relating to the incapability of raising funds for performing contractual obligations.

Liquidity and interest rate risk table for non-derivative financial liabilities

The analysis of remaining contractual maturity for the Company's non-derivative financial liabilities was drawn up based on the undiscounted cash flows of financial liabilities from the earliest date on which the Company can be required to make the repayment. Specifically, the Company's bank borrowings with repayment on demand clause are included in the earliest time band regardless of the probability of the banks choosing to exercise their rights immediately. The analysis of maturity dates for other non-derivative financial liabilities is based on the agreed repayment dates.

The amount of undiscounted interests relating to cash flow paid from floating rate payments is extrapolated based on the interest rate yield curve at the end of the reporting period.

December 31, 2020

Payment on demand
or less than 1 month 1 to 3 months 3 to 12 months 1 to 5 years
Non-derivative financial liabilities
Non-interest-bearing liabilities \$
575,175
\$
236,528
\$
-
\$
721
Lease liabilities 5,425 5,220 20,193 31,922
Floating rate instruments 96,040 358,436 1,004,158 2,597,075
Fixed rate instruments 1,280,297 650,000 - -
Financial guarantee liabilities 1,694,722 - - -
\$
3,651,659
\$ 1,249,888 \$ 1,024,351 \$ 2,629,718
December 31, 2019
Payment on demand
or less than 1 month 1 to 3 months 3 to 12 months 1 to 5 years
Non-derivative financial liabilities
Non-interest-bearing liabilities \$
603,493
\$
177,643
\$
52,000
\$
-
Lease liabilities 5,449 3,955 27,121 50,664
Floating rate instruments 350,000 564,975 946,985 1,971,385
Fixed rate instruments - 800,000 - -
Financial guarantee liabilities 1,834,620 - - -
\$ 2,793,562 \$ 1,546,573 \$ 1,026,106 \$ 2,022,049

The amounts of floating interest rate instruments for both non-derivative financial assets and liabilities above are subject to change due to differences between the floating interest rate and the interest rate estimated at the end of the reporting period.

The amount of financial guarantee contract is the maximum amount that may be payable by the Company in performing the guarantee obligations when the holder of the financial guarantee contract claims for the entire guarantee amount from the guarantor. However, based on the expectations at the end of the reporting period, the Company is in the opinion that it is unlikely to pay for such contractual amounts.

26. Transactions with Related Parties

Transactions between the Company and its related parties are as follows:

a. Names of related parties and relationships with the Company

Names of the related party Relationship with the Company
Far Eastern New Century Corporation Investors with significant influence over the
(FENC) Company
Far Eastern International Bank (FEIB) Other related parties (the vice-chairman is a
second degree relative of the chairman of
the Company)
Far Eastern Fibertech Co., Ltd. Other related parties (the investee of FENC)
Jin Lead
Industrial Co., Ltd.
Other related parties (the Company is a
corporate director of Jin Lead Industrial
Co., Ltd.)
Everest Textile (HK) Co., Ltd. (Everest HK) Subsidiary (with a shareholding of 99.3%)
Everest Investment (Holding) Ltd. (Everest
Bermuda)
Subsidiary (with a shareholding of 100%)
Everest International Develop Investment
Co., Ltd. (Everest International)
Subsidiary (with a shareholding of 100%)
Everest Textile (Thailand) Co., Ltd. (Everest
Thailand)
Subsidiary (with a shareholding of 100%)
Everest Textile (Shanghai), Ltd. (Everest Subsidiary (with a shareholding of 100%)
Shanghai)
Everest Textile USA, LLC. (Everest USA) Subsidiary (with a shareholding of 100%)
Everest Development USA, LLC. (Everest
Development USA)
Subsidiary (with a shareholding of 100%)
Everest Apparel (Ethiopia) S.C. (Everest
Ethiopia)
Subsidiary (with a shareholding of 100%)
Everest Apparel (Haiti) S.A. (Everest Haiti) Subsidiary (with a shareholding of 100%)

b. Sales of goods

Category of related party 2020 2019
Subsidiaries \$
1,186,285
\$ 893,973
Other related parties 1,876 2,621
Investors with significant influence over the
Company 54 3
\$
1,188,215
\$ 896,597

The sales to related parties are made at general transaction prices with collection terms of 1 to 3 months, equivalent to general customers.

c. Purchases of goods

Category of related party 2020 2019
Investors with significant influence over the
Company \$
172,181
\$
193,973
Other related parties 247,584 269,989
Subsidiaries
Everest Thailand 259,995 -
Others 282,995 85,519
\$
962,755
\$
549,481

The purchase prices were equivalent to those of purchases from general suppliers. Purchases of yarn products from investors with significant influence over the Company require partial payment in advance; the payment terms for remaining purchases range from 1 to 4 months.

d. Receivables from related parties (excluding loans to related parties)

Line item Category/name of
related party
December 31,
2020
December 31,
2019
Notes receivable Other related parties \$
894
\$
964
Trade receivables from related
parties
Subsidiaries
Everest Ethiopia \$
334,003
\$
36,531
Everest USA 73,127 126,868
Everest Shanghai 52,607 87,828
Others 536 16,641
Other related parties 617 683
\$
460,890
\$
268,551
Other receivables from related
parties
Subsidiaries
Everest Ethiopia \$
93,490
\$
149,480
Everest USA 47,400 69,593
Everest Haiti 31,565 224,087
Others 7,517 15,284
Other related parties 22 17
\$
179,994
\$
458,461

The outstanding receivables from related parties are unsecured. For the years ended December 31, 2020 and 2019, no allowance for losses was provided for receivables from related parties.

Line item Category/name of related party December 31,
2020
December 31,
2019
Notes payable to related
parties
Investors with significant
influence over the Company
FENC
\$
10,487
\$
6,516
Trade payables to
related parties
Investors with significant
influence over the Company
Other related parties
Subsidiaries
\$
5,359
22,101
155,622
\$
183,082
\$
925
43,772
113,109
\$
157,806
Other payables to related
parties
Investors with significant
influence over the Company
Subsidiaries
Other related parties
\$
13
860
-
\$
873
\$
1
1,959
6,967
\$
8,927

e. Payables to related parties (excluding loans from related parties)

The outstanding payables to related parties are unsecured and will be settled in cash.

f. Disposals of property, plant and equipment

Disposal consideration Disposal gains
Category/name of related party 2020 2019 2020 2019
Subsidiaries
Everest USA \$
37,913
\$
-
\$
12,771
\$
-
Everest Ethiopia 217 325 68 79
Everest Haiti - 515 - 117
\$
38,130
\$
840
\$
12,839
\$
196

g. Loans to related parties

Category/name of related party December 31, 2020 December 31, 2019
Other receivables
Subsidiaries
Everest Haiti \$ 270,234 \$
-
Everest Ethiopia 161,841 -
Everest Apparel HK 97,657 -
Everest USA - 339,113
\$ 529,732 \$
339,113
Category/name of related party 2020 2019
Interest income
Subsidiaries
Everest USA \$ 5,002 \$
2,358
Everest Apparel HK 884 -
Everest International 41 -
\$ 5,927 \$
2,358

Due to the operating requirements of subsidiaries, the Company provide loans to its subsidiaries, with interest rate at 0.43% to 1.17% and 1.2% to 2.91%, respectively, for the years ended December 31, 2020 and 2019; the interest rates are similar to the market interest rates. Loans to subsidiaries were unsecured loans for the years ended December 31, 2020 and 2019.

h. Borrowings from related parties

Category/name of related party December 31, 2020 December 31, 2019
Subsidiaries
Everest International (included in other
payables to related parties) \$
28,480
\$ 52,000
Other related parties -
FEIB (included in short
term and long-term borrowings) \$
344,391
\$ 47,748
Category/name of related party 2020 2019
Interest expenses
Subsidiaries \$
290
\$ 957
Other related parties 2,294 1,146
\$
2,584
\$ 2,103

The interest rates of the Company's borrowings from related parties are similar to the market interest rates for the years ended December 31, 2020 and 2019. In addition, to apply for a credit line, the Company provided land and buildings as collateral to FEIB for financing. The carrying amounts of the related assets were NT\$429,970 thousand and NT\$445,523 thousand as of December 31, 2020 and 2019, respectively.

i. Endorsement and guarantee

The amount guaranteed by the Company for related parties is as follows:

Category/name of related party December 31, 2020 December 31, 2019
Subsidiaries
Everest USA \$
1,566,400
\$
839,440
Everest Bermuda 1,082,240 1,379,080
Everest International HK 655,040 -
Everest International 360,000 480,000
Everest Thailand 284,800 299,800
\$
3,948,480
\$
2,998,320
j. Other transactions with related parties
1)
Processing expenses
Category/name of related party
2020 2019
Subsidiaries
Everest Thailand \$
335,825
\$
655,428
Others 68,742 56,932
Other related parties
Jin Lead Industrial Co., Ltd. 16,094 88,245
\$
420,661
\$
800,605

The transactions are made at general transaction prices; payment terms and receivables offset mutually or range from 1 to 2 months, similar to those provided to the general processing suppliers.

2) Commission expenses

Category/name of related party 2020 2019
Subsidiaries
Everest Bermuda \$
10,205
\$
21,993
Everest International HK 3,790 -
\$
13,995
\$
21,993

3) Procurement transaction on behalf of others

The amount of purchasing equipment, supplies, dyeing agents, and advances made by the Company on behalf of related parties is as follows:

Category/name of related party 2020 2019
Subsidiaries
Everest USA \$
36,098
\$
30,157
Everest Haiti 58,376 239,536
Everest Ethiopia 58,966 259,904
Everest Thailand 48,871 69,708
Everest
Bermuda
50,864 70,996
Others 10,371 1,555
\$
263,546
\$
671,856

k. Compensation of key management personnel

2020 2019
Short-term employee benefits \$
21,041
\$
20,633
Retirement benefits 2,188 546
\$
23,229
\$
21,179

The remuneration of directors and other key management personnel was determined by the remuneration committee with regard to the correlation and rationale of general remuneration standards within the industry, individual performance, the Company's performance, and future risk.

27. Assets Pledged as Collateral

The following assets were provided as collateral for short-term and long-term bank facilities:

December 31, 2020 December 31, 2019
Land \$
573,052
\$
573,052
Buildings 254,538 275,519
\$
827,590
\$
848,571

28. Significant Contingent Liabilities and Unrecognized Contract Commitments

In addition to those disclosed in other notes, significant commitments of the Company at the end of the reporting period are as follows:

Significant commitments

a. Contracted but outstanding contractual commitments of the Company are as follows:

December 31, 2020 December 31, 2019
Acquisition of property, plant and equipment \$
14,705
\$
20,977

b. As of December 31, 2020 and 2019, the Company's unused letters of credit for purchases of raw materials and machinery and equipment amounted to approximately NT\$7,798 thousand and NT\$6,173 thousand, respectively.

29. Other Matters

Under the effect of COVID-19's global outbreak, the Company recorded a significant year-onyear decrease in its operating revenue for the year ended December 31, 2020. The Company applied for salary and working capital subsidies from the government and had received grants that amounted to NT\$66,965 thousand (Note 21). As of the approval date for the issuance of the financial statements, the Company continues assessing the economic effects arising from the outbreak on the Company.

30. Significant Assets and Liabilities Denominated in Foreign Currencies

The following information is an aggregation of the foreign currencies other than functional currencies of the Company, and the exchange rates disclosed are the exchange rate used in translating such foreign currencies into the functional currency. Significant assets and liabilities denominated in foreign currencies were as follows:

Unit: foreign currencies and NT\$ in thousand

Assets denominated in foreign
currencies Foreign currencies Exchange rate Carrying amount
Monetary items
USD \$
54,431
28.43 \$
1,547,460
THB 112,628 0.9356 105,375
Non-monetary items
Subsidiaries accounted for using the
equity method
USD 87,683 28.48 2,497,225
Monetary items
USD \$
21,902
28.53 \$
624,854
THB 8,408 0.9756 8,203

December 31, 2020

December 31, 2019

Assets denominated in foreign
currencies Foreign currencies Exchange rate Carrying amount
Monetary items
USD \$
38,915
29.930 \$
1,164,720
THB 21,332 0.9898 21,114
Non-monetary items
Subsidiaries accounted for using the
equity method
USD 85,373 29.980 2,559,478
Liabilities denominated in foreign
currencies
Monetary items
USD 6,389 30.030 191,869

The carrying amount of the above investments accounted for using the equity method in NTD is the amount before deducting unrealized gains.

Significant foreign currency exchange gain or loss (including those realized and unrealized) is as follows:

2020 2019
Currency Exchange rate Net exchange (losses) gains Exchange rate Net exchange (losses) gains
USD 29.549 (USD:NTD) ( \$ 80,434 ) 30.912 (USD:NTD) ( \$ 21,201 )
THB 0.9496 (THB:NTD) 4,634 1.0009 (THB:NTD) ( 3,152 )
Others ( 38 ) ( 10 )
( \$ 75,838 ) ( \$ 24,363 )

31. Supplementary Disclosures

  • a. Information on Significant Transactions
  • 1) Loaning to others. (Table 1)
  • 2) Endorsement and guarantee provided for others. (Table 2)
  • 3) Securities held at the end of the period (excluding the investments in subsidiaries). (Table 3)
  • 4) Cumulative purchase or sales of securities of the same company with an amount achieving NT\$300,000 thousand or reaching 20% of its paid-in capital and above. (Table 4)
  • 5) Properties acquired with an amount achieving NT\$300,000 thousand or reaching 20% of its paid-in capital and above. (None)
  • 6) Disposal of properties with an amount achieving NT\$300,000 thousand or reaching 20% of its paid-in capital and above. (None)
  • 7) Purchases and sales with related parties with an amount achieving NT\$100,000 thousand or reaching 20% of its paid-in capital and above. (Table 5)

  • 8) Receivables from related parties achieving NT\$100,000 thousand or reaching 20% of its paid-in capital and above. (Table 6)

  • 9) Engaging in derivatives trading. (None)
  • b. Information on Invested Companies (Table 7)
  • c. Information on Investments in Mainland China:
  • 1) Information on invested companies in Mainland China, including the name, principal business activities, paid-in capital, method of investment, inward and outward remittance of funds, shareholding, profit or loss and investment gain or loss recognized for the period, carrying amount of investment at the end of the period, repatriated investment gain or loss, and ceiling of investments in Mainland China. (Table 8)
  • 2) Significant transactions directly with investee companies in Mainland China or directly or indirectly through a third region, and their prices, payment terms, unrealized profit or loss: (Table 5, 6, and 9)
    • (a) Purchase amount and percentage, and the closing balance and percentage of the related payables.
    • (b) Sales amount and percentage, and the closing balance and percentage of the related receivables.
    • (c) Property transaction amount and the resulting gain or loss.
    • (d) Closing balances and purposes of endorsements and guarantees or collateral provided.
    • (e) The maximum balance, closing balance, interest rate range, and total amount of current interest of financing facilities.
    • (f) Other transactions having a significant impact on profit or loss or financial position for the period, such as provision or receipt of service.
  • d. Information on major shareholders: Names of shareholders with a shareholding ratio of 5% or more and the amount and proportion of shareholding. (Table 10)
period
\$
\$
\$
\$
\$
borrower is a
Whether the
related party
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Other receivables from
Other receivables from
Everest Apparel (Haiti) S.A. Other receivables from
Other receivables from
Other receivables from
Other receivables from
Other receivables from
Other receivables from
Other receivables from
Other receivables from
Other receivables from
Everest Apparel (Haiti) S.A. Other receivables from
Other receivables from
Current account
related parties
related parties
related parties
related parties
related parties
related parties
related parties
related parties
related parties
related parties
related parties
related parties
related parties
Everest Development USA,
Develop Investment Co.,
Everest Apparel (Ethiopia)
Everest Textile USA, LLC.
Everest Textile USA, LLC.
Everest Apparel (HK)
Everest International
Borrower
The Company
Limited
LLC.
S.C.
Ltd.
Develop Investment Co.,
Everest International (HK)
Financing company
Everest International
The Company
Limited
Ltd.
2.
2.
2.
2.
2.
2.
2.
2.
2.
2.
1.15~1.17
0.43~1.17
1.15~1.17
1.16~1.17
1.27~1.63
1.27~1.63
0.25~1.04
1.35
-
-
147,502
24,094
97,829
119,616
165,184
25,632
310,432
28,480
138,031
-
-
530,663
\$
\$
\$
\$
147,502
170,880
88,000
97,117
98,256
1,636,906
119,616
165,184
341,760
626,560
97,117
138,031
\$
\$
\$
\$
147,502
170,880
88,000
98,256
119,616
165,184
341,760
626,560
138,031
97,117
1,636,906
97,117
Interest rate
0.43~1.17
range (%)
-
-
Actual amount utilized
-
-
123,207
\$
512,640
256,320
128,160
Closing balance
\$
Maximum balance for the
512,640
256,320
128,160

Note 1: Based on 20% of the equity attributable to owners of the Company.

Note 2: Based on 40% of the equity attributable to owners of the Company.

Note 3: Based on 35% of the shareholders' interests in the subsidiary.

Note 4: Based on 40% of the shareholders' interests in the subsidiary.

Note 5: Nature of the loan:

(1) Please complete item 1 for a borrower having transactions with the Company. (2) Please complete item 2 for a borrower who has short-term financing requirements.

TABLE 1

Everest Textile Co., Ltd. and Subsidiaries

Loaning to Others

For the year ended December 31, 2020

Everest Textile Co., Ltd. and Subsidiaries

Endorsement and Guarantee Provided for Others For the year ended December 31, 2020 Unit: NT\$ Thousands, unless specified otherwise

Endorsement and guarantee
provided for
entities in
Mainland
China
N N N N N
and guarantee
the subsidiary
Endorsement
provided by
for parent
N N N N N
and guarantee
the parent for
Endorsement
provided by
subsidiary
Y Y Y Y Y
Cap of endorsement
and guarantee
(Note 2)
3,806,311
\$
Ratio of cumulative guarantee to the net
value stated in the
endorsement and
latest financial
statements (%)
28.43 7.48 41.15 9.46 17.21 103.73
guarantee secured
endorsement and
with collateral
Amount of
-
\$
- - - -
Actual amount utilized -
\$
138,562 911,360 360,000 284,800 1,694,722
\$
Closing balance of
endorsement and
guarantee
1,082,240
\$
284,800 1,566,400 360,000 655,040 3,948,480
\$
guarantee for the period
Maximum balance of
endorsement and
1,310,080
\$
284,800 1,566,400 480,000 655,040 4,296,320
\$
Limit of endorsement
single entity (Note 1)
and guarantee for a
1,903,156
\$
1,903,156 1,903,156 1,903,156 1,903,156
Relationship Subsidiary - 100%
shareholding
Parties being endorsed and guaranteed Name of the company The Company Everest Investment (Holding) Ltd. Everest Textile (Thailand) Co., Ltd. Everest Textile USA, LLC. Everest International Develop
Investment Co., Ltd.
Everest International (HK) Limited
and guarantee
endorsement
Name of the
provider
No. 0

Note 1: Based on 50% of the equity attributable to owners of the Company. Note 2: Based on 100% of the equity attributable to owners of the Company.

Everest Textile Co., Ltd. and Subsidiaries

Details of Securities Held at the End of the Period December 31, 2020

Unit: NT\$ Thousands

Remarks
Market value/net equity
value
80,742
\$
3,433
\$
3,448
15
\$
256,761
\$
Ratio (%) - 19 - 5
End of the period Carrying amount 80,742
\$
3,433
\$
15
3,448
\$
256,761
\$
Unit/number of shares 7,441,665 526,800 1,175 26,067,062
Accounting item through other comprehensive
Financial assets at fair value
income - current
through other comprehensive
Financial assets at fair value
income - non-current
through other comprehensive
Financial assets at fair value
income - non-current
Relationship with the issuer of
securities
The vice-chairman is a second degree
relative of the chairman of the
Company
The Company is a corporate director
of Jin Lead Industrial Co., Ltd.
No Parent company
Category and name of securities Far Eastern International Bank - shares of a
listed company
Jin Lead Industrial Co., Ltd. - shares of an
unlisted company
Dah Chung Bills Finance Corp. - shares of a
listed company
Everest Textile - shares of a listed company
Company held The Company Develop Investment Co.,
Everest International
Ltd.

Note 1: The term "securities" used in this Schedule refers to shares, bonds, beneficiary certificates, and securities derived from the aforesaid items.

Note 2: Please refer to Table 7 and Table 8 for information related to investments in subsidiaries.

Cumulative Purchase or Sales of Securities of the Same Company with an Amount Achieving NT\$300,000 Thousand or Reaching 20% of Its Paid-in Capital and Above For the year ended December 31, 2020 Unit: NT\$ Thousands

Amount 998,921
\$
End of the period Number of
shares/unit
191,400,000
(Losses) gains
on disposals
-
\$
Book costs -
\$
Sale Selling price -
\$
Number of
shares/unit
-
Amount 270,983
(Note 1)
\$
Purchase Number of
shares/unit
46,800,000
Amount 727,938
\$
Beginning of the period Number of
shares/unit
144,600,000
Counterparty Relationship Subsidiary
Note 2
Accounting item using the equity
accounted for
Investments
method
Category and name of
securities
Develop Investment
Everest International
Co., Ltd.
Name of company
purchased or sold
The Company

Note 1: Include additional investments amounted to NT\$468,000 less losses of subsidiaries accounted for using the equity method amounted to NT\$151,703 and exchange differences on translating the financial statements of foreign operations adjusted due to the changes

in exchange rates amounted to NT\$45,314. Note 2 :Issuance of ordinary shares for cash for a subsidiary.

Everest Textile Co., Ltd. and Subsidiaries

Purchases and Sales with Related Parties with an Amount Achieving NT\$100,000 Thousand or Reaching 20% of its Paid-in Capital and Above For the year ended December 31, 2020 Unit: NT\$ Thousands

Remarks
(payables) (%)
Ratio to total
receivables
- 14 -
3
3 5 9 7
33
4 34 71 34
Notes and trade receivables
(payables)
Balance -
\$
66,861 )
(
15,846 )
-
(
13,893 )
(
52,607 42,274 )
(
73,127
334,003
21,974 174,292 122,877 175,355
Credit period - Equivalent
Equivalent
Equivalent Equivalent Equivalent Equivalent Equivalent
Equivalent
Equivalent Equivalent Equivalent Equivalent
conditions differ from general transactions
Circumstance and reason for transaction
Unit price under the same category
No comparable goods
Equivalent
Equivalent
Equivalent Equivalent Equivalent Equivalent Equivalent
Equivalent
Equivalent Equivalent Equivalent Equivalent
Credit period Settle every 1 month Settle every 6 months
Settle every 6 months
Settle every 1 to 2 months, partial yarn products
payments made for
except for advance
Settle every 1 month Settle every 6 months Settle every 6 months Settle every 6 months
Settle every 6 months
Settle every 2 to 4 months Settle every 2 to 4 months Settle every 6 months Settle every 6 months
Transaction status purchase (sales)
Ratio to total
of goods (%)
58 11
(
6 )
7
7 7 )
(
9 3 )
7 )
(
(
21 )
(
24 )
(
32 )
(
12 )
(
Amount 335,825
\$
259,995 325,237 )
172,181
173,762 343,692 ) 199,673 167,070 )
349,719 )
429,634 ) 479,815 ) 249,908 ) 196,045 )
(sales) of
Purchase
goods
Outsourced
processing
(
Purchase
Sales
Purchase Purchase (
Sales
Purchase (
(
Sales
Sales
(
Sales
(
Sales
(
Sales
(
Sales
Relationship Subsidiary Subsidiary Company evaluates
Subsidiary
using the equity
the Company
Company evaluates
using the equity
the Company
method
method
Subsidiary Subsidiary Subsidiary
Subsidiary
Parent company Fellow subsidiary Fellow subsidiary Fellow subsidiary
Counterparty Everest Textile (Thailand) Co.,
Ltd.
Far Eastern New Century Corporation (FENC) Far Eastern Fibertech Co., Ltd. Everest Textile (Shanghai),
Ltd.
Everest Textile USA, LLC. Everest Apparel (Ethiopia)
S.C.
Everest Investment (Holding)
Ltd.
Everest International (HK)
Limited
Everest Textile (Thailand) Co.,
Ltd.
Everest Apparel (Ethiopia)
S.C.
Purchasing (selling)
company
The Company Everest Textile (Shanghai),
Ltd.
Everest Textile USA, LLC. Everest Textile (Thailand)
Co., Ltd.

TABLE 5

Everest Textile Co., Ltd. and Subsidiaries

Receivables from Related Parties Achieving NT\$100,000 Thousand or Reaching 20% of Its Paid-in Capital and Above

December 31, 2020 Unit: NT\$ Thousands, unless specified otherwise

Allowance for
losses provided
-
\$
-
-
- - - - -
related parties after expiry
Amount recovered from
255,331
\$
334,003
-
174,292 166,383 120,484 76,899 18,953
Method of
disposal
- -
-
- - - - -
Overdue receivables from related parties
Amount
-
\$
-
-
- - - - -
Turnover rate (Note 1 and
Note 2)
-
2.11
-
(Note 1 and
Note 2)
5.51 (Note 1)
-
(Note 1)
-
1.34 2.24
Balance of receivables
from the related party
255,331
\$
334,003
301,799
174,292 166,383 120,484 122,877 175,355
Relationship Subsidiary
Fellow subsidiary Same ultimate parent
company
Fellow subsidiary Fellow subsidiary
Counterparty Everest Apparel (Ethiopia) S.C. Everest Apparel (Haiti) S.A. Everest International (HK) Limited Everest Textile USA, LLC. Everest Development USA, LLC. Everest Textile (Thailand) Co., Ltd. Everest Apparel (Ethiopia) S.C.
Company with book
receivables
The Company Everest Textile (Shanghai),
Ltd.
Everest International (HK)
Limited
Everest Textile USA, LLC. Everest Textile (Thailand)
Co., Ltd.

Note 1: The nature of the financing, not applicable for turnover rate calculation.

Note 2: Amount of property, plant and equipment purchased on behalf of others or sold, not applicable for turnover rate calculation.

Everest Textile Co., Ltd. and Subsidiaries

Information on Invested Companies For the year ended December 31, 2020

Unit: NT\$ Thousands

Remarks
Investment loss recognized for the
period
16,308 )
( \$
147,095 )
(
203 )
(
Current (loss) gain of the investee
company
16,308 )
( \$
147,095 )
(
203 )
(
1,273 81,501 220,426 )
(
52,539 2,796 )
(
55,395 40,260 )
(
179,690 )
(
Carrying amount 2,493,422
\$
666,085
(Note 1)
1,313 1,204,549 889,018 133,869 860,795 57,766 797,313 183,713 48,123
Held at the end of the period Ratio (%) 100 100 99.3 100 100 100 100 100 100 100 100
Number of shares 1,300 191,400,000 695,000 79,999,993 41,300,000 27,580,000 1,000 2,500,000 38,800,000 542,415 4,000
End of previous year 955,893
\$
1,530,400 2,427 701,063 964,343 685,001 964,343 79,170 885,173 411,221 273,780
Initial investment amount End of the period 955,893
\$
1,998,400 2,427 701,063 1,260,433 848,467 1,260,433 79,170 1,181,263 557,696 390,960
Principal business activities Holdings and international
trade
General investment International trade manufacturing, production,
and sales of processed silk
and woven fabrics
Original equipment
Investment and holdings Investment and holdings Investment and holdings Operating asset management Production and dyeing of yarn
and woven fabrics
Apparel production Apparel production
Location Bermuda Taiwan Hong Kong Thailand Hong Kong Hong Kong The U.S. The U.S. The U.S. Ethiopia Haiti
Name of the investee Companies Everest Investment (Holding) Ltd. Everest International Develop
Investment Co., Ltd.
Everest Textile (HK) Co., Ltd. Everest Textile (Thailand) Co., Ltd. Everest International (HK) Limited Everest Apparel (HK) Limited Everest USA Holdings, Inc. Everest Development USA, LLC. Everest Textile USA, LLC. Everest Apparel (Ethiopia) S.C. Everest Apparel (Haiti) S.A.
Name of the investing
company
The Company Everest Investment
(Holding) Ltd.
Develop Investment
Everest International
Co., Ltd.
Everest International
(HK) Limited
Holdings, Inc.
Everest USA
Everest Apparel (HK)
Limited

Note 1: The carrying amount at the end of the year is the balance after deducting the parent company's shares held by the subsidiary that are deemed as treasury shares amounted to NT\$332,836.

Note 2: Please refer to Table 8 for information on investments in Mainland China.

TABLE 7

Everest Textile Co., Ltd. and Subsidiaries

Information on Investments in Mainland China For the year ended December 31, 2020 Unit: NT\$ Thousands, unless specified otherwise

the end of the
repatriated at
Investment
gains
period
-
\$
investments at
the end of the
amount of
Carrying
period
\$ 1,314,555
recognized for
(Notes 3 and 4)
Investment
the period
losses
2,036 )
( \$
direct or indirect
shareholding (%)
The Company's
investment
100
Gains of the
during the
company
investee
period
1,919
\$
Taiwan at the end of the
Cumulative investment
amount remitted from
period
(USD\$30,000 thousand)
980,349
\$
Recovered
Investment amount
recovered for the
remitted or
period
Remitted
-
\$
-
\$
Taiwan at the beginning
Cumulative investment
amount remitted from
of the period
(USD\$30,000 thousand)
980,349
\$
Investment
method
investment via
the third-party
(Holding) Ltd.
The Company's
Investment
indirect
Everest
Paid-in capital (Note 2) (USD\$30,000 thousand)
854,400
\$
Principal business
activities
dyeing, back-end
chemical fibers
and high-grade
processing and
selling of high
development,
textile cloth
emulation
Research,
investee company
in Mainland China
Name of the
(Shanghai), Ltd.
Everest Textile
Investment limits stated by MOEAIC regarding
investments in Mainland China
(Note 1) 2,283,787
\$
Economic Affairs Investment Committee (MOEAIC)
Investment amount approved by the Ministry of
(Note 2) (USD\$30,000 thousand)
854,400
\$
Cumulative investment amount remitted from Taiwan
to Mainland China at the end of the period
(Note 2) (USD\$30,000 thousand)
854,400
\$

Note 1: Calculated based on the limits stated in the "Regulations Governing the Examination of Investment or Technical Cooperation in Mainland China" amended by the MOEAIC on August 29, 2009 (\$3,806,311×60%=

Note 2: The amount is translated at a currency rate where USD\$1 equals NT\$28.48.

\$2,283,787).

Note 3: Investment losses are recognized according to the financial statements audited by an international accounting firm that cooperates with CPA Associations R.O.C. (Taiwan).

Note 4: Investment losses recognized for the period is the net amount after deducting the unrealized gross sales of goods amounted to NT\$3,955 thousand arising from the side current transactions.

Everest Textile Co., Ltd. and Subsidiaries

Significant Transactions with Investee Companies in Mainland China, either Directly or Indirectly through A Third Area, and Their Prices, Payment Terms, and Unrealized Gains or Losses For the year ended December 31, 2020 Unit: NT\$ Thousands

gains (loss)
Unrealized
(Note)
3,803
\$
- 4,003 ) -
Notes and trade receivables Ratio to total notes
receivables
and trade
(payables)
5 100 )
(
(
34
-
(payables) Balance (Note) 52,607
\$
21,974 )
(
174,292 16
Circumstance and reason for transaction amount
differ from general transactions
Credit period Equivalent Equivalent Equivalent Equivalent
Unit price Equivalent Equivalent Equivalent Equivalent
Credit period Settle every 6
months
Settle every 2 to 4
months
Settle every 2 to 4
months
Settle every 2 to 4
months
Ratio to total
purchase and
sales (%)
7 )
(
100 24 )
(
5 )
(
Transaction status Amount (Note) 343,692 )
( \$
429,634 479,815 )
(
80,649 )
(
Purchase (sales) of
goods
Sales Purchase Sales Sales
Relationship Subsidiaries Subsidiaries Fellow subsidiary Fellow subsidiary
Counterparty (Shanghai), Ltd.
Everest Textile
(Shanghai), Ltd.
Everest Textile
Everest International
(HK) Limited
(Shanghai), Ltd.
Everest Textile
(selling) company
Purchasing
The Company Everest Investment
(Holding) Ltd.
(Shanghai), Ltd.
Everest Textile
(Thailand) Co.,
Everest Textile
Ltd.

Note: Written-off during the preparation of the consolidated financial statements.

Everest Textile Co., Ltd.

Information on Major Shareholders December 31, 2020

Shares
Name of the major shareholder Number of shares
held (share) Shareholding (%)
Yuan Ding Investment Corp. 128,618,422 25.22%
Everest International Develop Investment Co., Ltd. 26,067,062 5.11%