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FEDS — Annual Report 2021
Nov 15, 2021
52225_rns_2021-11-15_8ee386e1-95b8-451a-bb85-6c5cdfedaf0d.pdf
Annual Report
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Far Eastern Department Stores, Ltd.
Financial Statements for the Years Ended December 31, 2021 and 2020 and Independent Auditors’ Report
INDEPENDENT AUDITORS’ REPORT
The Board of Directors and Shareholders Far Eastern Department Stores, Ltd.
Opinion
We have audited the accompanying financial statements of Far Eastern Department Stores, Ltd. (the “Company”), which comprise the balance sheets as of December 31, 2021 and 2020, and the statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the financial statements, including a summary of significant accounting policies (collectively referred to as the “financial statements”).
In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2021 and 2020, and its financial performance and its cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.
Basis for Opinion
We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with The Norm of Professional Ethics for Certified Public Accountant of the Republic of China, 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 for the year ended December 31, 2021. 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.
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The key audit matter identified in the Company’s financial statements for the year ended December 31, 2021 is stated as follows:
Impairment of goodwill from the investment in subsidiaries
As of December 31, 2021, the investment accounted for using the equity method of the Company amounted to NT$21,058,586 thousand, representing 27%, of the total assets, which was significant to the Company’s financial statements. The important component of goodwill originated from the merger contract signed between FAR EASTERN AI MAI CO., LTD. (AI MAI), a subsidiary of the Company under the equity method, and GEANT Group (France) in 2000. Each party obtained 50%-50% ownership with FAR EASTERN AI MAI CO., LTD. as the surviving entity at the time. The Company acquired the other 50% ownership in 2006 due to the consideration of the retail business strategy, and goodwill was generated. However, due to the impact of the COVID-19 pandemic in 2021 and the changes in retail business, the Company has considered whether the carrying amount of the goodwill from the time the retail business was acquired exceeds the recoverable amount. Since management’s subjective judgment on the recoverable amount involves significant uncertainties, the carrying amount of goodwill may be overestimated; Thus, we considered the evaluation of impairment loss of goodwill as a key audit matter. For the accounting policy related to impairment loss of the goodwill, refer to Notes 4 (f), 5 and 11 to the accompanying financial statements.
The key audit procedures that we performed in respect of the impairment loss of goodwill are as follows:
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We evaluated the expertise, competency and independence of the independent appraisers contracted by the management to perform an impairment test.
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We obtained an understanding of the process of management’s estimation of the future sales growth rate and the profit margin forecast by the operating segments in Far Eastern Ai Mai Co., Ltd.
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We confirmed the appropriateness of the discount rate used by management and assessed the impairment of goodwill by using the same evaluation model to calculate the weighted average cost of capital ratio used by management.
Responsibilities of Management and Those Charged with Governance for the Financial Statements
Management is responsible for the preparation and fair presentation of the financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
Those charged with governance, including the audit committee, are responsible for overseeing the Company’s financial reporting process.
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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 Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
As part of an audit in accordance with the auditing standards generally accepted in the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
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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.
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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.
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Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
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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.
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Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
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Obtain sufficient and appropriate audit evidence regarding the financial information of entities or business activities within the Company to express an opinion on the financial statements. We are responsible for the direction, supervision and performance of the audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
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From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements for the year ended December 31, 2021 and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
The engagement partners on the audits resulting in this independent auditors’ report are Shu-Chuan Yeh and Ming-Hsing Cho.
Deloitte & Touche Taipei, Taiwan Republic of China
March 4, 2022
Notice to Readers
The accompanying financial statements are intended only to present the financial position, financial performance and cash flows in accordance with accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such financial statements are those generally applied in the Republic of China.
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.
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FAR EASTERN DEPARTMENT STORES, LTD.
BALANCE SHEETS DECEMBER 31, 2021 AND 2020 (In Thousands of New Taiwan Dollars)
| ASSETS CURRENT ASSETS Cash and cash equivalents (Note 6) Financial assets at amortized cost - current (Notes 8 and 30) Trade receivables (Note 9) Trade receivables from related parties (Notes 9 and 29) Other receivables (Notes 9 and 29) Inventories (Note 10) Prepayments (Note 29) Other current assets (Note 16) Total current assets NON-CURRENT ASSETS Financial assets at fair value through other comprehensive income - non-current (Notes 7 and 30) Investments accounted for using the equity method (Notes 11 and 30) Property, plant and equipment (Notes 12, 30 and 31) Right-of-use assets (Note 13 and 29) Investment properties (Notes 14 and 30) Intangible assets (Note 15) Deferred tax assets (Note 23) Net defined benefit assets (Note 19) Other non-current assets (Notes 16 and 29) Total non-current assets TOTAL LIABILITIES AND EQUITY CURRENT LIABILITIES Short-term borrowings (Notes 17 and 30) Short-term bills payable (Note 17) Contract liabilities - current (Note 21) Trade payables Trade payables to related parties (Note 29) Other payables (Notes 18 and 29) Current tax liabilities (Note 23) Lease liabilities - current (Notes 13 and 29) Advance receipts (Note 29) Current portion of long-term borrowings (Notes 17 and 30) Other current liabilities (Notes 18 and 29) Total current liabilities NON-CURRENT LIABILITIES Long-term borrowings (Notes 17 and 30) Deferred tax liabilities (Note 23) Lease liabilities - non-current (Notes 13 and 29) Other non-current liabilities (Notes 18 and 29) Total non-current liabilities Total liabilities EQUITY Share capital Ordinary shares Capital surplus Retained earnings Legal reserve Special reserve Unappropriated earnings Total retained earnings Other equity Treasury shares Total equity TOTAL |
2021 Amount % $ 965,361 1 25,508 - 556,103 1 91,986 - 280,143 - 406,593 1 236,804 - 8,686 - 2,571,184 3 2,903,935 4 21,086,222 27 17,627,670 22 23,901,501 31 9,067,580 12 59,660 - 80,496 - 196,701 - 514,881 1 75,438,646 97 $ 78,009,830 100 $ 4,800,000 6 1,549,515 2 3,938,860 5 4,237,424 6 50,629 - 1,664,367 2 101,329 - 945,167 1 202,282 1 - - 160,013 - 17,649,586 23 13,949,720 18 2,132,730 2 13,145,744 17 83,420 - 29,311,614 37 46,961,200 60 14,169,406 18 3,340,982 4 3,611,319 5 2,619,569 3 2,216,433 3 8,447,321 11 5,188,031 7 (97,110) - 31,048,630 40 $ 78,009,830 100 |
2020 | ||
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| Amount % $ 812,706 1 25,424 - 246,868 - 75,243 - 255,872 1 353,129 1 247,525 - 60,981 - 2,077,748 3 2,845,620 4 20,054,557 26 18,176,915 23 24,929,817 32 9,023,303 11 69,628 - 80,218 - 205,863 - 562,571 1 75,948,492 97 $ 78,026,240 100 $ 4,650,000 6 2,449,280 3 3,202,942 4 3,822,290 5 49,983 - 1,827,132 3 111,095 - 941,237 1 243,905 - 299,933 1 128,603 - 17,726,400 23 12,999,828 16 2,183,467 3 13,844,089 18 78,536 - 29,105,920 37 46,832,320 60 14,169,406 18 3,338,791 4 3,424,615 4 2,709,263 4 2,695,084 3 8,828,962 11 4,953,871 7 (97,110) - 31,193,920 40 $ 78,026,240 100 |
The accompanying notes are an integral part of the financial statements.
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FAR EASTERN DEPARTMENT STORES, LTD.
STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)
| OPERATING REVENUE (Notes 21 and 29) OPERATING COSTS (Notes 10, 22 and 29) GROSS PROFIT OPERATING EXPENSES (Notes 22 and 29) Selling and marketing expenses General and administrative expenses Expected credit loss Total operating expenses OPERATING PROFIT NON-OPERATING INCOME AND EXPENSES Interest income (Note 22) Other income (Note 22) Other gains and losses (Notes 22 and 29) Finance costs (Notes 22 and 29) Share of profit of subsidiaries and associates accounted for using the equity method Total non-operating income and expenses PROFIT BEFORE INCOME TAX INCOME TAX EXPENSE (Note 23) NET PROFIT FOR THE YEAR OTHER COMPREHENSIVE INCOME (LOSS) (Notes 19, 20 and 23) Items that will not be reclassified subsequently to profit or loss: Remeasurement of defined benefit plans Unrealized (loss) gain on investments in equity instruments at fair value through other comprehensive income |
2021 Amount % $ 10,013,982 100 3,918,627 39 6,095,355 61 374,713 4 3,973,921 40 2,535 - 4,351,169 44 1,744,186 17 130 - 201,956 2 (342,600) (3) (438,433) (4) 221,348 2 (357,599) (3) 1,386,587 14 178,487 2 1,208,100 12 (30,278) - 58,315 - |
2020 | ||
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| Amount % $ 11,037,055 100 4,405,831 40 6,631,224 60 355,331 3 4,288,347 39 801 - 4,644,479 42 1,986,745 18 933 - 181,578 2 65,005 - (466,377) (4) 462,395 4 243,534 2 2,230,279 20 291,140 2 1,939,139 18 (71,053) (1) (255,429) (2) (Continued) |
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FAR EASTERN DEPARTMENT STORES, LTD.
STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)
| Share of other comprehensive (loss) income of subsidiaries and associates accounted for using the equity method Income tax relating to items that will not be reclassified subsequently to profit or loss Items that may be reclassified subsequently to profit or loss: Share of other comprehensive income (loss) of subsidiaries and associates accounted for using the equity method Other comprehensive (loss) income for the year, net of income tax TOTAL COMPREHENSIVE INCOME FOR THE YEAR EARNINGS PER SHARE, NT$ (Note 24) Basic Diluted |
2021 Amount % $ 171,943 2 6,055 - 206,035 2 (2,981) - (2,981) - 203,054 2 $ 1,411,154 14 $ 0.86 $ 0.86 |
2020 | ||
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| Amount % $ (109,861) (1) 14,211 - (422,132) (4) 8,734 - 8,734 - (413,398) (4) $ 1,525,741 14 $ 1.38 $ 1.37 |
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| $ | $ | |||
The accompanying notes are an integral part of the financial statements.
(Concluded)
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FAR EASTERN DEPARTMENT STORES, LTD.
STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020 (In Thousands of New Taiwan Dollars)
| BALANCE AT JANUARY 1, 2020 Appropriation of 2019 earnings Legal reserve Special reserve Cash dividends Net profit for the year ended December 31, 2020 Other comprehensive income (loss) for the year ended December 31, 2020, net of income tax Total comprehensive income (loss) for the year ended December 31, 2020 Adjustments resulting from investments in associates accounted for using the equity method Disposal of investments in equity instruments designated as at fair value through other comprehensive income by associates BALANCE AT DECEMBER 31, 2020 Appropriation of 2020 earnings Legal reserve Special reverse Cash dividends Net profit for the year ended December 31, 2021 Other comprehensive income (loss) for the year ended December 31, 2021, net of income tax Total comprehensive income (loss) for the year ended December 31, 2021 Adjustments resulting from investments in associates accounted for using the equity method Disposal of investments in equity instruments designated as at fair value through other comprehensive income by subsidiary BALANCE AT DECEMBER 31, 2021 |
Share Capital Capital Surplus (Note 20) (Note 20) $ 14,169,406 $ 3,327,466 - - - - - - - - - - - - - - - 11,325 - - 14,169,406 3,338,791 - - - - - - - - - - - - - - - 2,191 - - $ 14,169,406 $ 3,340,982 |
Retained Earnings (Notes 19, 20 and 23) Unappropriated Legal Reserve Special Reserve Earnings $ 3,298,695 $ 2,865,351 $ 1,931,429 125,920 - (125,920) - (156,088) 156,088 - - (1,133,552) 125,920 (156,088) (1,103,384) - - 1,939,139 - - (71,064) - - 1,868,075 - - - - - (1,036) 3,424,615 2,709,263 2,695,084 186,704 - (186,704) - (89,694) 89,694 - - (1,558,635) 186,704 (89,694) (1,655,645) - - 1,208,110 - - (27,314) - - 1,180,786 - - - - - (3,792) $ 3,611,319 $ 2,619,569 $ 2,216,433 |
Other Equity (Note 20) Unrealized Gain Exchange Differences on (Loss) on Financial Translating the Assets at Fair Financial Value Through Statements of Other Foreign Comprehensive Gain on Property Treasury Shares Operations Income Revaluation (Note 20) $ 65,325 $ 3,058,874 $ 2,170,970 $ (97,110) - - - - - - - - - - - - - - - - - - - - 3,225 (345,559) - - 3,225 (345,559) - - - - - - - 1,036 - - 68,550 2,714,351 2,170,970 (97,110) - - - - - - - - - - - - - - - - - - - - (2,615) 226,789 6,194 - (2,615) 226,789 6,194 - - - - - - 3,792 - - $ 65,935 $ 2,944,932 $ 2,177,164 $ (97,110) |
Total Equity $ 30,790,406 - - (1,133,552) (1,133,552) 1,939,139 (413,398) 1,525,741 11,325 - 31,193,920 - - (1,558,635) (1,558,635) 1,208,100 203,054 1,411,154 2,191 - $ 31,048,630 |
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The accompanying notes are an integral part of the financial statements.
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FAR EASTERN DEPARTMENT STORES, LTD.
STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020 (In Thousands of New Taiwan Dollars)
| CASH FLOWS FROM OPERATING ACTIVITIES Profit before income tax Adjustments for: Depreciation expense Amortization expense Expected credit loss recognized on receivables Amortization of prepayments Finance costs Share of profit of subsidiaries and associates accounted for using the equity method Interest income Dividend income Loss on disposal of property, plant and equipment Loss on disposal of investment properties Impairment loss of non-financial assets Gain on changes in fair value of investment properties Concession on lease liabilities Net changes in operating assets and liabilities Notes receivable Trade receivables Trade receivables from related parties Other receivables Inventories Prepayments Other current assets Contract liabilities Notes payable and trade payables Trade payables from related parties Other payables Advance receipts Other current liabilities Net defined benefit liabilities Cash generated from operations Interest paid Interest received Dividends received Income tax paid Net cash generated from operating activities CASH FLOWS FROM INVESTING ACTIVITIES Purchase of financial assets at amortized cost Proceeds from sale of financial assets at amortized cost Acquisition of investments accounted for using the equity method Payments for property, plant and equipment |
2021 $ 1,386,587 1,972,608 42,530 2,535 1,721 438,433 (221,348) (130) (201,956) 2,199 335 437,462 (42,435) (170,191) - (311,850) (16,743) (24,191) (53,464) 10,721 52,295 735,918 415,134 646 22,485 29,475 31,410 (21,116) 4,519,070 (411,284) 130 625,330 (233,213) 4,500,033 (25,508) 25,424 (1,500,000) (572,647) |
2020 $ 2,230,279 2,034,760 50,182 801 1,576 466,377 (462,395) (933) (181,578) 5,157 116 6,307 (19,544) (113,828) 3 98,078 4,291 23,407 159,847 (31,839) 3,826 178,416 210,254 (6,960) 31,563 145,551 (25,885) (42,881) 4,764,948 (445,758) 933 321,015 (296,462) 4,344,676 (25,424) 25,271 - (760,367) (Continued) |
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FAR EASTERN DEPARTMENT STORES, LTD.
STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020 (In Thousands of New Taiwan Dollars)
| Proceeds from disposal of property, plant and equipment Payments for investment properties Increase in other non-current assets Acquisition of right-of-use assets Payments for intangible assets Net cash used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from short-term borrowings Repayments of short-term borrowings Proceeds from short-term bills payable Repayments of short-term bills payable Proceeds from long-term borrowings Repayments of long-term borrowings Repayment of the principal portion of lease liabilities Increase (decrease) in other non-current liabilities Dividends paid Net cash used in financing activities NET INCREASE IN CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS, BEGINNING OF THE YEAR CASH AND CASH EQUIVALENTS, END OF THE YEAR |
2021 $ 89 (2,177) 46,642 (117,836) (22,465) (2,168,478) 58,270,000 (58,120,000) 12,916,598 (13,816,363) 133,249,959 (132,600,000) (527,684) 4,884 (1,556,294) (2,178,900) 152,655 812,706 $ 965,361 |
2020 $ 484 (6,819) (55,669) (97,504) (27,035) (947,063) 73,550,000 (73,900,000) 26,283,806 (26,333,838) 111,250,004 (112,250,000) (570,201) (21,978) (1,131,061) (3,123,268) 274,345 538,361 $ 812,706 |
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The accompanying notes are an integral part of the financial statements.
(Concluded)
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NOTES TO FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
FAR EASTERN DEPARTMENT STORES, LTD.
1. GENERAL INFORMATION
Far Eastern Department Stores, Ltd. (the “Company” or “FEDS”) was incorporated in the Republic of China (ROC) in August 31, 1967 and operates a nationwide chain of department stores. The Company’s shares have been listed on the Taiwan Stock Exchange since October 11, 1978.
The financial statements are presented in the Company’s functional currency, the New Taiwan dollar.
2. APPROVAL OF FINANCIAL STATEMENTS
The financial statements were approved by the Company’s board of directors on March 4, 2022.
3. APPLICATION OF NEW, AMENDED AND REVISED STANDARDS AND INTERPRETATIONS
- a. Initial application of the amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) (collectively, the “IFRSs”) endorsed and issued into effect by the Financial Supervisory Commission (FSC)
Except for the following, the initial application of the amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the IFRSs endorsed and issued into effect by the FSC did not have any material impact on the Company’s accounting policies:
Amendment to IFRS 16 “Covid-19 - Related Rent Concessions beyond 30 June 2021”
The Company elected to apply the amendment that extends the availability of the practical expedient to lease payments due on or before June 30, 2022. Refer to Note 4 for the relevant accounting policies of the practical expedient.
The Company applies the amendment from January 1, 2021
- b. The IFRSs endorsed by the FSC for application starting from 2022
New IFRSs
“Annual Improvements to IFRS Standards 2018-2020” Amendments to IFRS 3 “Reference to the Conceptual Framework” Amendments to IAS 16 “Property, Plant and Equipment - Proceeds before Intended Use”
Effective Date Announced by IASB January 1, 2022 (Note 1) January 1, 2022 (Note 2) January 1, 2022 (Note 3)
Amendments to IAS 37 “Onerous Contracts - Cost of Fulfilling a January 1, 2022 (Note 4) Contract”
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Note 1: The amendments to IFRS 9 will be applied prospectively to modifications and exchanges of financial liabilities that occur on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IAS 41 “Agriculture” will be applied prospectively to the fair value measurements on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IFRS 1 “First-time Adoptions of IFRSs” will be applied retrospectively for annual reporting periods beginning on or after January 1, 2022.
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Note 2: The amendments are applicable to business for which the acquisition date is on or after the beginning of the annual reporting period beginning on or after January 1, 2022.
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Note 3: The amendments are applicable to property, plant and equipment that are brought to the location and condition necessary for them to be capable of operating in the manner intended by management on or after January 1, 2021.
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Note 4: The amendments are applicable to contracts for which the entity has not yet fulfilled all its obligations on January 1, 2022.
As of the date the financial statements were authorized for issue, the Company has assessed that the application of other standards and interpretations will not have a material impact on the Company’s financial position and financial performance.
- c. IFRSs that have been issued by the International Accounting Standards Board (IASB) but not yet endorsed and issued into effect by the FSC
| New IFRSs Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets between an Investor and its Associate or Joint Venture” IFRS 17 “Insurance Contracts” Amendments to IFRS 17 Amendments to IFRS 17 “Initial Application of IFRS 9 and IFRS 17 - Comparative Information” Amendments to IAS 1 “Classification of Liabilities as Current or Non-current” Amendments to IAS 1 “Disclosure of Accounting Policies” Amendments to IAS 8 “Definition of Accounting Estimates” Amendments to IAS 12 “Deferred income tax related to assets and liabilities arising from one single transaction” |
Effective Date Announced by IASB (Note 1) |
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| To be determined by IASB January 1, 2023 January 1, 2023 January 1, 2023 January 1, 2023 January 1, 2023 (Note 2) January 1, 2023 (Note 3) January 1, 2023 (Note 4) |
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Note 1: Unless stated otherwise, the above New IFRSs are effective for annual reporting periods beginning on or after their respective effective dates.
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Note 2: The amendments will be applied prospectively for annual reporting periods beginning on or after January 1, 2023.
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Note 3: The amendments are applicable to changes in accounting estimates and changes in accounting policies that occur on or after the beginning of the annual reporting period beginning on or after January 1, 2023.
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Note 4: Except for deferred taxes that will be recognized on January 1, 2022 for temporary differences associated with leases and decommissioning obligations, the amendments will be applied prospectively to transactions that occur on or after January 1, 2022.
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1) Amendments to IAS 1 “Classification of Liabilities as Current or Non-current”
The amendments clarify that for a liability to be classified as non-current, the Company shall assess whether it has the right at the end of the reporting period to defer settlement of the liability for at least twelve months after the reporting period. If such rights are in existence at the end of the reporting period, the liability is classified as non-current regardless of whether the Company will exercise that right. The amendments also clarify that, if the right to defer settlement is subject to compliance with specified conditions, the Company must comply with those conditions at the end of the reporting period even if the lender does not test compliance until a later date.
The amendments stipulate that, for the purpose of liability classification, the aforementioned settlement refers to a transfer of cash, other economic resources or the Company’s own equity instruments to the counterparty that results in the extinguishment of the liability. However, if the terms of a liability that could, at the option of the counterparty, result in its settlement by a transfer of the Company’s own equity instruments, and if such option is recognized separately as equity in accordance with IAS 32 “Financial Instruments: Presentation”, the aforementioned terms would not affect the classification of the liability.
- 2) Amendments to IAS 1 “Disclosure of Accounting Policies”
The amendments specify that the Company should refer to the definition of material to determine its material accounting policy information to be disclosed. Accounting policy information is material if it can reasonably be expected to influence decisions that the primary users of general purpose financial statements make on the basis of those financial statements. The amendments also clarify that:
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Accounting policy information that relates to immaterial transactions, other events or conditions is immaterial and need not be disclosed.
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The Company may consider the accounting policy information as material because of the nature of the related transactions, other events or conditions, even if the amounts are immaterial; and
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Not all accounting policy information related to material transactions, other events or conditions are themselves material.
The amendments also illustrate that accounting policy information is likely to be considered as material to the financial statements if that information relates to material transactions, other events or conditions and:
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a) The Company changed its accounting policy during the reporting period and this change resulted in a material change to the information in the financial statements;
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b) The Company chose the accounting policy from options permitted by the standards;
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c) The accounting policy was developed in accordance with IAS 8 “Accounting Policies, Changes in Accounting Estimates and Errors” in the absence of an IFRS that specifically applies;
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d) The accounting policy relates to an area for which the Company is required to make significant judgements or assumptions in applying an accounting policy, and the Company discloses those judgements or assumptions; or
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e) The accounting is complex and users of the financial statements would otherwise not understand those material transactions, other events or conditions.
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3) Amendments to IAS 8 “Definition of Accounting Estimates”
The amendments define that accounting estimates are monetary amounts in financial statements that are subject to measurement uncertainty. In applying accounting policies, the Company may be required to measure items at monetary amounts that cannot be observed directly and must instead be estimated. In such a case, the Company uses measurement techniques and inputs to develop accounting estimates to achieve the objective. The effects on an accounting estimate of a change in a measurement technique or a change in an input are changes in accounting estimates unless they result from the correction of prior period errors.
- 4) Amendments to IAS 12 “Deferred Tax related to Assets and Liabilities arising from a Single Transaction”
The amendments clarify that the initial recognition exemption under IAS 12 does not apply to transactions in which equal taxable and deductible temporary differences arise on initial recognition. The Company will recognize a deferred tax asset (to the extent that it is probable that taxable profit will be available against which the deductible temporary difference can be utilized) and a deferred tax liability for all deductible and taxable temporary differences associated with leases and decommissioning obligations on January 1, 2022, and recognize the cumulative effect of initial application in retained earnings at that date. The Company will apply the amendments prospectively to transactions other than leases and decommissioning obligations that occur on or after January 1, 2022.
Except for the above impact, as of the date the financial statements were authorized for issue, the Company is continuously assessing the possible impact that the application of other standards and interpretations will have on the Company’s financial position and financial performance and will disclose the relevant impact when the assessment is completed.
4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
- a. Statement of compliance
The parent company only financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers (the “Regulations”).
- b. Basis of preparation
The financial statements have been prepared on the historical cost basis except for financial instruments and investment properties 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 the plan assets.
The fair value measurements, which are grouped into Levels 1 to 3 based on the degree to which the fair value measurement inputs are observable and based on the significance of the inputs to the fair value measurement in its entirety, are described as follows:
-
1) Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities;
-
2) Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for an asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices); and
-
3) Level 3 inputs are unobservable inputs for the asset or liability.
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When preparing the Company’s financial statements, the Company used the equity method to account for its investments in subsidiaries and associates. In order for the amounts of the net profit for the year, other comprehensive income for the year and total equity in the parent company only financial statements to be the same with the amounts attributable to the owner of the Company in its consolidated financial statements, adjustments arising from the differences in accounting treatment between the parent company only basis and consolidated basis were made to investments accounted for using the equity method, share of profit or loss of subsidiaries and associates accounted for using the equity method, share of other comprehensive income of subsidiaries and associates accounted for using the equity method and related equity items, as appropriate, in the Company’s financial statements.
- c. Classification of current and non-current assets and liabilities
Current assets include:
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Assets held primarily for the purpose of trading;
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Assets expected to be realized within 12 months after the reporting period; and
-
Cash and cash equivalents unless the asset is restricted from being exchanged or used to settle a liability for at least 12 months after the reporting period.
Current liabilities include:
-
Liabilities held primarily for the purpose of trading;
-
Liabilities due to be settled within 12 months after the reporting period, even if an agreement to refinance, or to reschedule payments, on a long-term basis is completed after the reporting period and before the financial statements are authorized for issue; and
-
Liabilities for which the Company does not have an unconditional right to defer settlement for at least 12 months after the reporting period. Terms of a liability that could, at the option of the counterparty, result in its settlement by the issue of equity instruments do not affect its classification.
Assets and liabilities that are not classified as current are classified as non-current.
- d. Foreign currencies
In preparing the Company’s financial statements, transactions in currencies other than Company’s functional currency (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 at that date. Exchange differences on monetary items arising from settlement or translation are recognized in profit or loss in the period.
Non-monetary items that are measured at historical cost in a foreign currency are not retranslated.
For the purposes of presenting the Company’s financial statements, the assets and liabilities of the Company’s foreign operations (including the subsidiaries and associates in other countries or subsidiaries which use currencies that are different from the Company) are translated into New Taiwan dollars using exchange rates prevailing at the end of each reporting period. Income and expense items are translated at the average exchange rates for the period. Exchange differences arising are recognized in other comprehensive income.
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e. Inventories
Inventories are stated at the lower cost or net realizable value, using the retail method. Inventories are recorded at the weighted-average cost on the balance sheet date. Net realizable value is the estimated selling price of inventories less all estimated costs of completion and costs necessary to make the sale.
f. Investments in subsidiaries
The Company uses the equity method of accounting to recognize its investments in subsidiaries. A subsidiary is an entity that is controlled by the Company.
Under the equity method, an investment in a subsidiary is initially recognized at cost and is adjusted thereafter to recognize the Company’s share of the profit or loss and other comprehensive income of the subsidiary. In addition, the Company recognizes the changes in the Company’s share of equity of subsidiaries attributable to the Company.
Changes in the Company’s ownership interests in subsidiaries that do not result in the Company losing control over the subsidiaries are accounted for as equity transactions. Any difference between the carrying amounts of the Company’s interests and the fair value of the consideration paid or received is recognized directly in equity.
When the Company’s share of losses of a subsidiary equals or exceeds its interest in that subsidiary (which includes any carrying amount of the investment in the subsidiary accounted for using the equity method and long-term interests that, in substance for part of the Company’s net investment in the subsidiary), the proportionate share of losses is recognized.
Any excess of the cost of acquisition over the Company’s share of the net fair value of the identifiable assets and liabilities of a subsidiary at the date of acquisition is recognized as goodwill, which is included within the carrying amount of the investment and is not amortized. Any excess of the Company’s share of the fair value of the net identifiable assets and liabilities over the cost of the acquisition is recognized immediately in profit or loss.
The Company assesses its investment for any impairment by comparing the carrying amount with the estimated recoverable amount as assessed based on the investee’s financial statements as a whole. Impairment loss is recognized when the carrying amount exceeds the recoverable amount. If the recoverable amount of the investment subsequently increases, the Company recognizes a reversal of the impairment loss; the adjusted post-reversal carrying amount should not exceed the carrying amount that would have been recognized (net of amortization or depreciation) had no impairment loss been recognized in prior years. An impairment loss recognized on goodwill cannot be reversed in a subsequent period.
When the Company loses control of a subsidiary, it recognizes the investment retained in the former subsidiary at its fair value at the date control is lost. The difference between the fair value of the retained investment plus any consideration received and the carrying amount of the previous investment at the date when control is lost is recognized as a gain or loss in profit or loss. Besides, the Company accounts for all amounts previously recognized in other comprehensive income in relation to that subsidiary on the same basis as would be required if the Company had directly disposed of the related assets or liabilities.
Profits and losses from downstream transactions with a subsidiary are eliminated in full in the Company’s financial statements. Profits and losses resulting from upstream transactions and transactions between subsidiaries are recognized in the parent company only financial statements only to the extent of interests in the subsidiaries that are not related to the Company.
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g. Investments in associates
An associate is an entity over which the Company has significant influence and that is neither a subsidiary nor an interest in a joint venture. The Company uses the equity method of accounting to recognize its investments in associates.
Under the equity method, an investment in an associate is initially recognized at cost and is adjusted thereafter to recognize the Company’s share of the profit or loss and other comprehensive income of the associate. The Company also recognizes the changes in the Company’s share of the equity of associates attributable to the Company.
When the Company subscribes for additional new shares of the associate, at a percentage different from its existing ownership percentage, the resulting carrying amount of the investment differs from the amount of the Company’s proportionate interest in the associate. The Company records such a difference as an adjustment to investments with the corresponding amount charged or credited to capital surplus. If the Company’s ownership interest is reduced due to the additional subscription of new shares of the associate, the proportionate amount of the gains or losses previously recognized in other comprehensive income in relation to that associate is reclassified to profit or loss on the same basis as would be required if the investee had directly disposed of the related assets or liabilities. When the adjustment should be debited to capital surplus, but the capital surplus recognized from investments accounted for using the equity method is insufficient, the shortage is debited to retained earnings.
When the Company’s share of losses of an associate equals or exceeds its interest in that associate (which includes any carrying amount of the investment accounted for using the equity method and long-term interests that, in substance, form part of the Company’s net investment in the associate), the Company discontinues recognizing its share of further losses. Additional losses and liabilities are recognized only to the extent that the Company has incurred legal obligations, or constructive obligations, or made payments on behalf of that associate.
The entire carrying amount of the investment (including goodwill) is tested for impairment as a single asset by comparing its recoverable amount with its carrying amount. Any impairment loss recognized forms part of the carrying amount of the investment. Any reversal of that impairment loss is recognized to the extent that the recoverable amount of the investment subsequently increases.
The Company discontinues the use of the equity method from the date on which its investment in the associate ceases. Any retained investment is measured at fair value at that date and the fair value is regarded as its fair value on initial recognition as a financial asset. The difference between the previous carrying amount of the associate attributable to the retained interest and its fair value is included in the determination of the gain or loss on the disposal of the associate. The Company accounts for all amounts previously recognized in other comprehensive income in relation to that associate on the same basis as would be required if that associate had directly disposed of the related assets or liabilities.
When the Company transacts with its associate, profits and losses resulting from the transactions with the associate are recognized in the Company’s financial statements only to the extent of interests in the associate that are not related to the Company.
- h. Property, plant and equipment
Property, plant and equipment are initially measured at cost and subsequently measured at cost less accumulated depreciation and accumulated impairment loss.
Property, plant and equipment in the course of construction are measured at cost, less any recognized impairment loss. Cost includes professional fees and borrowing costs eligible for capitalization. Such properties are depreciated and classified to the appropriate categories of property, plant and equipment when completed and ready for their intended use.
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The depreciation of property, plant and equipment is recognized using the straight-line method. Each significant part is depreciated separately. The estimated useful lives, residual values and depreciation method are reviewed at the end of each reporting period, with the effect of any changes in estimate accounted for on a prospective basis.
On derecognize the asset of property, plant and equipment, the difference between the net disposal proceeds and the carrying amount of the asset is included in profit or loss for the year.
- i. Investment properties
Investment properties are properties held to earn long-term rental profit and/or capital gain (including properties that are qualified as investment properties and under construction). Investment properties also include land in which the intended use has yet to be determined.
Freehold investment properties are measured initially at cost, including transaction costs. All investment properties are subsequently measured using the fair value model. Changes in the fair value of investment properties are included in profit or loss for the period in which they arise.
Investment properties under construction, of which the fair value is not reliably measurable, are measured at cost less accumulated impairment loss until such time as either the fair value becomes reliably measurable or construction is completed (whichever comes earlier).
For a transfer of classification from investment properties to property, plant and equipment, the deemed cost of an item of property for subsequent accounting is its fair value at the commencement at the commencement of owner-occupation.
For a transfer of classification from property, plant and equipment to investment property at the end of owner-occupation, any difference between the fair value of the property at the transfer date and its previous carrying amount is recognized in other comprehensive income.
To derecognize an investment property, the difference between the net disposal proceeds and the carrying amount of the asset is included in profit or loss for the year.
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j. Intangible assets
-
1) Intangible assets acquired separately
Intangible assets with finite useful lives that are acquired separately are initially measured at cost and subsequently measured at cost less accumulated amortization and accumulated impairment loss. Amortization is recognized on a straight-line basis during their expected useful lives. The estimated useful lives, residual values, and amortization method are reviewed at the end of each reporting period with the effect of any changes in estimates accounted for on a prospective basis.
- 2) Derecognition of intangible assets
On derecognition of an intangible asset, the difference between the net disposal proceeds and the carrying amount of the asset is recognized in profit or loss for the year.
- k. Impairment of property, plant and equipment, right-of-use assets and intangible assets
At the end of each reporting period, the Company reviews for any indications of impairment loss pertaining to the property, plant and equipment, right-of-use assets and intangible assets. If any such indication exists, the recoverable amount of the asset is estimated. When it is not possible 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. Corporate assets are allocated to the smallest group of cash-generating units for which a reasonable and consistent allocation basis can be identified.
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The recoverable amount is the higher of fair value less costs to sell and value in use. If the recoverable amount of an asset or cash-generating unit is estimated to be less than its carrying amount, the carrying amount of the asset or cash-generating unit is reduced to its recoverable amount. The impairment loss is recognized in profit or loss.
When an impairment loss is subsequently reversed, the carrying amount of the asset or cash-generating unit is increased to the revised estimate of its recoverable amount, but only to the extent of the carrying amount (deducting amortization or depreciation) 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.
l. Financial instruments
Financial assets and financial liabilities are recognized when the Company becomes a party to the contractual provisions of the instruments.
Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issuance of financial assets and financial liabilities are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at FVTPL are recognized immediately in 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 are classified into the following categories: Financial assets at FVTPL, financial assets at amortized cost and investments in debt instruments and equity instruments at FVTOCI.
- i. Financial assets at amortized cost
Financial assets that meet the following conditions are subsequently measured at amortized cost:
-
i) The financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows; and
-
ii) The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
Subsequent to initial recognition, financial assets at amortized cost (including cash, cash equivalents, accounts receivable at amortized cost and refundable deposits) are measured at the carrying amount determined by the effective interest method less any impairment loss. Any exchange differences are recognized in profit or loss. Interest income is calculated by applying the effective interest rate to the gross carrying amount of such a financial asset.
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19 -
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ii. Investments in equity instruments at FVTOCI
Investments in equity instruments at FVTOCI are subsequently measured at fair value with gains and losses arising from changes in fair value recognized in other comprehensive income and accumulated in other equity. The cumulative gain or loss will not be reclassified to profit or loss on disposal of the equity investments; instead, it will be transferred to retained earnings.
Dividends on these investments in equity instruments are recognized in profit or loss when the Company’s right to receive the dividends is established, unless the dividends clearly represent a recovery of part of the cost of the investment.
- b) Impairment of financial assets and contract assets
The Company recognizes a loss allowance for expected credit losses on financial assets at amortized cost (including trade receivables).
The Company always recognizes lifetime expected credit losses (ECLs) for trade receivables. For all other financial instruments, the Company recognizes lifetime ECLs when there has been a significant increase in credit risk since initial recognition. If, on the other hand, the credit risk on a financial instrument has not increased significantly since initial recognition, the Company measures the loss allowance for that financial instrument at an amount equal to 12-month ECLs.
Expected credit losses reflect the weighted average of credit losses with the respective risks of default occurring as the weights. Lifetime ECLs represent the expected credit losses that will result from all possible default events over the expected life of a financial instrument. In contrast, 12-month ECLs represent the portion of lifetime ECLs that is expected to result from default events on a financial instrument that are possible within 12 months after the reporting date.
Without taking the collateral held into consideration, pertinent to the objectives of the credit risk management, the Company determines that a default has occurred for a financial asset when internal or external information indicates that the borrower can no longer repay the liability, unless there is reasonable and substantiated information to recognize the default later.
The impairment loss of all financial assets is recognized in profit or loss by a reduction in their carrying amounts through a loss 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 it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another party.
On derecognition of a financial asset at amortized cost in its entirety, the difference between the asset’s carrying amount and the sum of the consideration received and receivable is recognized in profit or loss. On derecognition of an investment in an equity instrument at FVTOCI, the difference between the asset’s carrying amount and the sum of the consideration received and receivable is recognized in profit or loss, and the cumulative gain or loss which had been recognized in other comprehensive income is transferred directly to retained earnings, without recycling through profit or loss.
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2) Financial liabilities
- a) Subsequent measurement
All financial liabilities are measured at amortized cost using the effective interest method.
- b) Derecognition of financial liabilities
The difference between the carrying amount of a financial liability derecognized and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognized in profit or loss.
m. Revenue recognition
The Company identifies contracts with customers, allocates the transaction price to the performance obligations and recognizes revenue when performance obligations are satisfied.
Revenue from the sale of goods are recognized as revenue when the goods are shipped or delivered because it is the time when the customer has full discretion over the manner of distribution and price to sell the goods, has the primary responsibility for sales to future customers and bears the risks of obsolescence. Trade receivables are recognized concurrently.
When the other party participates in providing goods or services to customers, the Company obtains control of the specified goods or services before they are transferred to the customers and, therefore, is acting as a principal in the transaction. On the contrary, the other party is acting as an agent. As the principal, the total amount of the consideration that is expected to be obtained in exchange for the transfer of goods or services is recognized as income. As an agent, the amount of any fees or commissions that the other party expected to obtain in exchange for the provision of goods or services, recognized as income. The charge or commission of the Company may be the net amount of the consideration. The income retained by the Company in exchange for goods or services is the amount retained after payment to the other party.
The Company offers award credits which can be used for future purchases when the customer shops (customer loyalty program). The award credits provide a material right to the customer. The transaction price allocated to the award credits is recognized as a contract liability when collected and will be recognized as revenue when the award credits are redeemed or have expired.
n. Leases
At the inception of a contract, the Company assesses whether the contract is, or contains, a lease.
1) The Company as lessor
Leases are classified as finance leases whenever the terms of a lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases.
Lease payments (less any lease incentives payable) from operating leases are recognized as income on a straight-line basis over the terms of the relevant leases. Initial direct costs incurred in obtaining operating leases are added to the carrying amounts of the underlying assets and recognized as expenses on a straight-line basis over the lease terms.
Variable lease payments that do not depend on an index or a rate are recognized as income in the periods in which they are incurred.
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When a lease includes both land and building elements, the Company assesses the classification of each element separately as a finance or an operating lease based on the assessment as to whether substantially all the risks and rewards incidental to ownership of each element have been transferred to the lessee. The lease payments are allocated between the land and the building elements in proportion to the relative fair values of the leasehold interests in the land element and building element of the lease at the inception of a contract. If the allocation of the lease payments can be made reliably, each element is accounted for separately in accordance with its lease classification. When the lease payments cannot be allocated reliably between the land and building elements, the entire lease is generally classified as a finance lease unless it is clear that both elements are operating leases; in which case, the entire lease is classified as an operating lease.
- 2) The Company as lessee
The Company recognizes right-of-use assets and lease liabilities for all leases at the commencement date of a lease, except for short-term leases and low-value asset leases accounted for applying a recognition exemption where lease payments are recognized as expenses on a straight-line basis over the lease terms.
Right-of-use assets are initially measured at cost, which comprises the initial measurement of lease liabilities adjusted for lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs needed to restore the underlying assets, and less any lease incentives received. Right-of-use assets are subsequently measured at cost less accumulated depreciation and impairment losses and adjusted for any remeasurement of the lease liabilities.
Right-of-use assets are depreciated using the straight-line method from the commencement dates to the earlier of the end of the useful lives of the right-of-use assets or the end of the lease terms.
Lease liabilities are initially measured at the present value of the lease payments, which comprise fixed payments, in-substance fixed payments, variable lease payments which depend on an index or a rate, less any lease incentives receivable. The lease payments are discounted using the interest rate implicit in a lease, if that rate can be readily determined. If that rate cannot be readily determined, the Company uses the lessee’s incremental borrowing rate.
Subsequently, lease liabilities are measured at amortized cost using the effective interest method, with interest expense recognized over the lease terms. When there is a change in a lease term, or a change in future lease payments resulting from a change in an index or a rate used to determine those payments, the Company remeasures the lease liabilities with a corresponding adjustment to the right-of-use-assets. However, if the carrying amount of the right-of-use assets is reduced to zero, any remaining amount of the remeasurement is recognized in profit or loss. Lease liabilities are presented on a separate line in the balance sheets.
The Company and the lessor conducted rent negotiations directly related to COVID-19 and adjusted the rent due before June 30, 2022, resulting in a decrease in rent. These negotiations did not significantly change other lease terms. The Company chooses to adopt a practical and expedient approach to all rent negotiations that meet the aforementioned conditions. It does not assess whether the negotiation is a lease modification, but recognizes a reduction of lease payment in the profit or loss when the concession event or situation occurs (accounted for as a deduction in variable lease payments) and reduces the lease liability accordingly.
Variable lease payments that do not depend on an index or a rate are recognized as expenses in the periods in which they are incurred.
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o. Borrowing costs
Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets are added to the cost of those 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 expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalization.
Other than that which is stated above, all other borrowing costs are recognized in profit or loss in the period in which they are incurred.
p. Government subsides
The government subsidies are recognized when there is reasonable assurance that the Group will comply with the conditions attached to the subsidies, and the grants will be received.
If the nature of the government subsidies is to compensate for the expenses incurred by the Group or as a form of financial support to the Group and not related to the related future expenses, the government subsidies shall be recognized in the profit or loss when received.
q. Retirement benefit costs
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 the defined benefit retirement benefit plans are determined using the projected unit credit method. Service cost and net interest on the net defined benefit assets are recognized as employee benefits expenses when the plan amendment or curtailment occurs. Remeasurement, comprising actuarial gains and losses (the effect of the changes to the asset ceiling) and the return on plan assets (excluding interest), is recognized in other comprehensive income in the period in which they occur. Remeasurement recognized in other comprehensive income (loss) is reflected immediately in retained earnings and will not be reclassified subsequently to profit or loss.
Net defined benefit assets represent the actual deficit (surplus) in the Company’s defined benefit plan. Any surplus resulting from this calculation is limited to the present value of any refunds from the plans or reductions in future contributions to the plans.
r. Taxation
Income tax expense represents the sum of the tax currently payable and deferred tax.
1) Current tax
The current payable (recoverable) income tax expense is calculated on the basis of the tax laws enacted or substantively enacted at the reporting date in the country where the Company operates and generates taxable income (loss).
According to the Income Tax Act of the ROC, the recognition of annual undistributed surplus earnings that are taxable, is subject to the resolution passed in the shareholders’ meeting.
Adjustments of prior years’ tax liabilities are added to or deducted from the current period’s income tax expenses.
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2) Deferred tax
Deferred tax is recognized on temporary differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit.
Deferred tax liabilities are generally recognized for all taxable temporary differences. Deferred tax assets are generally recognized for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilized.
Deferred tax liabilities are recognized for taxable temporary differences associated with investments in subsidiaries and associates, 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 deductible temporary differences associated with these investments are recognized only to the extent that it is probable that there will be sufficient taxable profits against which to use 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 assets to be recovered. A previously unrecognized deferred tax asset is also reviewed at the end of each reporting period and recognized to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.
Deferred tax liabilities and assets 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, 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 that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities. For investment properties that are measured using the fair value model, the carrying amounts of such assets are presumed to be recovered entirely through their sale.
- 3) Current and deferred tax for the year
Current and deferred taxes are recognized in profit or loss, except when they relate to items that are recognized in other comprehensive income, in which case, the current and deferred taxes are also recognized in other comprehensive income, respectively.
5. CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY
In the application of the Company’s accounting policies, management is required to make judgments, estimates and assumptions on the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered relevant. Actual results may differ from these estimates.
The Company considers the possible impact of the recent development of the COVID-19 in Taiwan and its economic environment implications when making its critical accounting estimates on cash flow projections, growth rate, discount rate, profitability, etc. The estimates and underlying assumptions are reviewed 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.
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Key Sources of Estimation Uncertainty
Impairment of goodwill included in the investments in subsidiaries
Determining whether the goodwill included in the investments in subsidiaries is impaired requires an estimation of the value in use of the cash-generating units which are expected to benefit from the synergies of the related combination and to which the goodwill has been allocated since the acquisition date. The calculation of the value in use requires management to estimate the future cash flows expected to arise from the cash-generating units and a suitable discount rate in order to calculate the present value. Where the actual future cash flows are less than expected, or change in facts and circumstances results in downward revision of future cash flows or upward revision of discount rate, a material impairment loss may arise. Furthermore, the estimated cash flows, growth rate and discount rate are subject to higher degree of estimation uncertainties in the current year due to uncertainty on the impact arising from potential disruptions of subsidiary’s operations and volatility in financial markets due to the evolution of COVID-19 pandemic.
6. CASH AND CASH EQUIVALENTS
| Cash on hand and revolving funds Checking accounts and demand deposits Cash equivalents Triple stimulus vouchers Quintuple stimulus vouchers |
December 31 | December 31 | |
|---|---|---|---|
| 2021 $ 36,364 906,997 - 22,000 $ 965,361 |
2020 $ 36,524 762,252 13,930 - $ 812,706 |
The market rate intervals of cash in bank at the end of the reporting period are as follows:
| Deposits in bank | December 31 |
|---|---|
| 2021 2020 0.001%-0.050% 0.001%-0.050% |
7. FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME - NON-CURRENT
| Investments in equity instruments at FVTOCI Domestic investments Listed shares and emerging market shares Unlisted shares |
December 31 | December 31 | |
|---|---|---|---|
| 2021 $ 2,799,978 103,957 $ 2,903,935 |
2020 $ 2,737,990 107,630 $ 2,845,620 |
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25 -
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a. These investments in equity instruments are not held for trading. Instead, they are held for medium to long-term strategic purposes. Accordingly, the management elected to designate these investments in equity instruments as at FVTOCI as they believe that recognizing short-term fluctuations in these investments’ fair value in profit or loss would not be consistent with the Company’s strategy of holding these investments for long-term purposes.
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b. Refer to Note 30 for information relating to investments in equity instruments at FVTOCI pledged as security.
8. FINANCIAL ASSETS AT AMORTIZED COST - CURRENT
| Time deposits with original maturities of more than 3 months Gross carrying amount Less: Allowance for impairment loss Amortized cost |
December | 31 | |
|---|---|---|---|
| 2021 $ 25,508 $ 25,508 - $ 25,508 |
2020 $ 25,424 $ 25,424 - $ 25,424 |
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a. The credit risk of financial instruments such as bank deposits is measured and monitored by the accounting department. The counterparties are creditworthy banks and financial institutions with good credit rating.
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b. As of December 31, 2021, and 2020, the interest rates for financial assets at amortized cost were 0.40% and 0.37% as at the end of the reporting period, respectively.
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c. Refer to Note 30 for information relating to financial assets at amortized cost pledged as security.
9. NOTES RECEIVABLE, TRADE RECEIVABLES AND OTHER RECEIVABLES (INCLUDING RELATED PARTIES)
- a. Notes receivable
| Operating Non-operating Less: Allowance for impairment loss |
December | 31 | |
|---|---|---|---|
| 2021 $ - 1,794 (1,794) $ - |
2020 $ - 1,794 (1,794) $ - |
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December 31, 2021
| Not Past Due Less than 30 Days 31 to 60 Days 61 to 90 Days Over 90 Days Expected credit loss rate 0.00% 0.00% 0.00% 0.00% 100% Gross carrying amount $ - $ - $ - $ - $ 1,794 Loss allowance (Lifetime ECLs) - - - - (1,794) Amortized cost $ - $ - $ - $ - $ - December 31, 2020 |
Total $ 1,794 (1,794) $ - |
|---|---|
| Not Past Due Less than 30 Days 31 to 60 Days 61 to 90 Days Over 90 Days Expected credit loss rate 0.00% 0.00% 0.00% 4.35% 100% Gross carrying amount $ - $ - $ - $ - $ 1,794 Loss allowance (Lifetime ECLs) - - - - (1,794) Amortized cost $ - $ 3 $ - $ - $ - |
Total $ 1,794 (1,794) $ - |
|---|---|
b. Trade receivables
| At amortized cost Trade receivables Less: Allowance for impairment loss |
**December 31 ** | **December 31 ** | |
|---|---|---|---|
| 2021 $ 650,767 (2,678) $ 648,089 |
2020 $ 323,449 (1,338) $ 322,111 |
The Company’s trade receivables pertained to revenue on credit cards and gift certificates. The average credit period for revenue from credit cards and gift certificates was 2 to 3 days and 15 days, respectively.
In determining the recoverability of a trade receivable, the Company considered any change in the credit quality of the trade receivable since the date credit was initially granted to the end of the reporting period. Allowances for impairment loss were recognized against trade receivables based on estimated irrecoverable amounts determined with reference to past default experience of the counterparties and an analysis of their current financial position.
The Company measures the loss allowance for trade receivables at an amount equal to lifetime ECLs. The expected credit losses on trade receivables are estimated using a provision matrix approach considering the past default experience of the debtor and an analysis of the debtor’s current financial position, adjusted for general economic conditions of the industry in which the debtors operate and an assessment of both the current as well as the forecasted direction of economic conditions at the reporting date. As the Company’s historical credit loss experience does not show significantly different loss patterns for different customer segments, the provision for loss allowance based on past due status is not further distinguished according to the Company’s different customer base.
- 27 -
The Company writes off a trade receivable when there is information indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery. For trade receivables that have been written off, the Company continues to engage in enforcement activity to attempt to recover the receivables due. Where recoveries are made, these are recognized in profit or loss.
The following table details the loss allowance of trade receivables based on the Company’s provision matrix.
December 31, 2021
| Not Past Due Less than 30 Days 31 to 60 Days 61 to 90 Days Over 90 Days Expected credit loss rate 0.00% 0.00% 0.00% 0.00% 100% Gross carrying amount $ 647,206 $ 492 $ 391 $ - $ 2,678 Loss allowance (Lifetime ECLs) - - - - (2,678) Amortized cost $ 647,206 $ 492 $ 391 $ - $ - |
Total $ 650,767 (2,678) $ 648,089 |
|---|---|
December 31, 2020
| Not Past Due Less than 30 Days 31 to 60 Days 61 to 90 Days Over 90 Days Expected credit loss rate 0.00% 0.00% 0.00% 0.00% 100% Gross carrying amount $ 320,554 $ 1,557 $ - $ - $ 1,338 Loss allowance (Lifetime ECLs) - - - - (1,338) Amortized cost $ 320,554 $ 1,557 $ - $ - $ - |
Total $ 323,449 (1,338) $ 322,111 |
|---|---|
The movements of the loss allowance of trade receivables were as follows:
Balance at January 1 Add: Remeasurement of loss allowance Less: Amounts written off Balance at December 31 |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2021 $ 1,338 2,615 (1,275) $ 2,678 |
2020 $ 537 801 - $ 1,338 |
c. Other receivables
| At amortized cost Other receivables Less: Allowance for impairment loss |
December 31 | December 31 | |
|---|---|---|---|
| 2021 $ 301,470 (21,327) $ 280,143 |
2020 $ 277,279 (21,407) $ 255,872 |
- 28 -
The following table details the loss allowance of trade receivables based on the Company’s provision matrix.
December 31, 2021
| Not Past Due Less than 30 Days 31 to 60 Days 61 to 90 Days Over 90 Days Expected credit loss rate 0.00% 0.00% 0.00% 0.00% 100% Gross carrying amount $ 280,143 $ - $ - $ - $ 21,327 Loss allowance (Lifetime ECLs) - - - - (21,327) Amortized cost $ 280,143 $ - $ - $ - $ - December 31, 2020 Not Past Due Less than 30 Days 31 to 60 Days 61 to 90 Days Over 90 Days Expected credit loss rate 0.00% 0.00% 0.00% 0.00% 100% Gross carrying amount $ 255,872 $ - $ - $ - $ 21,407 Loss allowance (Lifetime ECLs) - - - - (21,407) Amortized cost $ 255,872 $ - $ - $ - $ - |
Total $ 301,470 (21,327) $ 280,143 Total $ 277,279 (21,407) $ 255,872 |
|---|---|
As of December 31, 2021, and 2020, there were no impairment loss on trade receivables; therefore, no loss allowance was recognized by management.
10. INVENTORIES
| Merchandise The cost of goods sold includes: Cost of goods sold |
**December 31 ** | **December 31 ** | ||
|---|---|---|---|---|
| 2021 $ 406,593 2021 $ 3,699,762 |
2020 $ 353,129 2020 $ 4,185,447 |
11. INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD
| Investments in subsidiaries Investments in associates |
December 31 | December 31 | |
|---|---|---|---|
| 2021 $ 18,915,258 2,170,964 $ 21,086,222 |
2020 $ 17,950,074 2,104,483 $ 20,054,557 |
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a. Investments in subsidiaries
| Bai Yang Investment Co., Ltd. (BYIC) Pacific Liu Tong Investment Co., Ltd. (PLTI) Bai Ding Investment Co., Ltd. (BDIC) FEDS Development Ltd. (FEDS Development) Far Eastern Ai Mai Co., Ltd. (AIMAI) Ya Tung Department Stores, Ltd. (YTDS) Yu Ming Advertising Agency Co., Ltd. (YMAC) Far Eastern CitySuper Co., Ltd. (FECS) Far Eastern Hon Li Do Co., Ltd. (FEHLD) Asians Merchandise Company (AMC) Less: Ordinary shares held by subsidiary and reclassified from long-term investments to treasury shares of BDIC Less: The differences of accounting treatments from the consolidated financial statements (Note) |
December 31 | December 31 | |
|---|---|---|---|
| 2021 $ 10,811,061 4,092,548 2,516,266 1,338,430 338,333 84,113 120,180 119,606 13,597 4,338 19,438,472 97,110 19,341,362 426,104 $ 18,915,258 |
2020 $ 9,108,584 4,024,497 2,418,928 1,427,279 1,222,011 85,689 118,535 68,097 13,283 4,367 18,491,270 97,110 18,394,160 444,086 $ 17,950,074 |
Note: Some of the Company’s leased assets from subsidiaries or investment properties which were leased to subsidiaries were evaluated under fair value method, but these investment properties were recognized as property, plant and equipment in the consolidated financial statements. In order to agree with the amount of net profit for the year, other comprehensive (loss) income and equity attributable to the owner of the Company in the consolidated financial statements, the difference of the accounting treatment between the Company only basis and the consolidated basis was adjusted under the heading of investments accounted for using the equity method, the share of (loss) profit of subsidiaries and associates was accounted for using the equity method, and the share of other comprehensive (loss) income of subsidiaries and associates was accounted for using the equity method and related equity items.
| BYIC PLTI BDIC FEDS Development AIMAI YTDS YMAC FECS FEHLD AMC |
Proportion of Ownership and Voting Rights |
|---|---|
| **December 31 ** | |
| 2021 2020 100% 100% 35% 35% 67% 67% 54% 54% 100% 100% 100% 100% 100% 100% 96% 96% 56% 56% 100% 100% |
Refer to Note 33 for the details of the subsidiaries indirectly held by the Company.
- 30 -
The Company has 35% equity interest in PLTI. However, the proportion of the combined equity of PLTI held by the Company and its subsidiaries is 56.6%. The Company thus recognizes this investee as a subsidiary.
Bai Yang Investment Co., Ltd. had had a cash capital increase in August 2021. The Company had subscribed 150,000 thousand shares at $10 per share for an amount of $1,500,000 thousand.
The Company had evaluated the recoverable amount of goodwill in 2021 with goodwill impairment related to the Far Eastern Ai Mai Co., Ltd. recognized for an amount of $437,462 thousand. The root cause of impairments was that the profits generated in Far Eastern Ai Mai Co., Ltd. did not meet the expectation.
The Company had evaluated the recoverable amount of goodwill for any possible impairment at the end of the reporting period and based the calculation of the recoverable amount on the value in use. The value in use is calculated according to the cash flow from each cash-generating unit’s financial budget. It was calculated according to the estimated annual discount rate of 9.30% in 2021. The Company after having the recoverable amount of goodwill evaluated had recognized goodwill impairment loss related to the Far Eastern Ai Mai Co., Ltd. for an amount of $437,462 thousand. The Company did not recognize any goodwill impairment loss in 2020.
The investments in subsidiaries accounted for using the equity method and the share of profit or loss and other comprehensive income of those investments for the years ended December 31, 2021 and 2020 were based on the subsidiaries’ financial statements audited for the same years by other auditors.
- b. Investments in associates
| Associates that are not individually material |
**December 31 ** | **December 31 ** | |
|---|---|---|---|
| 2021 $ 2,170,964 |
2020 $ 2,104,483 |
Aggregate information of associates that are not individually material are summarized as follows:
The Company’s share of Net profit (loss) for the year Other comprehensive income Total comprehensive income |
**For the Year Ended December 31 ** | **For the Year Ended December 31 ** | **For the Year Ended December 31 ** |
|---|---|---|---|
| 2021 $ 34,221 48,363 $ 82,584 |
2020 $ (10,253) 23,686 $ 13,433 |
The combined shareholding of the Company and its sub-subsidiary, Bai Ding Investment Co., Ltd., and Pacific Sogo Department Stores Co., Ltd., in Ding Ding Integrated Marketing Service Co., Ltd. and Yuan Hsin Digital Payment Co., Ltd., amounted to 20%. As such, these investments were accounted for using the equity method.
Yuan Hsin Digital Payment Co., Ltd. had a capital decrease arranged in July 2021 and October 2020 to make up for the losses, and the Company had had a decrease of 2,055 thousand shares and 3,425 thousand shares proportionally to the shareholding ratio, respectively. Yuan Hsin Digital Payment Co., Ltd. had a cash capital increase arranged in August 2021 and December 2020. The Company did not subscribe shares according to the shareholding ratio; therefore, the Company’s shareholding ratio was down from 11% to 9% and 15% to 11%, respectively.
- 31 -
The annual general shareholders’ meeting of Oriental Securities Corporation in 2020 passed a resolution for the capitalization of retained earnings. The Company acquired 1,683 thousand shares according to its existing ownership percentage.
The 2021 “profit and loss” and “other comprehensive profit and loss” of the affiliated companies under the equity method other than Yuan Hsin Digital Payment Co., Ltd. were recognized according to the financial reports of each affiliated company for the same period that were not audited by independent auditors. However, the Company’s management believes that the aforementioned financial reports of the invested companies that were not audited by independent auditors have no significant impact. The profit and loss and other comprehensive profit and loss of affiliated companies under the equity method in 2020 were recognized in accordance with the financial reports for the same period of each affiliated company that were audited by independent auditors.
Refer to Note 30 for the information on the carrying amounts of investments in associates accounted for using the equity method that were pledged as security.
12. PROPERTY, PLANT AND EQUIPMENT
Cost Balance at January 1, 2021 Additions Disposals Reclassifications Balance at December 31, 2021 Accumulated depreciation and impairment Balance at January 1, 2021 Disposals Depreciation expense Balance at December 31, 2021 Carrying amount at December 31, 2021 Cost Balance at January 1, 2020 Additions Disposals Reclassifications Balance at December 31, 2020 Accumulated depreciation and impairment Balance at January 1, 2020 Disposals Depreciation expense Balance at December 31, 2020 Carrying amount at December 31 2020 |
Land $ 8,038,597 - - - $ 8,038,597 $ - - - $ - $ 8,038,597 $ 8,038,597 - - - $ 8,038,597 $ - - - $ - $ 8,038,597 |
Buildings $ 9,370,709 - - - $ 9,370,709 $ (2,579,041 ) - (161,338) $ (2,740,379) $ 6,630,330 $ 9,370,709 - - - $ 9,370,709 $ (2,417,703 ) - (161,338) $ (2,579,041) $ 6,791,668 |
Buildings and Facilities $ 7,028,293 171,089 (25,586 ) 15,941 $ 7,189,737 $ (4,960,380 ) 23,921 (408,794) $ (5,345,253) $ 1,844,484 $ 6,961,248 74,682 (21,895 ) 14,258 $ 7,028,293 $ (4,541,046 ) 20,362 (439,696) $ (4,960,380) $ 2,067,913 |
Decorative Facilities Plant, Transportation and Miscellaneous Equipment $ 6,757,256 $ 751,884 113,237 36,336 (12,974 ) (18,247 ) 4,421 6,113 $ 6,861,940 $ 776,086 $ (5,669,492 ) $ (560,911 ) 12,603 17,995 (267,208) (56,754) $ (5,924,097) $ (599,670) $ 937,843 $ 176,416 $ 6,519,897 $ 718,766 302,513 45,477 (65,154 ) (17,830 ) - 5,471 $ 6,757,256 $ 751,884 $ (5,411,333 ) $ (514,298 ) 61,753 16,943 (319,912) (63,556) $ (5,669,492) $ (560,911) $ 1,087,764 $ 190,973 |
Total $ 31,946,739 320,662 (56,807 ) 26,475 $ 32,237,069 $ (13,769,824 ) 54,519 (894,094) $ (14,609,399) $ 17,627,670 $ 31,609,217 422,672 (104,879 ) 19,729 $ 31,946,739 $ (12,884,380 ) 99,058 (984,502) $ (13,769,824) $ 18,176,915 |
|---|---|---|---|---|---|
- 32 -
The above items of property, plant and equipment are depreciated on a straight-line basis over their estimated useful lives as follows:
Buildings 55 years Buildings and facilities 8-15 years Decorative facilities 6 years Plant, transportation, and miscellaneous equipment 5-8 years
Refer to Note 30 for the information on the carrying amounts of property, plant and equipment that were pledged as security.
13. LEASE ARRANGEMENTS
- a. Right-of-use assets
Carrying amount Land Buildings Plant, transportation, and miscellaneous equipment Additions to right-of-use assets Depreciation charge for right-of-use assets Land Buildings Plant, transportation, and miscellaneous equipment |
**December 31 ** | **December 31 ** | |
|---|---|---|---|
| 2021 2020 $ 7,590,605 $ 7,866,434 16,303,699 17,058,198 7,197 5,185 $ 23,901,501 $ 24,929,817 For the Year Ended December 31 |
|||
| 2021 $ 121,766 $ 275,829 872,335 1,448 $ 1,149,612 |
2020 $ 239,070 $ 275,545 869,492 421 $ 1,145,458 |
b. Lease liabilities
| Carrying amount Current Non-current Range of discount rates for lease liabilities was as follows: |
December 31 | December 31 | |
|---|---|---|---|
| 2021 $ 945,167 $ 13,145,744 |
2020 $ 941,237 $ 13,844,089 |
| Land Buildings Plant, transportation, and miscellaneous equipment |
December 31 |
|---|---|
| 2021 2020 0.88%-1.72% 0.88%-1.72% 0.86%-1.72% 0.86%-1.72% 0.86%-0.92% 0.88%-0.92% |
- 33 -
c. Material lease-in activities and terms
The Company operates a retail business of leasing property and equipment for its operating activities with lease term of 3 to 50 years. In addition to fixed payments, some lease contracts also indicate variable lease payments with different conditions. Some stores are leased by acquiring land use rights to build buildings and transfer buildings to lessor unconditionally at the end of the lease term.
In 2021 and 2020, due to the COVID-19 pandemic that severely affected the global market economy, the Company entered into lease negotiations with some of the lessors. The lessors agreed to reduce the rents from January 1 to December 31, 2021 and 2020. The Company recognized the aforementioned rent reductions of $170,191 and $113,828 thousand (as a deduction in operating expenses).
d. Other lease information
Expenses relating to short-term leases Expenses relating to low-value asset leases Expenses relating to variable lease payments not included in the measurement of lease liabilities Total cash outflow for leases |
For the Year Ended | For the Year Ended | December 31 |
|---|---|---|---|
| 2021 $ 4,902 $ 3,174 $ (162,639) $ (794,144) |
2020 $ 4,233 $ 2,428 $ (98,714) $ (850,006) |
The Company has elected to apply the recognition exemption for short-term leases and low-value assets leases and, thus, did not recognize right-of-use assets and lease liabilities for these leases.
14. INVESTMENT PROPERTIES
| Balance at January 1, 2021 Disposals Additions Gain (loss) on fair value changes of investment properties Balance at December 31, 2021 Balance at January 1, 2020 Disposals Additions Gain (loss) on fair value changes of investment properties Balance at December 31, 2020 |
Land Buildings and Facilities Investment Properties under Construction $ 6,250,031 $ 2,759,018 $ 14,254 - (335) - - 2,177 - (632,247) 674,682 - $ 5,617,784 $ 3,435,542 $ 14,254 $ 6,216,334 $ 2,770,598 $ 10,124 - (116) - - 2,689 4,130 33,697 (14,153) - $ 6,250,031 $ 2,759,018 $ 14,254 |
Total $ 9,023,303 (335) 2,177 42,435 $ 9,067,580 $ 8,997,056 (116) 6,819 19,544 $ 9,023,303 |
|---|---|---|
Some of the Company’s investment properties have been leased out under operating leases with lease term of 2-20 years, and the lease contracts include lessee’s buy-back agreement.
Except for minimum lease payments, some of the Company’s lease contracts stipulate that the Company should adjust rentals on the basis of the consumer price index per annum.
- 34 -
The Company agreed to have a rent concession for the period from January 1 to December 31, 2021 and 2020 due to the severe impact of the COVID-19 pandemic on the economy in 2021 and 2020.
The maturity analysis of lease payments receivable under operating leases of investment properties at December 31, 2021 is as follows:
| Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 onwards |
December 31 | December 31 | |
|---|---|---|---|
| 2021 $ 800,592 699,263 588,071 568,711 518,564 3,621,663 $ 6,796,864 |
2020 $ 731,686 680,939 619,301 564,989 549,951 4,157,164 $ 7,304,030 |
The fair values of the investment properties as of December 31, 2021 and 2020 were based on the valuations carried out at those dates, on a recurring basis by independent qualified professional valuers, Hong-Kai Chang, Yi-Chih Chang, Yu-Fen Yeh and Kuang-Ping Tai from Savills Real Estate Appraiser Office, a member of certified ROC real estate appraisers.
Except for undeveloped lands, the fair values of investment properties were measured using the income approach and the significant assumptions used are the increase in the estimated future net cash inflows, or the decrease in discount rates that would result in increases in the fair values.
| Expected future cash inflows Expected future cash outflows Expected future cash inflows, net Discount rate |
**December 31 ** | **December 31 ** | |
|---|---|---|---|
| 2021 $ 21,526,409 2,769,040 $ 18,757,369 4.095% |
2020 $ 21,079,871 2,485,443 $ 18,594,428 4.095% |
The market rentals in the area where the investment properties are located were between $1 thousand and $2 thousand per ping (i.e., per 3.3 square meters). The market rentals for comparable properties were between $1 thousand and $4 thousand per ping (i.e., per 3.3 square meters).
The expected future cash inflows generated by investment properties referred to rental income, interest income on rental deposits and disposal value. The rental income was extrapolated using the existing lease contracts of the Company and comparative market rentals covering 5-10 years, taking into account the annual rental growth rate. The interest income on rental deposits was extrapolated by the one-year average deposit interest rate, and the disposal value was determined by the direct capitalization method under the income approach. The expected future cash outflows on investment properties included expenditures such as property taxes, insurance premiums, management fees, maintenance costs and replacement allowances. These expenditures were extrapolated on the basis of the current level of expenditures, taking into account the future adjustments to the government-announced land value, the tax rate promulgated under the Construction Cost Index and the House Tax Act and construction costs.
- 35 -
The discount rate was determined with reference to the interest rate for two-year time deposits of Chunghwa Post Co., Ltd. plus 0.75% and the risk premium of investment properties of 2.5%.
Part of the land owned by the Company which is located in the east of Taiwan was not developed yet. The fair value of the undeveloped land area was measured by the land development analysis approach. The increase in the estimated total sales price, the increase in the rate of return, or the decrease in the overall capital interest rate would result in increase in the fair value. The significant assumptions used are as follows:
| Estimated total sales price Rate of return Overall capital interest rate |
December 31 | December 31 | |
|---|---|---|---|
| 2021 $ 1,750,756 17%-20% 1.40%-2.68% |
2020 $ 1,647,633 18%-20% 1.34%-2.72% |
The total sales price is estimated on the basis of the most effective use of land or property available for sale after development is completed, taking into account the related regulations, optimism of domestic macroeconomic prospects, local land use, and comparable market prices.
Refer to Note 30 for the information on the carrying amounts of investment properties pledged as collateral for borrowings.
15. INTANGIBLE ASSETS
| Cost Balance at January 1, 2021 Additions Reclassifications Balance at December 31, 2021 Accumulated amortization and impairment Balance at January 1, 2021 Amortization expense Balance at December 31, 2021 Carrying amount at December 31, 2021 Cost Balance at January 1, 2020 Additions Reclassifications Balance at December 31, 2020 |
Computer Software $ 212,526 22,465 10,097 $ 245,088 $ (142,898) (42,530) $ (185,428) $ 59,660 $ 142,301 27,035 43,190 $ 212,526 |
|---|---|
(Continued)
- 36 -
| Accumulated amortization and impairment Balance at January 1, 2020 Impairment loss Amortization expense Balance at December 31, 2020 Carrying amount at December 31, 2020 |
Computer Software $ (86,409) (6,307) (50,182) $ (142,898) $ 69,628 (Concluded) |
|---|---|
The following intangible assets are amortized on a straight-line basis over their estimated useful lives as follows:
Computer software 3-5 years
16. OTHER ASSETS
| Refundable deposits Prepayment for equipment Leases incentives Others Current Non-current |
**December 31 ** | **December 31 ** | |
|---|---|---|---|
| 2021 $ 83,982 40,134 385,462 13,989 $ 523,567 $ 8,686 514,881 $ 523,567 |
2020 $ 160,077 39,461 356,009 68,005 $ 623,552 $ 60,981 562,571 $ 623,552 |
17. BORROWINGS
a. Short-term borrowings
| Credit loans Secured loans (Note 30) Interest rate intervals are as follows Credit loans Secured loans |
December 31 | December 31 | |
|---|---|---|---|
| 2021 $ 3,550,000 1,250,000 $ 4,800,000 0.75%-0.84% 0.83%-0.84% |
2020 $ 3,950,000 700,000 $ 4,650,000 0.81%-0.87% 0.86% |
- 37 -
b. Short-term bills payable
| Commercial papers Less: Unamortized discount on bills payable |
December 31 | December 31 | |
|---|---|---|---|
| 2021 $ 1,550,000 485 $ 1,549,515 |
2020 $ 2,450,000 720 $ 2,449,280 |
Outstanding short-term bills payable are as follows:
December 31, 2021
| Promissory Institution Commercial papers Mega Bills Finance China Bills Finance Grand Finance International Bills Finance Taiwan Cooperative Bills Finance |
Nominal Amount $ 600,000 350,000 200,000 200,000 200,000 $ 1,550,000 |
Discount Amount $ 27 40 250 77 91 $ 485 |
Carrying Amount Interest Rate Collateral $ 599,973 0.59% - 349,960 0.23%-0.30% - 199,750 0.42% - 199,923 0.59% - 199,909 0.68% - $ 1,549,515 |
Carrying Amount of Collateral $ - - - - - |
|---|---|---|---|---|
| $ - |
December 31, 2020
| Promissory Institution Commercial papers Mega Bills Finance Shanghai Bank China Bills Finance Grand Finance International Bills Finance Taiwan Cooperative Bills Finance Taiwan Bills Finance Ta Ching Bill Finance |
Nominal Amount $ 500,000 500,000 350,000 300,000 200,000 200,000 200,000 200,000 $ 2,450,000 |
Discount Amount $ 207 196 57 35 65 14 99 47 $ 720 |
Carrying Amount Interest Rate Collateral $ 499,793 0.62% - 499,804 0.332% - 349,943 0.25% - 299,965 0.65% - 199,935 0.51% - 199,986 0.70% - 199,901 0.60% - 199,953 0.61% - $ 2,449,280 |
Carrying Amount of Collateral $ - - - - - - - - |
|---|---|---|---|---|
| $ - |
c. Long-term borrowings
| Secured loans Credit loans Revolving commercial papers Less: Listed as part due within 1 year Interest rate intervals are as follows: Secured loans Credit loans Revolving commercial papers |
December 31 | |
|---|---|---|
| 2021 2020 $ 9,500,000 $ 10,400,000 2,950,000 2,000,000 1,499,720 899,761 13,949,720 13,299,761 - 299,933 $ 13,949,720 $ 12,999,828 0.840%-0.880% 0.860%-0.880% 0.830%-0.840% 0.860% 0.302% 0.281%-0.402% |
- 38 -
Outstanding long-term bills payable are as follows:
December 31, 2021
| Promissory Institutions Commercial papers KGI Commercial Bank |
Nominal Amount $ 1,500,000 |
Discount Amount $ 280 |
Carrying Amount Interest Rate Collateral $ 1,499,720 0.302 - |
Carrying Amount of Collateral $ - |
|---|---|---|---|---|
18. OTHER LIABILITIES
| Other payables Payables for purchases of equipment Payables for salaries and bonuses Payables for remuneration of directors Payables for compensation of employees Others Other liabilities Deposits received Others Current Other payables Other liabilities Non-current Other liabilities |
December 31 | December 31 | |
|---|---|---|---|
| 2021 $ 447,695 343,472 163,796 48,525 660,879 $ 1,664,367 $ 83,420 160,013 $ 243,433 $ 1,664,367 $ 160,013 $ 83,420 |
2020 $ 636,325 328,122 173,544 77,093 612,048 $ 1,827,132 $ 78,536 128,603 $ 207,139 $ 1,827,132 $ 128,603 $ 78,536 |
19. RETIREMENT BENEFIT PLANS
a. Defined contribution plan
The Company adopted a pension plan under the Labor Pension Act (LPA), which is a state-managed defined contribution plan. Under the LPA, an entity makes monthly contributions to employees’ individual pension accounts at 6% of monthly salaries and wages.
- 39 -
b. Defined benefit plan
The defined benefit plan adopted by the Company in accordance with the Labor Standards Act is operated by the government. Pension benefits are calculated on the basis of the length of service and average monthly salaries of the 6 months before retirement. The Company contribute amounts equal to 2% of total monthly salaries and wages 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 following year, the Company is required to fund the difference in one appropriation that should be made before the end of March of the following year. The pension fund is managed by the Bureau of Labor Funds, Ministry of Labor (the “Bureau”); the Company has no right to influence the investment policy and strategy.
The amounts included in the balance sheets in respect of the Company’s defined benefit plan are as follows:
| Present value of the defined benefit obligation Fair value of the plan assets Net defined benefit assets Movements in net defined benefit assets are as follows: Present Value of the Defined Benefit Obligation Balance at January 1, 2021 $ 691,522 Service cost Current service cost 4,298 Net interest expense (income) 3,458 Recognized in profit or loss 7,756 Remeasurement Return on plan assets (excluding amounts included in net interest) - Actuarial loss - changes in demographic assumptions 13,493 Actuarial loss - experience adjustments (28,955) Recognized in other comprehensive income (15,462) Contributions from the employer - Benefits paid (21,321) Balance at December 31, 2021 $ 662,495 |
December 31 | |
|---|---|---|
| 2021 2020 $ 662,495 $ 691,522 (859,196) (897,385) $ (196,701) $ (205,863) Fair Value of the Plan Assets Net Defined Benefit Liabilities $ (897,385) $ (205,863) - 4,298 (4,502) (1,044) (4,502) 3,254 45,740 45,740 - 13,493 - (28,955) 45,740 30,278 (24,370) (24,370) 21,321 - $ (859,196) $ (196,701) (Continued) |
- 40 -
| Present Value | |||
|---|---|---|---|
| of the Defined | Net Defined | ||
| Benefit | Fair Value of | Benefit | |
| Obligation | the Plan Assets | Liabilities | |
| Balance at January 1, 2020 | $ 690,534 |
$ (924,569) |
$ (234,035) |
| Service cost | |||
| Current service cost | 5,044 | - | 5,044 |
| Net interest expense (income) | 5,179 |
(6,955) |
(1,776) |
| Recognized in profit or loss | 10,223 |
(6,955) |
3,268 |
| Remeasurement | |||
| Return on plan assets (excluding amounts | |||
| included in net interest) | - | 40,112 | 40,112 |
| Actuarial loss - changes in demographic | |||
| assumptions | 2,462 | - | 2,462 |
| Actuarial loss - changes in financial | |||
| assumptions | 16,849 | - | 16,849 |
| Actuarial loss - experience adjustments | 11,630 |
- |
11,630 |
| Recognized in other comprehensive income | 30,941 |
40,112 |
71,053 |
| Contributions from the employer | - | (46,149) | (46,149) |
| Benefits paid | (40,176) |
40,176 |
- |
| Balance at December 31, 2020 | $ 691,522 |
$ (897,385) |
$ (205,863) |
| (Concluded) |
Through the defined benefit plan under the Labor Standards Act, the Company is exposed to the following risks:
-
1) Investment risk: The plan assets are invested in equity and debt securities, bank deposits, etc. The investment is conducted at the discretion of the Bureau or under the mandated management. However, in accordance with relevant regulations, the return generated by plan assets should not be below the interest rate for a 2-year time deposit with local banks.
-
2) Interest risk: A decrease in the government bond interest rate will increase the present value of the defined benefit obligation; however, this will be partially offset by an increase in the return on the plan’s debt investments of the plan assets.
-
3) Salary risk: The present value of the defined benefit obligation is calculated with reference to the future salaries of plan participants. As such, an increase in the salaries of the plan participants will increase the present value of the defined benefit obligation.
The actuarial valuations of the present value of the defined benefit obligation were carried out by qualified actuaries. The significant assumptions used for the purposes of the actuarial valuations are as follows:
| Discount rates Expected rates of salary increase |
December 31 |
|---|---|
| 2021 2020 0.500% 0.500% 2.000% 2.000% |
- 41 -
If possible reasonable change in each of the significant actuarial assumptions occur and all other assumptions remain constant, the present value of the defined benefit obligation would increase (decrease) as follows:
| Discount rate(s) 0.25% increase 0.25% decrease Expected rate(s) of salary increase 0.25% increase 0.25% decrease |
**December ** | **31 ** | |
|---|---|---|---|
| 2021 $ (15,360) $ 15,906 $ 15,395 $ (14,947) |
2020 $ (16,862) $ 17,485 $ 16,923 $ (16,409) |
The sensitivity analysis presented above may not be representative of the actual change in the present value of the defined benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.
| The expected contributions to the plan for the next year The average duration of the defined benefit obligation |
**December ** | **31 ** | |
|---|---|---|---|
| 2021 $ 5,109 9.4 years |
2020 $ 5,356 9.9 years |
20. EQUITY
- a. Share capital
Ordinary shares
| Shares authorized (in thousands) Shares authorized Shares issued and fully paid (in thousands) Shares issued |
**December 31 ** | **December 31 ** | |
|---|---|---|---|
| 2021 1,750,000 $ 17,500,000 1,416,941 $ 14,169,406 |
2020 1,750,000 $ 17,500,000 1,416,941 $ 14,169,406 |
Fully paid ordinary shares, which have a par value of $10, are entitled to one vote and a right to receive dividends per share.
- 42 -
b. Capital surplus
| May be used to offset a deficit, distributed as cash dividends, or transferred to share capital (Note) Issuance in excess of ordinary shares Treasury share transactions May only be used to offset a deficit Changes in percentage of ownership interest in subsidiaries and associates |
December 31 | December 31 | |
|---|---|---|---|
| 2021 $ 2,142,074 1,173,346 25,562 $ 3,340,982 |
2020 $ 2,142,074 1,173,346 23,371 $ 3,338,791 |
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 or transferred to share capital (limited to a certain percentage of the Company’s capital surplus and once a year).
c. Retained earnings and dividend policy
According to the Articles of Incorporation, where the Company makes profit in a fiscal year, the profit shall be first utilized to make its business income tax payments and offset deficit. From any remaining profit, out of the profit after tax for the current period plus other profit items adjusted to the current year’s undistributed earnings other than profit after tax for the period, 10% will be appropriated as a legal reserve. After appropriating to the special reserve as required by government regulations, the remaining amount, along with any prior years’ undistributed earnings, may be utilized for earnings distribution in the form of dividend based on shareholding percentage. However, the Company may retain a certain portion depending on the operating needs. In case of a capital increase during the year, dividends appropriated to new shareholders are subject to the resolution passed in the shareholders’ meeting. For policies of compensation of employees and remuneration of directors stipulated by the Articles of Incorporation, please see Note 22(i).
The Company’s distribution of dividends would be in consideration of economic conditions, tax obligations, and operating requirements for cash. For an orderly system of dividend distribution, the dividends are distributed in accordance with the Articles of Incorporation. In addition, improvements of the financial structure and support for investment, capacity expansion or other major capital expenditures. The cash dividends to be distributed should not be below 50% than the current year’s post-tax net profit deduction, offsetting losses of previous years, the statutory surplus reserve and the special surplus reserve, except for the improvement of financial structure and the transfer of funds, capacity expansion or other major capital expenditures. The cash dividends to be distributed should not be below 10% of the total cash and share dividends for the current accounting year.
Appropriation of earnings to legal reserve shall be made until the legal reserve equals the Company’s paid-in capital. Legal reserve may be used to offset deficit. If the Company has no deficit and the legal reserve has exceeded 25% of the Company’s paid-in capital, the excess may be transferred to capital or distributed in cash.
- 43 -
The appropriations of earnings for 2020 and 2019, which were approved in the shareholders’ meetings on July 27, 2021 and June 24, 2020, respectively, are as follows:
Legal reserve Special reserve Cash dividends Cash dividends per share (NT$) |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2020 $ 186,704 $ (89,694) $ 1,558,635 $ 1.10 |
2019 $ 125,920 $ (156,088) $ 1,133,552 $ 0.80 |
The appropriation of earnings for 2021 was proposed by the board of directors on March 4, 2022. The appropriations and dividends per share are as follows:
| For the Year | For the Year | |
|---|---|---|
| Ended | ||
| December 31, | ||
| 2021 | ||
| Legal reserve | $ | 117,699 |
| Special reserve | $ | 38,409 |
| Cash dividends | $ | 1,275,247 |
| Cash dividends per share (NT$) | $ | 0.9 |
The appropriation of earnings for 2021 is subject to the resolution of the shareholders in their meeting to be held on June 24, 2022.
- d. Special reserve
Beginning at January 1 Reversals of special reserve Reversal of fair value of investment properties Balance at December 31 |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2021 $ 2,709,263 (89,694) $ 2,619,569 |
2020 $ 2,865,351 (156,088) $ 2,709,263 |
On the initial application of the fair value model to investment properties and on the initial application of IFRS 16, property leasehold interests which were previously accounted for as operating leases under IAS 17 are recognized as investment properties and measured at fair value, the Company appropriated for a special reserve at the amount that was the same as the net increase arising from fair value measurement and transferred to retained earnings. The additional special reserve should be appropriated for subsequent net increases in fair value. The amount appropriated may be reversed to the extent that the cumulative net increases in fair value decrease or on the disposal of investment properties.
- 44 -
e. Other equity items
- 1) Exchange differences on translating the financial statements of foreign operations
Beginning at January 1 Exchange difference of subsidiaries and associates accounted for using the equity method Balance at December 31 |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2021 $ 68,550 2,615 $ 65,935 |
2020 $ 65,325 3,225 $ 68,550 |
- 2) Unrealized gain (loss) on financial assets at FVTOCI
Beginning at January 1 Recognized for the year Unrealized gain (loss) - equity instruments Share from subsidiaries and associates accounted for using the equity method Other comprehensive income recognized for the year Reclassification adjustment Cumulative unrealized gain of equity instruments transferred to retained earnings due to disposal Balance at December 31 |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2021 $ 2,714,351 58,315 168,474 2,941,140 3,792 $ 2,944,932 |
2020 $ 3,058,874 (255,429) (90,130) 2,713,315 1,036 $ 2,714,351 |
f. Treasury shares
The shares that the subsidiaries held were acquired before the Company Act was amended in 2001. The Company’s shares held by its subsidiaries at the end of the reporting period are as follows:
December 31, 2021
| Name of Subsidiary Number of Shares Held (In Thousands of Shares) Bai Ding Investment Co., Ltd. 8,207 December 31, 2020 Name of Subsidiary Number of Shares Held (In Thousands of Shares) Bai Ding Investment Co., Ltd. 8,207 |
Carrying Amount Market Price $ 97,110 $ 176,023 Carrying Amount Market Price $ 97,110 $ 196,949 |
|---|---|
- 45 -
Under the Securities and Exchange Act, the Company shall neither pledge treasury shares nor exercise shareholders’ rights on these shares, such as the rights to dividends and to vote. The subsidiaries holding treasury shares, however, retain shareholders’ rights, except the rights to participate in any share issuances for cash and to vote.
21. REVENUE
Sale of goods (Note) Commissions from concessionaires’ sales (Note) Maintenance and promotion fee income Rental income Investment properties (Note 14) Variable lease payments that do not depend on an index or a rate and contingent rentals Other lease payments Other operating leases Variable lease payments that do not depend on an index or a rate Other lease payments Others Note: Gross revenue is presented as follows: Concessionaires’ sales Sale of goods Contract Balances December 31, 2021 Notes receivable (Note 9) $ - Trade receivable (Note 9) $ 648,089 Contract liabilities - current Sale of goods $ 3,908,338 Customer loyalty programs 30,522 $ 3,938,860 |
For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|
| 2021 2020 $ 4,473,828 $ 5,061,768 3,584,222 3,929,067 665,855 714,932 18,939 20,850 244,379 217,608 263,318 238,458 85,677 103,295 555,433 573,746 641,110 677,041 904,428 915,499 385,649 415,789 $ 10,013,982 $ 11,037,055 For the Year Ended December 31 |
||
| 2021 2020 $ 39,859,941 $ 39,946,194 4,702,332 5,311,412 $ 44,562,273 $ 45,257,606 December 31, 2020 January 1, 2020 $ - $ 3 $ 322,111 $ 425,281 $ 3,163,634 $ 2,991,519 39,308 33,007 $ 3,202,942 $ 3,024,526 |
- 46 -
The changes in the balance of contract liabilities primarily result from the timing difference between the Company’s performance and the respective customer’s payment.
Revenue of the reporting period recognized from the beginning contract liabilities which were satisfied in the previous periods is as follows:
From contract liabilities at the start of the years Sale of goods Customer loyalty programs |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2021 $ 1,144,805 39,308 $ 1,184,113 |
2020 $ 1,225,774 33,007 $ 1,258,781 |
22. NET PROFIT FOR THE YEAR
Net profit for the year includes the following items:
- a. Operating costs
Operating costs Cost of sales Rental costs Others b. Interest income Interest income Bank deposits Others c. Other income Dividends income |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2021 2020 $ 3,699,762 $ 4,185,447 181,150 183,606 37,715 36,778 $ 3,918,627 $ 4,405,831 For the Year Ended December 31 |
|||
| 2021 $ 129 1 $ 130 For the Year Ended |
2020 $ 933 - $ 933 December 31 |
||
| 2021 $ 201,956 |
2020 $ 181,578 |
- 47 -
d. Other gains and losses
Loss on disposal of investment properties, net Foreign exchange loss, net Loss on disposal of property, plant and equipment, net Impairment loss of investment under the equity method Impairment loss of intangible assets Profit from the adjustment of fair value of investment property Other gains Other losses |
For the Year Ended | For the Year Ended | December 31 |
|---|---|---|---|
| 2021 $ (335) (322) (2,199) (437,462) - 42,435 64,815 (9,532) $ 342,600 |
2020 $ (116) (117) (5,157) - (6,307) 19,544 66,908 (9,750) $ 65,005 |
e. Finance costs
Interest on lease liabilities Interest on bank loans Other interest expense Total interest expense of financial liabilities not measured at fair value through profit or loss |
**For the Year Ended ** | **For the Year Ended ** | December 31 |
|---|---|---|---|
| 2021 $ 243,497 167,984 26,952 $ 438,433 |
2020 $ 254,151 186,719 25,507 $ 466,377 |
f. Depreciation and amortization
Property, plant and equipment Right-of-use assets Less: Adjustment to receipts in advance and depreciation Intangible assets (including amortization expense) An analysis of deprecation by function Operating costs Operating expenses An analysis of amortization by function Operating expenses |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2021 $ 894,094 1,149,612 (71,098) 1,972,608 42,530 $ 2,015,138 $ 87,736 1,884,872 $ 1,972,608 $ 42,530 |
2020 $ 984,502 1,145,458 (95,200) 2,034,760 50,182 $ 2,084,942 $ 90,755 1,944,005 $ 2,034,760 $ 50,182 |
- 48 -
g. Operating expenses directly related to investment properties
Direct operating expenses from investment properties generating rental income Direct operating expenses from investment properties not generating rental income |
For the Year Ended | For the Year Ended | December 31 |
|---|---|---|---|
| 2021 $ 80,817 31,401 $ 112,218 |
2020 $ 83,843 33,313 $ 117,156 |
h. Employee benefits expenses
Post-employment benefits (Note 19) Defined contribution plan Defined benefit plan Other employee benefits Total employee benefits expenses An analysis of employee benefits expenses by function Operating expenses |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2021 $ 34,640 3,254 37,894 1,091,078 $ 1,128,972 $ 1,128,972 |
2020 $ 34,163 3,268 37,431 1,196,997 $ 1,234,428 $ 1,234,428 |
- i. Compensation of employees and remuneration of directors
According to the Company’s Articles, the Company accrues compensation of employees and remuneration of directors at a rate of 2% to 3.5% and no less than 2.5%, respectively, of net profit before income tax, compensation of employees, and remuneration of directors. The compensation of employees and remuneration of directors for the years ended December 31, 2021 and 2020, which were approved by the Company’s board of directors on March 4, 2022 and March 23, 2021, respectively, are as follows:
Accrual rate
Compensation of employees Remuneration of directors Amount |
For the Year Ended December 31 |
|---|---|
| 2021 2020 3.2% 3.2% 2.4% 2.4% |
Compensation of employees Remuneration of directors |
**For the Year Ended December 31 ** | **For the Year Ended December 31 ** |
|---|---|---|
| 2021 Cash $ 47,003 35,252 |
2020 | |
| Cash $ 75,603 56,702 |
If there is a change in the amounts after the annual financial statements are authorized for issue, the differences are recorded as a change in the accounting estimate.
- 49 -
There is no difference between the actual amounts of compensation of employees and remuneration of directors paid and the amounts recognized in the financial statements for the years ended December 31, 2020 and 2019.
Information on the compensation of employees and remuneration of directors resolved by the Company’s board of directors is available at the Market Observation Post System website of the Taiwan Stock Exchange.
23. INCOME TAX
- a. Income tax recognized in profit or loss
Major components of income tax expense are as follows:
Current income tax In respect of the current year Adjustments for the prior year Deferred income tax In respect of the current year Adjustments for the prior year Income tax expense recognized in profit or loss |
**For the Year Ended ** | **For the Year Ended ** | December 31 |
|---|---|---|---|
| 2021 $ 224,418 (971) 223,447 (48,468) 3,508 (44,960) $ 178,487 |
2020 $ 245,710 267 245,977 37,894 7,269 45,163 $ 291,140 |
A reconciliation of accounting profit and income tax expenses is as follows:
Profit before income tax from continuing operations Income tax expense calculated at the statutory rate Nondeductible expenses in determining taxable income Tax-exempt income Unrecognized deductible temporary differences Adjustments for prior years’ income tax Adjustments for prior years’ deferred tax Land value increment tax Income tax expense recognized in profit or loss |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2021 $ 1,386,587 $ 277,318 9 (239,357) 132,884 (971) 3,508 5,096 $ 178,487 |
2020 $ 2,230,279 $ 446,056 599 (137,407) (22,753) 267 7,269 (2,891) $ 291,140 |
- b. Income tax recognized in other comprehensive income
Deferred tax In respect of the current year Remeasurement on defined benefit plans |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2021 $ 6,055 |
2020 $ 14,211 |
- 50 -
c. Current tax assets and liabilities
| Current tax liabilities Income tax payable |
December 31 | December 31 | |
|---|---|---|---|
| 2021 $ 101,329 |
2020 $ 111,095 |
d. Deferred tax assets and liabilities
The movements of deferred tax assets and liabilities are as follows:
For the year ended December 31, 2021
| Deferred tax assets Temporary differences Investments accounted for using the equity method Promotion expense on gift certificates Right-of-use assets Others Deferred tax liabilities Temporary differences Depreciation Reserve for land revaluation increment tax Investment properties Investments accounted for using the equity method Differences of pension in determining taxable income Others |
Opening Balance $ 17,628 18,471 18,229 25,890 $ 80,218 $ 1,075,613 388,266 360,774 244,827 41,172 72,815 $ 2,183,467 |
Recognized in Profit or Loss Recognized in Other Comprehensi ve Income $ (122) $ - 3,341 - (920) - (2,021) - $ 278 $ - $ 27,745 $ - 5,096 - (69,978) - (17,404) - 4,223 (6,055) 5,636 - $ (44,682) $ (6,055) |
Closing Balance $ 17,506 21,812 17,309 23,869 $ 80,496 $ 1,103,358 393,362 290,796 227,423 39,340 78,451 $ 2,132,730 |
|---|---|---|---|
- 51 -
For the year ended December 31, 2020
| Deferred tax assets Temporary differences Investments accounted for using the equity method Promotion expense on gift certificates Right-of-use assets Others Deferred tax liabilities Temporary differences Depreciation Reserve for land revaluation increment tax Investment properties Investments accounted for using the equity method Differences of pension in determining taxable income Others |
Opening Balance $ 9,435 18,488 20,071 22,350 $ 70,344 $ 1,031,733 391,157 363,604 245,340 46,807 64,000 $ 2,142,641 |
Recognized in Profit or Loss $ 8,193 (17) (1,842) 3,540 $ 9,874 $ 43,880 (2,891) (2,830) (513) 8,576 8,815 $ 55,037 |
Recognized in Other Comprehen sive Income $ - - - - $ - $ - - - - (14,211) - $ (14,211) |
Closing Balance $ 17,628 18,471 18,229 25,890 $ 80,218 $ 1,075,613 388,266 360,774 244,827 41,172 72,815 $ 2,183,467 |
|---|---|---|---|---|
e. Deductible temporary differences for which no deferred tax assets were recognized in the balance sheets
| Deductible temporary differences |
**December 31 ** | **December 31 ** | |
|---|---|---|---|
| 2021 $ 1,486,629 |
2020 $ 822,205 |
- f. Income tax assessments
The Company’s income tax returns through 2019 have been assessed by the tax authorities.
24. EARNINGS PER SHARE
Unit: NT$ Per Share
Basic earnings per share Diluted earnings per share |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2021 $ 0.86 $ 0.86 |
2020 $ 1.38 $ 1.37 |
- 52 -
Earnings and weighted average number of ordinary shares outstanding for the computation of earnings per share are as follows:
Net Profit for the Year
Net profit for the year Effect of potential dilutive ordinary shares: Compensation of employees Earnings used in the computation of diluted earnings per share |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2021 $ 1,208,100 - $ 1,208,100 |
2020 $ 1,939,139 - $ 1,939,139 |
Shares
Weighted average number of ordinary shares outstanding in computation of basic earnings per share Effect of potential dilutive ordinary shares: Compensation of employees Weighted average number of ordinary shares outstanding in computation of dilutive earnings per share |
(In Thousand Shares) For the Year Ended December 31 |
(In Thousand Shares) For the Year Ended December 31 |
(In Thousand Shares) For the Year Ended December 31 |
|---|---|---|---|
| 2021 1,408,734 3,237 1,411,971 |
2020 1,408,734 4,499 1,413,233 |
The Company may settle the compensation paid to employees in cash or shares; therefore, the Company assumes that the entire amount of the compensation or bonus will be settled in shares and the resulting potential shares will be included in the weighted average number of shares outstanding used in the computation of diluted earnings per share, as the effect is dilutive. Such dilutive effect of the potential shares was included in the computation of diluted earnings per share until the number of shares to be distributed to employees is resolved in their meeting in the following year.
25. GOVERNMENT SUBSIDIES
The Company received a nonrecurring business allowance for an amount of $53,600 thousand in accordance with Article 5-1 of the “Financial Relief for Industries and Businesses Affected by the COVID-19 Pandemic by the MOEA” in 2021, which was debited to the “operating expenses.”
26. CASH FLOW INFORMATION
- a. Non-cash transactions
For the years ended December 31, 2021 and 2020, the Company engaged in the following non-cash investing activities:
For the years ended December 31, 2021 and 2020, the prepayment for equipment reclassified to property, plant and equipment amounted to $26,475 thousand and $19,729 thousand, respectively (please see Note 12).
- 53 -
b. Changes in liabilities arising from financing activities
For the year ended December 31, 2021
| Opening Balance Short-term borrowings $ 4,650,000 Short-term bills payable 2,449,280 Long-term borrowings (including current portion) 13,299,761 Lease liabilities 14,785,326 Other non-current liabilities 78,536 $ 35,262,903 |
Cash Flows $ 150,000 (899,765 ) 649,959 (527,684 ) 4,884 $ (622,606) |
Non-cash Changes New Leases Change in Exchange Rate $ - $ - - - - - 3,460 - - - $ 3,460 $ - |
Others Closing Balance $ - $ 4,800,000 - 1,549,515 - 13,949,720 (170,191 ) 14,090,911 - 83,420 $ (170,191) $ 34,473,566 |
|
|---|---|---|---|---|
For the year ended December 31, 2020
| Opening Balance Short-term borrowings $ 5,000,000 Short-term bills payable 2,499,312 Long-term borrowings (including current portion) 14,299,757 Lease liabilities 15,327,788 Other non-current liabilities 100,514 $ 37,227,371 |
Cash Flows $ (350,000 ) (50,032 ) (999,996 ) (570,201 ) (21,978) $ (1,992,207) |
Non-cash Changes New Leases Change in Exchange Rate $ - $ - - - - - 141,567 - - - $ 141,567 $ - |
Others Closing Balance $ - $ 4,650,000 - 2,449,280 - 13,299,761 (113,828 ) 14,785,326 - 78,536 $ (113,828) $ 35,262,903 |
|
|---|---|---|---|---|
27. CAPITAL MANAGEMENT
Under its operating development schemes and related government rules, the Company manages its capital to ensure it can continue to operate as a going concern while maximizing the return to shareholders through the optimization of the debt and equity balance.
The capital structure of the Company consists of net debt (borrowings offset by cash) and equity of the Company (comprising share capital, capital surplus, retained earnings and other equity). The Company’s capital management concerns its capital expenditures for capital structure and relative risks to ensure the optimal capital structure, and the Company may adjust the amount of dividends paid to shareholders, the number of new shares issued, proceeds from borrowings and repayments of borrowings, in order to balance the overall capital structure.
28. FINANCIAL INSTRUMENTS
a. Fair value of financial instruments not measured at fair value
The financial instruments not measured at fair value are either those with due dates in the near future or those with a future collection value which approximately equals its carrying amount. Thus, the fair value of these financial instruments are estimated at their carrying amounts on the financial reporting date.
-
54 -
-
b. Fair value of financial instruments measured at fair value on a recurring basis
-
1) Fair value hierarchy
| December 31, 2021 Financial assets at FVTOCI Equity investments Domestic listed ordinary shares Domestic unlisted ordinary shares December 31, 2020 Financial assets at FVTOCI Equity investments Domestic listed ordinary shares Domestic unlisted ordinary shares |
Level 1 $ 2,799,978 - $ 2,799,978 Level 1 $ 2,737,990 - $ 2,737,990 |
Level 2 $ - - $ - Level 2 $ - - $ - |
Level 3 $ - 103,957 $ 103,957 Level 3 $ - 107,630 $ 107,630 |
Total $ 2,799,978 103,957 $ 2,903,935 Total $ 2,737,990 107,630 $ 2,845,620 |
|---|---|---|---|---|
There were no transfers between Level 1 and 2 in both 2021 and 2020.
- 2) Reconciliation of Level 3 fair value measurements of financial instruments
For the year ended December 31, 2021
| Investment in | ||
|---|---|---|
| Equity | ||
| Instruments at | ||
| Financial Assets | FVTOCI | |
| Balance at January 1, 2021 | $ 107,630 |
|
| Recognized in other comprehensive income (included in unrealized valuation | ||
| gain (loss) on financial assets at FVTOCI) | (3,673) |
|
| Balance at December 31, 2021 | $ 103,957 |
- 55 -
For the year ended December 31, 2020
| Investment in | ||
|---|---|---|
| Equity | ||
| Instruments at | ||
| Financial Assets | FVTOCI | |
| Balance at January 1, 2020 | $ 107,588 |
|
| Recognized in other comprehensive income (included in unrealized valuation | ||
| gain (loss) on financial assets at FVTOCI) | 42 |
|
| Balance at December 31, 2020 | $ 107,630 |
- 3) Valuation techniques and inputs applied for Level 3 fair value measurements
| Financial Instruments Domestic unlisted shares |
Valuation Techniques and Inputs |
|---|---|
| a) Asset-based approach. Valuation based on the fair value of an investee, calculated through each investment of the investee using the income approach, market approach or a combination of the two approaches, while also taking the liquidity premium into consideration. |
-
b) Transaction method of market approach. The approach is a valuation strategy based on market ratios of companies with similar profitability at the end of the reporting period, while taking the liquidity premium into consideration.
-
c. Categories of financial instruments
| Financial assets Financial assets at amortized cost (1) Equity instruments at FVTOCI Financial liabilities Measured at amortized cost (2) |
December 31 |
|---|---|
| 2021 2020 $ 2,003,083 $ 1,576,190 2,903,935 2,845,620 26,335,075 26,176,982 |
-
1) The balance amount includes cash and cash equivalents, trade receivable (including related parties), other receivables, refundable deposits, and other financial assets measured at amortized cost.
-
2) The balances included the carrying amount of short-term borrowings, short-term bills payable, notes payable and trade payables (including related parties), other payables, long-term borrowings including the current portion and deposits received, which are measured at amortized cost.
-
d. Financial risk management objectives and policies
The Company’s main financial instruments include equity instrument investments, accounts receivable, accounts payable, loans, and lease liabilities. The purpose of the Company’s financial risk management is to manage market risk (including exchange rate risk, interest rate risk and other price risk), credit risk, liquidity risk, and other financial risks related to operating activities. The Company’s Finance Department strives to analyze and evaluate financial risk factors related to the market, and then propose and implement relevant responsive strategies to reduce the impact of risks related to market changes.
- 56 -
The main financial activities of the Company are governed by the Company’s internal management and approved by the board of directors. The financial schemes, which include fund raising plans should be carried out in compliance with the Company’s policies.
1) Market risk
a) Interest rate risk
The Company was exposed to interest rate risk because the Company borrowed funds at both fixed and floating interest rates. 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 are as follows:
| Fair value interest rate risk Financial assets Financial liabilities Cash flow interest rate risk Financial assets Financial liabilities |
**December 31 ** |
|---|---|
| 2021 2020 $ 47,508 $ 39,354 14,090,911 14,785,326 105,142 88,585 20,299,235 20,399,041 |
Sensitivity analysis
The sensitivity analyses below were determined based on the Company’s exposure to interest rates for financial assets and financial liabilities at the end of the reporting period. For sensitivity analysis purposes, the sensitivity rate was adjusted as a result of the volatile financial market. The measurement of the increase or decrease in the interest rates is based on 100 basis points, which is reported to the senior management denoting the management’s assessment for the reasonableness of the fluctuation of the interest rates.
If interest rates increase/decrease by 100 basis points and all variables remained unchanged, the profit before tax for the years ended December 31, 2021 and 2020 would decrease/increase by $201,941 thousand and $203,105 thousand, respectively.
b) Other price risks
The Company was exposed to equity price risks involving equity investments in listed companies and beneficial certificates. The Company’s investments in listed companies and beneficial certificates should be in compliance with the rules made by the board of directors in order to achieve the goal of risk management and maximize the returns on investments.
Sensitivity analysis
The sensitivity analyses below were determined based on the exposure to equity price risks at the end of the reporting period. For sensitivity analysis purposes, the sensitivity rate was adjusted as a result of the volatile financial market.
If equity prices increase/decrease by 5%, the pre-tax other comprehensive income for the years ended December 31, 2021 and 2020 would increase/decrease by $145,197 thousand and $142,281 thousand, respectively, due to the change in fair value of financial assets measured at fair value through other comprehensive income.
- 57 -
2) Credit risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in a financial loss to the Company. At the end of the reporting period, the Company’s credit risk was mainly contributed from trade receivables in operating activities, bank deposits and financial instruments in financial activities.
To maintain the quality of trade receivables, the Company manages credit risk by assessing customers’ credit status in terms of financial status, historical transactions, etc., and obtains an adequate amount of collaterals as guarantees from the customers with high credit risk. In addition, the Company reviews the recoverable amount of each trade debt at the end of the reporting period to ensure that adequate allowances are made for irrecoverable amounts. On the credit risk management of bank deposits and other financial instruments, the Company trades with counterparties which comprise banks with good credit ratings.
3) Liquidity risk
Liquidity risk is a risk in which the Company has difficulty in settling its financial liabilities either by cash or other financial assets. The Company manages its liquidity risk by monitoring and maintaining a level of cash and cash equivalents deemed adequate to finance its operations and mitigate the effects of fluctuations in cash flows. Further, the management monitors the use of bank borrowings and ensures compliance with loan covenants, to avoid critical damage and mitigate the reputation risk facing the Company.
To cater to the demand of capital payments for a particular purpose, the Company maintains adequate cash by way of long-term financing/borrowings. For the management of cash shortage, the Company monitors cash management and allocates cash appropriately to maintain financial flexibility and ensure the mitigation of liquidity risk.
a) Liquidity and interest rate risk tables for non-derivative financial liabilities
The following table details the Company’s remaining contractual maturities for its non-derivative financial liabilities with agreed upon repayment periods. The table has been drawn up based on the undiscounted cash flows of financial liabilities from the earliest date on which the Company can be required to pay. The table includes both interest and principal cash flows. Specifically, bank loans with a repayment on demand clause were included in the earliest time band regardless of the probability of the banks choosing to exercise their rights. The maturity dates for other non-derivative financial liabilities were based on the agreed upon repayment dates.
December 31, 2021
| On | Demand or | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Not | Later than 1 | |||||||||||||
| Year | 1-2 Years | 2-3 Years | 3-4 Years | 4-5 Years | 5+ Years | Total | ||||||||
| Non-derivative financial liabilities | ||||||||||||||
| Short-term borrowings | $ | 4,800,000 | $ | - | $ | - | $ | - | $ | - | $ | - | $ | 4,800,000 |
| Short-term bills payable | 1,549,515 | - | - | - | - | - | 1,549,515 | |||||||
| Trade payables | 4,237,424 | - | - | - | - | - | 4,237,424 | |||||||
| Trade payables to related parties | 50,629 | - | - | - | - | - | 50,629 | |||||||
| Other payables | 1,664,367 | - | - | - | - | - | 1,664,367 | |||||||
| Lease liabilities | 945,167 | 941,260 | 927,775 | 848,090 | 849,859 | 12,213,035 | 16,725,186 | |||||||
| Long-term borrowings (including current | ||||||||||||||
| portion) | - | 13,949,720 | - | - | - | - | 13,949,720 | |||||||
| Deposits received | 54,988 | 4,546 | 5,752 | 18,134 | - | - | 83,420 |
- 58 -
Additional information on the maturity analysis for lease liabilities
| Less than 1 Year 1-5 Years 5-10 Years 10-15 Years Lease liabilities $ 945,167 $ 3,566,984 $ 4,274,383 $ 3,658,039 December 31, 2020 On Demand or Not Later than 1 Year 1-2 Years 2-3 Years 3-4 Years 4-5 Years Non-derivative financial liabilities Short-term borrowings $ 4,650,000 $ - $ - $ - $ Short-term bills payable 2,449,280 - - - Trade payables 3,822,290 - - - Trade payables to related parties 49,983 - - - Other payables 1,827,132 - - - Lease liabilities 941,237 944,462 940,553 927,068 847,38 Long-term borrowings (including current portion) 299,933 9,599,828 3,400,000 - Deposits received 44,741 6,237 4,546 5,752 16,06 Additional information on the maturity analysis for lease liabilities |
15-20 Years $ 2,333,269 5+ Years - $ - - - - - - - - - 2 13,062,511 - - 0 1,200 |
20+ Years $ 1,947,344 |
|---|---|---|
| Total $ 4,650,000 2,449,280 3,822,290 49,983 1,827,132 17,663,213 13,299,761 78,536 |
| Lease liabilities |
Less than 1 Year $ 941,237 |
1-5 Years $ 3,659,465 |
5-10 Years $ 4,264,801 |
10-15 Years $ 3,865,346 |
15-20 Years $ 2,518,365 |
20+ Years $ 2,413,999 |
|---|---|---|---|---|---|---|
The amounts of variable interest rate instruments for both non-derivative financial liabilities mentioned above are subject to change if the changes in variable interest rates differ from those estimates of interest rates determined at the end of the year.
b) Financing facilities
| Unsecured bank overdraft facilities Amount used Amount unused Secured bank loan facilities Amount used Amount unused Unsecured bank loan facilities Amount used Amount unused |
December 31 | December 31 | |
|---|---|---|---|
| 2021 $ - 100,000 $ 100,000 $ 10,750,000 6,350,000 $ 17,100,000 $ 9,550,000 7,150,000 $ 16,700,000 |
2020 $ - 100,000 $ 100,000 $ 11,100,000 4,000,000 $ 15,100,000 $ 9,300,000 4,950,000 $ 14,250,000 |
- 59 -
29. TRANSACTIONS WITH RELATED PARTIES
The transactions between the Company and its related parties, other than those disclosed in other notes, are summarized as follows:
a. The Company’s related parties and their relationships
Related Party Relationship with the Company Far Eastern Ai Mai Co., Ltd. (AIMAI) Subsidiary Ya Tung Department Stores, Ltd. (YTDS) Subsidiary Yu Ming Advertising Agency Co., Ltd. (YMAC) Subsidiary Far Eastern CitySuper Co., Ltd. (FECS) Subsidiary Bai Ding Investment Co., Ltd. (BDIC) Subsidiary Bai Yang Investment Co., Ltd. (BYIC) Subsidiary Far Eastern Hon Li Do Co., Ltd. (FEHLD) Subsidiary Chubei New Century Shopping Mall Co., Ltd. Subsidiary FEDS Asia Pacific Development Co., Ltd. Subsidiary FEDS New Century Development Co., Ltd. Subsidiary Far Eastern Big City Shopping Malls Co., Ltd. Subsidiary Pacific Sogo Department Stores Co., Ltd. (SOGO) Subsidiary Ding Ding Integrated Marketing Service Co., Ltd. Associate (DDIM) Oriental Securities Corporation (OSC) Associate Yuan Hsin Digital Payment Co., Ltd. (YHDP) Associate Far Eastern International Leasing Corporation Associate Far Eastern New Century Corporation (FENC) Investor with significant influence over the Company (equity method investor of FEDS) Far EasTone Telecommunications Co., Ltd. Associate of investor with significant influence over the Group (the subsidiary of FENC) New Century InfoComm Tech Co., Ltd. Associate of investor with significant influence over the Group (the subsidiary of FENC) Far Eastern General Contractor Inc. (FEGC) Associate of investor with significant influence over the Group (the subsidiary of FENC) Far Eastern Construction Co., Ltd. (FEC) Associate of investor with significant influence over the Group (the subsidiary of FENC) Far Eastern Resources Development Co., Ltd. Associate of investor with significant influence over the Group (the subsidiary of FENC) Ding Ding Hotel Co., Ltd. Associate of investor with significant influence over the Group (the subsidiary of FENC) Far Eastern Electronic Toll Collection Co., Ltd. Associate of investor with significant influence over the Group (the subsidiary of FENC) Far Eastern Apparel Co., Ltd. Associate of investor with significant influence over the Group (the subsidiary of FENC) Yuan Ding Co., Ltd. (YDC) Associate of investor with significant influence over the Group (the subsidiary of FENC) YDT Technology International Co., Ltd. Associate of investor with significant influence over the Group (the subsidiary of FENC) Far Eastern Technical Consultants Co., Ltd. Associate of investor with significant influence over the Group (the subsidiary of FENC) Yuan Cing Co., Ltd. Associate of investor with significant influence over the Group (the subsidiary of FENC) Arcoa Communication Co., Ltd. Associate of investor with significant influence over the Group (the subsidiary of FENC) (Continued)
- 60 -
Relationshipelationshiplationshipationshipionshiponshipnshipshiphipp with theith theth theh thethehee Companympanypanynyy
Related Party Relationshipelationshiplationshipationshipionshiponshipnshipshiphipp with theith theth theh thethehee Companympanypanynyy Asia Cement Corporation Associate of investor with significant influence over the Group (the subsidiary of FENC) Ya Tung Ready Mixed Concrete Co., Ltd. Associate of investor with significant influence over the Group (the subsidiary of FENC) Everest Textile Co., Ltd. Associate of investor with significant influence over the Group (the subsidiary of FENC) Far Eastern International Bank Ltd. Other related party (the chairman of Company, also the vice chairman of FEIB) Yuan Bo Asset Management Corporation Other related party (subsidiary of Far Eastern International Leasing Corporation) Oriental Union Chemical Corporation Other related party (the same chairman) Yuan Ze University Other related party (the same chairman) Far Eastern Medical Foundation Other related party (the same chairman) U-Ming Marine Transport Corporation Other related party (the same chairman) Mr. Xu Yuanzhi Memorial Foundation Other related party (related party in substance) Ding & Ding Management Consultants Co., Ltd. Other related party (related party in substance) (Concluded)
- b. Operating revenue
Line Item Related Party Category/Name Sales of goods (Note) Subsidiaries Associates of investor with significant influence over the Company Other related parties Other operating revenue Other related parties Subsidiaries Associates of investor with significant influence over the Company Associates |
**For the Year Ended ** | **For the Year Ended ** | **December 31 ** |
|---|---|---|---|
| 2021 $ 35,332 28,078 1,588 $ 64,998 $ 42,641 22,781 17,452 73 $ 82,947 |
2020 $ 35,576 31,087 680 $ 67,343 $ 48,520 25,115 18,467 1,288 $ 93,390 |
Note: Sales to related parties and unrelated parties were made under normal terms.
- c. Purchases
Line Item Related Party Category/Name Operating costs (Note) Associates of investor with significant influence over the Company Subsidiaries |
For the Year Ended | For the Year Ended | December 31 |
|---|---|---|---|
| 2021 $ 13,258 3,853 $ 17,111 |
2020 $ 14,083 3,372 $ 17,455 |
Note: Purchases from related parties and unrelated parties were made under normal terms.
- 61 -
d. Receivables from related parties
| Line Item Related Party Category/Name Trade receivable Other related parties Associates of investor with significant influence over the company Subsidiaries Investor with significant influence over the Company Associates Other receivables Subsidiaries Associates of investor with significant influence over the company Other related parties e. Other non-current assets Line Item Related Party Category/Name Lease incentives Associates of investor with significant influence over the company Yuan Ding Co., Ltd. Other related parties Far Eastern International Bank Ltd. Refundable deposits Associates of investor with significant influence over the company f. Payables to related parties Line Item Related Party Category/Name Trade payable Associates of investor with significant influence over the company Subsidiaries |
December 31 | December 31 | |
|---|---|---|---|
| 2021 2020 $ 57,571 $ 28,831 28,861 29,920 2,854 7,648 2,515 7,195 185 1,649 $ 91,986 $ 75,243 $ 15,900 $ 7,754 2,752 1,511 60 54 $ 18,712 $ 9,319 December 31 |
|||
| 2021 2020 $ 16,147 $ 18,741 583 863 $ 16,730 $ 19,604 $ 7,740 $ 7,741 **December 31 ** |
|||
| 2021 $ 28,054 22,575 $ 50,629 |
2020 $ 26,764 23,219 $ 49,983 (Continued) |
- 62 -
| Line Item Related Party Category/Name Other payables Associates of investor with significant influence over the company Far Eastern General Contractor Inc. (FEG) Ya Tung Ready-Mixed Concrete Corporation Others Subsidiaries Associates Investor with significant influence over the Company Other related parties g. Other current liabilities Line Item Related Party Category/Name Advance receipts Associates of investor with significant influence over the company Others Associates Subsidiaries Associates of investor with significant influence over the company h. Other non-current liabilities Line Item Related Party Category/Name Guarantee deposits received Associates of investor with significant influence over the company Yuan Ding Co., Ltd. Others Other related parties Subsidiaries |
**December 31 ** | **December 31 ** | |
|---|---|---|---|
| 2021 2020 $ 179,798 $ 217,682 76,703 78,769 12,186 18,640 268,687 315,091 88,321 51,758 58,550 60,605 46,042 41,866 8,927 7,563 $ 470,527 $ 476,883 (Concluded) **December 31 ** |
|||
| 2021 2020 $ 180 $ 844 $ 147 $ 372 30 67 - 55 $ 177 $ 494 December 31 |
|||
| 2021 $ 61,166 87 61,253 1,023 881 $ 63,157 |
2020 $ 57,880 87 57,967 1,023 881 $ 59,871 |
-
63 -
-
i. Lease arrangements - the Company as lessee
Related Party Category/Name Acquisition of right-of-use assets Associates of investor with significant influence over the Company Associates Line Item Related Party Category/Name Lease liabilities (Note) Associates of investor with significant influence over the company Far Eastern Construction Co., Ltd. Asia Cement Corporation Yuan Ding Co., Ltd. Far Eastern Resources Development Co., Ltd. Other related parties Associates |
For the Year Ended | For the Year Ended | For the Year Ended | For the Year Ended | December 31 |
|---|---|---|---|---|---|
| 2021 2020 $ 212,926 $ 111,557 3,460 5,337 $ 216,386 $ 116,894 **December 31 ** |
|||||
| 2021 $ 3,504,362 233,097 22,149 6,544 3,766,152 8,311 7,274 $ 3,781,737 |
2020 $ 3,649,049 309,379 32,933 8,685 4,000,046 9,615 4,988 $ 4,014,649 |
| Note: The lease payments, payable either monthly or yearly, are Company and the related parties. Related Party Category/Name Interest expense Associates of investor with significant influence over the company Other related parties Associates Acquisition of other assets Related Party Category/Name Line Item Other related parties Intangible assets Subsidiaries Property, plant and equipment |
made per the agreement between the **For the Year Ended December 31 ** |
made per the agreement between the **For the Year Ended December 31 ** |
made per the agreement between the **For the Year Ended December 31 ** |
|---|---|---|---|
| 2021 2020 $ 64,394 $ 67,460 153 175 53 15 $ 64,600 $ 67,650 Acquisition Price |
|||
| 2021 $ 14,625 11,734 $ 26,359 |
2020 $ 13,737 - $ 13,737 |
j Acquisition of other assets
- 64 -
k. Construction projects
The construction projects of the Company were as follows:
Associates of investor with significant influence over the company l. Other related-party transactions Line Item Related Party Category/Name Operating expenses Subsidiaries (Note) Investor with significant influence over the Company Other related parties Associates Associates of investor with significant influence over the company Other gains and losses - Subsidiaries gains Pacific Sogo Department Stores Co., Ltd. Others Other related parties Far Eastern International Bank Ltd. Associates Associates of investor with significant influence over the company Other gains and losses - Associates losses Oriental Securities Corporation Investor with significant influence over the Company Associates of investor with significant influence over the company Finance costs Subsidiary Pacific Sogo Department Stores Co., Ltd. |
**For the Year Ended ** | **For the Year Ended ** | **December 31 ** |
|---|---|---|---|
| 2021 $ 2,023 For the Year Ended |
2020 $ 10,706 December 31 |
||
| 2021 $ 148,285 83,372 57,055 41,977 26,877 $ 357,566 $ 20,458 8,804 29,262 17,844 46 13 $ 47,165 $ 7,029 73 - $ 7,102 $ 13,686 |
2020 $ 188,339 83,986 39,119 47,039 46,726 $ 405,209 $ 18,723 3,366 22,089 19,301 90 15 $ 41,495 $ 7,054 6 7 $ 7,067 $ 12,227 |
- 65 -
m. Compensation of key management personnel
Short-term employee benefits Post-employment benefits |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2021 $ 51,426 36 $ 51,462 |
2020 $ 73,686 34 $ 73,720 |
The remuneration of directors and other key management personnel was determined by the compensation committee of the Company in accordance with the individual performance and the market trends.
30. ASSETS PLEDGED AS COLLATERAL OR FOR SECURITY
The following assets were provided as collateral for bank borrowings and administrative proceedings:
| Financial assets at amortized cost Financial assets at FVTOCI Investments accounted for using the equity method Property, plant and equipment Investment properties |
December 31 | December 31 | |
|---|---|---|---|
| 2021 $ 25,508 1,550,500 1,230,178 13,471,223 1,291,451 $ 17,568,860 |
2020 $ 25,424 1,512,000 1,181,946 13,616,836 1,309,425 $ 17,645,631 |
31. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED COMMITMENTS
In addition to those disclosed in other notes, significant unrecognized commitments and contingencies of the Company as of December 31, 2021 and 2020 are as follows:
- a. Significant unrecognized commitments
The amounts of unrecognized commitments are as follows:
| Acquisition of property, plant and equipment |
**December 31 ** | **December 31 ** | |
|---|---|---|---|
| 2021 $ 263,078 |
2020 $ 431,182 |
-
b. In April 2021, under a ruling by the MOEA whereby “the terms and conditions of gift certificates for certain goods and for certain services within the retail industry should be documented in a standard contract while others should not”, the Company and SOGO signed an agreement to have mutual performance guarantees on gift certificates bought by customers. The guarantee period was from April 1, 2021 to March 31, 2022. As of December 31, 2021, the Company’s guarantee amount for SOGO was $5,756,029 thousand and that of SOGO for the Company was $3,985,454 thousand.
-
66 -
32. OTHER MATTERS
The Company’s operating income decreased due to the traffic flow control at the business premises during the outbreak of COVID-19 pandemic. The Company has applied to the government successively for the COVID-19 financial support and rent concession due to the impact of the pandemic. The Company expects to resume regular business operation along with the recession of the pandemic.
33. SEPARATELY DISCLOSED ITEMS
-
a. Information on significant transactions and b. investees:
-
1) Financing provided to others: Table 1.
-
2) Endorsements/guarantees provided: Table 2.
-
3) Marketable securities held (excluding investment in subsidiaries, associates and joint ventures): Table 3.
-
4) Marketable securities acquired and disposed of at costs or prices of at least NT$300 million or 20% of the paid-in capital: Table 4.
-
5) Acquisition of individual real estate at costs of at least NT$300 million or 20% of the paid-in capital: None.
-
6) Disposal of individual real estate at prices of at least NT$300 million or 20% of the paid-in capital: None.
-
7) Total purchases from or sales to related parties amounting to at least NT$100 million or 20% of the paid-in capital: None.
-
8) Receivables from related parties amounting to at least NT$100 million or 20% of the paid-in capital: Table 5.
-
9) Trading in derivative instruments: None.
-
b. Information on investees: Table 6.
-
c. Information on investments in mainland China:
-
1) Name of the investees in mainland China, main business and products, paid-in capital, method of investment, information on inflow or outflow of capital, percentage of ownership, investment income or loss, ending balance of investment, repatriation of investment income, and the limit of investment in mainland China: Table 7.
-
2) Any of the following significant transactions with investee companies in mainland China, either directly or indirectly through a third party, and their prices, payment terms, and unrealized gains or losses:
-
a) The amount and percentage of purchases and the balance and percentage of the related payables at the end of the period: None.
-
b) The amount and percentage of sales and the balance and percentage of the related receivables at the end of the period: None.
-
-
67 -
-
c) The amount of property transactions and the amount of the resultant gains or losses: None.
-
d) The balance of negotiable instrument endorsements or guarantees or pledges of collateral at the end of the period and the purposes: Table 2.
-
e) The highest balance, the end of period balance, the interest rate range, and total current period interest with respect to financing of funds: Table 1.
-
f) Other transactions that have a material effect on the profit or loss for the period or on the financial position, such as the rendering or receiving of services: None.
-
d. Information of major shareholders: List all shareholders with ownership of 5% or greater, showing the names and the numbers of shares and percentage of ownership of each shareholder, please see Table 8.
-
68 -
TABLE 1
FAR EASTERN DEPARTMENT STORES, LTD.
FINANCING PROVIDED TO OTHERS FOR THE YEAR ENDED DECEMBER 31, 2021 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| No. | Lender | Borrower | Financial Statement Account |
Related Parties |
Highest Balance for the Period |
Ending Balance | Actual Borrowing Amount |
Interest Rate | Nature of Financing |
Business Transaction Amounts |
Reason for Short-term Financing |
Allowance for Impairment Loss |
Colla | **teral ** | Financing Limit for Each Borrower |
Aggregate Financing Limits |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Item | Value | |||||||||||||||
| 1 | Pacific Sogo Department Stores Co., Ltd. |
Pacific China Holding Ltd. | Other receivables | Y | $ 2,000,000 | $ 2,000,000 | $ - | - | (Note A) | $ - | Transaction | $ - | - | $ - | $ 4,811,027 (Note B) |
$ 4,811,027 (Note B) |
| Pacific (China) Investment Co., Ltd. |
Other receivables | Y | 614,496 (US$ 22,200 thousand ) |
614,496 (US$ 22,200 thousand ) |
- | - | (Note A) | - | Transaction | - | - | - | 4,811,027 (Note B) |
4,811,027 (Note B) |
||
| 2 | Chongqing FEDS Co., Ltd. | Chongqing Pacific Consultant and Management Co., Ltd. Dalian Pacific Department Store Co., Ltd. Chengdu Quanxing Building Pacific Department Store Co., Ltd. Shanghai Bai Ding Consultant & Management Co., Ltd. Chengdu FEDS Co., Ltd. Chongqing Metropolitan Plaza Pacific Department Store Co., Ltd. |
Other receivables Other receivables Other receivables Other receivables Other receivables Other receivables |
Y Y Y Y Y Y |
739,007 (RMB 170,000 thousand ) 217,355 (RMB 50,000 thousand ) 217,355 (RMB 50,000 thousand ) 43,471 (RMB 10,000 thousand ) 652,065 (RMB 150,000 thousand ) 434,710 (RMB 100,000 thousand ) |
739,007 (RMB 170,000 thousand ) 130,413 (RMB 30,000 thousand ) 217,355 (RMB 50,000 thousand ) 43,471 (RMB 10,000 thousand ) 434,710 (RMB 100,000 thousand ) 434,710 (RMB 100,000 thousand ) |
657,282 (RMB 151,200 thousand ) - 15,711 (RMB 3,614 thousand ) - 173,884 (RMB 40,000 thousand ) 282,562 (RMB 65,000 thousand ) |
1.504523% (Note F) 1.504523% (Note G) 1.504523% (Note H) - 1.504523% (Note I) 1.504523% (Note J) |
(Note A) (Note A) (Note A) (Note A) (Note A) (Note A) |
- - - - - - |
Transaction Transaction Transaction Transaction Transaction Transaction |
- - - - - - |
- - - - - - |
- - - - - - |
12,419,452 (Note D) 12,419,452 (Note D) 12,419,452 (Note D) 12,419,452 (Note D) 12,419,452 (Note D) 12,419,452 (Note D) |
12,419,452 (Note D) 12,419,452 (Note D) 12,419,452 (Note D) 12,419,452 (Note D) 12,419,452 (Note D) 12,419,452 (Note D) |
| 3 | Chongqing Metropolitan Plaza Pacific Department Store Co., Ltd. |
Chongqing FEDS Co., Ltd. | Other receivables | Y | 304,297 (RMB 70,000 thousand ) |
304,297 (RMB 70,000 thousand ) |
- | - | (Note A) | - | Transaction | - | - | - | 12,419,452 (Note D) |
12,419,452 (Note D) |
| 4 | Pacific China Holdings (HK) Co., Ltd. |
Pacific China Holding Ltd. | Other receivables | Y | 276,800 (US$ 10,000 thousand) |
276,800 (US$ 10,000 thousand ) |
99,648 (US$ 3,600 thousand ) |
1.55%-1.81% (Note K) |
(Note A) | - | Transaction | - | - | - | 12,419,452 (Note D) |
12,419,452 (Note D) |
| 5 | Pacific (China) Investment Co., Ltd. |
Chongqing FEDS Co., Ltd. | Other receivables | Y | 43,471 (RMB 10,000 thousand ) |
43,471 (RMB 10,000 thousand ) |
- | - | (Note A) | - | Transaction | - | - | - | 12,419,452 (Note D) |
12,419,452 (Note D) |
| Chongqing Metropolitan Plaza Pacific Department Store Co., Ltd. |
Other receivables | Y | 1,024,160 (US$ 37,000 thousand ) |
1,024,160 (US$ 37,000 thousand ) |
- | - | (Note A) | Transaction | - | - | - | 12,419,452 (Note D) |
12,419,452 (Note D) |
|||
| 6 | Shanghai Pacific Department Store Co., Ltd. |
Shanghai Xujiahui Centre Group Co., Ltd. |
Other receivables | Y | 186,491 (RMB 42,900 thousand ) |
- | - | 1.35% | (Note A) | - | Transaction | - | - | - | 306,658 (Note B) |
306,658 (Note B) |
| 7 | Bai Yang Investment Co., Ltd. |
Pacific (China) Investment Co., Ltd. |
Other receivables | Y | 409,664 (US$ 14,800 thousand ) |
409,664 (US$ 14,800 thousand ) |
- | - | (Note A) | - | Transaction | - | - | - | 6,209,726 (Note C) |
12,419,452 (Note D) |
Note A: Short-term financing.
Note B: 40% of the financing company’s net assets.
Note C: The amount of the collateral/guarantees is based on 20% of the net value of the ultimate parent company, Far Eastern Department Stores Co., Ltd. per its latest financial statements.
Note D: The amount of the collateral/guarantees is based on 40% of the net value of the ultimate parent company, Far Eastern Department Stores Co., Ltd. per its latest financial statements.
Note E: As the amount of the investee, Lian Ching Investment Co., Ltd. has been written off to zero and the Company has not undertaken any liabilities, no disclosure pertaining to the investee is made.
Note F: The interest for the period amounted to RMB2,351 thousand.
Note G: The interest for the period amounted to RMB5 thousand.
Note H: The interest for the period amounted to RMB55 thousand.
Note I: The interest for the period amounted to RMB645 thousand.
Note J: The interest for the period amounted to RMB255 thousand.
Note K: The interest for the period amounted to US$57 thousand.
- 69 -
TABLE 2
FAR EASTERN DEPARTMENT STORES, LTD.
ENDORSEMENTS/GUARANTEES PROVIDED FOR THE YEAR ENDED DECEMBER 31, 2021 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| No. | Endorser/Guarantor | Endorsee/Guarantee | Endorsee/Guarantee | Limits on Endorsement/ Guarantee Given on Behalf of Each Party |
Maximum Amount Endorsed/ Guaranteed During the Period |
Outstanding Endorsement/ Guarantee at the End of the Period |
Actual Borrowing Amount |
Amount Endorsed/ Guaranteed by Collateral |
Ratio of Accumulated Endorsement/ Guarantee to Net Equity in Latest Financial Statements (%) |
Maximum Endorsement/ Guarantee Amounts Allowable |
Endorsement/ Guarantee Provided by Parent Company |
Endorsement/ Guarantee Provided by A Subsidiary |
Endorsement/ Guarantee Provided to Mainland China |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name | Nature of Relationship (Note F) |
||||||||||||
| 0 | Far Eastern Department Stores, Ltd. | Bai Ding Investment Co., Ltd. (Bai Ding) Chubei New Century Shopping Mall Co., Ltd. FEDS Development Ltd. Far Eastern CitySuper Co., Ltd. Pacific Sogo Department Stores Co., Ltd. |
2 2 2 2 2 |
$ 18,629,178 (Note A) 18,629,178 (Note A) 18,629,178 (Note A) 18,629,178 (Note A) 18,629,178 (Note A) |
$ 1,400,000 3,700,000 553,600 (US$ 20,000 thousand) 130,000 5,756,029 |
$ 900,000 3,700,000 276,800 (US$ 10,000 thousand) 130,000 5,756,029 |
$ 627,000 1,960,000 - 1,000 5,756,029 |
$ - - - - - |
3 12 1 - 19 |
$ 31,048,630 (Note B) 31,048,630 (Note B) 31,048,630 (Note B) 31,048,630 (Note B) 31,048,630 (Note B) |
Y Y Y Y Y |
- - - - - |
- - - - - |
| 1 | Pacific Sogo Department Stores Co., Ltd. |
Far Eastern Department Stores, Ltd. Pacific China Holding Ltd. Dalian Pacific Department Store Co., Ltd. Chongqing Metropolitan Plaza Pacific Department Store Co., Ltd. |
3 2 2 2 |
18,629,178 (Note C) 18,629,178 (Note C) 18,629,178 (Note C) 18,629,178 (Note C) |
3,985,454 9,988,998 (US$ 318,000 thousand) (RMB 273,000 thousand) 339,074 (RMB 78,000 thousand) 640,542 (US$ 20,000 thousand) (RMB 20,000 thousand) |
3,985,454 9,213,958 (US$ 290,000 thousand) (RMB 273,000 thousand) 65,207 (RMB 15,000 thousand) 363,742 (US$ 10,000 thousand) (RMB 20,000 thousand) |
3,985,454 3,655,911 (RMB 841,000 thousand) 43,471 (RMB 10,000 thousand) 363,742 (US$ 10,000 thousand) (RMB 20,000 thousand) |
- - - - |
13 30 - 1 |
31,048,630 (Note D) 31,048,630 (Note D) 31,048,630 (Note D) 31,048,630 (Note D) |
- - - - |
Y - - - |
- - Y Y |
| 2 | Far Eastern Big City Shopping Malls Co., Ltd. |
Pacific Sogo Department Stores Co., Ltd. |
3 |
408,109 (Note A) |
153,202 | 153,202 | 153,202 | - | - | 680,182 (Note B) |
- | - | - |
Note A: The amount is 60% of net assets based on the latest financial statements of the endorser/guarantor.
Note B: The amount is 100% of net assets based on the latest financial statements of the endorser/guarantor.
Note C: The amount of the collateral/guarantees is based on 60% of the net value of the ultimate parent company, Far Eastern Department Stores Co., Ltd. per its latest financial statements.
Note D: The amount of the collateral/guarantees is based on 100% of the net value of the ultimate parent company, Far Eastern Department Stores Co., Ltd. per its latest financial statements.
Note E: As the amount of the investee, Lian Ching Investment Co., Ltd. has been written off to zero and the Company has not undertaken any liabilities, no disclosure pertaining to the investee is made.
(Continued)
- 70 -
(Concluded)
Note F: Relationships between the endorsement/guarantee provider and the guaranteed party:
-
Trading partner.
-
The direct and indirect shareholding of the Company amounts to more than 50%.
-
The companies that directly and indirectly hold more than 50% of the Company’s voting rights.
-
The Company that directly and indirectly holds more than 90% of the voting shares.
-
Guaranteed by the Company according to the construction contract.
-
An investee company. The guarantees were provided based on the Company’s proportionate share in the investee company.
-
Companies in the same industry provide among themselves joint and several securities for as performance guarantees of sales contracts for pre-construction homes pursuant to the Consumer Protection Act.
-
71 -
TABLE 3
FAR EASTERN DEPARTMENT STORES, LTD.
MARKETABLE SECURITIES HELD DECEMBER 31, 2021
(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| Holding Company | Type and Name of Marketable Securities | Relationship with Issuer of Securities |
Financial Statement Account | December 31, 2021 | December 31, 2021 | Note | ||
|---|---|---|---|---|---|---|---|---|
| Shares (In Thousands) |
Carrying Amount | Percentage of Ownership (%) |
Fair Value | |||||
| Far Eastern Department Stores, Ltd. Bai Ding Investment Co., Ltd. Bai Yang Investment Co., Ltd. Yu Ming Advertising Agency Co., Ltd. |
Shares Asia Cement Corporation Far Eastern New Century Corporation Kaohsiung Rapid Transit Corporation Yuan Ding Leasing Corp. Yuan Ding Co., Ltd. Yuan Shi Digital Technology Co., Ltd. Shares Far Eastern Department Stores, Ltd. Asia Cement Corporation Far Eastern New Century Corporation Chung-Nan Textile Co., Ltd. Ding Ding Management Consultants Co., Ltd. Yue Ding Industry Co., Ltd. Oriental Securities Investment Advisory Co., Ltd. Ding Sheng Investment Co., Ltd. Shares Far Eastern International Bank Ltd. Asia Cement Corporation U-Ming Marine Transport Corporation Oriental Securities Investment Advisory Co., Ltd. Beneficiary certificate DWS Taiwan Money Market Fund |
4 3 - - 4 4 2 7 6 - 8 7 8 - 8 7 8 8 - |
Financial assets at fair value through other comprehensive income - non-current Financial assets at fair value through other comprehensive income - non-current Financial assets at fair value through other comprehensive income - non-current Financial assets at fair value through other comprehensive income - non-current Financial assets at fair value through other comprehensive income - non-current Financial assets at fair value through other comprehensive income - non-current Financial assets at fair value through other comprehensive income - current Financial assets at fair value through other comprehensive income - non-current Financial assets at fair value through other comprehensive income - non-current Financial assets at fair value through other comprehensive income - non-current Financial assets at fair value through other comprehensive income - non-current Financial assets at fair value through other comprehensive income - non-current Financial assets at fair value through other comprehensive income - non-current Financial assets at fair value through other comprehensive income - non-current Financial assets at fair value through other comprehensive income - current Financial assets at fair value through other comprehensive income - non-current Financial assets at fair value through other comprehensive income - non-current Financial assets at fair value through other comprehensive income - non-current Financial assets at fair value through profit or loss - current |
50,000 19,964 6,286 7,309 3 312 8,207 14,814 15,812 2,984 647 2,854 1 40,329 23,757 3,849 200 1 3,663 |
$ 2,215,022 584,956 31,682 71,694 10 571 176,040 656,278 463,278 123,492 10,825 47,535 10 344,508 255,390 170,531 12,080 10 43,295 |
1 - 2 9 - - 1 - - 5 5 2 - 18 1 - - - - |
$ 2,215,022 584,956 31,682 71,694 10 571 176,040 656,278 463,278 123,492 10,825 47,535 10 344,508 255,390 170,531 12,080 10 43,295 |
35,000 thousand shares of Asia Cement Corporation pledged for loans and commercial papers issued of the investor company 5,200 thousand shares of Asia Cement Corporation pledged for commercial papers issued of the investor company 15,000 thousand shares of Far Eastern New Century Corporation pledged for loans of the investor company |
(Continued)
- 72 -
| Holding Company | Type and Name of Marketable Securities | Relationship with Issuer of Securities |
Financial Statement Account | December 31, 2021 | December 31, 2021 | Note | ||
|---|---|---|---|---|---|---|---|---|
| Shares (In Thousands) |
Carrying Amount | Percentage of Ownership (%) |
Fair Value | |||||
| FEDS New Century Development Co., Ltd. FEDS Development Ltd. Pacific Sogo Department Stores Co., Ltd. Pacific Liu Tong Investment Co., Ltd. Far Eastern Big City Shopping Malls Co., Ltd. Pacific China Holding Ltd. |
Shares Asia Cement Corporation Beneficiary certificate DWS Taiwan Money Market Fund Shares Kowloon Cement Corp., Ltd. Shares CMC Magnetics Corp. Quanta Computer Inc. Pacific Construction Co., Ltd. Oriental Union Chemical Corp. Pacific Liu Tong Investment Co., Ltd. Asia Cement Corporation Far Eastern New Century Corporation E-Shou Hi-tech Co., Ltd. Tian Yuan Investment Co., Ltd. PURETEK Corp. Pacific 88 Co., Ltd. Yuan Shi Digital Technology Co., Ltd. Beneficiary certificate DWS Taiwan Money Market Fund Shares Asia Cement Corporation Shares Overseas Development Corp. Taiwan Ocean Farming Corp. |
7 - 7 - - - 8 1 7 3 - - - - 7 - 7 - - |
Financial assets at fair value through other comprehensive income - non-current Financial assets at fair value through profit or loss - current Financial assets at fair value through other comprehensive income - non-current Financial assets at fair value through profit or loss - current Financial assets at fair value through profit or loss - current Financial assets at fair value through profit or loss - current Financial assets at fair value through other comprehensive income - current Financial assets at fair value through other comprehensive income - non-current Financial assets at fair value through other comprehensive income - current Financial assets at fair value through other comprehensive income - current Financial assets at fair value through profit or loss - non-current Financial assets at fair value through profit or loss - non-current Financial assets at fair value through profit or loss - non-current Financial assets at fair value through profit or loss - non-current Financial assets at fair value through profit or loss - non-current Financial assets at fair value through profit or loss - current Financial assets at fair value through profit or loss - current Financial assets at fair value through profit or loss - non-current Financial assets at fair value through profit or loss - non-current |
1,506 8,503 46 200 1 7,931 136 800 70 40 18,300 98,000 119 16 312 17,273 160 2,250 2,250 |
$ 66,697 100,499 16,416 2,287 68 77,247 3,046 4,019 3,101 1,172 - - - - - 204,166 7,088 - - |
- - - - - 2 - - - - 15 20 - 1 - - - 15 15 |
$ 66,697 100,499 16,416 2,287 68 77,247 3,046 4,019 3,101 1,172 - - - - - 204,166 7,088 - - |
-
Note A: 1. Subsidiary of FEDS.
-
Parent company.
-
Investor with significant influence over the Company.
-
Associate of investor with significant influence over the Company. 5. Other related party.
-
Investor with significant influence over FEDS.
-
Associate of investor with significant influence over FEDS.
-
Other related party of FEDS.
(Concluded)
- 73 -
TABLE 4
FAR EASTERN DEPARTMENT STORES, LTD. AND SUBSIDIARIES
CUMULATIVE PURCHASE OR SALE OF ONE SECURITY FOR AN AMOUNT EXCEEDING NT$300 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE YEAR ENDED DECEMBER 31, 2021
(In Thousands of New Taiwan Dollars)
| Selling and Buying Company |
Type and Name of Marketable Securities |
Financial Statement Account |
Transacting Company |
Relationship | January 1, 2021 | January 1, 2021 | Buy | Buy | Sell | Sell | Adjustments (Note B) |
December 31, 2021 | December 31, 2021 | ||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Shares (In Thousands) |
Amount | Shares (In Thousands) |
Amount | Shares (In Thousands) |
Selling Price | Booked Cost | Disposal Profit | Shares (In Thousands) |
Amount | ||||||
| Far Eastern Department Stores, Ltd. Bai Yang Investment Co., Ltd. Far Eastern New Century Corporation |
Shares Bai Yang Investment Co., Ltd. Shares Far Eastern New Century Corporation Shares Chubei New Century Shopping Mall Co., Ltd. (CBNC) |
Investments accounted for using the equity method Investments accounted for using the equity method Investments accounted for using the equity method |
- - - |
Subsidiary Subsidiary Subsidiary |
924,991 232,000 200,000 |
$ 9,108,584 2,403,784 1,991,269 |
150,000 150,000 150,000 |
$ 1,500,000 (Note A) 1,500,000 (Note A) 1,500,000 (Note A) |
- - - |
$ - - - |
$ - - - |
$ - - - |
$ 202,477 (26,497) (31,741) |
1,074,991 382,000 350,000 |
$ 10,811,061 3,877,287 3,459,528 |
Note A: It is a cash capital increase.
Note B: It is the comprehensive profit and loss amount recognized in accordance with the equity method.
- 74 -
TABLE 5
FAR EASTERN DEPARTMENT STORES, LTD.
RECEIVABLES FROM RELATED PARTIES AMOUNTING TO AT LEAST $100 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE YEAR ENDED DECEMBER 31, 2021
(In Thousands of New Taiwan Dollars)
| Company Name | Related Party | Relationship | Ending Balance | Turnover Rate | Overdue | Overdue | Amounts Received in Subsequent Period |
Allowance for Impairment Loss |
|---|---|---|---|---|---|---|---|---|
| Amount | Actions Taken | |||||||
| Pacific Sogo Department Stores Co., Ltd. Pacific China Holdings (HK) Limited and Pacific China Holding Ltd. Chongqing FEDS Co., Ltd. |
Sogo Department Store Co., Ltd. Pacific China Holdings (B.V.I) Limited and Pacific China Holding Ltd. Chongqing Metropolitan Plaza Pacific Department Store Co., Ltd. Chongqing Pacific Consultant and Management Co., Ltd. Chengdu FEDS Co., Ltd. |
Associate Subsidiary Same ultimate parent company Same ultimate parent company Same ultimate parent company |
$ 119,483 100,058 (Note) 282,879 (Note) 658,133 (Note) 174,109 (Note) |
- - - - - |
$ 119,483 - - - - |
Collection expedited - - - - |
$ 84 - - - - |
$ 119,483 - - - - |
Note: This balance refers to fund lending.
- 75 -
TABLE 6
FAR EASTERN DEPARTMENT STORES, LTD.
NAMES, LOCATIONS, AND OTHER INFORMATION OF INVESTEES ON WHICH THE COMPANY EXERCISES SIGNIFICANT INFLUENCE FOR THE YEAR ENDED DECEMBER 31, 2021 (In Thousands of New Taiwan Dollars)
| (In Thousands of New Taiwan Dollars) | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Investor Company | Investee Company | Location | Main Businesses and Products | Original Investment Amount | Balance as of December 31, 2021 | Net Income (Loss) of the Investee |
Share of (Loss) Profit |
Note A | |||
| December 31, 2021 |
December 31, 2020 |
Shares (In Thousands) |
Percentage of Ownership (%) |
Carrying Amount |
|||||||
| Far Eastern Department Stores Co., Ltd. Bai Ding Investment Co., Ltd. FEDS Asia Pacific Development Co., Ltd. FEDS New Century Development Co., Ltd. Bai Yang Investment Co., Ltd. Ya Tung Department Stores, Ltd. Yu Ming Advertising Agency Co., Ltd. Far Eastern Hon Li Do Co., Ltd. Pacific Liu Tong Investment Co., Ltd. Pacific Sogo Department Stores Co., Ltd. Pacific China Holdings (HK) Limited Pacific China Holding Ltd. |
Bai Yang Investment Co., Ltd. Oriental Securities Corporation Pacific Liu Tong Investment Co., Ltd. Bai Ding Investment Co., Ltd. Far Eastern Ai Mai Co., Ltd. FEDS Development Ltd. Yu Ming Advertising Agency Co., Ltd. Ya Tung Department Stores, Ltd. Ding Ding Integrated Marketing Service Co., Ltd. Asians Merchandise Company Far Eastern Hon Li Do Co., Ltd. Far Eastern CitySuper Co., Ltd. Yuan Hsin Digital Payment Co., Ltd. Oriental Securities Corporation Pacific Liu Tong Investment Co., Ltd. Far Eastern International Leasing Corporation Pacific Sogo Department Stores Co., Ltd. Yue Ming Trading Co., Ltd. Far Eastern Hon Li Do Co., Ltd. Far Eastern CitySuper Co., Ltd. Yuan Hsin Digital Payment Co., Ltd. Pacific Liu Tong Investment Co., Ltd. Pacific Liu Tong Investment Co., Ltd. Chubei New Century Shopping Mall Co., Ltd. FEDS Asia Pacific Development Co., Ltd. Far Eastern International Leasing Corporation Bai Ding Investment Co., Ltd. FEDS New Century Development Co., Ltd. Pacific Liu Tong Investment Co., Ltd. FEDS Development Ltd. Pacific China Holdings (HK) Limited Far Eastern Big City Shopping Malls Co., Ltd. Pacific Liu Tong Investment Co., Ltd. Pacific Liu Tong Investment Co., Ltd. Pacific Liu Tong Investment Co., Ltd. Pacific Sogo Department Stores Co., Ltd. Pacific Department Store Co., Ltd. Pacific China Holdings (HK) Limited Pacific Department Store Co., Ltd. Lian Ching Investment Co., Ltd. (Note C) Pacific Venture Investment Ltd. Sogo Department Store Co., Ltd. Ding Ding Integrated Marketing Service Co., Ltd. Far Eastern Big City Shopping Malls Co., Ltd. Yuan Hsin Digital Payment Co., Ltd. Pacific China Holding Ltd. Bai Fa China Holdings (HK) Ltd. |
Taiwan Taiwan Taiwan Taiwan Taiwan British Virgin Island Taiwan Taiwan Taiwan US Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan British Virgin Island Hong Kong Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Hong Kong Taiwan Taiwan Hong Kong Taiwan Taiwan Taiwan Taiwan British Virgin Island Hong Kong |
Investment Securities investment Investment Investment Retail Investment Advertising and import agent Department store Marketing Trading Building leasing Retail E-ticket Securities investment Investment Leasing Department store Import and export trading and distribution Building leasing Retail E-ticket Investment Investment Department store Shopping mall Leasing Investment Shopping mall Investment Investment Investment Department store Investment Investment Investment Department store Department store Investment Department store Investment Investment Credit card business Marketing Department store E-ticket Investment Investment |
$ 10,422,181 143,652 1,764,210 33,357 1,535,538 125,058 33,000 919,292 64,500 5,316 40,278 478,269 238,292 163,563 658,129 301,125 33,490 21,291 28,672 - 21,179 99,000 99,000 3,500,000 1,522,761 1,555,590 577,457 3,745,272 99,000 723,946 3,853,976 200,000 55,000 1,200 8,400 4,469,904 62,480 6,117,447 599,000 270,641 357,050 32,984 64,500 300,000 358,292 4,290,400 46 |
$ 8,922,181 143,652 1,764,210 33,357 1,535,538 125,058 33,000 919,292 64,500 5,316 40,278 478,269 238,292 163,563 658,129 301,125 33,490 21,291 28,672 - - 99,000 99,000 2,000,000 1,522,761 1,555,590 577,457 2,245,272 99,000 723,946 3,853,976 200,000 55,000 1,200 8,400 4,469,904 62,480 6,117,447 599,000 270,641 357,050 32,984 64,500 300,000 238,292 4,290,400 46 |
1,074,991 141,980 281,734 119,981 87,744 218 3,500 41,000 3,631 950 1,571 47,827 6,171 98,281 100,250 22,203 11,254 4,901 1,259 2 2,118 19,800 19,800 350,000 149,100 132,388 60,019 382,000 19,800 185 44,080 20,000 11,000 200 1,400 650,817 6,840 66,120 60,296 26,764 100,000 7,120 3,631 30,000 8,289 130,200 2 |
100 20 35 67 100 54 100 100 10 100 56 96 9 14 13 5 1 47 44 - 3 2 2 100 70 30 33 100 2 46 40 40 1 - - 79 3 60 29 50 48 34 10 60 12 100 100 |
$ 10,811,061 2,099,293 4,092,548 2,419,156 (Note B) 338,333 1,338,430 120,180 84,113 24,616 4,338 13,597 119,606 47,055 1,453,273 1,469,952 327,682 163,575 65,651 14,029 1 16,148 307,541 307,541 3,459,528 1,795,700 1,690,105 1,225,578 3,877,287 307,541 1,139,683 (1,204,971 ) 300,051 170,596 2,908 19,702 11,045,776 142,362 (1,807,457 ) 1,045,316 - - - 24,616 450,077 63,202 (3,115,022 ) 46 |
$ 149,527 294,417 904,270 247,589 (439,701 ) (163,485 ) 12,805 (1,967 ) (12,938 ) 95 1,496 53,846 (161,865 ) 294,417 904,270 155,262 1,160,502 5,026 1,496 53,846 (161,865 ) 904,270 904,270 (31,741 73,257 155,262 247,589 (9,876 904,270 (163,485 ) (191,476 ) 159,675 904,270 904,270 904,270 1,160,502 112,607 (191,476 ) 112,607 - - - (12,938 ) 159,675 (161,865 ) (189,888 ) - |
$ 149,558 52,191 317,662 165,255 (439,701 ) (87,019 ) 12,805 (1,967 ) (1,561 ) 95 948 51,509 (16,409 ) |
Subsidiary Associate Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Associate Subsidiary Subsidiary Subsidiary Associate Associate Subsidiary Associate Subsidiary Associate Subsidiary Subsidiary Associate Subsidiary Subsidiary Subsidiary Subsidiary Associate Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Associate Subsidiary Associate Subsidiary Associate Associate Associate Subsidiary Associate Subsidiary Subsidiary |
(Continued)
- 76 -
(Concluded)
Note A: The foreign-currency investments were translated at the rate of US$1:NT$27.68 prevailing on December 31, 2021.
Note B: The amount is the investment accounted for using the equity method to $2,516,266 thousand deduct the parent company shares reclassification to treasury shares of $97,110 thousand.
Note C: The amount of Lian Ching Investment Co., Ltd. has been written off to zero, no liabilities were undertaken by the Company and the accounts are not disclosed in the financial statement.
- 77 -
TABLE 7
FAR EASTERN DEPARTMENT STORES, LTD.
INFORMATION ON INVESTMENT IN MAINLAND CHINA FOR THE YEAR ENDED DECEMBER 31, 2021 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| Investee Company | Main Businesses and Products |
Total Amount of Paid-in Capital (Note A) |
Method of Investment (Note F) |
Accumulated Outflow of Investment from Taiwan as of January 1, 2021 (Note A) |
Investment Flows | Investment Flows | Accumulated Outflow of Investment from Taiwan as of December 31, 2021 (Note A) |
Net Income (Loss) of the Investee (Note D) |
% Ownership of Direct or Indirect Investment |
Share of (Loss) Profit (Note D) |
Carrying Amount as of December 31, 2021 |
Accumulated Repatriation of Investment Income as of December 31, 2021 |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Outflow | Inflow | |||||||||||
| Shanghai Pacific Department Store Co., Ltd. Chengdu Quanxing Building Pacific Department Store Co., Ltd. Chongqing Metropolitan Plaza Pacific Department Store Co., Ltd. Chongqing Pacific Consultant and Management Co., Ltd. Shanghai Pacific Consultant and Management Co., Ltd. Shanghai Bai Ding Consultant and Management Co., Ltd. Pacific (China) Investment Co., Ltd. Chongqing FEDS Co., Ltd. Chengdu Department Emporium Group Co., Ltd. Dalian Pacific Department Store Co., Ltd. Chengdu FEDS Co., Ltd. Yuan Ding Enterprise (Shanghai) Co., Ltd. |
Department store Department store Department store Consulting services Consulting services Consulting services Investment Department store Department store, logistics and storehouse Department store Department store Wholesale of equipment and consulting services |
$ 489,936 608,683 83,040 2,020,640 9,688 2,768 5,978,880 77,504 978,107 69,554 3,709,120 7,665,785 |
(2) (2) (2) (2) (2) (2) (2) (2) (2) (2) (2) (2) |
$ 355,204 (Note B) 27,403 (Note B) 83,040 (Note B) 5,536 (Note B) 4,747 (Note B) - - - - - - - |
$ - - - - - - - - - - - - |
$ - - - - - - - - - - - - |
$ 355,204 (Note B) 27,403 (Note B) 83,040 (Note B) 5,536 (Note B) 4,747 (Note B) - - - - - - - |
$ 101,243 (727) (64,299) (8,886) 233 10,876 9,770 12,806 31,229 (14,509) 12,157 (181,283) |
49 67 67 67 33 100 67 100 22 67 67 20 |
$ 35,866 (488) (43,182) (5,968) 77 10,876 16,726 12,806 - (9,744) 8,164 (172,834) |
$ 158,370 (72,845) (395,308) 748,633 6,233 13,801 (28,979) 986,708 1,143,868 (5,256) (103,901) 1,369,623 |
$ - - - - - - - - - - - - |
| (Continued) |
- 78 -
(Concluded)
| Accumulated Outward Remittance for Investment in Mainland China as of December 31, 2021 |
Investment Amounts Authorized by Investment Commission, MOEA |
Upper Limit on the Amount of Investment Stipulated by Investment Commission, MOEA |
|---|---|---|
| $ - (Note C) |
$219,032 (US$7,913 thousand) (Notes A and C) |
$ - (Note E) |
Note A: Translated at the rate of US$1:NT$27.68 and RMB1:NT$4.3471 prevailing on December 31, 2021.
Note B: The payment was made by Pacific Construction Co., Ltd. (the former shareholder).
Note C: The payment made by the Company and the investment amount approved by the Investment Commission, except for the payment made by subsidiary and the subsidiary’s investment amount approved by the Investment Commission.
Note D: The financial report was audited by an international accounting firm with a cooperative working relationship.
Note E: There is no upper limit, as stated in the Principles Governing the Review of Investment or Technical Corporation in Mainland China (No. 11020435420), which was issued by the Industrial Development Bureau, Ministry of Economic Affairs, ROC. Note F: Three investment types are as follows:
-
The Company made the investment directly.
-
The Company made the investment through companies registered in a third region. The companies registered in a third region were FEDS Development Ltd. and Pacific China Holding Ltd.
-
Others.
-
79 -
TABLE 8
FAR EASTERN DEPARTMENT STORES, LTD.
INFORMATION ON MAJOR SHAREHOLDERS FOR THE YEAR ENDED DECEMBER 31, 2021
| Major Shareholder | Shareholding | Shareholding |
|---|---|---|
| Number of Shares Held |
Shareholding Percentage |
|
| Far Eastern New Century Corporation Yuan Ding Investment Corporation Asia Cement Corporation Yuan Tone Investment Co., Ltd. |
241,769,702 139,785,985 80,052,950 77,684,530 |
17.06 9.86 5.64 5.48 |
Note: The information on major shareholders above is extracted as of the last business day of the current quarter. The shareholders are holding non-physical ordinary and preference shares (including treasury shares) of 5% or more. The share capital in the financial statements of the Company and the actual registration of non-physical shares may differ due to a difference in computation basis.
- 80 -
FAR EASTERN DEPARTMENT STORES, LTD.
THE CONTENTS OF STATEMENTS OF MAJOR ACCOUNTING ITEMS
| Item Major Accounting Items in Assets, Liabilities and Equity Statement of cash Statement of trade receivables Statement of other receivables Statement of inventories Statement of change in financial assets at fair value through other comprehensive income Statement of changes in investments accounted for using the equity method Statement of changes in property, plant and equipment Statement of changes in accumulated depreciation and accumulated impairment of property, plant and equipment Statement of changes in investment properties Statement of changes in right-of-use assets Statement of changes in accumulated depreciation for right-of-use assets Statement of short-term borrowings Statement of short-term bills payable Statement of trade payables Statement of other payables Statement of long-term borrowings Statement of lease liabilities Statement of deferred tax liabilities Major Accounting Items in Profit or Loss Statement of operating revenue Statement of operating cost Statement of operating expenses Statement of other gains and losses Statement of finance costs Statement of labor, depreciation and amortization by function |
**Statement Index ** |
|---|---|
| 1 2 3 4 5 6 Note 12 Note 12 Note 14 7 7 8 9 10 Note 18 11 12 Note 23(4) Note 21 13 14 Note 22(4) Note 22(5) 15 |
- 81 -
STATEMENT 1
FAR EASTERN DEPARTMENT STORES, LTD.
STATEMENT OF CASH DECEMBER 31, 2021 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| Item Rate (%) Cash on hand Revolving funds Checking accounts Demand deposits (Note) 0.001-0.05 Cash equivalents |
Amount $ 1,747 34,617 801,855 105,142 22,000 $ 965,361 |
|---|---|
Note: It includes US$147,239.76, EUR108,899.2, AUD8,500.96 and HK$1,410.78 that were translated at the exchange rates of US$1=NT$27.68, EUR1=NT$31.32, AUD1=NT$20.08 and HK$1=NT$3.549, respectively.
- 82 -
STATEMENT 2
FAR EASTERN DEPARTMENT STORES, LTD.
STATEMENT OF TRADE RECEIVABLES DECEMBER 31, 2021 (In Thousands of New Taiwan Dollars)
| Client Name Related parties (Note) Far Eastern International Bank Yuan Ding Co., Ltd. Others (Note) Non-related parties National credit card center of R.O.C. Others (Note) Less: Allowance for impairment loss |
Amount $ 55,271 26,806 9,909 91,986 276,048 282,733 558,781 2,678 556,103 $ 648,089 |
|---|---|
Note: The amount of individual client included in others does not exceed 5% of the account balance.
- 83 -
STATEMENT 3
FAR EASTERN DEPARTMENT STORES, LTD.
STATEMENT OF OTHER RECEIVABLES DECEMBER 31, 2021 (In Thousands of New Taiwan Dollars)
| Client Name Fubon insurance Others (Note) |
Amount $ 190,000 90,143 $ 280,143 |
|---|---|
Note: The amount of individual client included in others does not exceed 5% of the account balance.
- 84 -
STATEMENT 4
FAR EASTERN DEPARTMENT STORES, LTD.
STATEMENT OF INVENTORIES DECEMBER 31, 2021 (In Thousands of New Taiwan Dollars)
| Item Merchandise Cosmetics and boutiques Supermarket and restaurants Men’s fashion Living and lifestyle Others |
Amount | |
|---|---|---|
| Cost Net Realizable Value $ 391,592 $ 539,234 10,954 19,758 3,439 7,419 528 635 80 81 $ 406,593 $ 567,127 |
- 85 -
STATEMENT 5
FAR EASTERN DEPARTMENT STORES, LTD.
STATEMENT OF FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME FOR THE YEAR ENDED DECEMBER 31, 2021
(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| Investees Shares Asia Cement Corporation Far Eastern New Century Corporation Yuan Ding Leasing Corp. Kaohsiung Rapid Transit Corporation Yuan Shi Digital Technology Co., Ltd. Yuan Ding Co., Ltd. |
Balance at January 1, 2021 Shares (In Thousands) Amount 50,000 $ 2,160,021 19,964 577,969 7,309 71,658 6,286 35,391 312 571 3 10 $ 2,845,620 |
Additions in Investment Shares (In Thousands) Amount - $ - - - - - - - - - - - $ - |
Decrease in Investment Shares (In Thousands) Amount - $ - - - - - - - - - - - $ - |
Unrealized Profit or Loss Amount $ 55,001 6,987 36 (3,709) - - $ 58,315 |
Balance at December 31, 2021 Shares (In Thousands) Amount Collateral 50,000 $ 2,215,022 Including 35,000 thousand shares provided as collateral for bank borrowings and issuance 19,964 584,956 Nil 7,309 71,694 Nil 6,286 31,682 Nil 312 571 Nil 3 10 Nil $ 2,903,935 |
|---|---|---|---|---|---|
| Shares (In Thousands) 50,000 19,964 7,309 6,286 312 3 |
Shares (In Thousands) - - - - - - |
Shares (In Thousands) - - - - - - |
Shares (In Thousands) 50,000 19,964 7,309 6,286 312 3 |
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STATEMENT 6
FAR EASTERN DEPARTMENT STORES, LTD.
STATEMENT OF CHANGE IN INVESTMENTS FOR THE YEAR ENDED DECEMBER 31, 2021 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| Par Value Investees Per Share BYIC $ 10 PLTI 10 BDIC 10 OSC 10 AIMAI 10 FEDS Development US$ 10 FECS 10 YHDP 10 YMAC 10 DDUN 10 FEHLD 10 Asians Merchandise Company (AMC) US$ 1 YTDS 10 Add: Credit balance on the carrying amounts of investments accounted for using the equity method and reclassified to other liabilities Less: Ordinary shares held by subsidiary and reclassified from long-term investments to treasury shares Less: The differences of accounting treatments from the consolidated financial statements (Note D) |
Balance at January 1, 2021 Shares (In Thousands) Amount 924,991 $ 9,108,584 281,734 4,024,497 119,981 2,418,928 141,980 2,016,983 87,744 1,222,011 218 1,427,279 47,827 68,097 8,226 61,713 3,500 118,535 3,631 25,787 1,571 13,283 950 4,367 41,000 85,689 20,595,753 - 97,110 20,498,643 444,086 $ 20,054,557 |
Changes in | Investment | Other Amount (Note C) $ 3,070 (255,400 ) (142,339 ) (9,043 ) (443,977 ) 3,346 - 1,751 (12,820 ) 354 (649 ) - 165 $ (855,542) |
Balance at December 31, 2021 Shares (In Thousands) (Note A) % Amount 1,074,991 100 $ 10,811,061 281,734 35 4,092,548 119,981 67 2,516,266 141,980 20 2,099,293 87,744 100 338,333 218 54 1,338,430 47,827 96 119,606 6,171 9 47,055 3,500 100 120,180 3,631 10 24,616 1,571 56 13,597 950 100 4,338 41,000 100 84,113 21,609,436 - 97,110 - 21,512,326 426,104 - $ 21,086,222 |
Market Value or Net Assets Value |
Market Value or Net Assets Value |
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|---|---|---|---|---|---|---|---|---|---|
Addition/Decrease in Investment (Note B) Shares (In Thousands) Amount 150,000 $ 1,500,000 - - - - - - - - - - - - (2,055 ) - - - - - - - - - $ 1,500,000 |
Share of Loss of Subsidiaries and Associates Accounted for Using the Equity Method Amount $ 149,558 317,662 165,255 52,191 (439,701 ) (87,019 ) 51,509 (16,409 ) 12,805 (1,561 ) 948 95 (1,967) 203,366 (17,982) $ 221,348 |
Unrealized Gain or Loss on Financial Assets At FVTOCI Amount $ 49,204 3,848 74,050 39,499 - 54 - - 1,659 - 10 - 150 $ 168,474 |
Exchange Differences on Translating the Financial Statements of Foreign Operations Amount $ 645 1,941 372 (337 ) - (5,230 ) - - 1 36 5 (124 ) 76 $ (2,615) |
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| Shares (In Thousands) (Note A) % 1,074,991 100 281,734 35 119,981 67 141,980 20 87,744 100 218 54 47,827 96 6,171 9 3,500 100 3,631 10 1,571 56 950 100 41,000 100 - - |
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Shares (In Thousands) 924,991 281,734 119,981 141,980 87,744 218 47,827 8,226 3,500 3,631 1,571 950 41,000 |
Shares (In Thousands) 150,000 - - - - - - (2,055 ) - - - |
Unit Price NT$ 10.08 14.45 20.69 14.78 3.92 5470.13 3.39 7.62 34.34 6.78 11.14 4.57 2.05 |
Total Amount $ 10,834,777 4,071,208 2,482,069 2,098,995 344,254 1,192,488 162,041 47,055 120,180 24,616 17,501 4,338 84,113 $ 21,483,635 |
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Note A: Including 83,200 thousand shares of OSC provided as collateral of bank borrowings and bills payables.
Note B: Bai Yang Investment Co., Ltd. had a cash capital increase arranged in August 2021. The Company subscribed 150,000 thousand shares at NT$10 par. Yuan Hsin Digital Payment Co., Ltd. had a capital decrease arranged in July 2021 to make up for the losses, and the Company had had a shareholding decrease by 2,055 thousand shares.
Note C: The additional paid-in capital was adjusted for an amount of $2,191 thousand proportionally to the shareholding ratio, actuarial loss for an amount of $(3,091 thousand), unrealized gain in valuation for an amount of $6,194 thousand, investment impairment loss under the equity method for an amount of $(437,462 thousand), and cash dividends for an amount of $(423,374 thousand).
Note D: Please see Note 11.
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STATEMENT 7
FAR EASTERN DEPARTMENT STORES, LTD.
STATEMENT OF RIGHT-OF-USE ASSETS DECEMBER 31, 2021 (In Thousands of New Taiwan Dollars)
| Item Cost Land Buildings Plant, transportation, and miscellaneous equipment Accumulated depreciation Land Buildings Plant, transportation, and miscellaneous equipment |
Balance at January 1, 2021 $ 8,294,625 19,508,723 5,660 27,809,008 (428,191 ) (2,450,525 ) (475) (2,879,191) $ 24,929,817 |
Addition in $ - 118,306 3,460 $ 121,766 $ (275,829 ) (872,335 ) (1,448) $ (1,149,612) |
Decrease in Reclassification Balance at December 31, 2021 Note $ - $ - $ 8,294,625 - (470 ) 19,626,559 - - 9,120 $ - $ (470) 27,930,304 $ - $ - (704,020 ) - (3,322,860 ) - - (1,923) $ - $ - (4,028,803) $ 23,901,501 |
|---|---|---|---|
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STATEMENT 8
FAR EASTERN DEPARTMENT STORES, LTD.
STATEMENT OF SHORT-TERM BORROWINGS DECEMBER 31, 2021 (In Thousands of New Taiwan Dollars)
| Type Contract Period Interest Rates (%) Credit loans First Commercial Bank 2021/01/13-2022/01/13 0.80 Mizuho Bank 2021/08/02-2022/08/02 0.83 Yuanta Bank 2021/07/29-2022/07/29 0.84 Land Bank of Taiwan 2021/07/27-2022/07/27 0.75 Secured loans Bank of Taiwan 2021/08/24-2022/08/24 0.84 ChinaTrust Commercial Bank 2021/11/01-2022/10/31 0.83 |
Balance, End of Year Loan Commitments Collateral $ 1,500,000 $ 1,500,000 - 1,050,000 1,300,000 - 700,000 1,000,000 - 300,000 800,000 - 3,550,000 4,600,000 700,000 700,000 Land and buildings 550,000 4,500,000 Land and buildings 1,250,000 5,200,000 $ 4,800,000 $ 9,800,000 |
|---|---|
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STATEMENT 9
FAR EASTERN DEPARTMENT STORES, LTD.
STATEMENT OF SHORT-TERM BILLS PAYABLES DECEMBER 31, 2021
(In Thousands of New Taiwan Dollars)
| Promissory Institution Contract Period Interest Rates (%) Mega Bills Finance Co., Ltd. 2021/12/27-2022/12/26 0.59 China Bills Finance Corporation 2021/04/29-2022/04/28 0.23-0.30 Grand Bills Finance Corporation 2021/03/29-2022/03/28 0.42 International Bills Finance Corporation 2021/11/26-2022/11/25 0.59 Taiwan Cooperative Bills Finance Corporation 2021/04/25-2022/04/25 0.68 |
Nominal Amount $ 600,000 350,000 200,000 200,000 200,000 $ 1,550,000 |
Discount Amount $ 27 40 250 77 91 $ 485 |
Carrying Amount Collateral $ 599,973 - 349,960 - 199,750 - 199,923 - 199,909 - $ 1,549,515 |
|---|---|---|---|
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STATEMENT 10
FAR EASTERN DEPARTMENT STORES, LTD.
| FAR EASTERN DEPARTMENT STORES, LTD. | |
|---|---|
| STATEMENT OF TRADE PAYABLES DECEMBER 31, 2021 (In Thousands of New Taiwan Dollars) |
|
| Vendor Name Related parties (Note) Unrelated parties Others (Note) |
Amount $ 50,629 4,237,424 $ 4,288,053 |
Note: The amount of individual vendor in others does not exceed 5% of the account balance.
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STATEMENT 11
FAR EASTERN DEPARTMENT STORES, LTD.
STATEMENT OF LONG-TERM BORROWINGS DECEMBER 31, 2021 (In Thousands of New Taiwan Dollars)
| Type and Contract Repayment Interest Rates Creditor Period Terms (%) A revolving line of credit of commercial paper loans KGI Bank Less: Unamortized discount 2024.01.29 A revolving line of credit of loans is allowed 0.302 Secured loans Bank of Taiwan 2023.07.06 A revolving line of credit of loans is allowed 0.84 Hua Nan Commercial Bank 2023.08.06 A revolving line of credit of loans is allowed 0.88 Credit loans Bank of China 2023.07.22 A revolving line of credit of loans is allowed 0.84 ChinaTrust Commercial Bank. 2023.10.31 A revolving line of credit of loans is allowed 0.83 Bank of Taiwan 2023.07.06 A revolving line of credit of loans is allowed 0.84 |
Current $ - - - - - - - - - $ - |
Non-current $ 1,500,000 280 1,499,720 1,500,000 8,000,000 9,500,000 1,000,000 950,000 1,000,000 2,950,000 $ 13,949,720 |
Total Collateral $ 1,500,000 280 1,499,720 1,500,000 Land and buildings 8,000,000 Land and buildings 9,500,000 1,000,000 - 950,000 1,000,000 - 2,950,000 $ 13,949,720 |
|---|---|---|---|
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STATEMENT 12
FAR EASTERN DEPARTMENT STORES, LTD.
STATEMENT OF LEASE LIABILITIES DECEMBER 31, 2021 (In Thousands of New Taiwan Dollars)
| Balance at | |||||
|---|---|---|---|---|---|
| December 31, | |||||
| Item | Summary | Lease Period | Discount Rates | 2021 |
Note |
| Land | 2003/10/31-2053/10/30 | 0.88%-1.72% |
$ 5,719,421 | - | |
| Buildings | 2011/12/29-2041/12/31 | 0.86%-1.72% |
8,364,063 |
- | |
| Miscellaneous equipment | 2019/03/01-2026/11/30 | 0.86%-0.92% |
7,427 |
- | |
| 14,090,911 | |||||
| Transferred into current liabilities | (945,167) |
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| within a year | |||||
| $ 13,145,744 |
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STATEMENT 13
FAR EASTERN DEPARTMENT STORES, LTD.
STATEMENT OF OPERATING COST FOR THE YEAR ENDED DECEMBER 31, 2021 (In Thousands of New Taiwan Dollars)
| Item Cost of goods sold Inventories, beginning of year Add: Purchases Less: Inventories, end of year Less: Transferred to operating expenses Rental cost Others |
Amount $ 353,129 3,753,610 406,593 384 3,699,762 181,150 37,715 $ 3,918,627 |
|---|---|
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STATEMENT 14
FAR EASTERN DEPARTMENT STORES, LTD.
STATEMENT OF OPERATING EXPENSES FOR THE YEAR ENDED DECEMBER 31, 2021 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| Item Advertising Payroll Depreciation Utilities Cleaning fee Tax Others (Note) |
Selling and Marketing Expenses General and Administrative Expenses $ 307,756 $ - - 1,024,013 - 1,884,872 - 192,879 - 223,372 - 279,627 66,957 369,158 $ 374,713 $ 3,973,921 |
Expected Credit Loss $ - - - - - - 2,535 $ 2,535 |
Total $ 307,756 1,024,013 1,884,872 192,879 223,372 279,627 438,650 $ 4,351,169 |
|---|---|---|---|
Note: The balance amount of each item does not exceed 5% of the respective account balance.
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STATEMENT 15
FAR EASTERN DEPARTMENT STORES, LTD.
STATEMENT OF LABOR, DEPRECIATION AND AMORTIZATION BY FUNCTION FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020 (In Thousands of New Taiwan Dollars)
| Employees’ benefits expenses Salary and bonus Labor and health insurance Pension Director remuneration Others (note F) Depreciation Amortization |
2021 | Total $ 988,029 93,548 37,894 35,984 (26,483) $ 1,128,972 $ 1,972,608 $ 42,530 |
2020 | |||||
|---|---|---|---|---|---|---|---|---|
| Classified as Cost of Revenue $ - - - - - $ - $ 87,736 $ - |
Classified as Operating Expenses $ 988,029 93,548 37,894 35,984 (26,483) $ 1,128,972 $ 1,884,872 $ 42,530 |
Classified as Cost of Revenue $ - - - - - $ - $ 90,755 $ - |
Classified as Operating Expenses $ 1,024,885 86,899 37,431 57,433 27,780 $ 1,234,428 $ 1,944,005 $ 50,182 |
Total $ 1,024,885 86,899 37,431 57,433 27,780 $ 1,234,428 $ 2,034,760 $ 50,182 |
Note A: As of December 31, 2021 and 2020, the Company had 1,286 and 1,347 employees, which included 5 and 7 directors not serving concurrently as employees, respectively.
Note B: As of December 31, 2021 and 2020, the Company’s average employees’ benefits expenses were $853 thousand and $878 thousand, respectively.
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Note C: As of December 31, 2021 and 2020, the Company’s average employees’ salary and bonus were $771 thousand and $765 thousand, respectively.
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Note D: The adjustment of average employees’ salary and bonus was 0.78%.
-
Note E: The Company did not have a supervisor appointed in 2021 and 2020; therefore, there was not any supervisor remuneration booked.
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Note F: The nonrecurring business allowance for an amount of $53,600 thousand received in accordance with Article 5-1 of the “Financial Relief for Industries and Businesses Affected by the COVID-19 Pandemic by the MOEA” was included in the “other employee welfare expense” and debited to the “operating expenses.”
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Note G: The Company has established the remuneration committee in accordance with the laws and regulations. The committee takes into consideration the remuneration offered by the industry counterparts and publicly listed corporations and convenes meetings to evaluate and determine the remuneration of directors and managers.
The distribution of remuneration of directors is as provided by the Articles of Incorporation, Article 27. If the Company is profitable for the year, it shall appropriate not more than 2.5% of its profit as remuneration of directors. The actual appropriation percentage and amount of the remuneration of directors are reported to the shareholders’ meeting by the board of directors after taking into consideration the performance evaluation, operating performance of the Company, future business risks and other relevant factors. Furthermore, the payment is determined by taking into consideration the payments offered by the industry counterparts and publicly listed corporations.
The remuneration to managers consists of four types of payments, namely salary, pension, bonus reward and special allowance, and compensation of employees. The compensation of employees is appropriated as per the Articles of Incorporation. The actual appropriation percentage, amount and disbursement method are subject to the resolution passed by the board of directors, and in turn shall be reported to the shareholders’ meeting. The overall combination of the compensation is determined by taking into consideration the payments offered by the industry counterparts for the corresponding positions. The reasonableness of the correlation between individual performance, operating performance of the Company and future business risks is also taken into consideration, so as to establish a compensation policy that is rewarding and can reasonably reflect performances.
The Company shall review the compensation level of the market on a regular basis, so as to establish a fair, competitive and rewarding compensation benefit that retains employees and attracts outstanding talents to join the big family of Far Eastern Department Store. The compensation system consists of economic factors, namely the fixed salary, variable bonus and employee benefits, as well as non-economic factors, namely the work environment, job rotation, training and education, etc. Via a holistic design of the compensation system, the Company seeks to attract and retain outstanding and critical talents in the entity, boost working morale which form the core competitive advantages of the Company.
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