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FITH — Audit Report / Information 2020
Nov 13, 2020
52375_rns_2020-11-13_6a171c75-c163-4460-ac8f-7af04df8a994.pdf
Audit Report / Information
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FIT HOLDING CO., LTD. AND SUBSIDIARIES
CONSOLIDATED FINANCIAL STATEMENTS AND
INDEPENDENT AUDITORS’ REPORT
DECEMBER 31, 2020 AND 2019
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FIT HOLDING CO., LTD.
Declaration of Consolidated Financial Statements of Affiliated Enterprises
For the year ended December 31, 2020, pursuant to “Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises,” the company that is required to be included in the consolidated financial statements of affiliates, is the same as the company required to be included in the consolidated financial statements of parent and subsidiary companies under International Financial Reporting Standard No. 10. Also, if relevant information that should be disclosed in the consolidated financial statements of affiliates has all been disclosed in the consolidated financial statements of parent and subsidiary companies, it shall not be required to prepare separate consolidated financial statements of affiliates.
Hereby declare,
FIT HOLDING CO., LTD.
March 26, 2021
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INDEPENDENT AUDITORS’ REPORT
PWCR 20005325
To the Board of Directors and Shareholders of FIT Holding Co., Ltd.
Opinion
We have audited the accompanying consolidated balance sheets of FIT Holding Co., Ltd. and subsidiaries (the “Group”) as at December 31, 2020 and 2019, and the related consolidated statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies.
In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as at December 31, 2020 and 2019, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers” and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the Financial Supervisory Commission.
Basis for opinion
We conducted our audit of the consolidated financial statements as of and for the year ended December 31, 2020 in accordance with the “Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants” and generally accepted auditing standards in the Republic of China; and in accordance with the “Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants” , "Rule No. Financial-Supervisory-Securities-Auditing1090360805 issued by the Financial Supervisory Commission on February 25, 2020” and generally accepted auditing standards in the Republic of China for our audit of the consolidated financial statements as of and for the year ended December 31, 2019. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the Norm of Professional Ethics for Certified Public Accountants in 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 and the report of other auditors are sufficient and appropriate to provide a basis for our opinion.
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Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the consolidated financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters. Key audit matters for the Group’s consolidated financial statements of the year ended December 31, 2020 are stated as follows:
Assessment of allowance for inventory valuation losses
Description
Please refer to Note 4(14) for accounting policies on inventories, Note 5(2) for the uncertainty of accounting estimates and assumptions applied to inventory valuation, and Note 6(6) for details of inventories.
The Company’s subsidiaries are primarily engaged in the manufacturing and sale of optical instruments, peripheral equipment components, 3C products, image scanners and multifunction printers. As the electronic products’ life cycles are relatively short and the market is highly competitive, there is a higher risk of incurring inventory valuation losses or obsolescence due to an economic slowdown or an excess of supply over demand. Those subsidiaries’ inventories are measured at the lower of cost and net realisable value, and individually assessed for those inventories over a certain age in order to identify obsolete or slow-moving inventories.
Those subsidiaries’ amounts of inventory were material, and the net realisable value involves subjective judgement resulting in an uncertainty when assessing the obsolete or slow-moving inventories. The assessment of allowance for inventory valuation losses was identified as a key audit matter.
How our audit addressed the matter
We performed the following audit procedures on the above key audit matter:
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A. Assessed the reasonableness of policies and procedures on allowance for inventory valuation losses.
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B. Verified whether the systematic logic used in the Group’s inventory aging report is appropriate and in line with its policies.
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C. Tested inventory valuation basis adequacy and recalculated the selected samples’ information in order to verify that the inventory was measured at the lower of cost and net realisable value.
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Valuation of goodwill impairment
Description
Please refer to Note 4(20) for accounting policies on impairment loss on non-financial assets, Note 5(2) for the uncertainty of accounting estimates and assumptions applied to goodwill impairment valuation, and Note 6(12) for details of intangible assets.
The amount of goodwill was generated from the acquisition of subsidiaries, Power Quotient International Co., Ltd. and Foxlink Image Technology Co., Ltd.. The Company valued the impairment of goodwill through the discounted cash flow method which measures the cash generating unit’s recoverable amount. As the assumptions of expected future cash flows involved subjective judgement and a high degree of uncertainty which would cause a material impact on the valuation result, the valuation of goodwill impairment was identified as a key audit matter.
How our audit addressed the matter
We performed the following audit procedures on the above key audit matter:
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A. Obtained the external appraisal report on impairment valuation and examined the external appraiser’s qualification and assessed the independence, competence and objectiveness.
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B. Assessed that the valuation model used in the appraisal report was widely used and appropriate.
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C. Assessed the reasonableness of significant assumptions (including expected growth rate and discount rate) applied in the appraisal report.
Valuation of property, plant and equipment impairment
Description
Please refer to Note 4(20) for accounting policies on impairment loss on non-financial assets, Note 5(2) for the uncertainty of accounting estimates and assumptions applied to property, plant and equipment impairment valuation, and Note 6(8) for details of property, plant and equipment.
As the 3C components’ life cycles are relatively short and the market is highly competitive, there is a high risk of property and equipment incurring an impairment loss. The Company’s subsidiaries valued the impairment of the cash generating unit’s property, plant and equipment which had an indication of impairment. We mainly relied on the external appraisal report. As the external appraisal report on impairment valuation involved subjective judgement and a high degree of uncertainty which would
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cause a material impact on the valuation result, the valuation of property, plant and equipment impairment was identified as a key audit matter.
How our audit addressed the matter
We performed the following audit procedures on the above key audit matter:
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A. Examined the external appraiser’s qualification and assessed the independence, competence and objectiveness.
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B. Verified whether the list of properties for the external appraiser is correct.
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C. Assessed that the valuation method used in the appraisal report was appropriate.
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D. Tested the external appraisal report’s valuation basis adequacy.
Other matter-Parent company only financial reports
We have audited and expressed an unqualified opinion and an unqualified opinion with an other matters section on the parent company only financial statements of FIT Holding Co., Ltd. as at and for the years ended December 31, 2020 and 2019, respectively.
Responsibilities of management and those charged with governance for the consolidated financial statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers” and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the Financial Supervisory Commission, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.
Those charged with governance, including audit committee, are responsible for overseeing the Group’s
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financial reporting process.
Auditors’ responsibilities for the audit of the consolidated financial statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the generally accepted auditing standards in the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.
As part of an audit in accordance with the generally accepted auditing standards 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 consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
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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 Group’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 Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Group to cease to continue as a going concern.
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Evaluate the overall presentation, structure and content of the consolidated financial statements,
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including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
- Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Liang Yi Chang Lin, Se-Kai
For and on behalf of PricewaterhouseCoopers, Taiwan March 26, 2021
The accompanying consolidated financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying consolidated financial statements and independent auditors’ report are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.
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FIT HOLDING CO., LTD. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2020 AND 2019
(Expressed in thousands of New Taiwan dollars)
| Assets | Notes 6(1) 6(2) 6(4) and 8 6(5) 6(5) 7 6(6) 6(3) 6(4) and 8 6(7) 6(8) and 8 6(9) 6(11) 6(12) 6(28) 6(13) and 8 |
December31,2020 AMOUNT % $5,148,88923--5,574,50424104,591-4,846-895,4374394,72128,061-867,1464401,542243,292-13,443,029592,345,4191019,091-1,017,17743,411,48815574,9283391,0722985,0944339,7521162,5801117,37919,363,98041$22,807,009100 |
December31,2019 | December31,2019 |
|---|---|---|---|---|
AMOUNT$5,148,889-5,574,504104,5914,846895,437394,7218,061867,146401,54243,29213,443,0292,345,41919,0911,017,1773,411,488574,928391,072985,094339,752162,580117,3799,363,980$22,807,009 |
AMOUNT$1,820,304129,1501,487,355169,9928,6361,098,55746,2976,9231,239,969532,840200,1726,740,1952,229,66820,318806,4595,279,784650,279393,7081,027,695335,184589,831134,79711,467,723$18,207,918 |
% | ||
| Current assets 1100 Cash and cash equivalents 1110 Financial assets at fair value through profit or loss - current 1136 Current financial assets at amortised cost 1140 Current contract assets 1150 Notes receivable, net 1170 Accounts receivable, net 1180 Accounts receivable - related parties 1200 Other receivables 130X Inventories 1410 Prepayments 1470 Other current assets 11XX Current Assets Non-current assets 1517 Non-current financial assets at fair value through other comprehensive income 1535 Non-current financial assets at amortised cost 1550 Investments accounted for under equity method 1600 Property, plant and equipment 1755 Right-of-use assets 1760 Investment property, net 1780 Intangible assets 1840 Deferred income tax assets 1915 Prepayments for business facilities 1990 Other non-current assets, others 15XX Non-current assets 1XXX Total assets |
10181-6--731 |
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37 |
||||
12-429426231 |
||||
63 |
||||
100 |
(Continued)
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FIT HOLDING CO., LTD. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2020 AND 2019
(Expressed in thousands of New Taiwan dollars)
| Liabilities and Equity | Notes 6(14) 6(15) 6(22) 7 6(16) 7 6(28) 7 6(17) 6(18) 6(28) 7 6(19) 6(20) 6(21) 9 11 |
December31,2020 December31,2019 AMOUNT % AMOUNT % $3,129,80014$1,996,74411307,2371314,9582640,3163279,5422155-3,273-982,14641,331,548722,070-118,2071618,32731,101,98064,037,4391833,375-29,029-31,587-70,164-79,622-705,8823522,415310,542,565465,813,251323,542,047164,208,45323252,1071170,6881266,8881267,194126,147-884,17754,087,189185,530,5123014,629,7546411,343,763622,462,421112,462,421144,198,013194,237,390238,361-8,361-89,848- (281,965) (2 )299,9561278,09827,058,599316,704,305371,118,6565159,85018,177,255366,864,15538$22,807,009100 $18,207,918100 |
|---|---|---|
AMOUNT$3,129,800307,237640,316155982,14622,070618,3274,037,43929,02970,164705,88210,542,5653,542,047252,107266,88826,1474,087,18914,629,7542,462,4214,198,0138,36189,848299,9567,058,5991,118,6568,177,255$22,807,009 |
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| Current liabilities 2100 Short-term borrowings 2110 Short-term notes and bills payable 2130 Current contract liabilities 2150 Notes payable 2170 Accounts payable 2180 Accounts payable to related parties 2200 Other payables 2220 Other payables to related parties 2230 Current income tax liabilities 2280 Current lease liabilities 2300 Other current liabilities 21XX Current Liabilities Non-current liabilities 2540 Long-term borrowings 2570 Deferred income tax liabilities 2580 Non-current lease liabilities 2600 Other non-current liabilities 25XX Non-current liabilities 2XXX Total Liabilities Equity Share capital 3110 Share capital - common stock Capital surplus 3200 Capital surplus Retained earnings 3320 Special reserve 3350 Unappropriated retained earnings (accumulated deficit) Other equity interest 3400 Other equity interest 31XX Equity attributable to owners of the parent 36XX Non-controlling interest 3XXX Total equity Significant contingent liabilities Significant events after the balance sheet date 3X2X Total liabilities and equity |
The accompanying notes are an integral part of these consolidated financial statements.
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FIT HOLDING CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2020 AND 2019
(Expressed in thousands of New Taiwan dollars)
| Items | Year ended December 31 2020 2019 Notes AMOUNT % AMOUNT % 6(22) and 7 $7,053,361100$8,840,1591006(6)(27) and 7 (6,168,735 ) (87) (8,226,631 ) (93)884,62613613,52876(27) (222,319 ) (3) (296,276 ) (3 )(498,526 ) (7) (511,367 ) (6 )(383,683 ) (6) (338,228 ) (4 )12(2) (752 )-(953 )-(1,105,280 ) (16) (1,146,824 ) (13)(220,654 ) (3) (533,296 ) (6 )6(23) 30,038-51,98916(24) 200,9383224,63626(25) 316,501549,69416(26) and 7 (107,403 ) (2) (75,620 ) (1 )6(7) 72,033154,4671512,1077305,1664291,4534(228,130 ) (2 )6(28) (111,678 ) (1)31,097-$179,7753( $197,033 ) (2 ) |
|---|---|
| 4000 Sales revenue 5000 Operating costs 5900 Gross profit Operating expenses 6100 Selling expenses 6200 General and administrative expenses 6300 Research and development expenses 6450 Expect credit loss 6000 Total operating expenses 6900 Operating loss Non-operating income and expenses 7100 Interest income 7010 Other income 7020 Other gains and losses 7050 Finance costs 7060 Share of profit of associates and joint ventures accounted for using equity method 7000 Total non-operating income and expenses 7900 Profit (loss) before income tax 7950 Income tax (expense) benefit 8200 Profit (loss) for the year |
(Continued)
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FIT HOLDING CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2020 AND 2019
(Expressed in thousands of New Taiwan dollars)
| Items | YearendedDecember31 2020 2019 Notes AMOUNT % AMOUNT % $7,786-$1,208-6(3) 41,754-560,816620-(27 )-6(28) (1,557 )-(241 )-48,003-561,7566(27,551 )-(180,447 ) (2 )480-(1,786 )-6(28) 4,658-34,052-(22,413 )-(148,181 ) (2 )$25,590-$413,5754$205,3653$216,5422$83,5991( $189,059 ) (2 )--(17,953 )-96,17629,979-$179,7753( $197,033 ) (2 )$111,7062$234,7522--(18,250 )-93,659140-$205,3653$216,54226(29) $0.34( $0.77)-(0.07)$0.34( $0.84)$0.34( $0.77)-(0.07)$0.34( $0.84) |
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| Components of other comprehensive income that will not be reclassified to profit or loss 8311 Other comprehensive income, before tax, actuarial gains on defined benefit plans 8316 Unrealised gains from investments in equity instruments measured at fair value through other comprehensive income 8320 Share of other comprehensive income of associates and joint ventures accounted for using equity method, components of other comprehensive income that will not be reclassified to profit or loss 8349 Income tax related to components of other comprehensive income that will not be reclassified to profit or loss 8310 Components of other comprehensive income that will not be reclassified to profit or loss Components of other comprehensive income that will be reclassified to profit or loss 8361 Financial statements translation differences of foreign operations 8370 Share of other comprehensive income of associates and joint ventures accounted for using equity method, components of other comprehensive income that will be reclassified to profit or loss 8399 Income tax relating to the components of other comprehensive income 8360 Components of other comprehensive loss that will be reclassified to profit or loss 8300 Other comprehensive income for the year 8500 Total comprehensive income for the year Profit (loss), attributable to: 8610 Owners of the parent 8615 Former owner of business combination under common control 8620 Non-controlling interest Total Comprehensive income attributable to: 8710 Owners of the parent 8715 Former owner of business combination under common control 8720 Non-controlling interest Total Earinings (loss) per share 9710 Basic earnings (loss) per share from continuing operations 9720 Basic earnings (loss) per share from equity attributable to former owner of business combination under common control 9750 Basic earnings (loss) per share 9810 Diluted earnings (loss) per share from continuing operations 9820 Diluted earnings (loss) per share from equity attributable to former owner of business combination under common control 9850 Diluted earnings (loss) per share |
The accompanying notes are an integral part of these consolidated financial statements.
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FIT HOLDING CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY YEARS ENDED DECEMBER 31, 2020 AND 2019
(Expressed in thousands of New Taiwan dollars)
| Year 2019 Balance at January 1, 2019 Profit (loss) Other comprehensive income (loss) Total comprehensive income (loss) Adjustments to share of changes in equity of associates and joint ventures accounted for using the equity method Capital surplus used to cover accumulated deficits Cash dividends paid by additional paid-in capital Changes in ownership interests in subsidiaries Adjustments to reorganisation Balance at December 31, 2019 Year 2020 Balance at January 1, 2020 Profit Other comprehensive income (loss) Total comprehensive income Adjustments to share of changes in equity of associates and joint ventures accounted for using the equity method Capital surplus used to cover accumulated deficits Changes in non-controlling interest Compensation costs Balance at December 31, 2020 |
Notes | Equity attributable to owners ofthe parent | Equity attributable to owners ofthe parent | Equity attributable to owners ofthe parent | Equity attributable to owners ofthe parent | Equity attributable to former owner of business combination under common control |
Non-controlling interest |
Totalequity | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Share capital - commonstock |
Capital surplus, additional paid- incapital |
Retained earnings | Otherequityinterest | Total | |||||||||||
| Special reserve | Unappropriated retained earnings (accumulated deficit) |
Financial statements translation differences of foreign operations |
Unrealised gains (losses) from financial assets measured at fair value through other comprehensive income |
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| 6(21) 6(20) 6(21) |
$ 2,462,421 ----- - --$ 2,462,421 $ 2,462,421 ----- --$ 2,462,421 |
$ 5,019,688----(166,692 )(615,606 )--$ 4,237,390$ 4,237,390---59,741(281,965 )182,847 -$ 4,198,013 |
$8,361--------$8,361$8,361-------$8,361 |
( $ 173,844 )(189,059 )940 (188,119 )(129 )166,692 --(86,565 )( $ 281,965 )( $ 281,965 )83,5996,249 89,848 -281,965 --$89,848 |
( $81,588 )-(137,945 )(137,945 )-----( $ 219,533 )( $ 219,533 )-(19,896 )(19,896 )----( $ 239,429 ) |
( $63,185 )-560,816560,816-----$ 497,631$ 497,631-41,75441,754----$ 539,385 |
$ 7,171,853(189,059 ) 423,811234,752(129 ) -(615,606 ) -(86,565 ) $ 6,704,305$ 6,704,30583,59928,107111,70659,741-182,847-$ 7,058,599 |
($77,196 ) (17,953 ) (297 ) (18,250 ) ---8,88186,565$-$--------$- |
$ 159,810 9,979 (9,939 )40 - - - - - $ 159,850 $ 159,850 96,176 (2,517 )93,659 - - 864,920 227 $ 1,118,656 |
$ 7,254,467(197,033 )413,575216,542(129 )-(615,606 )8,881-$ 6,864,155$ 6,864,155179,77525,590205,36559,741-1,047,767227$ 8,177,255 |
The accompanying notes are an integral part of these consolidated financial statements.
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FIT HOLDING CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 2020 AND 2019
(Expressed in thousands of New Taiwan dollars)
| CASH FLOWS FROM OPERATING ACTIVITIES Profit (loss) before tax Adjustments Adjustments to reconcile profit (loss) Expected credit loss Depreciation (including investment property and right-of-use assets) Amortisation Loss on disposal of property, plant and equipment Financial assets at fair value through profit or loss Share of profit of associates and joint ventures accounted for using the equity method Gain on disposal of investments Interest expense Interest income Dividend income Compensation cost Loss on lease modification Deferred government grants revenue recognised Gain recognized in bargain purchase transaction Changes in operating assets and liabilities Changes in operating assets Financial assets at fair value through profit or loss - current Current contract assets Notes receivable, net Accounts receivable Other receivables Accounts receivable - related parties Inventories Prepayments Other current assets Other non-current assets Changes in operating liabilities Financial liabilities at fair value through profit or loss Contract liabilities - current Notes payable Accounts payable Accounts payable to related parties Other payables Increase in other payables to related parties Other current liabilities Cash inflow generated from operations Interest received Interest paid Dividend received Income tax paid Net cash flows from operating activities |
Year ended December 31 Notes 2020 2019 $291,453 ( $228,130 )12(2) 7529536(27) 469,758725,3896(27) 15,82319,0256(25) 1,5557,2586(2)(25) (1,387 ) (4,843 )(72,033 ) (54,467 )6(25) (266,613 ) (11,395 )6(26) 107,40375,6206(23) (30,038 ) (51,989 )6(24) (72,193 ) (44,690 )227-6(25) - (2,141 )6(25) (11,233 ) (32,358 )6(24) - (92,235 )129,202 (129,720 )65,401 (145,958 )3,790 (5,300 )176,357321,832(4,900 )344,677(348,424 ) (9,871 )284,696105,350114,769 (245,642 )83,757 (95,186 )4,612 (13,887 )-401360,77497,700(3,118 ) (460 )(321,197 )93,500(96,137 )31,605246,787 (218,678 )4,104-50,730 11,778 1,184,677448,13832,36540,851(107,214 ) (74,825 )168,11144,690(15,995 ) (152,235 )1,261,944 306,619 |
|---|---|
(Continued)
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FIT HOLDING CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 2020 AND 2019
(Expressed in thousands of New Taiwan dollars)
| CASH FLOWS FROM INVESTING ACTIVITIES Increase in financial assets at amortised cost Proceeds from disposal of investments accounted for using the equity method Acquisition of property, plant and equipment Proceeds from disposal of property, plant and equipment Acquisition of right-of-use assets Acquisition of intangible assets Increase in prepayments for business facilities Increase in refundable deposits Cash received due to disposal of subsidiaries Proceeds from capital reduction of investments accounted for using equity method Acquisition of investments accounted for using the equity method Acquisition of subsidiary (excluding cash) Net cash flows used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Decrease in short-term borrowings Increase in short-term borrowings Increase (decrease) in short-term notes payable Increase in long-term borrowings Decrease in long-term borrowings Repayment of lease liabilities Increase in other payables to related parties Increase (decrease) in other non-current liabilities Cash dividends paid Changes in non-controlling interest Net cash flows from financing activities Changes in foreign currency exchange Net increase (decrease) in cash and cash equivalents Cash and cash equivalents at beginning of year Cash and cash equivalents at end of year |
Year ended December 31 Notes 2020 2019 ( $4,085,922 ) ( $905,124 )73,62071,106(894,071 ) (1,284,800 )3,0892,829- (18,465 )(3,431 ) (4,287 )- (365,675 )4,830 (7,033 )441,275-342,528-(210,000 )-- (279,811 )(4,328,082 ) (2,791,260 )(22,861,084 ) (9,400,639 )23,994,14010,297,383(7,721 ) (39,976 )6,369,0165,791,574(5,915,480 ) (4,170,858 )(75,122 ) (105,446 )4,000,000-6,702 (5,684 )6(20) - (615,605 )1,047,767-6,558,2181,750,749(163,495 ) (193,306 )3,328,585 (927,198 )1,820,3042,747,502$5,148,889 $1,820,304 |
|---|---|
The accompanying notes are an integral part of these consolidated financial statements.
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FIT HOLDING CO., LTD. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019
(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)
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History and Organisation
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A. FIT Holding Co., Ltd. (the “Company”) and its subsidiaries (collectively referred herein as the “Group”) were incorporated as a company limited by shares under the provisions of the Company Act of the Republic of China (R.O.C.) on October 1, 2018. The Group is primarily engaged in production, manufacturing and trading of optical instrument components, computer peripheral components, 3C products, image scanners and multifunction printers, investment and development of power plant and cleaning energy services.
-
B. The Company’s subsidiaries, Glory Science Co., Ltd. (Glory Science), Power Quotient International Co., Ltd. (PQI) and Foxlink Image Technology Co., Ltd. (Foxlink Image) entered into a joint share swap agreement as approved by each of their Board of Directors in May 2018. The Company acquired 100% shares of Glory Science, PQI and Foxlink Image through share swap by exchanging 1 common share of PQI with 0.194 common share of the Company, 1 common share of Foxlink Image with 0.529 common share of the Company and 1 common share of Glory Science with 1 common share of the Company. The agreement was approved by the shareholders of Glory Science, PQI and Foxlink Image in June 2018, respectively. The transactions of joint shares swap were completed on October 1, 2018. The Company’s shares were listed on the Taiwan Stock Exchange (TSE) and approved by the regulatory authority on the same date.
-
C. Cheng Uei Precision Industry Co., Ltd. became the ultimate parent company of the Company after acquiring over half of the seats in the Company’s Board of Directors due to the abovementioned shares swap.
-
The Date of Authorisation for Issuance of the Financial Statements and Procedures for Authorisation These consolidated financial statements were authorised for issuance by the Board of Directors on March 26, 2021.
-
Application of New Standards, Amendments and Interpretations
-
(1) Effect of the adoption of new issuances of or amendments to International Financial Reporting Standards (“IFRS”) as endorsed by the Financial Supervisory Commission (“FSC”) New standards, interpretations and amendments endorsed by the FSC effective from 2020 are as follows:
follows: |
|
|---|---|
| New Standards,Interpretations andAmendments | Effective date by International Accounting StandardsBoard |
| Amendments to IAS 1 and IAS 8,‘Disclosure initiative-definition of material’ Amendments to IFRS 3,‘Definition of a business’ Amendments to IFRS 9, IAS 39 and IFRS7 ,‘Interest rate benchmark reform’ Amendment to IFRS 16,‘Covid-19-related rent concessions’ Note:Earlier application from January 1, 2020 is allowed by FSC. |
January 1, 2020 January 1, 2020 January 1, 2020 January 1, 2020 (Note) |
The above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment.
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(2) Effect of new issuances of or amendments to IFRSs as endorsed by the FSC but not yet adopted by the Group
New standards, interpretations and amendments endorsed by the FSC effective from 2021 are as follows:
follows: |
|
|---|---|
| New Standards,Interpretations andAmendments | Effective date by International Accounting StandardsBoard |
| Amendments to IFRS 4,‘Extension of the temporary exemption from applying IFRS 9’ Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16,‘ Interest Rate Benchmark Reform—Phase 2’ |
January 1, 2021 January 1, 2021 |
The above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment.
(3) IFRSs issued by IASB but not yet endorsed by the FSC
New standards, interpretations and amendments issued by IASB but not yet included in the IFRSs as endorsed by the FSC are as follows:
| New Standards,Interpretations and Amendments | International Accounting Standards Board |
|---|---|
| Amendments to IFRS 3,‘Reference to the conceptual framework’ 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, 'Insurance contracts' Amendments to IAS 1,‘Classification of liabilities as current or non-current’ Amendments to IAS 1,‘Disclosure of accounting policies’ Amendments to IAS 8,‘Definition of accounting estimates’ Amendments to IAS 16,‘Property, plant and equipment:proceeds before intended use’ Amendments to IAS 37,‘Onerous contracts—cost of fulfilling a contract’ Annual improvements to IFRS Standards 2018–2020 |
January 1, 2022 To be determined by International Accounting Standards January 1, 2023 January 1, 2023 January 1, 2023 January 1, 2023 January 1, 2023 January 1, 2022 January 1, 2022 January 1, 2022 |
The above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment.
4. Summary of Significant Accounting Policies
The principal accounting policies applied in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied to all the periods presented, unless otherwise stated.
(1) Compliance statement
The consolidated financial statements of the Group have been prepared in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers”, International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC
~17~
Interpretations as endorsed by the FSC (collectively referred herein as the “IFRSs”).
-
(2) Basis of preparation
-
A. Except for the following items, the consolidated financial statements have been prepared under the historical cost convention:
-
(a) Financial assets and financial liabilities (including derivative instruments) at fair value through profit or loss.
-
(b) Financial assets at fair value through other comprehensive income.
-
(c) Defined benefit assets and liabilities recognised based on the net amount of pension fund assets less present value of defined benefit obligation.
-
-
B. The preparation of financial statements in conformity with IFRSs requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group’s accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in Note 5.
-
(3) Basis of consolidation
-
A. Basis for preparation of consolidated financial statements:
-
(a) All subsidiaries are included in the Group’s consolidated financial statements. Subsidiaries are all entities (including structured entities) controlled by the Group. The Group controls an entity when the Group is exposed, or has rights, to variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Consolidation of subsidiaries begins from the date the Group obtains control of the subsidiaries and ceases when the Group loses control of the subsidiaries.
-
(b) Inter-company transactions, balances and unrealised gains or losses on transactions between companies within the Group are eliminated. Accounting policies of subsidiaries have been adjusted where necessary to ensure consistency with the policies adopted by the Group.
-
(c) Profit or loss and each component of other comprehensive income are attributed to the owners of the parent and to the non-controlling interests. Total comprehensive income is attributed to the owners of the parent and to the non-controlling interests even if this results in the noncontrolling interests having a deficit balance.
-
(d) Changes in a parent’s ownership interest in a subsidiary that do not result in the parent losing control of the subsidiary (transactions with non-controlling interests) are accounted for as equity transactions, i.e. transactions with owners in their capacity as owners. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognised directly in equity.
-
(e) When the Group loses control of a subsidiary, the Group remeasures any investment retained in the former subsidiary at its fair value. That fair value is regarded as the fair value on initial recognition of a financial asset or the cost on initial recognition of the associate or joint venture. Any difference between fair value and carrying amount is recognised in profit or loss. All amounts previously recognised in other comprehensive income in relation to the subsidiary are reclassified to profit or loss on the same basis as would be required if the related assets or liabilities were disposed of. That is, when the Group loses control of a subsidiary, all gains or losses previously recognised in other comprehensive income in relation to the subsidiary should be reclassified from equity to profit or loss, if such gains or losses would be reclassified to profit or loss when the related assets or liabilities are disposed of.
-
-
B. Subsidiaries included in the consolidated financial statements:
~18~
| Name of investor |
Name of subsidiary |
Main business December 31, December 31, activities 2020 2019 Manufacture and sale of optical lens components and other products 100 100 Manufacture and sale of image scanners and multifunction printers 100 100 Manufacture of electronic telecommunication components 100 100 Energy service management 41.3 100 General investments holding 100 100 Sales agent 100 100 General investments holding 100 100 Manufacture and sale of the components of communication and consumer electronics 99 99 Production and processing and sale of optical lens components and other products 100 100 Production and processing and sale of optical lens components and other products 35 35 Production and processing and sale of optical lens components and other products 100 100 Production and processing and sale of optical lens components and other products 100 100 Ownership(%) |
Description Note 4 Note 2 |
|---|---|---|---|
| The Company The Company The Company The Company Glory Science GLORY TEK GLORY TEK GLORY TEK GLORY TEK (SAMOA) GLORY TEK (SAMOA) GLORY OPTICS Glorytek Yancheng |
Glory Science Co., Ltd. (Glory Science) Foxlink Image Technology Co., Ltd. (Foxlink Image) Power Quotient International Co., Ltd. (PQI) Shih Fong Power Co., Ltd. (Shih Fong) GLORY TEK (BVI) CO.,LTD.(GLORY TEK) GLORY OPTICS (BVI) CO., LTD.(GLORY OPTICS) GLORY TEK (SAMOA) CO., LTD.(GLORY TEK (SAMOA)) GLORYTEK SCIENCE INDIA PRIVATE LIMITED (GLORYTEK SCIENCE INDIA) Glorytek (Suzhou) Co., Ltd. (Glorytek Suzhou) Glory Optics (Yancheng) Co., Ltd. (GOYC) Glorytek (Yancheng) Co., Ltd. (Glorytek Yancheng) Yancheng Yaowei Technology Co., Ltd. (YYWT) |
~19~
| Name of investor |
Name of subsidiary |
Main business December 31, December 31, activities 2020 2019 Ownership(%) Production and processing and sale of optical lens components and other products 65 65 Manufacture and sale of image scanners and multifunction printers 100 100 Energy service management 34.7 - Mould development and moulding tool manufacture 100 100 Manufacture and sale of image scanners and multifunction printers 100 100 Manufacture and sale of parts and moulds of photocopiers and scanners 100 100 Manufacture of image scanners and multifunction printers and investment of real estate 100 100 Sale of electronic telecommunication components 100 100 Sale of electronic telecommunication components 100 100 Specialized investments holding 100 100 Specialized investments holding 100 100 |
Description |
|---|---|---|---|
| Glorytek Suzhou Foxlink Image Foxlink Image AITL AITL AITL AITL PQI PQI PQI PQI |
Glory Optics (Yancheng) Co., Ltd. (GOYC) ACCU-IMAGE TECHNOLOGY LIMITED (AITL) Shih Fong Power Co., Ltd. (Shih Fong) Dong Guan Fu Zhang Precision Industry Co., Ltd. (DGFZ) Dongguan Fu Wei Electronics Co., Ltd. (Dongguan Fu Wei) Wei Hai Fu Kang Electric Co., Ltd. (WHFK) Dong Guan HanYang Computer Co., Ltd. (DGHY) Power Quotient International (H.K.) Co., Ltd. (PQI H.K.) PQI Japan Co., Ltd. (PQI JAPAN) Syscom Development Co., Ltd. (SYSCOM) PQI Mobility Inc. (PQI MOBILITY) |
Notes 1 and 2 Note 4 Note 5 Note 5 Note 5 |
~20~
| Name of investor |
Name of subsidiary |
Main business December 31, December 31, activities 2020 2019 Ownership(%) Specialized investments holding 100 100 Sale of medical instruments 100 100 Mechanical installation and piping engineering 58.74 76.56 Energy service management 100 100 Wind energy and wholesale of machinery - 100 Wind energy and wholesale of machinery - 100 Energy service management 80 100 Supply chain finance energy service management 100 100 Energy service management 99 100 Energy service management - 40 Energy service management - - Sale of electronic telecommunication components 100 100 |
Description |
|---|---|---|---|
| PQI PQI PQI Shinfox Foxwell Energy Foxwell Energy Shinfox Shinfox Shinfox Shinfox Shinfox SYSCOM |
Apix Limited (APIX) Power Sufficient International Co., Ltd. (PSI) Shinfox Energy Co. Ltd. (Shinfox) Foxwell Energy Corporation Ltd. (Foxwell Energy) Beiyuan Wind Power Co., Ltd. (Beiyuan) Changyuan Wind Power Co., Ltd. (Changyuan) Shinfox Natural Gas Co., Ltd. (Shinfox Natural Gas) Kunshan Jiuwei Info Tech Co., Ltd. (Kunshan Jiuwei) Foxwell Power Co., Ltd. (Foxwell Power) Shinfox Energy International Inc. (SHINFOX ENERGY) Shinfox Power Co., Ltd. (Shinfox Power) PQI Corporation (PQI USA) |
Notes 6 and 9 Note 6 Note 3 Note 3 Note 7 Note 10 |
~21~
| Name of investor |
Name of subsidiary |
Main business December 31, December 31, activities 2020 2019 Ownership(%) Manufacture of electronic telecommunication components 99 99 Sales of electronic equipment 100 100 Specialised investments holding 100 100 Sales of electronic equipment 100 100 Manufacture and sales of electronic telecommunication components 100 100 Manufacture of electronic telecommunication components - 100 Manufacture of electronic telecommunication components 100 - |
Description |
|---|---|---|---|
| SYSCOM APIX APIX Sinocity PQI MOBILITY PQI YANCHENG PQI YANCHENG |
FOXLINK POWERBANK INTERNATIONAL TECHNOLOGY PRIVATE LIMITED (FOXLINK POWERBANK) Sinocity Industries Limited (Sinocity) Perennial Ace Limited (Perennial) DG LIFESTYLE STORE LIMITED (DG) Power Quotient Technology (YANCHENG) Co., Ltd. (PQI YANCHENG) Jiangsu Foxlink New Energy Technology Co.,Ltd. (Jiangsu Foxlink) PQI (Xuzhou) New Energy Co.,Ltd. (PQI Xuzhou) |
Note 8 Note 11 |
-
Note 1: Glorytek Suzhou invested RMB 58,500 thousand in GOYC for the year ended December 31, 2019.
-
Note 2: GLORY TEK (SAMOA) and Glorytek Suzhou jointly held 100% equity interest of GOYC.
-
Note 3: Foxwell Energy invested $60,000 in Changyuan and Beiyuan for the year ended December 31, 2019, respectively. In November 2020, the Group lost its control over the subsidiaries, Changyuan and Beiyuan, as a result of the 100% stock disposal for the amount of $559,337. The Group recognised profit of $239,850 under ‘other gains and losses’ in the statement of comprehensive income. For information on cash flows of the subsidiaries, please refer to Note 6 (33).
-
Note 4: On June 14, 2019, the Company acquired 100% of the share capital of Shih Fong for $280,000 and obtained control over Shih Fong. Shih Fong increased its capital for the year ended December 31, 2020. The Group’s subsidiary, Foxlink Image, acquired 34.7% of the share capital of Shih Fong for $957,600. The Company jointly held 76% of the share capital of Shih Fong with Foxlink Image and maintained the control over Shih Fong.
-
Note 5: To simplify the Group’s structure, the shareholders at their meeting on December 16, 2019
~22~
resolved to merge the subsidiaries of the Group, AITL, GITL, GSTL and GOI, with AITL being the surviving company.
-
Note 6: Shinfox conducted a share swap by issuing new shares with Foxwell Energy on December 27, 2019. Shinfox became a subsidiary of PQI with 76.56% of shares held. Shinfox increased its capital for the year ended December 31, 2020. The Group’s subsidiary, PQI, did not acquire shares proportionally to its interest and sold 1.9% of shares. As a result, PQI decreased its share interest to 58.74% and maintained control over Shinfox. Please refer to Note 6(30) for more details.
-
Note 7: SHINFOX ENERGY has completed the cancellation of registration during the year ended December 31, 2020.
-
Note 8: Jiangsu Foxlink New Energy Technology Co., Ltd. increased its capital in April 2020. The Group did not acquire shares proportionally to its interest and lost its control. This investment is recognised in investments accounted for using the equity method. Subsequently, the Group reduced its capital in September 2020, decreased its share interest to 12.9% and lost its significant influence based on its assessment. It was recognised in financial assets at fair value through other comprehensive income.
-
Note 9: Shinfox Energy Co., Ltd. was formerly named as Shinfox Co., Ltd..
-
Note 10: Shinfox Power Co., Ltd. was established by Shinfox Energy Co., Ltd. in 2020, and the Group lost its control over it as a result of the 100% stock disposal for the amount of $45,000 in November 2020. The Group recognised profit of $52 under ‘other gains and losses’ in the statement of comprehensive income. For information on cash flows of the subsidiary, please refer to Note 6 (33).
Note 11: PQI Xuzhou completed registration of incorporation in 2020.
- C. Subsidiaries not included in the consolidated financial statements
| Name of investor |
Name of subsidiary |
Main business activities December 31,2020 December 31,2019 Manufacture and sale of Magnesium products - 50 Ownership(%) |
Note |
|---|---|---|---|
| Foxlink Image | KLEINE DEVELOPMENTS LIMITED |
Note |
Note: On December 28, 2015, the Board of Directors has resolved the liquidation of the company, KLEINE and the registration has been completed in May 2020.
-
D. Adjustments for subsidiaries with different balance sheet dates
- None.
-
E. Significant restrictions
- None.
-
F. Subsidiaries that have non-controlling interests that are material to the Group None.
-
(4) Foreign currency translation
Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (the “functional currency”). The consolidated financial statements are presented in New Taiwan dollars (NTD), which is the Company’s functional and the Group’s presentation currency.
-
A. Foreign currency transactions and balances
-
(a) Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where items are remeasured. Foreign exchange gains and losses resulting from the settlement of such transactions are recognised in profit or loss in the period in which they arise.
-
(b) Monetary assets and liabilities denominated in foreign currencies at the period end are re-
~23~
translated at the exchange rates prevailing at the balance sheet date. Exchange differences arising upon re-translation at the balance sheet date are recognised in profit or loss.
- (c) Non-monetary assets and liabilities denominated in foreign currencies held at fair value through profit or loss are re-translated at the exchange rates prevailing at the balance sheet date; their translation differences are recognised in profit or loss. Non-monetary assets and liabilities denominated in foreign currencies held at fair value through other comprehensive income are re-translated at the exchange rates prevailing at the balance sheet date; their translation differences are recognised in other comprehensive income. However, nonmonetary assets and liabilities denominated in foreign currencies that are not measured at fair value are translated using the historical exchange rates at the dates of the initial transactions.
- (d) All foreign exchange gains and losses are presented in the statement of comprehensive income within ‘other gains and losses’.
-
B. Translation of foreign operations
-
The operating results and financial position of all the group entities, associates and joint arrangements that have a functional currency different from the presentation currency are translated into the presentation currency as follows:
-
(a) Assets and liabilities for each balance sheet presented are translated at the closing exchange rate at the date of that balance sheet;
-
(b) Income and expenses for each statement of comprehensive income are translated at average exchange rates of that period; and
-
(c) All resulting exchange differences are recognised in other comprehensive income.
-
-
(5) Classification of current and non-current items
-
A. Assets that meet one of the following criteria are classified as current assets; otherwise they are classified as non-current assets:
-
(a) Assets arising from operating activities that are expected to be realised, or are intended to be sold or consumed within the normal operating cycle;
-
(b) Assets held mainly for trading purposes;
-
(c) Assets that are expected to be realised within twelve months from the balance sheet date;
-
(d) Cash and cash equivalents, excluding restricted cash and cash equivalents and those that are to be exchanged or used to settle liabilities more than twelve months after the balance sheet date.
-
-
B. Liabilities that meet one of the following criteria are classified as current liabilities; otherwise they are classified as non-current liabilities:
-
(a) Liabilities that are expected to be settled within the normal operating cycle;
-
(b) Liabilities arising mainly from trading activities;
-
(c) Liabilities that are to be settled within twelve months from the balance sheet date;
-
(d) Liabilities for which the repayment date cannot be extended unconditionally to more than twelve months after the balance sheet date. Terms of a liability that could, at the option of the counterparty, result in its settlement by the issue of equity instruments do not affect its classification.
-
-
C. As the operating cycle of the Group’s construction contracts are usually more than one year, the construction-related assets and liabilities are classified by operating cycle.
-
(6) Cash equivalents
-
Cash equivalents refer to short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value. Time deposits that meet the definition above and are held for the purpose of meeting short-term cash commitments in operations are classified as cash equivalents.
-
(7) Financial assets at fair value through profit or loss
-
A. Financial assets at fair value through profit or loss are financial assets that are not measured at
~24~
amortised cost or fair value through other comprehensive income.
-
B. On a regular way purchase or sale basis, financial assets at fair value through profit or loss are recognised and derecognised using trade date accounting.
-
C. At initial recognition, the Group measures the financial assets at fair value and recognises the transaction costs in profit or loss. The Group subsequently measures the financial assets at fair value, and recognises the gain or loss in profit or loss.
-
D. The Group recognises the dividend income when the right to receive payment is established, future economic benefits associated with the dividend will flow to the Group and the amount of the dividend can be measured reliably.
-
(8) Financial assets at fair value through other comprehensive income
-
A. Financial assets at fair value through other comprehensive income comprise equity securities which are not held for trading, and for which the Group has made an irrevocable election at initial recognition to recognise changes in fair value in other comprehensive income and debt instruments which meet all of the following criteria:
-
(a) The objective of the Group’s business model is achieved both by collecting contractual cash flows and selling financial assets; and
-
(b) The assets’ contractual cash flows represent solely payments of principal and interest.
-
-
B. On a regular way purchase or sale basis, financial assets at fair value through other comprehensive income are recognised and derecognised using trade date accounting.
-
C. At initial recognition, the Group measures the financial assets at fair value plus transaction costs. The Group subsequently measures the financial assets at fair value:
-
(a) The changes in fair value of equity investments that were recognised in other comprehensive income are reclassified to retained earnings and are not reclassified to profit or loss following the derecognition of the investment. Dividends are recognised as revenue when the right to receive payment is established, future economic benefits associated with the dividend will flow to the Group and the amount of the dividend can be measured reliably.
-
(b) Except for the recognition of impairment loss, interest income and gain or loss on foreign exchange which are recognised in profit or loss, the changes in fair value of debt instruments are taken through other comprehensive income. When the financial asset is derecognised, the cumulative gain or loss previously recognised in other comprehensive income is reclassified from equity to profit or loss.
-
~25~
(9) Financial assets at amortised cost
-
A. Financial assets at amortised cost are those that meet all of the following criteria:
-
(a) The objective of the Group’s business model is achieved by collecting contractual cash flows.
-
(b) The assets’ contractual cash flows represent solely payments of principal and interest.
-
B. On a regular way purchase or sale basis, financial assets at amortised cost are recognised and derecognised using trade date accounting.
-
C. At initial recognition, the Group measures the financial assets at fair value plus transaction costs. Interest income from these financial assets is included in finance income using the effective interest method. A gain or loss is recognised in profit or loss when the asset is derecognised or impaired.
-
D. The Group’s time deposits which do not fall under cash equivalents are those with a short maturity period and are measured at initial investment amount as the effect of discounting is immaterial.
-
(10) Accounts and notes receivable
-
A. Accounts and notes receivable entitle the Group a legal right to receive consideration in exchange for transferred goods or rendered services.
-
B. The short-term accounts and notes receivable without bearing interest are subsequently measured at initial invoice amount as the effect of discounting is immaterial.
-
(11) Impairment of financial assets
-
For debt instruments measured at fair value through other comprehensive income and financial assets at amortised cost, at each reporting date, the Group recognises the impairment provision for 12 months expected credit losses if there has not been a significant increase in credit risk since initial recognition or recognises the impairment provision for the lifetime expected credit losses (ECLs) if such credit risk has increased since initial recognition after taking into consideration all reasonable and verifiable information that includes forecasts. On the other hand, for accounts receivable or contract assets that do not contain a significant financing component, the Group recognises the impairment provision for lifetime ECLs.
-
(12) Derecognition of financial assets
-
The Group derecognises a financial asset when the contractual rights to receive the cash flows from the financial asset expire.
-
(13) Leasing arrangements (lessor) lease receivables/ operating leases
-
A. Based on the terms of a lease contract, a lease is classified as a finance lease if the lessee assumes substantially all the risks and rewards incidental to ownership of the leased asset.
-
(a) At commencement of the lease term, the lessor should record a finance lease in the balance sheet as ‘lease receivables’ at an amount equal to the net investment in the lease (including initial direct costs). The difference between gross lease receivable and the present value of the receivable is recognised as ‘unearned finance income of finance lease’.
-
(b) The lessor should allocate finance income over the lease term based on a systematic and rational basis reflecting a constant periodic rate of return on the lessor’s net investment in the finance lease.
-
(c) Lease payments (excluding costs for services) during the lease term are applied against the gross investment in the lease to reduce both the principal and the unearned finance income.
-
B. Lease income from an operating lease (net of any incentives given to the lessee) is recognised in profit or loss on a straight-line basis over the lease term.
-
(14) Inventories
-
Inventories are stated at the lower of cost and net realisable value. Cost is determined using the weighted-average method. The cost of finished goods and work in progress comprises raw materials, direct labour, other direct costs and related production overheads (allocated based on normal operating capacity). It excludes borrowing costs. The item by item approach is used in applying the lower of cost and net realisable value. Net realisable value is the estimated selling price in the
~26~
ordinary course of business, less the estimated cost of completion and applicable variable selling expenses.
-
(15) Investments accounted for using equity method / associates
-
A. Associates are all entities over which the Group has significant influence but not control. In general, it is presumed that the investor has significant influence, if an investor holds, directly or indirectly 20 percent or more of the voting power of the investee. Investments in associates are accounted for using the equity method and are initially recognised at cost.
-
B. The Group’s share of its associates’ post-acquisition profits or losses is recognised in profit or loss, and its share of post-acquisition movements in other comprehensive income is recognised in other comprehensive income. When the Group’s share of losses in an associate equals or exceeds its interest in the associate, including any other unsecured receivables, the Group does not recognise further losses, unless it has incurred legal or constructive obligations or made payments on behalf of the associate.
-
C. When changes in an associate’s equity do not arise from profit or loss or other comprehensive income of the associate and such changes do not affect the Group’s ownership percentage of the associate, the Group recognises change in ownership interests in the associate in ‘capital surplus’ in proportion to its ownership.
-
D. Unrealised gains on transactions between the Group and its associates are eliminated to the extent of the Group’s interest in the associates. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. Accounting policies of associates have been adjusted where necessary to ensure consistency with the policies adopted by the Group.
-
E. In the case that an associate issues new shares and the Group does not subscribe or acquire new shares proportionately, which results in a change in the Group’s ownership percentage of the associate but maintains significant influence on the associate, then ‘capital surplus’ and ‘investments accounted for under the equity method’ shall be adjusted for the increase or decrease of its share of equity interest. If the above condition causes a decrease in the Group’s ownership percentage of the associate, in addition to the above adjustment, the amounts previously recognised in other comprehensive income in relation to the associate are reclassified to profit or loss proportionately on the same basis as would be required if the relevant assets or liabilities were disposed of.
-
F. Upon loss of significant influence over an associate, the Group remeasures any investment retained in the former associate at its fair value. Any difference between fair value and carrying amount is recognised in profit or loss.
-
G. When the Group disposes its investment in an associate and loses significant influence over this associate, the amounts previously recognised in other comprehensive income in relation to the associate, are reclassified to profit or loss, on the same basis as would be required if the relevant assets or liabilities were disposed of. If it retains significant influence over this associate, the amounts previously recognised in other comprehensive income in relation to the associate are reclassified to profit or loss proportionately in accordance with the aforementioned approach.
-
H. When the Group disposes its investment in an associate and loses significant influence over this associate, the amounts previously recognised as capital surplus in relation to the associate are transferred to profit or loss. If it retains significant influence over this associate, the amounts previously recognised as capital surplus in relation to the associate are transferred to profit or loss proportionately.
-
(16) Property, plant and equipment
-
A. Property, plant and equipment are initially recorded at cost. Borrowing costs incurred during the construction period are capitalised.
-
B. Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset,
~27~
as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognised. All other repairs and maintenance are charged to profit or loss during the financial period in which they are incurred.
-
C. Land is not depreciated. Other property, plant and equipment apply cost model and are depreciated using the straight-line method to allocate their cost over their estimated useful lives. Each part of an item of property, plant, and equipment with a cost that is significant in relation to the total cost of the item must be depreciated separately.
-
D. The assets’ residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each financial year-end. If expectations for the assets’ residual values and useful lives differ from previous estimates or the patterns of consumption of the assets’ future economic benefits embodied in the assets have changed significantly, any change is accounted for as a change in estimate under IAS 8, ‘Accounting Policies, Changes in Accounting Estimates and Errors’, from the date of the change. The estimated useful lives of property, plant and equipment are as follows:
Buildings and structures 3 ~ 45 years Machinery and equipment 2 ~ 20 years Transportation equipment 5 years Office equipment 2 ~ 8 years Leasehold improvements 3 ~ 5 years Molding equipment 1 ~ 2 year(s) Other equipment 3 ~ 15 years
(17) Leasing arrangements (lessee) - right-of-use assets/ lease liabilities
-
A. Leases are recognised as a right-of-use asset and a corresponding lease liability at the date at which the leased asset is available for use by the Group. For short-term leases or leases of lowvalue assets, lease payments are recognised as an expense on a straight-line basis over the lease term.
-
B. Lease liabilities include the net present value of the remaining lease payments at the commencement date, discounted using the incremental borrowing interest rate. Lease payments are comprised of the following:
-
(a) Fixed payments, less any lease incentives receivable;
-
(b) Variable lease payments that depend on an index or a rate;
-
(c) Amounts expected to be payable by the lessee under residual value guarantees;
-
(d) The exercise price of a purchase option, if the lessee is reasonably certain to exercise that option; and
-
(e) Payments of penalties for terminating the lease, if the lease term reflects the lessee exercising that option.
The Group subsequently measures the lease liability at amortised cost using the interest method and recognises interest expense over the lease term. The lease liability is remeasured and the amount of remeasurement is recognised as an adjustment to the right-of-use asset when there are changes in the lease term or lease payments and such changes do not arise from contract modifications.
-
C. At the commencement date, the right-of-use asset is stated at cost comprising the following:
-
(a) The amount of the initial measurement of lease liability;
-
(b) Any lease payments made at or before the commencement date;
-
(c) Any initial direct costs incurred by the lessee; and
-
(d) An estimate of costs to be incurred by the lessee in dismantling and removing the underlying
~28~
asset, restoring the site on which it is located or restoring the underlying asset to the condition required by the terms and conditions of the lease.
The right-of-use asset is measured subsequently using the cost model and is depreciated from the commencement date to the earlier of the end of the asset’s useful life or the end of the lease term. When the lease liability is remeasured, the amount of remeasurement is recognised as an adjustment to the right-of-use asset.
(18) Investment property
An investment property is stated initially at its cost and measured subsequently using the cost model. Except for land, investment property is depreciated on a straight-line basis over its estimated useful life of 5 ~ 50 years.
(19) Intangible assets
-
A. Computer software
- Computer software is stated at cost and amortised on a straight-line basis over its estimated useful life of 1 to 3 year(s).
-
B. Goodwill
- Goodwill arises in a business combination accounted for by applying the acquisition method.
-
C. Trademark right (indefinite useful life) Trademark right is stated at cost and regarded as having an indefinite useful life as it was assessed to generate continuous net cash inflow in the foreseeable future. Trademark right is not amortised, but is tested annually for impairment.
-
(20) Impairment of non-financial assets
-
A. The Group assesses at each balance sheet date the recoverable amounts of those assets where there is an indication that they are impaired. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell or value in use. Except for goodwill, when the circumstances or reasons for recognising impairment loss for an asset in prior years no longer exist or diminish, the impairment loss is reversed. The increased carrying amount due to reversal should not be more than what the depreciated or amortised historical cost would have been if the impairment had not been recognised.
-
B. The recoverable amounts of goodwill, intangible assets with an indefinite useful life and intangible assets that have not yet been available for use are evaluated periodically. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. Impairment loss of goodwill previously recognised in profit or loss shall not be reversed in the following years.
-
C. For the purpose of impairment testing, goodwill acquired in a business combination is allocated to each of the cash-generating units, or groups of cash-generating units, that is/are expected to benefit from the synergies of the business combination.
(21) Borrowings
Borrowings comprise long-term and short-term bank borrowings. Borrowings are recognised initially at fair value, net of transaction costs incurred. Borrowings are subsequently stated at amortised cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognised in profit or loss over the period of the borrowings using the effective interest method.
(22) Notes and accounts payable
-
A. Accounts payable are liabilities for purchases of raw materials, goods or services and notes payable are those resulting from operating and non-operating activities.
-
B. The short-term notes and accounts payable without bearing interest are subsequently measured at initial invoice amount as the effect of discounting is immaterial.
~29~
(23) Derecognition of financial liabilities
A financial liability is derecognised when the obligation specified in the contract is either discharged or cancelled or expires.
(24) Non-hedging derivatives
Non-hedging derivatives are initially recognised at fair value on the date a derivative contract is entered into and recorded as financial assets or financial liabilities at fair value through profit or loss. They are subsequently remeasured at fair value and the gains or losses are recognised in profit or loss.
(25) Employee benefits
- A. Short-term employee benefits
Short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in respect of service rendered by employees in a period and should be recognised as expense in that period when the employees render service.
-
B. Pensions
-
(a) Defined contribution plans
For defined contribution plans, the contributions are recognised as pension expense when they are due on an accrual basis. Prepaid contributions are recognised as an asset to the extent of a cash refund or a reduction in the future payments.
-
(b) Defined benefit plans
-
i. Net obligation under a defined benefit plan is defined as the present value of an amount of pension benefits that employees will receive on retirement for their services with the Group in current period or prior periods. The liability recognised in the balance sheet in respect of defined benefit pension plans is the present value of the defined benefit obligation at the balance sheet date less the fair value of plan assets. The net defined benefit obligation is calculated annually by independent actuaries using the projected unit credit method. The rate used to discount is determined by using interest rates of highquality corporate bonds that are denominated in the currency in which the benefits will be paid, and that have terms to maturity approximating to the terms of the related pension liability. The rate used to discount is determined by using interest rates of government bonds (at the balance sheet date) of a currency and term consistent with the currency and term of the employment benefit obligations.
-
ii. Remeasurements arising on defined benefit plans are recognised in other comprehensive income in the period in which they arise and are recorded as retained earnings.
-
iii. Past service costs are recognised immediately in profit or loss.
-
-
C. Employees’ compensation and directors’ and supervisors’ remuneration
-
Employees’ compensation and directors’ and supervisors’ remuneration are recognised as expense and liability, provided that such recognition is required under legal or constructive obligation and those amounts can be reliably estimated. Any difference between the resolved amounts and the subsequently actual distributed amounts is accounted for as changes in estimates. If employee compensation is paid by shares, the Group calculates the number of shares based on the closing price at the previous day of the board meeting resolution.
(26) Provisions
-
Provisions are recognised when the Group has a present legal or constructive obligation as a result of past events, and it is probable that an outflow of economic resources will be required to settle the obligation and the amount of the obligation can be reliably estimated. Provisions are measured at the present value of the expenditures expected to be required to settle the obligation on the balance sheet date.
-
(27) Income tax
-
A. The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or
~30~
loss, except to the extent that it relates to items recognised in other comprehensive income or items recognised directly in equity, in which cases the tax is recognised in other comprehensive income or equity.
-
B. The current income tax expense is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date in the countries where the Company and its subsidiaries operate and generate taxable income. Management periodically evaluates positions taken in tax returns with respect to situations in accordance with applicable tax regulations. It establishes provisions where appropriate based on the amounts expected to be paid to the tax authorities. An additional tax is levied on the unappropriated retained earnings and is recorded as income tax expense in the year the stockholders resolve to retain the earnings.
-
C. Deferred tax is recognised, using the balance sheet liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated balance sheet. However, the deferred tax is not accounted for if it arises from initial recognition of goodwill or of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting nor taxable profit or loss. Deferred tax is provided on temporary differences arising on investments in subsidiaries, except where the timing of the reversal of the temporary difference is controlled by the Group and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred tax asset is realised or the deferred tax liability is settled.
-
D. Deferred tax assets are recognised only to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilised. At each balance sheet date, unrecognised and recognised deferred tax assets are reassessed.
-
E. A deferred tax asset shall be recognised for the carryforward of unused tax credits resulting from acquisitions of equipment or technology, research and development expenditures and equity investments to the extent that it is possible that future taxable profit will be available against which the unused tax credits can be utilised.
-
(28) Share capital
-
A. Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or stock options are shown in equity as a deduction, net of tax, from the proceeds.
-
B. Where the Company repurchases the Company’s equity share capital that has been issued, the consideration paid, including any directly attributable incremental costs (net of income taxes) is deducted from equity attributable to the Company’s equity holders. Where such shares are subsequently reissued, the difference between their book value and any consideration received, net of any directly attributable incremental transaction costs and the related income tax effects, is included in equity attributable to the Company’s equity holders.
-
(29) Dividends
Dividends are recorded in the Company’s financial statements in the period in which they are approved at the Board of Directors’ meeting. Cash dividends are recorded as liabilities; stock dividends are recorded in the Company’s financial statements in the period in which they are approved by the Company’s shareholders as stock dividends to be distributed and are reclassified to ordinary shares on the effective date of new shares issuance.
-
(30) Revenue recognition
-
A. Sales revenue
- (a) The Group manufactures and sells optical instrument components, image scanners and electronic components. Sales are recognised when control of the products has transferred, being when the products are delivered to the customer, the customer has full discretion over the price to sell the products, and there is no unfulfilled obligation that could affect the
~31~
wholesaler’s acceptance of the products. Delivery occurs when the products have been shipped to the specific location, the risks of obsolescence and loss have been transferred to the wholesaler, and either the wholesaler has accepted the products in accordance with the sales contract, or the Group has objective evidence that all criteria for acceptance have been satisfied.
- (b) The Group’s obligation to provide a refund for faulty products under the standard warranty terms is recognised as a provision.
- (c) A receivable is recognised when the goods are delivered as this is the point in time that the consideration is unconditional because only the passage of time is required before the payment is due.
-
B. Service revenue
- The Group provides services such as products research, development and mold repair, energysaving equipment maintenance and solar construction design and development. If the outcome of services provided can be estimated reliably or the milestone of the research and development project is reached, revenue should be recognised by reference to the stage of project or the point in time of billing.
-
C. Construction contract revenue
-
(a) The Group’s construction contracts revenue mainly arises from the construction contracts and belongs to performance obligation satisfied over time. If the outcome of a construction contract can be estimated reliably and it is probable that this contract would make a profit, contract revenue should be recognised by reference to the stage of completion of the contract activity, using the percentage-of-completion method of accounting, over the contract term. Contract costs are expensed as incurred. The stage of completion of a contract is measured by the completion ratio for work performed to date. An expected loss where total contract costs will exceed total contract revenue on a construction contract should be recognised as an expense as soon as such loss is probable.
-
(b) Contract revenue should include the revenue arising from variations from the original contract work, claims and incentive payments that are agreed by the customer and can be measured reliably.
-
(c) The excess of the cumulative costs incurred plus recognised profits (less recognised losses) over the progress billings on each construction contract is presented as an asset within ‘contract assets’. While, the excess of the progress billings over the cumulative costs incurred plus recognised profits (less recognised losses) on each construction contract is presented as a liability within ‘contract liabilities’.
-
-
(31) Government grants
-
Government grants are recognised at their fair value only when there is reasonable assurance that the Group will comply with any conditions attached to the grants and the grants will be received. Government grants are recognised in profit or loss on a systematic basis over the periods in which the Group recognises expenses for the related costs for which the grants are intended to compensate. Government grants related to property, plant and equipment are recognised as non-current liabilities and are amortised to profit or loss over the estimated useful lives of the related assets using the straight-line method.
-
(32) Business combinations
-
A. The Group uses the acquisition method to account for business combinations. The consideration transferred for an acquisition is measured as the fair value of the assets transferred, liabilities incurred or assumed and equity instruments issued at the acquisition date, plus the fair value of any assets and liabilities resulting from a contingent consideration arrangement. All acquisitionrelated costs are expensed as incurred. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the
~32~
acquisition date. For each business combination, the Group measures at the acquisition date components of non-controlling interests in the acquiree that are present ownership interests and entitle their holders to the proportionate share of the entity’s net assets in the event of liquidation at either fair value or the present ownership instruments’ proportionate share in the recognised amounts of the acquiree’s identifiable net assets.
- B. The excess of the consideration transferred, the amount of any non-controlling interest in the acquiree and the fair value of any previous equity interest in the acquiree over the fair value of the identifiable assets acquired and the liabilities assumed is recorded as goodwill at the acquisition date. If the total of consideration transferred, non-controlling interest in the acquiree recognised and the fair value of previously held equity interest in the acquiree is less than the fair value of the identifiable assets acquired and the liabilities assumed, the difference is recognised directly in profit or loss on the acquisition date.
-
(33) Reorganisation under common control
-
A, The Group applies the related interpretations issued in R.O.C. for the intra-group reorganisation since there is no definite rules for business combinations of entities under common control in IFRS 3, ‘Business combinations’ as explained in the IFRS Q&A ‘explanations to IFRS 3 Business Combinations under Common Control’ issued by Accounting Research and Development Foundation on October 26, 2018. The aforementioned transaction is stated at book value method and the comparative financial statements of prior years were restated based on the assumption that the business combination occurred at the beginning of the year.
-
B. As described in Note 1, the share swap transactions between the Company and Glory Science were considered as a reorganisation under common control and the Company is substantially a continuation of Glory Science. The Group recognised the associated assets and liabilities in its consolidated financial statements before the incorporation date based on their carrying amounts in the consolidated financial statements of Glory Science. The comparative financial statements were restated based on the assumption that Glory Science was considered as a consolidated subsidiary at the beginning.
-
C. The Group acquired share interest of Shinfox, a subsidiary of the ultimate parent company through share swap for the year ended December 31, 2019. As the acquisition was the Group’s internal reorganisation, in accordance with Accounting Research and Development Foundation Interpretation 101-301, it was considered that the Company invested in Shinfox at the beginning. When restating the consolidated financial statements of prior years, Shinfox’s equity owned by the Company, are classified as “Equity attributable to former owner of business combination under common control” and profit or loss recognised by the Group are classified as “Net profit (loss) of equity attributable to former owner of business combination under common control”.
-
-
(34) Operating segments
- Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The Group’s chief operating decision maker is responsible for allocating resources and assessing performance of the operating segments.
-
Critical Accounting Judgements, Estimates and Key Sources of Assumption Uncertainty The preparation of these consolidated financial statements requires management to make critical judgements in applying the Group’s accounting policies and make critical assumptions and estimates concerning future events. Assumptions and estimates may differ from the actual results and are continually evaluated and adjusted based on historical experience and other factors. Such assumptions and estimates have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year; and the related information is addressed below:
-
(1) Critical judgements in applying the Group’s accounting policies None.
~33~
(2) Critical accounting estimates and assumptions
A. Impairment assessment of goodwill
The impairment assessment of goodwill relies on the Group’s subjective judgement, including identifying cash-generating units, allocating assets and liabilities as well as goodwill to related cash-generating units, and determining the recoverable amounts of related cash-generating units. Please refer to Note 6(12) for the information of goodwill impairment.
-
B. Evaluation of inventories
-
As inventories are stated at the lower of cost and net realisable value, the Group must determine the net realisable value of inventories on balance sheet date using judgements and estimates. Due to the rapid technology innovation, the Group evaluates the amounts of normal inventory consumption, obsolete inventories or inventories without market selling value on balance sheet date, and writes down the cost of inventories to the net realisable value. Such an evaluation of inventories is principally based on the demand for the products within the specified period in the future. Therefore, there might be material changes to the evaluation. As of December 31, 2020, the carrying amount of inventories was $867,146.
-
C. Impairment assessment of tangible assets
The Group assesses impairment based on its subjective judgement and determines the separate cash flows of a specific group of assets, useful lives of assets and the future possible income and expenses arising from the assets depending on how assets are utilised and industrial characteristics. Any changes of economic circumstances or estimates due to the change of Group strategy might cause material impairment on assets in the future.
6. Details of Significant Accounts
(1) Cash and cash equivalents
tails of Significant Accounts Cash and cash equivalents |
||
|---|---|---|
| Cash on hand Checking accounts and demand deposits Cash equivalents Time deposits |
December31,2020 10,055 $ 2,355,349 2,783,485 5,148,889 |
December31,2019 |
| 11,765 $ 1,372,580 435,959 |
||
| 1,820,304 |
-
A. The Group transacts with a variety of financial institutions all with high credit quality to disperse credit risk, so it expects that the probability of counterparty default is remote.
-
B. The Group has no cash and cash equivalents pledged to others.
(2) Financial assets/liabilities at fair value through profit or loss
| Current items: Financial assets mandatorily measured at fair value through profit or loss Non-capital guaranteed floating profit financial instruments |
December31,2020 - $ |
December31,2019 |
|---|---|---|
| 129,150 $ |
Amounts recognised in profit or loss in relation to financial assets/liabilities at fair value through profit or loss are listed below:
~34~
December 31, 2020 December 31, 2019
| (3) | Financial assets at fair value through other comprehensive income Current items: Financial assets/liabilities mandatorily measured at fair value through profit or loss Non-capital guaranteed floating profit 1,387 $ 4,442 $ financial instruments Forward foreign exchange contracts - 401 $1,387 $4,843 Items December 31,2020 December 31,2019 Equity instruments Listed stocks 1,263,416 $ 1,263,416 $ Unlisted stocks 1,350,028 1,276,031 2,613,444 2,539,447 Valuation adjustment 268,025) ( 309,779) ( $2,345,419 $2,229,668 |
4,442 $ 401 $4,843 |
|---|---|---|
-
A. The Group has elected to classify equity investments that are considered to be strategic investments and steady dividend income as financial assets at fair value through other comprehensive income. The fair value of such investments amounted to $2,345,419 and $2,229,668 as at December 31, 2020 and 2019, respectively.
-
B. Amounts recognised in other comprehensive income in relation to the financial assets at fair value through other comprehensive income are listed below:
| Equity instruments at fair value through other comprehensive income Fair value change recognised in other comprehensive income |
Year ended December31,2020 | Year ended December31,2020 |
|---|---|---|
| 2020 41,754 $ |
2019 | |
| 560,816 $ |
- C. Information relating to credit risk of financial assets at fair value through other comprehensive income is provided in Note 12(2).
~35~
(4) Financial assets at amortised cost
| Financial assets at amortised cost | ||
|---|---|---|
| Items Current items: Restricted bank deposits Pledged time deposits Time deposits maturing in excess of three months Repatriated offshore funds Non-current items: Restricted bank deposits Pledged time deposits |
December 31,2020 4,359,551 $ 1,200,000 14,953 - $5,574,504 14,591 $ 4,500 $19,091 |
December 31, 2019 |
| 7,711 $ 241,250 341,488 896,906 |
||
| $1,487,355 | ||
| 2,376 $ 17,942 |
||
| $20,318 |
- A. Amounts recognised in profit or loss in relation to financial assets at amortised cost are listed below:
| A. Amounts recognised in profit below: Restricted bank deposits Pledged time deposits |
or loss in relation to $ $ |
financial assets at amortised cost are listed 14,591 2,376 $ 4,500 17,942 19,091 $20,318 |
financial assets at amortised cost are listed 14,591 2,376 $ 4,500 17,942 19,091 $20,318 |
|---|---|---|---|
| YearendedDecember31,2020 | |||
| 2020 | 2019 | ||
| Interest income | $ | 17,611 | 18,248 $ |
| B. Details of the Group’s financial assets at amortised cost pledged to others | as collateral are provided | ||
| in Note 8. |
(5) Notes and accounts receivable
| B. Details of the Group’s financial assets at amortised cost pledged to others as collateral are provide in Note 8. Notes and accounts receivable Interest income 17,611 $ 18,248 $ |
B. Details of the Group’s financial assets at amortised cost pledged to others as collateral are provide in Note 8. Notes and accounts receivable Interest income 17,611 $ 18,248 $ |
B. Details of the Group’s financial assets at amortised cost pledged to others as collateral are provide in Note 8. Notes and accounts receivable Interest income 17,611 $ 18,248 $ |
|---|---|---|
| A. The ageing analysis of accounts receivable that were past due but not impaired is as follows: December 31,2020 December 31,2019 Notes receivable 4,846 $ 8,636 $ Accounts receivable 927,259 $ 1,192,077 $ Less: Allowance for uncollectible accounts 31,822) ( 93,520) ( 895,437 $ 1,098,557 $ Accounts Notes Accounts Notes receivable receivable receivable receivable Not past due 862,431 $ 4,846 $ 1,039,337 $ 8,636 $ Up to 30 days 53,405 - 82,536 - 31 to 90 days 348 - 929 - 91 to 180 days 160 - 1,131 - Over 180 days 10,915 - 68,144 - 927,259 $ 4,846 $ 1,192,077 $ 8,636 $ December 31,2020 December 31,2019 |
||
| Accounts receivable 1,039,337 $ 82,536 929 1,131 68,144 1,192,077 $ |
Notes receivable |
|
| 8,636 $ - - - - |
||
| 8,636 $ |
The above ageing analysis was based on past due date.
B. As of December 31, 2020 and 2019, accounts receivable and notes receivable were all from contracts with customers. And as of January 1, 2019, the balance of receivables from contracts
~36~
with customers amounted to $1,420,777.
-
C. The Group has no accounts receivable and notes receivable pledged to others.
-
D. Information relating to credit risk of accounts receivable is provided in Note 12(2).
-
E. As at December 31, 2020 and 2019, without taking into account any collateral held or other credit enhancements, the maximum exposure to credit risk in respect of the amount that best represents the Group’s notes and accounts receivable was $4,846 and $8,636; $895,437 and $1,098,557, respectively.
(6) Inventories
respectively. Inventories |
|||
|---|---|---|---|
| Raw materials Work in progress Finished goods Merchandise Raw materials Work in progress Finished goods Merchandise |
December 31,2020 | ||
| Cost 516,001 $ 20,427 303,583 106,823 946,834 $ |
Allowance for valuation loss 32,427) ($ 1,844) ( 41,286) ( 4,131) ( 79,688) ($ December 31,2019 |
Book value | |
| 483,574 $ 18,583 262,297 102,692 |
|||
| 867,146 $ |
|||
| Cost 560,869 $ 20,390 551,674 175,536 1,308,469 $ |
Book value | ||
| 531,441 $ 16,692 520,824 171,012 |
|||
| 1,239,969 $ |
The cost of inventories recognised as expense for the year:
| The cost of inventories recognised as expense for the 1,308,469 $ |
year: ($ |
68,500) 1,239,969 $ |
68,500) 1,239,969 $ |
68,500) 1,239,969 $ |
|---|---|---|---|---|
| Year ended December 31, | ||||
| 2020 | 2019 | |||
| Cost of goods sold | $ | 5,752,458 |
$ | 7,587,740 |
| Unamortised manufacturing expenses | 205,085 | 364,193 | ||
| Loss on (gain on reversal of) decline in market value | 12,027 | ( | 23,044) |
|
| Loss on scrapping inventory | 615 | 5,212 | ||
| Loss on physical inventory | 2,678 | 5,106 | ||
| Revenue from sale of scraps | ( | 1,250) | ( | 1,715) |
| $ | 5,971,613 | $ | 7,937,492 |
The Group reversed a previous inventory write-down because obsolete and slow-moving inventories and inventories with decline in market value were partially sold by the Group during the year ended December 31, 2019.
~37~
(7) Investments accounted for using the equity method
| Investments accounted for using the equity method | ||
|---|---|---|
| Investee companies Power Channel Limited Foxwell Energy Co., Ltd. Castles Technology Co., Ltd. Studio A Technology Limited Tegna Electronics Private Limited Kleine Developments Ltd. |
December 31,2020 Carryingamount 507,611 $ 209,077 181,429 93,174 25,886 - 1,017,177 $ |
December 31,2019 |
| Carryingamount | ||
| 383,154 $ - 205,914 185,049 25,308 7,034 |
||
| 806,459 $ |
-
A. The Group’s investments accounted for using the equity method for the years ended December 31, 2020 and 2019 were recognised based on the financial statements audited and attested by independent auditors.
-
B. Associates
The basic information of the associates that are material to the Group is as follows:
Shareholding ratio
| Note 1: Registered location is Hong Kong. Note 2: Holds 20% or more of the voting power. Principal place December 31, Company name of business 2020 Power Channel China (Note 1) 35.75% Studio A Technology Hong Kong 24.50% |
December 31, 2019 35.75% 24.50% |
Nature of relationship Note 2 Note 2 |
Methods of measurement |
|---|---|---|---|
| Equity method Equity method |
- C. The summarised financial information of the associates that are material to the Group is as follows:
Balance sheet
is as follows: Balance sheet |
||
|---|---|---|
| Current assets Non-current assets Current liabilities Non-current liabilities Total net assets Share in associate's net assets Goodwill Carrying amount of the associate |
PowerChannel Limited | |
| December31,2020 - $ 1,066,779 - - 1,066,779 $ 381,373 126,238 507,611 $ |
December31,2019 | |
| - $ 719,728 - - |
||
| 719,728 $ |
||
| 257,303 125,851 |
||
| 383,154 $ |
~38~
| Statement of comprehensive income Current assets Non-current assets Current liabilities Non-current liabilities Total net assets Share in associate's net assets Goodwill Carrying amount of the associate Revenue Profit for the period from continuing operations Loss for the period from discontinued operations Other comprehensive income, net of tax Total comprehensive income Dividends received from associates Revenue Profit for the period from continuing operations Loss for the period from discontinued operations Other comprehensive income, net of tax Total comprehensive income Dividends received from associates |
December 31,2020 December 31,2019 533,234 $ 842,834 $ 57,018 80,347 205,265) ( 150,021) ( 4,687) ( 17,857) ( 380,300 $ 755,303 $ 93,174 $ 185,049 $ - - 93,174 $ 185,049 $ Studio A Technology 2020 2019 - $ - $ 113,196 $ 98,766 $ - - - - 113,196 $ 98,766 $ - $ - $ PowerChannel Limited Year ended December31, 2020 2019 1,666,133 $ 2,497,078 $ 58,309 $ 53,487 $ - - - - - - 58,309 $ 53,487 $ - $ - $ Year ended December31, PowerChannel Limited |
|---|---|
| 2020 1,666,133 $ 58,309 $ - - - 58,309 $ - $ |
- D. The carrying amount of the Group’s interests in all individually immaterial associates (Note) and the Group’s share of the operating results are summarised below: As of December 31, 2020 and 2019, the carrying amount of the Group’s individually immaterial associates amounted to $416,392 and $238,256, respectively.
~39~
| Year ended December | Year ended December | 31, | |||
|---|---|---|---|---|---|
| 2020 | 2019 | ||||
| Profit for the year from continuing | $ | 191,740 |
$ | 2,398 |
|
| operations | |||||
| Other comprehensive loss, net of tax | ( | 136) | ( | 10,965) | |
| Total comprehensive income (loss) | $ | 191,604 | ($ | 8,567) |
-
Note: Castles Technology Co., Ltd., Kleine Developments Limited (registration has been cancelled in May 2020) and Tegna Eletronics Private Limited.
-
E. Wellgen Medical Co., Ltd. increased its capital by issuing new shares in February 2019. The Group did not acquire shares proportionally to its interest. As a result, the Group decreased its share interest to 17% and lost its significant influence. It was subsequently recognised in financial assets at fair value through other comprehensive income.
-
F. As described in Note 4(3), Jiangsu Foxlink New Energy Technology Co., Ltd. was initially a subsidiary of the Group. The Group did not participate in the capital increase proportionally to its interest in April 2020 and lost its control. This investment is recognised in investments accounted for using the equity method. Subsequently, the Group reduced its capital in September 2020, decreased its share interest to 12.9% and lost its significant influence based on its assessment. It was recognised in financial assets at fair value through other comprehensive income. Gains on disposal of investments of $9,579 was recognised due to the aforementioned transaction.
~40~
(8) Property, plant and equipment
| Buildings | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| and | Office | Leasehold | Other | Unfinished | ||||||||||
| structures | Machinery | equipment | improvements | equipment | construction | Total | ||||||||
| At January 1, 2020 | ||||||||||||||
| Cost | $ | 1,405,027 |
$ | 3,474,924 |
$ | 134,741 |
$ | 320,543 |
$ | 1,289,259 |
$ | 2,271,006 |
8,895,500 | |
| Accumulated depreciation | ( | 98,134) |
( | 1,932,257) |
( | 96,981) |
( | 279,614) |
( | 1,208,730) |
- | ( | 3,615,716) |
|
| $ | 1,306,893 | $ | 1,542,667 | $ | 37,760 | $ | 40,929 | $ | 80,529 | $ | 2,271,006 | $ | 5,279,784 | |
| 2020 | ||||||||||||||
| Opening net book amount | $ | 1,306,893 |
$ | 1,542,667 |
$ | 37,760 |
$ | 40,929 |
$ | 80,529 |
$ | 2,271,006 |
$ | 5,279,784 |
| as at January 1 | ||||||||||||||
| Additions | 66,680 | 83,279 | 14,969 | 7,484 | 8,606 | 673,809 | 854,827 | |||||||
| Disposals | - | 45 | ( | 1,612) |
( | 2,369) |
( | 541) |
( | 167) |
( | 4,644) |
||
| Disposal of subsidiaries | ( | 923,712) |
( | 1,479,389) |
( | 24,135) |
- | ( | 1,763) |
( | 324,623) |
( | 2,753,622) |
|
| Reclassifications | 655,878 | 1,550,602 | - | - | - | ( | 1,806,348) |
400,132 | ||||||
| Depreciation charge | ( | 13,330) |
( | 277,968) |
( | 8,465) |
( | 21,737) |
( | 54,405) |
- | ( | 375,905) |
|
| Net exchange differences | 6,872 | 9,365 | ( | 235) |
187 | 592 | ( | 5,865) |
10,916 | |||||
| Closing net book amount | ||||||||||||||
| as at December 31 | $ | 1,099,281 | $ | 1,428,601 | $ | 18,282 | $ | 24,494 | $ | 33,018 | $ | 807,812 | $ | 3,411,488 |
| At December 31, 2020 | ||||||||||||||
| Cost | $ | 1,211,713 |
$ | 3,483,028 |
$ | 110,792 |
$ | 322,775 |
$ | 1,290,326 |
$ | 807,812 |
$ | 7,226,446 |
| Accumulated depreciation | ( | 112,432) |
( | 2,054,427) |
( | 92,510) |
( | 298,281) |
( | 1,257,308) |
- | ( | 3,814,958) |
|
| $ | 1,099,281 | $ | 1,428,601 | $ | 18,282 | $ | 24,494 | $ | 33,018 | $ | 807,812 | $ | 3,411,488 | |
| Buildings | ||||||||||||||
| and | Office | Leasehold | Other | Unfinished | ||||||||||
| structures | Machinery | equipment | improvements | equipment | construction | Total | ||||||||
| At January 1, 2019 | ||||||||||||||
| Cost | $ | 475,136 |
$ | 2,586,898 |
$ | 111,627 |
$ | 260,160 |
$ | 1,020,208 |
$ | 1,439,771 |
$ | 5,893,800 |
| Accumulated depreciation | ( | 88,241) |
( | 1,305,276) |
( | 83,559) |
( | 193,855) |
( | 712,787) |
- | ( | 2,383,718) |
|
| $ | 386,895 | $ | 1,281,622 | $ | 28,068 | $ | 66,305 | $ | 307,421 | $ | 1,439,771 | $ | 3,510,082 | |
| 2019 | ||||||||||||||
| Opening net book amount | $ | 386,895 |
$ | 1,281,622 |
$ | 28,068 |
$ | 66,305 |
$ | 307,421 |
$ | 1,439,771 |
$ | 3,510,082 |
| as at January 1 | ||||||||||||||
| Additions | - | 280,526 | 17,039 | 14,417 | 175,404 | 816,453 | 1,303,839 | |||||||
| Acquired from business combinations | - | - | - | - | - | 691,860 | 691,860 | |||||||
| Disposals | - | ( | 85) |
( | 2,887) |
( | 4,902) |
( | 2,108) |
- | ( | 9,982) |
||
| Reclassifications | 933,245 | 191,710 | 9,754 | ( | 533) |
- | ( | 614,991) |
519,185 | |||||
| Depreciation charge | ( | 12,279) |
( | 303,140) |
( | 14,798) |
( | 32,732) |
( | 240,856) |
- | ( | 603,805) |
|
| Net exchange differences | ( | 968) |
92,034 | 584 | ( | 1,626) |
( | 159,332) |
( | 62,087) |
( | 131,395) |
||
| Closing net book amount | ||||||||||||||
| as at December 31 | $ | 1,306,893 | $ | 1,542,667 | $ | 37,760 | $ | 40,929 | $ | 80,529 | $ | 2,271,006 | $ | 5,279,784 |
| At December 31, 2019 | ||||||||||||||
| Cost | $ | 1,405,027 |
$ | 3,474,924 |
$ | 134,741 |
$ | 320,543 |
$ | 1,289,259 |
$ | 2,271,006 |
$ | 8,895,500 |
| Accumulated depreciation | ( | 98,134) |
( | 1,932,257) |
( | 96,981) |
( | 279,614) |
( | 1,208,730) |
- | ( | 3,615,716) |
|
| $ | 1,306,893 | $ | 1,542,667 | $ | 37,760 | $ | 40,929 | $ | 80,529 | $ | 2,271,006 | $ | 5,279,784 |
Information about the property, plant and equipment that were pledged to others as collaterals is provided in Note 8.
~41~
(9) Leasing arrangements - lessee
-
A. The Group leases various assets including land, buildings, machinery and equipment and business vehicles. Rental contracts are typically made for periods of 2 to 20 years. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The lease agreements do not impose covenants, but leased assets may not be used as security for borrowing purposes.
-
B. The carrying amount of right-of-use assets and the depreciation charge are as follows:
| Land Buildings Transportation equipment (Business vehicles) Office equipment (Photocopiers) Land Buildings Transportation equipment (Business vehicles) Office equipment (Photocopiers) |
December 31,2020 December 31,2019 Carrying Carrying amount amount 295,676 $ 362,183 $ 276,054 285,843 3,046 2,236 152 17 574,928 $ 650,279 $ Year ended December 31, |
December 31,2019 |
|---|---|---|
| Carrying amount |
||
| 362,183 $ 285,843 2,236 17 |
||
| 650,279 $ |
||
| 2020 Depreciation charge 11,427 $ 78,219 1,506 65 91,217 $ |
2019 | |
| Depreciation charge |
||
| 11,954 $ 105,386 1,567 41 |
||
| 118,948 $ |
-
C. For the years ended December 31, 2020 and 2019, the additions to right-of-use assets were $72,453 and $92,679, respectively.
-
D. The information on profit and loss accounts relating to lease contracts is as follows:
| Items affecting profit or loss Interest expense on lease liabilities Expense on short-term lease contracts Expense on leases of low-value assets Expense on variable lease payments |
YearendedDecember31, | YearendedDecember31, |
|---|---|---|
| 2020 $ 4,594 25,250 584 6,200 |
2019 | |
| $ 4,853 20,594 397 5,294 |
-
E. For the years ended December 31, 2020 and 2019, the Group’s total cash outflows for leases were $111,750 and $131,731, respectively.
-
F. Variable lease payments
-
(a) Some of the Group’s lease contracts contain variable lease payment terms that are linked to sales generated from electricity sold. For aforementioned contracts, up to 36.96% of lease payments are on the basis of variable payment terms and are accrued based on the sales amount. Variable payment terms are used for a variety of reasons and various lease payments that depend on sales are recognised in profit or loss in the period in which the event or condition that triggers those payments occurs.
~42~
-
(b) A 1% increase in the aggregate sales amount with such variable lease contracts would increase total lease payments by approximately $62.
-
(10) Leasing arrangements - lessor
-
A. The Group leases various assets including land and buildings. Rental contracts are typically made for periods of 1 and 6 years. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions.
-
B. For the years ended December 31, 2020 and 2019, the Group recognised rent income in the amounts of $13,805 and $12,777, respectively, based on the operating lease agreement, which does not include variable lease payments.
-
C. The maturity analysis of the lease payments under the operating leases is as follows:
| 2020 2021 2022 2023 After 2024 |
December31,2020 $ - 13,724 11,335 6,720 5,040 36,819 $ |
December31,2019 |
|---|---|---|
| $ 13,724 13,642 11,335 6,720 5,040 |
||
| 50,461 $ |
(11) Investment property
| At January 1, 2020 Cost Accumulated depreciation 2020 Opening net book amount as at January 1 Depreciation charge Closing net book amount as at December 31 At December 31, 2020 Cost Accumulated depreciation |
Buildings and Land structures Total $ 344,587 52,416 $ 397,003 $ - 3,295) ( 3,295) ( 344,587 $ 49,121 $ 393,708 $ $ 344,587 $ 49,121 $ 393,708 - 2,636) ( 2,636) ( 344,587 $ 46,485 $ 391,072 $ 344,587 52,416 397,003 - 5,931) ( 5,931) ( 344,587 $ 46,485 $ 391,072 $ |
|---|---|
~43~
| At January 1, 2019 Cost Accumulated depreciation 2019 Opening net book amount as at January 1 Depreciation charge Closing net book amount as at December 31 At December 31, 2019 Cost Accumulated depreciation |
Buildings and Land structures Total $ 344,587 52,416 $ 397,003 $ - 659) ( 659) ( 344,587 $ 51,757 $ 396,344 $ $ 344,587 $ 51,757 $ 396,344 - 2,636) ( 2,636) ( 344,587 $ 49,121 $ 393,708 $ 344,587 52,416 397,003 - 3,295) ( 3,295) ( 344,587 $ 49,121 $ 393,708 $ |
|---|---|
- A. Rental income from investment property and direct operating expenses arising from investment property are shown below:
investment property are shown below: |
||
|---|---|---|
| Rental income from investment property Direct operating expenses arising from the investment property that generated rental income during the year |
YearendedDecember31, | |
| 2020 13,805 $ 2,636 $ |
2019 | |
| 12,777 $ |
||
| 2,636 $ |
-
B. The fair value of the investment property held by the Group as at December 31, 2020 and 2019 was $392,673 and $397,003, respectively, which was valued by external independent appraisers. Valuations were made using the comparison, income and cost approach.
-
C. The Group has no investment property pledged to others.
~44~
(12) Intangible assets
| Intangible assets | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Goodwill | Trademarks | Others | Total | ||||||||||
| At January 1, 2020 | |||||||||||||
| Cost | $ | 919,223 |
$ | 49,566 |
$ | 143,336 |
$ | 1,112,125 |
|||||
| Accumulated amortisation | |||||||||||||
| and impairment | - | - | ( | 84,430) |
( | 84,430) |
|||||||
| $ | 919,223 | $ | 49,566 | $ | 58,906 | $ | 1,027,695 | ||||||
| 2020 | |||||||||||||
| Opening net book amount | $ | 919,223 |
$ | 49,566 |
$ | 58,906 |
$ | 1,027,695 |
|||||
| as at January 1 | |||||||||||||
| Additions | - | - | 3,431 | 3,431 | |||||||||
| Amortisation charge | - | - | ( | 15,823) |
( | 15,823) |
|||||||
| Net exchange differences | ( | 27,116) |
( | 2,480) |
( | 613) |
( | 30,209) |
|||||
| Closing net book amount | |||||||||||||
| as at December 31 | $ | 892,107 | $ | 47,086 | $ | 45,901 | $ | 985,094 | |||||
| At December 31, 2020 | |||||||||||||
| Cost | $ | 892,107 |
$ | 47,086 |
$ | 85,250 |
$ | 1,024,443 |
|||||
| Accumulated amortisation | |||||||||||||
| and impairment | - | - | ( | 39,349) |
( | 39,349) |
|||||||
| $ | 892,107 | $ | 47,086 | $ | 45,901 | $ | 985,094 | ||||||
| Goodwill | Trademarks | Others | Total | ||||||||||
| At January 1, 2019 | |||||||||||||
| Cost | $ | 931,993 |
$ | 50,781 |
$ | 142,149 |
$ | 1,124,923 |
|||||
| Accumulated amortisation | |||||||||||||
| and impairment | - | - | ( | 68,217) |
( | 68,217) |
|||||||
| $ | 931,993 | $ | 50,781 | $ | 73,932 | $ | 1,056,706 | ||||||
| 2019 | |||||||||||||
| Opening net book amount | $ | 931,993 |
$ | 50,781 |
$ | 73,932 |
$ | 1,056,706 |
|||||
| as at January 1 | |||||||||||||
| Additions | - | - | 4,287 | 4,287 | |||||||||
| Disposals | - | - | ( | 105) |
( | 105) |
|||||||
| Amortisation charge | - | - | ( | 19,025) |
( | 19,025) |
|||||||
| Net exchange differences | ( | 12,770) |
( | 1,215) |
( | 183) |
( | 14,168) |
|||||
| Closing net book amount | |||||||||||||
| as at December 31 | $ | 919,223 | $ | 49,566 | $ | 58,906 | $ | 1,027,695 | |||||
| At December 31, 2019 | |||||||||||||
| Cost | $ | 919,223 |
$ | 49,566 |
$ | 143,336 |
$ | 1,112,125 |
|||||
| Accumulated amortisation | |||||||||||||
| and impairment | - | - | ( | 84,430) |
( | 84,430) |
|||||||
| $ | 919,223 | $ | 49,566 | $ | 58,906 | $ | 1,027,695 |
~45~
- A. Goodwill and trademark right (indefinite useful life) are allocated as follows to the Group’s cashgenerating units identified according to operating segment:
generating units identified according |
to operating segment: |
||
|---|---|---|---|
| System and peripheral products 3C retail and peripheral products |
Goodwill Trademarks 611,760 $ - $ 280,347 47,086 892,107 $ 47,086 $ December31,2020 |
December31,2019 | |
| Goodwill 611,760 $ 280,347 892,107 $ |
Goodwill 611,760 $ 307,463 919,223 $ |
Trademarks | |
| - $ 49,566 |
|||
| 49,566 $ |
- B. The recoverable amount of all cash-generating units calculated using the value-in-use exceeded their carrying amount, so goodwill and trademark right (indefinite useful life) were not impaired. The recoverable amount of goodwill and trademark right (indefinite useful life) has been determined based on value-in-use calculations. These calculations use pre-tax cash flow projections and discount rate (11.61%~16.48%) based on financial budgets covering a five-year period.
(13) Other non-current assets, others
period. Other non-current assets, others |
||
|---|---|---|
| Guarantee deposits paid (Note) Net defined benefit asset Other non-current assets |
December31,2020 29,575 $ 74,891 12,913 117,379 $ |
December31,2019 |
| 48,220 $ 67,562 19,015 |
||
| 134,797 $ |
| Note: Please refer to Note 8. | ||||||
|---|---|---|---|---|---|---|
| (14) | Short-term borrowings | |||||
| Type of borrowings | December 31,2020 | Interest rate range | Collateral | |||
| Bank borrowings | ||||||
| Unsecured borrowings | $ | 3,099,800 |
0.5134%~1.29% |
None | ||
| Secured borrowings | 30,000 | 1.01% | Please refer to note | |||
| 8 | ||||||
| $ | 3,129,800 | |||||
| Type of borrowings | December31,2020 | Interest rate range | Collateral | |||
| Bank borrowings | ||||||
| Unsecured borrowings | $ | 1,996,744 | 0.81%~1.80% | None | ||
| (15) | Short-term notes and bills payable | |||||
| December31,2020 | December31,2019 | |||||
| Commercial papers | $ | 307,400 |
$ | 315,300 |
||
| Discount amortisation | ( | 163) |
( | 342) |
||
| $ | 307,237 | $ | 314,958 | |||
| Annual interest rate range | 1.338%~1.568% | 1.058%-1.758% |
~46~
(16) Other payables
| Other payables | ||
|---|---|---|
| Payable on salary and bonus Payable on employees’compensation and directors’and supervisors’remuneration Payable on equipment Others |
December 31,2020 273,584 $ 109,338 8,486 226,919 618,327 $ |
December 31,2019 |
| 257,226 $ 74,991 47,730 722,033 |
||
| 1,101,980 $ |
~47~
- (17) Long term borrowings
| Long-term borrowings | ||||||||
|---|---|---|---|---|---|---|---|---|
| Borrowing period | Interest | Unused | December 31, | |||||
| Type of borrowings | and repayment term | rate range | credit line | 2020 | ||||
| Long-term bank borrowings | ||||||||
| Bank unsecured borrowings | ||||||||
| FIT Holding | Borrowing period is from | |||||||
| October 2020 to August 2022; | ||||||||
| pay entire amount of principal | ||||||||
| when due, interest is repayable | ||||||||
| monthly. | 1.1%~1.22% | $ | - |
$ | 400,000 |
|||
| Foxlink Image | Borrowing period is from | |||||||
| February 2020 to August | ||||||||
| 2023; pay entire amount of | ||||||||
| principal when due, interest is | ||||||||
| repayable monthly. | 0.94%~1.1% | 544,800 | 2,440,000 | |||||
| PQI | Borrowing period is from | |||||||
| December 2019 to December | ||||||||
| 2022; pay principal based on | ||||||||
| each bank's regulations, | ||||||||
| interest is repayable monthly. | ||||||||
1.23%~1.35% |
4,200 | 365,800 | ||||||
| Glory Science | Borrowing period is from | |||||||
| April 2019 to July 2024; pay | ||||||||
| principal and interest based on | ||||||||
| each bank's regulations. | 1.04%~1.5% |
- | 387,000 | |||||
| Shinfox | Borrowing period is from | |||||||
| February 2019 to February | ||||||||
| 2023; pay entire amount in | ||||||||
| installments | 1.71%~1.76% | - | 18,870 | |||||
| Foxwell Energy | Borrowing period is from | |||||||
| January 2019 to September | ||||||||
| 2023; pay entire amount in | ||||||||
| installments | 1.49% | 292,775 | 38,451 | |||||
| Bank secured borrowings | ||||||||
| Glory Science | Borrowing period is from | |||||||
| December 2019 to December | ||||||||
| 2024; pay principal in | ||||||||
| installments quarterly, interest | ||||||||
| is calculated monthly. | ||||||||
| 1.26% | - | 80,000 | ||||||
| Foxwell Energy | Borrowing period is from May | |||||||
| 2018 to December 2034; pay | ||||||||
| entire amount in installments | ||||||||
| 1.53%~1.80% | 294,832 | 314,397 | ||||||
| 4,044,518 | ||||||||
| Less: Current portion (shown as other current liabilities) | ( | 502,471) |
||||||
| $ | 3,542,047 |
~48~
| Borrowing period | Interest | Unused | December 31, | ||||
|---|---|---|---|---|---|---|---|
| Type of borrowings | and repayment term | rate range | credit line | 2019 | |||
| Long-term bank borrowings | |||||||
| Bank unsecured borrowings | |||||||
| FIT Holding | Borrowing period is from | ||||||
| October 2019 to August 2022; | |||||||
| pay entire amount of principal | |||||||
| when due, interest is repayable | |||||||
| monthly. | 1.12% | $ | - |
$ | 300,000 |
||
| Foxlink Image | Borrowing period is from April | ||||||
| 2019 to December 2022; pay | |||||||
| entire amount of principal when | |||||||
| due, interest is repayable | |||||||
| monthly. | 1.12%~1.23% | - | 2,300,000 | ||||
| PQI | Borrowing period is from April | ||||||
| 2015 to December 2021; pay | |||||||
| principal based on each bank's | |||||||
| regulations, interest is repayable | |||||||
| monthly. | 1.48%~1.6% |
16,683 | 387,027 | ||||
| Glory Science | Borrowing period is from | ||||||
| December 2018 to July 2024;pay | |||||||
| entire amount of principal when | |||||||
| due, interest is repayable | |||||||
| monthly. | 1.14%~1.26% |
- | 462,000 | ||||
| Shinfox | Principal is repayable in | ||||||
| installments from January 2015 to | |||||||
| February 2023. | 1.97%~2.01% | 55,817 | 33,378 | ||||
| Foxwell Energy | Principal is repayable in | ||||||
| installments from January 2019 to | |||||||
| September 2033. | 1.75% | 306,709 | 41,487 | ||||
| Changyuan | Principal is repayable in | ||||||
| installments from May 2019 to | |||||||
| October 2035. | 1.59%~2.02% | 253,042 | 276,958 | ||||
| Bank secured borrowings | |||||||
| Shinfox | Borrowing period is from | ||||||
| December 2019 to December | |||||||
| 2024; pay entire amount of | |||||||
| principal when due, interest is | |||||||
| repayable monthly. | 1.26% | - | 100,000 | ||||
| Foxwell Energy | Principal is repayable in | ||||||
| installments from May 2018 to | |||||||
| December 2034. | 1.75%~1.8% | 337,392 | 340,891 | ||||
| Principal is repayable in | |||||||
| Beiyuan | installments from November | ||||||
| 2019 to June 2036. | 1.75%~2.22% | 284,749 | 336,251 | ||||
| 4,577,992 | |||||||
| Less: Current portion (shown as other current liabilities) | ( | 369,539) |
|||||
| $ | 4,208,453 |
~49~
As of December 31, 2020, the borrowings that have been used amounted to as follows:
| Company | Bank SinoPac Yuanta Bank Taishin Bank Jih Sun Bank E.SUN Bank Cathay United Bank Hua Nan Bank Jih Sun Bank KGI Bank Taiwan Cooperative Bank Eximbank Mega Bank Bank of Taiwan EnTie Bank Yuanta Bank Hua Nan Bank Mega Bank Bank SinoPac First Bank KGI Bank Hua Nan Bank Jih Sun Bank Taishin Bank Bank SinoPac Chang Hwa Bank Taipei Fubon Bank Eximbank Mega Bank SCSB Chang Hwa Bank Taishin Bank Mega Bank Bank SinoPac Bank |
Credit line 1,000,000 $ 300,000 250,000 100,000 400,000 USD 10,000,000 200,000 400,000 400,000 500,000 500,000 300,000 300,000 300,000 300,000 100,000 100,000 300,000 90,000 200,000 95,000 50,000 250,000 200,000 200,000 250,000 192,000 100,000 16,528 2,342 132,530 240,907 1,917,017 |
Amount of borrowings used |
|---|---|---|---|
| FIT Holding FIT Holding FIT Holding Foxlink Image Foxlink Image Foxlink Image Foxlink Image Foxlink Image Foxlink Image Foxlink Image Foxlink Image Foxlink Image Foxlink Image Foxlink Image PQI PQI PQI PQI PQI Glory Science Glory Science Glory Science Glory Science Glory Science Glory Science Glory Science Glory Science Glory Science Shinfox Shinfox Foxwell Energy Foxwell Energy Foxwell Energy |
507,800 $ 300,000 250,000 100,000 200,000 280,000 200,000 300,000 250,000 310,000 500,000 300,000 300,000 300,000 300,000 65,800 50,000 196,000 1,000 75,000 95,000 25,000 200,000 200,000 185,000 250,000 192,000 80,000 16,528 2,342 46,217 240,907 65,724 |
~50~
(18) Pensions
-
A. (a) The Group has a defined benefit pension plan in accordance with the Labor Standards Act, covering all regular employees’ service years prior to the enforcement of the Labor Pension Act on July 1, 2005 and service years thereafter of employees who chose to continue to be subject to the pension mechanism under the Law. Under the defined benefit pension plan, two units are accrued for each year of service for the first 15 years and one unit for each additional year thereafter, subject to a maximum of 45 units. Pension benefits are based on the number of units accrued and the average monthly salaries and wages of the last 6 months prior to retirement. The Group contributes monthly an amount equal to 2% of the employees’ monthly salaries and wages to the retirement fund deposited with Bank of Taiwan, the trustee, under the name of the independent retirement fund committee. Also, the Group would assess the balance in the aforementioned labor pension reserve account by December 31, every year. If the account balance is insufficient to pay the pension calculated by the aforementioned method to the employees expected to qualify for retirement in the following year, the Group will make contributions for the deficit by next March.
-
(b) The amounts recognised in the balance sheet are as follows:
| December 31,2020 | December 31,2019 | |||
|---|---|---|---|---|
| Present value of defined benefit obligations | ($ | 39,445) |
($ | 36,237) |
| Fair value of plan assets | 114,336 | 103,799 | ||
| Net defined benefit asset | $ | 74,891 | $ | 67,562 |
| December 31,2020 | December 31,2019 | |||
| Present value of defined benefit obligations | $ | - |
($ | 8,815) |
| Fair value of plan assets | - | 6,912 | ||
| Net defined benefit liability | $ | - | ($ | 1,903) |
~51~
(c) Movements in net defined benefit assets (liabilities) are as follows:
| Present value of | Net defined | |||||
|---|---|---|---|---|---|---|
| defined benefit | Fair value of | benefit asse | ||||
| obligations | plan assets | (liability) | ||||
| 2020 | ||||||
| At January 1 | ($ | 45,054) |
$ | 110,713 |
$ | 65,659 |
| Current service cost | ( | 40) |
- | ( | 40) |
|
| Interest (expense) income | ( | 402) |
1,042 | 640 | ||
| Past service cost | 704 | - | 704 | |||
| ( | 44,792) | 111,755 | 66,963 | |||
| Remeasurements: | ||||||
| Return on plan assets | - | 3,547 | 3,547 | |||
| (excluding amounts included in | ||||||
| interest income or expense) | ||||||
| Change in financial assumptions | ( | 854) |
- | ( | 854) |
|
| Experience adjustments | 5,093 | - | 5,093 | |||
| 4,239 | 3,547 | 7,786 | ||||
| Pension fund contribution | - | 142 | 142 | |||
| Paid pension | 1,106 | ( | 1,106) | - | ||
| At December 31 | ($ | 39,447) | $ | 114,338 | $ | 74,891 |
| Present value of | Net defined | |||||
| defined benefit | Fair value of | benefit asse | ||||
| obligations | plan assets | (liability) | ||||
| 2019 | ||||||
| At January 1 | ($ | 45,863) |
$ | 108,474 |
$ | 62,611 |
| Current service cost | ( | 41) |
- | ( | 41) |
|
| Interest (expense) income | ( | 561) |
1,334 | 773 | ||
| Past service cost | 966 | - | 966 | |||
| ( | 45,499) | 109,808 | 64,309 | |||
| Remeasurements: | ||||||
| Return on plan assets | - | 3,590 | 3,590 | |||
| (excluding amounts included in | ||||||
| interest income or expense) | ||||||
| Change in financial assumptions | ( | 2,079) |
- | ( | 2,079) |
|
| Experience adjustments | ( | 303) | - | ( | 303) | |
| ( | 2,382) | 3,590 | 1,208 | |||
| Pension fund contribution | - | 142 | 142 | |||
| Paid pension | 2,827 | ( | 2,827) | - | ||
| At December 31 | ($ | 45,054) | $ | 110,713 | $ | 65,659 |
~52~
-
(d) The Bank of Taiwan was commissioned to manage the Fund of the Company’s and domestic subsidiaries’ defined benefit pension plan in accordance with the Fund’s annual investment and utilisation plan and the “Regulations for Revenues, Expenditures, Safeguard and Utilisation of the Labor Retirement Fund” (Article 6: The scope of utilisation for the Fund includes deposit in domestic or foreign financial institutions, investment in domestic or foreign listed, over-the-counter, or private placement equity securities, investment in domestic or foreign real estate securitisation products, etc.). With regard to the utilisation of the Fund, its minimum earnings in the annual distributions on the final financial statements shall be no less than the earnings attainable from the amounts accrued from two-year time deposits with the interest rates offered by local banks. If the earnings is less than aforementioned rates, government shall make payment for the deficit after being authorised by the Regulator. The Company and domestic subsidiaries have no right to participate in managing and operating that fund and hence the Company and domestic subsidiaries are unable to disclose the classification of plan assets fair value in accordance with IAS 19 paragraph 142. The composition of fair value of plan assets as of December 31, 2020 and 2019 is given in the Annual Labor Retirement Fund Utilisation Report announced by the government.
-
(e) The principal actuarial assumptions used were as follows:
| Discount rate Future salary increases |
YearendedDecember31 |
|---|---|
| 2020 2019 0.04%~0.8% 0.08%~1.125% 1%~5% 2%~5% |
Assumptions regarding future mortality experience are set based on the 2nd Taiwan Annuity Table.
Because the main actuarial assumption changed, the present value of defined benefit obligation is affected. The analysis was as follows:
| December 31, 2020 Effect on present value of defined benefit obligation December 31, 2019 Effect on present value of defined benefit obligation |
Increase Decrease 0.25% 0.25% 1,399) ($ 1,465 $ 1,007) ($ 1,090 $ Discountrate |
Increase Decrease 1% 2% 1,381 $ 1,269) ($ 1,663 $ 1,519) ($ Future salaryincreases |
|---|---|---|
| Increase 0.25% 1,399) ($ 1,007) ($ |
Increase 1% 1,381 $ 1,663 $ |
The sensitivity analysis above is based on one assumption which changed while the other conditions remain unchanged. In practice, more than one assumption may change all at once. The method of analysing sensitivity and the method of calculating net pension liability in the balance sheet are the same.
~53~
- (f) Expected contributions to the defined benefit pension plans of the Group for the year ending December 31, 2021 amount to $2,203.
- (g) As of December 31, 2020, the weighted average duration of the retirement plan is 12~20.5 years.
-
B. (a) Effective July 1, 2005, the Company has established a defined contribution pension plan (the “New Plan”) under the Labor Pension Act (the “Act”), covering all regular employees with R.O.C. nationality. Under the New Plan, the Company and its domestic subsidiaries contribute monthly an amount based on 6%~8% of the employees’ monthly salaries and wages to the employees’ individual pension accounts at the Bureau of Labor Insurance. The benefits accrued are paid monthly or in lump sum upon termination of employment.
-
(b) The Company’s foreign subsidiaries have established a defined contribution pension plan in accordance with the local regulations. Other than the monthly contributions, the Group has no further obligations.
-
(c) The pension costs under defined contribution pension plans of the Group for the years ended December 31, 2020 and 2019, were $24,436 and $71,726, respectively.
-
-
(19) Share capital
As described in Note 1, the Company acquired 100% of the shares of Glory Science, PQI and Foxlink Image through share swap by exchanging 1 common share of Glory Science into 1 common share of the Company, 1 common share of PQI converted to 0.194 common share of the Company and 1 common share of Foxlink Image converted to 0.529 common share of the Company. As of December 31, 2020, the Company’s authorised capital was $3,000,000, consisting of 300,000 thousand shares of ordinary stock (including 30,000 thousand shares reserved for employee stock options), and the paid-in capital was $2,462,421 with a par value of $10 (in dollars) per share. Ordinary shares outstanding as at December 31,2020 amounted to 246,242 thousand shares.
(20) Capital surplus
-
A. In accordance with IFRS Q&A issued by Accounting Research and Development Foundation (ARDF) on October 26, 2018 and ARDF Interpretation 100-390, as described in Note 4, the share swap transactions between the Company and Glory Science were considered as a reorganisation under common control on October 1, 2018.
-
B. Pursuant to the R.O.C. Company Act, capital surplus arising from paid-in capital in excess of par value on issuance of common stocks and donations can be used to cover accumulated deficit or to issue new stocks or cash to shareholders in proportion to their share ownership, provided that the Company has no accumulated deficit. Further, the R.O.C. Securities and Exchange Act requires that the amount of capital surplus to be capitalised mentioned above should not exceed 10% of the paid-in capital each year. Capital surplus should not be used to cover accumulated deficit unless the legal reserve is insufficient.
-
C. The shareholders resolved the Company to distribute cash by capital surplus of $615,606 (NT$2.5 (in dollars) per share) on June 21, 2019.
~54~
(21) Accumulated deficits to be covered
-
A. Under the Company’s Articles of Incorporation, the current year’s earnings, if any, shall first be used to pay all taxes and offset prior years’ operating losses and then 10% of the remaining amount shall be set aside as legal reserve until the legal reserve equals the paid-in capital. The remaining earnings shall be proposed by the Board of Directors and resolved by the shareholders as dividends to shareholders.
-
According to the Company’s dividend policy, no more than 90% of the distributable retained earnings shall be distributed as shareholders’ bonus and cash dividend distributed in any calendar year shall be at least 20% of the total distributable earnings in that year based on future capital expenditures budget and capital requirements.
-
B. Except for covering accumulated deficit or issuing new stocks or cash to shareholders in proportion to their share ownership, the legal reserve shall not be used for any other purpose. The use of legal reserve for the issuance of stocks or cash to shareholders in proportion to their share ownership is permitted, provided that the distribution of the reserve is limited to the portion in excess of 25% of the Company’s paid-in capital.
-
C. Special reserve
-
(a) In accordance with the regulations, the Company shall set aside special reserve from the debit balance on other equity items at the balance sheet date before distributing earnings. When debit balance on other equity items is reversed subsequently, the reversed amount could be included in the distributable earnings.
-
(b) As described in Note 4(2), the Company is substantially a continuation of Glory Science. Therefore, the amount previously set aside by the Company as special reserve in accordance with Order No. Financial-Supervisory-Securities-Corporate-1010012865, dated April 6, 2012, shall be the same as the amount reclassified from accumulated translation adjustment under shareholders’ equity to retained earnings for the exemptions elected by the Group. The special reserve increased as a result of retained earnings arising from the adoption of IFRS amounted to $8,361 thousand.
-
D. The shareholders resolved the Company to cover deficits by capital surplus of $281,965 on June 24, 2020 and $166,692 on June 21, 2019.
(22) Operating revenue
-
A. Disaggregation of revenue from contracts with customers
-
The Group derives revenue in the following major product lines and geographical regions: Revenue from external customer contracts
~55~
| 2020 System and peripheral products 3C retail and peripheral products 3C components Others 2020 System and peripheral products 3C retail and peripheral products 3C components Others 2019 System and peripheral products 3C retail and peripheral products 3C components Others 2019 System and peripheral products 3C retail and peripheral products 3C components Others |
China 1,325,258 $ 14,109 263,241 25,112 1,627,720 $ Europe 624,147 $ - 1,042 - 625,189 $ China 887,015 $ 38,651 660,558 - 1,586,224 $ Europe 916,257 $ - 240 - 916,497 $ |
Taiwan 4,511 $ 95,680 88,799 496,584 685,574 $ Others 1,200,489 $ 12,238 111,490 - 1,324,217 $ Taiwan 3,563 $ 156,563 34,305 419,746 614,177 $ Others 2,095,422 $ 66,905 73,346 - 2,235,673 $ |
HongKong 177,141 $ 1,484,488 19,195 - 1,680,824 $ HongKong 29,451 $ 2,218,127 48,270 - 2,295,848 $ |
US |
|---|---|---|---|---|
| 1,096,832 $ 11,829 1,176 - |
||||
| 1,109,837 $ |
||||
| Total | ||||
| 4,428,378 $ 1,618,344 484,943 521,696 |
||||
| 7,053,361 $ |
||||
| US | ||||
| 1,176,805 $ 7,244 7,691 - |
||||
| 1,191,740 $ |
||||
| Total | ||||
| 5,108,513 $ 2,487,490 824,410 419,746 |
||||
| 8,840,159 $ |
~56~
-
B. Contract assets and contract liabilities
-
(a) The Group has recognised the following revenue-related contract assets and contract liabilities:
| Contract assets: Contract assets–construction contracts Contract liabilities: Contract liabilities–advance sales receipts Contract liabilities–construction contracts |
December31,2020 | December31,2019 | ||
|---|---|---|---|---|
| 104,591 $ 374,231 266,085 640,316 $ |
169,992 $ 276,945 2,597 279,542 $ |
- (b) The aforementioned revenue-related contract assets and contract liabilities as at December 31, 2020 and 2019 are as follows:
| 31, 2020 and 2019 are as follows: | ||
|---|---|---|
| Total costs incurred and revenue recognised Contractor's request for progress payment amounts Contract assets- current Contract liabilities- current |
Year ended December 31,2020 |
Year ended December 31,2019 786,579 $ 616,587) ( 169,992 $ 169,929 $ 2,597) ( 167,332 $ |
| 977,551 $ 1,139,045) ( 161,494) ($ 104,591 $ 266,085) ( 161,494) ($ |
- (c) Revenue recognised that was included in the contract liability balance at the beginning of the period
| the period | ||
|---|---|---|
| Revenue recognised that was included in the contract liability balance at the beginning of the period Unearned revenue |
2020 2019 130,226 $ 35,658 $ Year ended December31 |
|
| 2019 | ||
| 35,658 $ |
(23) Interest income
| Interest income Unearned revenue |
130,226 $ 35,658 $ |
130,226 $ 35,658 $ |
|---|---|---|
| Interest income from bank deposits Interest income from financial assets measured at amortised cost |
Year ended December31 | |
| 2020 12,427 $ 17,611 30,038 $ |
2019 | |
| 33,741 $ 18,248 |
||
| 51,989 $ |
~57~
(24) Other income
| Other income | ||
|---|---|---|
| Rent income Dividend income Gain recognised in bargain purchase transaction Compensation income Others |
Year ended December 31 | |
| 2020 31,812 $ 72,193 - 50,000 46,933 200,938 $ |
2019 | |
| 27,523 $ 44,690 92,235 - 60,188 |
||
| 224,636 $ |
(25) Other gains and losses
| Other gains and losses | |||||
|---|---|---|---|---|---|
| Year ended | December | 31 | |||
| 2020 | 2019 | ||||
| Foreign exchange gains (losses) | $ | 39,536 |
($ | 2,538) |
|
| Gains on disposals of investments | 266,613 | 11,395 | |||
| Government grants revenue | 11,233 | 32,358 | |||
| Financial assets at fair value through | 1,387 | 4,843 | |||
| profit or loss | |||||
| (Losses) gains arising from lease | - | 2,141 | |||
| modifications | |||||
| Depreciation charge on investment property | ( | 2,636) | ( | 2,636) | |
| Losses on disposals of property, plant and | ( | 1,555) | ( | 7,258) | |
| equipment | |||||
| Others | 1,923 | 11,389 | |||
| $ | 316,501 | $ | 49,694 |
(26) Finance costs
| Finance costs | ||
|---|---|---|
| Interest expense Bank loans Lease liabilities |
Year ended December 31 | |
| 2020 102,809 $ 4,594 107,403 $ |
2019 | |
| 70,767 $ 4,853 |
||
| 75,620 $ |
~58~
(27) Expenses by nature
| Expenses by nature | |||
|---|---|---|---|
| Nature Employee benefit expense Wages and salaries Labour and health insurance fees Pension costs Other personnel expenses Depreciation charge Amortisation charge Nature Employee benefit expense Wages and salaries Labour and health insurance fees Pension costs Other personnel expenses Depreciation charge Amortisation charge |
Year ended December 31,2020 | ||
| Classified as Classified as operating operatingcosts expenses Total 739,772 $ 523,803 $ 1,263,575 $ 26,711 27,910 54,621 8,713 14,419 23,132 37,986 24,104 62,090 813,182 $ 590,236 $ 1,403,418 $ 277,290 $ 189,832 $ 467,122 $ 1,780 $ 14,043 $ 15,823 $ Year ended December 31,2019 |
Total | ||
| 1,263,575 $ 54,621 23,132 62,090 |
|||
| 1,403,418 $ |
|||
| 467,122 $ |
|||
| 15,823 $ |
|||
| Classified as operatingcosts 963,293 $ 48,286 55,011 48,103 1,114,693 $ 536,060 $ 2,404 $ |
Classified as operating expenses 538,028 $ 33,499 15,017 27,028 613,572 $ 186,693 $ 16,621 $ |
Total | |
| 1,501,321 $ 81,785 70,028 75,131 |
|||
| 1,728,265 $ |
|||
| 722,753 $ |
|||
| 19,025 $ |
-
A. In accordance with the Articles of Incorporation of the Company, a ratio of distributable profit of the current year, after covering accumulated losses, shall be distributed as employees’ compensation and directors’ and supervisors’ remuneration. The ratio shall not be lower than 6% for employees’ compensation and shall not be higher than 3% for directors’ and supervisors’ remuneration.
-
B. For the year ended December 31, 2020, employees’ compensation was accrued at $5,600; while directors’ and supervisors’ remuneration was accrued at $1,200. The aforementioned amounts were recognised in salary expenses.
-
C. The employees’ compensation and directors’ remuneration were estimated and accrued based on distributable profit of current year as of the end of reporting period and the percentage prescribed by the Company’s Articles of Incorporation. The employees’ compensation and directors’ remuneration resolved by the Board of Directors on March 26, 2020 were $5,600 and $1,200, respectively, and will be distributed in the form of cash.
-
D. Information about employees’ compensation and directors’ remuneration of the Company as
~59~
resolved at the meeting of Board of Directors will be posted in the “Market Observation Post System” at the website of the Taiwan Stock Exchange.
(28) Income tax
-
A. Income tax expense (benefit)
-
(a) Components of income tax expense (benefit):
| Current tax: Current tax on profits for the year Prior year income tax (over) underestimation Total current tax Deferred tax: Origination and reversal of temporary differences Total deferred tax Income tax expense (benefit) |
2020 2019 34,765 $ 132,459 $ (3,039) 13,753 31,726 146,212 79,952 177,309) ( 79,952 177,309) ( 111,678 $ 31,097) ($ Year ended December 31 |
|---|---|
- (b) The income tax (charge)/credit relating to components of other comprehensive income is as follows:
| is as follows: | |||||
|---|---|---|---|---|---|
| Year ended December | 31 | ||||
| 2020 | 2019 | ||||
| Currency translation differences | $ | 4,658 |
$ | 34,052 |
|
| for the year | |||||
| Remeasurement of defined benefit | |||||
| obligations | ( | 1,557) | ( | 241) | |
| $ | 3,101 | $ | 33,811 |
~60~
B. Reconciliation between income tax expense (benefit) and accounting profit
| Year ended December 31 | Year ended December 31 | Year ended December 31 | Year ended December 31 | Year ended December 31 | Year ended December 31 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2020 | 2019 | ||||||||||||||
| Tax calculated based on profit (loss) | $ | 21,831 |
($ | 240,064) |
|||||||||||
| before tax and statutory tax rate | |||||||||||||||
| Temporary difference not recognised | 115,515 | 164,053 | |||||||||||||
| as deferred tax assets | |||||||||||||||
| Expenses disallowed by tax | ( | 39,646) |
70,771 | ||||||||||||
| regulation | |||||||||||||||
| Prior year income tax underestimation | ( | 3,039) |
13,753 | ||||||||||||
| Separate taxation | - | 79,219 | |||||||||||||
| Effect from changes in tax regulation | 17,017 | - | |||||||||||||
| Impact of change in the tax rate on | |||||||||||||||
| temporary differences between | |||||||||||||||
| current year and the year realised | - | ( | 118,829) | ||||||||||||
| Income tax expense (benefit) | $ | 111,678 | ($ | 31,097) | |||||||||||
| Amounts of deferred tax assets or liabilities as a result | of temporary | differences | and tax losses | ||||||||||||
| are as follows: | |||||||||||||||
| 2020 | |||||||||||||||
| Recognised | |||||||||||||||
| in other | |||||||||||||||
| Recognised in | comprehensive | ||||||||||||||
| AtJanuary1 | profit or loss | income | At December31 | ||||||||||||
| Temporary differences: | |||||||||||||||
-Deferred tax assets: |
|||||||||||||||
| Loss carryforward | $ | 67,740 |
$ | 9,738 |
$ | - |
$ | 77,478 |
|||||||
| Depreciation difference between tax and | 36,541 | 14,605 | - | 51,146 | |||||||||||
| financial basis | |||||||||||||||
| Warranty cost of after-sale service | 21,164 | 1,036 | - | 22,200 | |||||||||||
| Currency translation differences | 104,353 | - | 4,658 | 109,011 | |||||||||||
| Unrealized loss on market price decline and | 12,940 | 1,296 | - | 14,236 | |||||||||||
| obsolete and slow-moving inventory | |||||||||||||||
| Losses on doubtful debts | 16,935 | (1,506) | - | 15,429 | |||||||||||
| Unrealised gain on inter-affiliate accounts | 40,107 | ( | 12,779) |
- | 27,328 | ||||||||||
| Others | 35,404 | ( | 12,077) | ( | 403) | 22,924 | |||||||||
| $ | 335,184 | $ | 313 | $ | 4,255 | $ | 339,752 | ||||||||
| -Deferred tax liabilities: | |||||||||||||||
| Unrealised exchange gain | ($ | 34,986) |
($ | 79,931) |
$ | - |
($ | 114,917) |
|||||||
| Others | ( | 135,702) | ( | 334) | ( | 1,154) | ( | 137,190) | |||||||
| ($ | 170,688) | ($ | 80,265) | ($ | 1,154) | ($ | 252,107) | ||||||||
| $ | 164,496 | ($ | 79,952) | $ | 3,101 | $ | 87,645 |
C. Amounts of deferred tax assets or liabilities as a result of temporary differences and tax losses are as follows:
~61~
| Recognised in other Recognised in comprehensive AtJanuary1 profit or loss income At December31 Temporary differences: -Deferred tax assets: Loss carryforward 70,307 $ 2,567) ($ - $ 67,740 $ Depreciation difference between tax and 64,985 (28,444) - 36,541 financial basis Warranty cost of after-sale service 18,120 3,044 - 21,164 Currency translation differences - 70,301 34,052 104,353 Unrealized loss on market price decline and 17,469 (4,529) - 12,940 obsolete and slow-moving inventory Losses on doubtful debts 16,577 358 - 16,935 Unrealised gain on inter-affiliate accounts 9,605 30,502 - 40,107 Others 17,769 17,793 158) ( 35,404 214,832 $ 86,458 $ 33,894 $ 335,184 $ -Deferred tax liabilities: Unrealised exchange gain 171,040) ($ 136,054 $ - $ 34,986) ($ Others 90,416) ( 45,203) ( 83) ( 135,702) ( 261,456) ($ 90,851 $ 83) ($ 170,688) ($ 46,624) ($ 177,309 $ 33,811 $ 164,496 $ 2019 |
2019 | 2019 | ||
|---|---|---|---|---|
| Recognised in other comprehensive income At December31 - $ 67,740 $ - 36,541 - 21,164 34,052 104,353 - 12,940 - 16,935 - 40,107 158) ( 35,404 33,894 $ 335,184 $ - $ 34,986) ($ 83) ( 135,702) ( 83) ($ 170,688) ($ 33,811 $ 164,496 $ |
At December31 | |||
| 67,740 $ 36,541 21,164 104,353 12,940 16,935 40,107 35,404 |
||||
| 335,184 $ |
- D. Expiration dates of unused tax losses and amounts of unrecognised deferred tax assets of the Company’s domestic subsidiaries are as follows:
==> picture [451 x 15] intentionally omitted <==
----- Start of picture text -----
December 31, 2020
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| Year incurred 2011~2020 |
Amount filed/ assessed 2,960,873 $ |
Unused amount 2,553,425 $ |
Unrecognised deferred taxassets 2,234,905 $ |
Expiry year |
|---|---|---|---|---|
| 2021~2030 |
- E. The Company’s income tax returns through 2018 have been assessed and approved by the Tax Authority. The Company’s domestic subsidiaries’ income tax returns through 2017 and 2018 have been assessed and approved by the Tax Authority.
~62~
(29) Earnings (loss) per share
| Earnings (loss) per share | ||
|---|---|---|
| Amount after tax Basic earnings per share Profit attributable to the parent 83,599 $ Diluted earnings per share Profit attributable to ordinary shareholders of the parent 83,599 $ Assumed conversion of all dilutive potential ordinary shares Employees’compensation - Profit attributable to ordinary shareholders of the parent plus assumed conversion of all dilutive potential ordinary shares 83,599 $ Amount after tax Basic and diluted loss per share Loss attributable to the parent 189,059) ($ Equity attributable to former owner of business combination under common control 17,953) ( 207,012) ($ |
Weighted average number of ordinary shares outstanding Earnings per share (share in thousands) (in dollars) 246,242 0.34 $ 246,242 173 246,415 0.34 $ Weighted average number of ordinary shares outstanding Loss per share (share in thousands) (in dollars) 0.77) ($ 0.07) ( 246,242 0.84) ($ Year ended December 31,2019 Year ended December 31,2020 |
|
| Amount after tax 83,599 $ 83,599 $ - 83,599 $ |
(30) Transactions with non-controlling interest
-
A. Disposal of equity interest in a subsidiary (that did not result in a loss of control)
-
In November 2020, the Group disposed of 1.9% of shares of its subsidiary - Shinfox Energy Co., Ltd. for a total cash consideration of $81,497. The carrying amount of non-controlling interest in Shinfox Energy Co., Ltd. was $499,185 at the disposal date. This transaction resulted in an increase in the non-controlling interest by $24,097 and an increase in the equity attributable to owners of the parent by $57,400.
-
B. The Group did not participate in the capital increase raised by the subsidiaries and second-tier subsidiary proportionally to its interest to the subsidiary.
The subsidiary, Shih Fong Power Co., Ltd. and the second-tier subsidiaries, Shinfox Energy Co., Ltd., Shinfox Natural Gas Co., Ltd. and Foxwell Power Co., Ltd. increase its capital by issuing
~63~
new shares in 2020. The Group did not acquire shares proportionally to its interest. As a result, the Group decreased its share interest by 34%, 16%, 20% and 1%, respectively. The transaction decreased non-controlling interest by $125,447 and increased the equity attributable to owners of parent by $125,447.
- C. The Group did not conduct any transaction with non-controlling interest for the year ended December 31, 2019.
(31) Business combinations
On June 14, 2019, the Company acquired a 100% equity interest in Shih Fong for a cash consideration of $280,000 and had control over the company. Shih Fong is primarily engaged in the development of hydropower plants.
- A. The following table summarises the consideration paid for Shih Fong and the fair values of the assets acquired and liabilities assumed at the acquisition date:
| assets acquired and liabilities assumed at the acquisition date: | ||
|---|---|---|
| June 14,2019 | ||
| Purchase consideration | ||
| Cash paid | $ | 280,000 |
| Fair value of the identifiable assets acquired and liabilities assumed | ||
| Cash | 189 | |
| Prepayments | 3,744 | |
| Property, plant and equipment | 691,860 | |
| Other non-current assets | 13,442 | |
| Notes payable | 169,252 | |
| Other payables | 167,748 | |
| Total identifiable net assets | 372,235 | |
| Gain recognised in bargain purchase transaction | ($ | 92,235) |
- B. Had Shih Fong Power Co., Ltd. been consolidated from January 1, 2019, the consolidated statement of comprehensive income would show operating revenue of $8,840,159 and loss before income tax of ($197,641).
(32) Group restructuring under common control
To integrate Group resources and enhance the efficiency of entities division of labour, Foxwell Energy, an 89.29% owned subsidiary of the Company’s subsidiary, PQI, became one of the wholly owned subsidiaries of Shinfox Energy (formerly named Shinfox Co., Ltd.) by converting stocks into shares as approved by the shareholders on November 25, 2019. The effective date for this conversion was set on December 27, 2019. The conversion ratio is 1 share of Foxwell Energy’s common stock converted to 1 share of Shinfox Energy. Shinfox Energy increase its capital by issuing new shares in the amount of 60,000,000 shares which would be granted to PQI. PQI held a 76.56% equity interest in Shinfox Energy after the conversion. This conversion was deemed a group restructuring since the ultimate parent company of PQI is the same with Shinfox Energy, and thus the subsidiary is considered as consolidated at the beginning of the merger. The difference between the acquisition
~64~
cost and net equity would be adjusted in retained earnings for the year ended December 31, 2019 in the amount of $86,565
(33) Supplemental cash flow information
The Group sold 100% of its shares in the subsidiaries – Changyuan, Beiyuan and Shinfox Power on November 30, 2020 and therefore lost control over the subsidiaries (please refer to Note 4(3)B). The details of the consideration received from the transaction (including cash and cash equivalents) and assets and liabilities relating to the subsidiary are as follows:
| upplemental cash flow information he Group sold 100% of its shares in the subsidiaries – Changyuan, Beiyuan and Shinfox Power on ovember 30, 2020 and therefore lost control over the subsidiaries (please refer to Note 4(3)B). The etails of the consideration received from the transaction (including cash and cash equivalents) and ssets and liabilities relating to the subsidiary are as follows: |
upplemental cash flow information he Group sold 100% of its shares in the subsidiaries – Changyuan, Beiyuan and Shinfox Power on ovember 30, 2020 and therefore lost control over the subsidiaries (please refer to Note 4(3)B). The etails of the consideration received from the transaction (including cash and cash equivalents) and ssets and liabilities relating to the subsidiary are as follows: |
an, Beiyuan and Shinfox Power on es (please refer to Note 4(3)B). The ing cash and cash equivalents) and |
|---|---|---|
| hanges in liabilities from financing activities Carrying amount of the assets and liabilities of the subsidiaries Changyuan Beiyuan Shinfox Power Cash 3,287 $ 6,400 $ 21,108 $ Other current assets 37,784 38,351 114 Property, plant and equipment 729,847 740,911 24,039 Deferred tax assets 34 28 - Other non-current assets 5,786 2,864 2,057 Other current liabilities 128,466) ( 130,331) ( 2,370) ( Other non-current liabilities 454,612) ( 532,396) ( - Carrying amount of subsidiaries disposed 193,660 125,827 44,948 Gain on disposal of subsidiaries 125,490 114,360 52 Total consolidation received from disposal of subsidiaries 319,150 240,187 45,000 Cash and cash equivalents from disposal of subsidiaries 3,287) ( 6,400) ( 21,108) ( Net cash charged due to disposal of subsidiaries 315,863 $ 233,787 $ 23,892 $ December 31,2020 Long-term Liabilities Short-term borrowings Other from notes and (including payables to financing Short-term bills current related Lease activities- borrowings payable portion) parties liability gross January 1, 2020 1,996,744 $ 314,958 $ 4,577,992 $ $ - $ 346,816 $ 7,236,510 Changes in cash flow from financing activities 1,133,056 7,721) ( 453,536 4,000,000 ( 75,122) 5,503,749 Changes in other non-cash items - - 987,010) ( - 69,763 ( 917,247) Impact of changes in foreign exchange rate - - - - (4,405) (4,405) December 31, 2020 3,129,800 $ 307,237 $ 4,044,518 $ 4,000,000 $ 337,052 $ 11,818,607 $ Long-term Liabilities Short-term borrowings Other from notes and (including payables to financing Short-term bills current related Lease activities- borrowings payable portion) parties liability gross January 1, 2019 1,100,000 $ 354,934 $ 2,957,276 $ $ - $ 431,044 $ 4,843,254 Changes in cash flow from financing activities 896,744 39,976) ( 1,620,716 - ( 105,446) 2,372,038 Changes in other non-cash items - - - - 22,868 22,868 Impact of changes in foreign exchange rate - - - - (1,650) (1,650) December 31, 2019 1,996,744 $ 314,958 $ 4,577,992 $ - $ 346,816 $ 7,236,510 $ |
December 31,2020 | |
January 1, 2020 Changes in cash flow from financing activities Changes in other non-cash items Impact of changes in foreign exchange rate December 31, 2020 January 1, 2019 Changes in cash flow from financing activities Changes in other non-cash items Impact of changes in foreign exchange rate December 31, 2019 |
Short-term borrowings 1,996,744 $ 1,133,056 - - 3,129,800 $ Short-term borrowings 1,100,000 $ 896,744 - - 1,996,744 $ |
(34) Changes in liabilities from financing activities
~65~
7. RELATED PARTY TRANSACTIONS
(1) Names of related parties and relationship
Names of related parties Relationship with the Company Cheng Uei Precision Industry Co., Ltd. (Cheng Uei) Ultimate parent Fugang Electronic (Dongguan) Co., Ltd. (FGEDG) Other related party Fugang Electronic (Xuzhou) Co., Ltd. (FG XuZhou) Other related party Kunshan Fugang Electric Trading Co., Ltd. (KFET) Other related party VA Product Inc. (VA) Other related party CU International Ltd. (CU) Other related party Studio A Technology Limited (Studio A Hong Kong) Other related party Studio A Inc. (Studio A) Other related party Straight A Inc. (Straight A) Other related party Sharetronic Data Technology Co., Ltd. (Sharetronic) Other related party Dongguan Fuqiang Electronics Co., Ltd. (DGFQ) Other related party Foxwell Energy Co., Ltd. (Foxwell Energy) Other related party Changyuan Wind Power Co., Ltd. (Zhangyuan) Other related party (Note) Beiyuan Wind Power Co., Ltd. (Beiyuan) Other related party (Note) Shinfox Power Co., Ltd. (Shinfox Power) Other related party (Note) Central Motion Picture Corporation (Central Motion Picture) Other related party
Note: Changyuan, Beiyuan and Foxwell Energy became other related party due to disposal of shares on November 31, 2020.
(2) Significant related party transactions
- A. Operating revenue
| November 31, 2020. nificant related party transactions Operating revenue |
||
|---|---|---|
| Sales of goods: Cheng Uei Other related parties Sales of services: Central Motion Picture Changyuan Beiyuan Other related parties |
YearendedDecember31 | |
| 2020 121,022 $ 67,696 188,718 $ 64,848 $ 33,688 33,688 28 132,252 $ |
2019 | |
| 31,946 $ 67,235 |
||
| 99,181 $ |
||
| - $ - - 51 |
||
| 51 $ |
-
(a) Goods sold to the abovementioned related parties are based on mutual agreement and are not sold to the third parties. The collection terms are 90 to 120 days after monthly billings.
-
(b) The Group’s sales of services to the abovementioned related parties refer to construction revenue, service revenue and electricity sales revenue charged from the contracted
~66~
construction agreements, contracted agreements for development, design, manufacture and supervision of construction and the operation and maintenance contract for wind turbine generator system (WTGS) entered with other related parties, and the transaction price and credit terms are the same with the market situation or the general customers.
- B. Purchases
| credit terms are the same with Purchases |
the market situation or the general customers. | the market situation or the general customers. |
|---|---|---|
| Purchases of goods: Cheng Uei Studio A Others |
YearendedDecember31 | |
| 2020 38,077 $ 16,007 432 54,516 $ |
2019 | |
| 79,084 $ 56,039 - |
||
| 135,123 $ |
The prices and terms are determined in accordance with mutual agreement, and the payment term is 90 to 120 days after monthly billings.
- C. Receivables from related parties
| is 90 to 120 days after monthly billings. Receivables from related parties |
||
|---|---|---|
| Accounts receivable: Shinfox Power Beiyuan Cheng Uei Other related parties |
December31,2020 284,899 $ 35,308 22,195 52,319 394,721 $ |
December31,2019 |
| - $ - 8,665 37,632 |
||
| 46,297 $ |
~67~
D. Payables to related parties
| Payables to related parties | ||
|---|---|---|
| Accounts payable: Cheng Uei Other related parties Other payables: Cheng Uei Other related parties |
December31,2020 21,333 $ 737 22,070 $ 14,734 $ 22,705 37,439 $ |
December31,2019 |
| 115,181 $ 3,026 |
||
| 118,207 $ |
||
| 13,335 $ 20,040 |
||
| 33,375 $ |
-
(a) Payables to related parties mainly arose from purchases, and the payment terms are 90 to 120 days after monthly billings.
-
(b) Other payables to related parties mainly arose from management, legal and system maintenance fees payable.
-
E. Related Party Transactions
Disposal of financial assets:
| maintenance fees payable. Related Party Transactions Disposal of financial assets: |
||||
|---|---|---|---|---|
| Accounts No. of shares Other related parties Foxwell Energy Investments accounted for using the equity method - subsidiaries 23,000 Investments accounted for using the equity method - subsidiaries 16,000 Investments accounted for using the equity method - subsidiaries 4,500 |
Objects | Year ended December 31,2020 | ||
| Proceeds 319,150 $ 240,187 45,000 604,337 $ |
Gain/(loss) 125,490 $ 114,360 52 239,902 $ |
|||
| Changyuan Beiyuan Shinfox Power |
The Group sold 100% of its shares in Changyuan Wind Power Ltd., Beiyuan Wind Power Ltd. and Shinfox Power Co., Ltd. to Foxwell Energy Co., Ltd. on November 30, 2020 and therefore lost control over the subsidiaries, of which the consideration of Changyuan Wind Power Ltd. and Beiyuan Wind Power Ltd. was reasonable after consulting with an external appraiser. The details of the consideration received from the transactions and assets and liabilities relating to the
~68~
subsidiaries are provided in Note 6(33).
-
- -
F. Lease transactions lessee
-
(a)The Group leases buildings from the ultimate parent company and other related parties. Rental contracts are typically made for periods from 2013 to 2028 years. Rents are paid monthly.
-
(b)Acquisition of use-of-right assets
Year ended December 31, 2020 Year ended December 31, 2019 Ultimate parent $ 37,249 $ 11,102
-
(c) Lease liability
-
i. Outstanding balance
| ease liability Outstanding balance Ultimate parent $ |
37,249 $ |
11,1 |
|---|---|---|
| Cheng Uei Other related parties CU Others |
December 31,2020 129,961 $ 40,625 - 170,586 $ |
December 31,2019 |
| 118,204 $ 61,149 1,780 |
||
| 181,133 $ |
- ii. Interest expenses
| ii. Interest expenses | |||
|---|---|---|---|
| Rental revenue Cheng Uei Other related parties Other related parties |
Year ended December 31 | ||
| 2020 2019 1,665 $ 1,247 $ 591 909 2,256 $ 2,156 $ 2020 2019 18,007 15,657 $ Year ended December 31 |
2019 | ||
| 1,247 $ 909 |
|||
| 2,156 $ |
|||
| 2020 18,007 |
|||
| $ |
-
G. Rental revenue
-
H. Loans from related parties:
Loans from related parties (shown as other payable to related parties):
- (a) Outstanding balance:
| Outstanding balance: | ||
|---|---|---|
| Interest expense Cheng Uei Cheng Uei |
December31,2020 December31,2019 4,000,000 $ - $ Year ended December 31 |
December31,2019 |
| - $ |
||
| 2020 22,126 $ |
2019 | |
| - $ |
- (b) Interest expense
The loans are settled at maturity. Interest rate for the year ended December 31, 2020 was 1.5%
~69~
per annum.
I. Loans to others and guarantee/endorsement: Please refer to Notes 13(1)A and 13(1) B.
(3) Key management compensation
| Salaries and other short-term employee benefits Post-employment benefits |
Year ended December 31 | Year ended December 31 |
|---|---|---|
| 2020 11,671 $ 216 11,887 $ |
2019 | |
| 17,221 $ 1,244 |
||
| 18,465 $ |
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8. Pledged Assets
The Group’s assets pledged as collateral are as follows:
| Pledged asset Time deposits (shown as financial assets at amortised cost- current) Time deposits (shown as financial assets at amortised cost- current) Guarantee deposits paid (shown as other non- current assets) Guarantee deposits paid (shown as other current assets) Time deposits (shown as financial assets at amortised cost-non- current) Restricted bank deposits (shown as financial assets at amortised cost- current) Time deposits (shown as financial assets at amortised cost-non- current) Restricted bank deposits (shown as financial assets at amortised cost- non- current) Property, plant and equipment |
December 31,2020 December 31,2019 - $ 896,906 $ 159,551 241,250 2,284 2,694 3,107 - - 13,442 5,400,000 7,711 4,500 4,500 14,591 2,376 951,953 591,778 6,535,986 $ 1,760,657 $ Book value |
Purpose |
|---|---|---|
| December 31,2020 - $ 159,551 2,284 3,107 - 5,400,000 4,500 14,591 951,953 6,535,986 $ |
||
| Repatriation of capital from Taiwan’s offshore companies Guarantee for fast Customs Clearance and issuance of material purchasing guarantee and security deposit Guarantee for construction performance and bank deposits Guarantee for construction performance Guarantee for soil and water conservation Impound and guarantee for construction performance and guarantee for notes Guarantee for lease performance Impound, guarantee for construction performance and notes Short-term and long- term borrowings |
~71~
- Significant Contingent Liabilities and Unrecognised Contract Commitments
(1) Contingencies
Central Motion Picture Corporation (the “Central Motion Picture”), a financial asset at fair value through other comprehensive income of the Group, amounting to $257,656, was determined to be an affiliate organisation of the Kuomintang by the Ill-gotten Party Assets Settlement Committee (the “Ill-gotten Party”) in its written disposition, Dang-Chan-Chu-Zi No. 107007, issued on October 9, 2018. Under paragraph 1, Articles 5 and 9 of the Act Governing the Settlement of Ill-gotten Properties by Political Parties and Their Affiliate Organisations (the “Act”), properties were held by the Central Motion Picture when the Act was released on August 10, 2016 are considered as unjustly received properties. The presumed ill-gotten party assets as prescribed in the preceding paragraph 1 of Article 5 are prohibited from being transferred or disposed since from the date of promulgation of this Act. However, this limit is not applicable if it is necessary to perform its legal duties or other justifiable reasons. The properties held by the Central Motion Picture are considered as unjustly received properties; however, their existing rights in leases, superficies, mortgage, or pawnage are not affected if Ill-gotten Party considers such assets as unjustly received assets and then orders the bona fide third party to transfer such assets to the State, local self-governing bodies, or original owners. Under Article 16, the Central Motion Picture may file an administrative litigation (an action for revocation) in the Taipei High Administrative Court within two months after the aforementioned written disposition was served. In addition, the Central Motion Picture may file for a suspension of execution under Paragraph 2, Article 116 of the Administrative Litigation Act. On December 12, 2018, Central Motion Picture Corporation submitted cause of action to the Taipei High Administrative Court, which ruled to approve the suspension of execution in January 2020. However, Ill-gotten Party subsequently filed an appeal against the ruling, and it was dismissed by the High Administrative Court in February 2020. Meanwhile, Central Motion Picture filed a revocation action with the Taipei High Court, and it was pending approval as of January 14, 2020. As of the financial reporting date, the possible result of this litigation cannot be determined.
(2) Commitments
-
A. Information on endorsement/guarantee of the Company is provided in Note 13(2).
-
B. As of December 31, 2020 and 2019, the letters of guarantee to be issued by the bank, which are required for contracting the Phase II of Taipower’s Offshore Wind Power Project, the “Wind Farm Property Procurement and Installation Project” and Solar System Integration Project, amounted to $5,682,681 and $284,991, respectively.
-
C. Capital expenditure contracted for at the balance sheet date but not yet incurred is as follows:
-
(a) As of December 31, 2020 and 2019, equipment purchases agreements contracted but not recognised and paid amounted to $26,618 and $167,552, respectively.
-
(b) The Company entered into a construction cooperation contract with non-related parties with a total consideration of $15,154. As of December 31, 2020, the consideration of $1,687 was settled.
~72~
-
D. On August 13, 2020, the Group entered into an equipment procurement contract and an operation and maintenance contract with Taiwan Power Company for the Phase II of Taipower’s Offshore Wind Power Project, the “Wind Farm Property Procurement and Installation Project” amounting to $56,588,000 and $6,300,000, respectively. The terms of the equipment procurement contract specifies that the Company shall complete the foundation construction for WTGS and offshore substation as of September 30, 2024, shall complete all WTGS which shall be under the security constrained dispatch process as of December 31, 2025, shall complete the whole construction as of December 31, 2025 and shall provide 2 years warranties from the date of completion and acceptance of the whole construction. In addition, the equipment shall provide guaranteed generating capacity. The performance term of this project is divided into stages progress and the final completion deadline. The default penalty shall be computed until the termination date of the contract according to each stage of the project. The operation and maintenance contract specifies the terms such as the guaranteed annual availability and default penalty of all WTGS as well as the relevant rights and obligations of both parties. The contract period is 5 years from the time when all WTGS are under the security constrained dispatch process.
-
E. The Group entered the operation and maintenance contract with Changyuan Wind Power Ltd., Beiyuan Wind Power Ltd. and Shinfox Power Co., Ltd. for WTGS and solar energy equipment. The contract specifies the terms such as the bonus and penalty of operation and maintenance as well as the relevant rights and obligations of both parties. The contract period is 20 years from the parallel connection date. Please refer to Note 7 for the payment charged.
10. Significant Disaster Loss
None.
11. Significant Subsequent Events
- A. The appropriation of 2020 earnings had been approved by the Board of Directors on March 26, 2021. Details are summarized below:
| Legal reserve Cash dividends |
2020 | 2020 |
|---|---|---|
| Amount 8,985 $ 73,873 |
Dividends per share (in dollars) |
|
| 0.30 $ |
- B. The cash payment from capital surplus amounting to $172,369 (NTD 0.7 per share) had been approved by the Board of Directors on March 26, 2021.
12. Others
(1) Capital management
The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a
~73~
going concern in order to provide returns for shareholders and to maintain an optimal capital structure to reduce the cost of capital. In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.
(2) Financial instruments
A. Financial instruments by category
| ares or sell assets to reduce debt. nancial instruments Financial instruments by category |
||
|---|---|---|
| Financial assets Financial assets at fair value through profit or loss Financial assets mandatorily measured at fair value through profit or loss Financial assets at fair value through other comprehensive income Designation of equity instrument Financial assets at amortised cost Cash and cash equivalents Financial assets at amortised cost Notes receivable Accounts receivable (including related parties) Other receivables Guarantee deposits paid |
December 31,2020 - $ 2,345,419 $ 5,148,889 $ 5,593,595 4,846 1,290,158 8,061 32,682 12,078,231 $ |
December 31,2019 |
| 129,150 $ |
||
| 2,229,668 $ |
||
| 1,820,304 $ 1,507,673 8,636 1,144,854 6,923 48,220 |
||
| 4,536,610 $ |
~74~
December 31, 2020 December 31, 2019
| December 31,2020 | December 31,2019 | |
|---|---|---|
| Financial liabilities Financial liabilities at amortised cost Short-term borrowings Short-term notes and bills payable Notes payable Accounts payable (including related parties) Other payables (including related parties) Long-term borrowings (including current portion) Lease liability |
3,129,800 $ 307,237 155 1,004,216 4,655,766 4,044,518 13,141,692 $ 337,052 $ |
1,996,744 $ 314,958 3,273 1,449,755 1,135,355 4,577,992 |
| 9,478,077 $ |
||
| 346,816 $ |
-
B. Financial risk management policies
-
(a) The Group’s activities expose it to a variety of financial risks: market risk (including foreign exchange risk and interest rate risk), credit risk and liquidity risk.
-
(b) Risk management is carried out by a central treasury department (Group treasury) under policies approved by the Board of Directors. Group treasury identifies, evaluates and hedges financial risks in close co-operation with the Group’s operating units. The Board provides written principles for overall risk management, as well as written policies covering specific areas and matters, such as foreign exchange risk, interest rate risk, credit risk, use of derivative financial instruments and non-derivative financial instruments, and investment of excess liquidity.
-
C. Significant financial risks and degrees of financial risks
-
(a) Market risk
Exchange rate risk
-
i. The Group operates internationally and is exposed to exchange rate risk arising from the transactions of the Company and its subsidiaries used in various functional currency, primarily with respect to the USD and RMB. Foreign exchange rate risk arises from future commercial transactions and recognised assets and liabilities.
-
ii. Management has set up a policy to require group companies to manage their foreign exchange risk against their functional currency. The group entities are required to hedge their entire foreign exchange risk exposure with the Group treasury. Exchange rate risk is measured through a forecast of highly probable USD and RMB expenditures.
-
iii. The Group’s businesses involve some non-functional currency operations (the Company’s and certain subsidiaries’ functional currency: NTD; other certain subsidiaries’ functional currency: RMB). The information on assets and liabilities denominated in foreign currencies whose values would be materially affected by the exchange rate fluctuations
~75~
is as follows:
| (Foreign currency: functional currency) Financial assets Monetary items USD:NTD RMB:NTD JPY:NTD HKD:NTD EUR:NTD HKD:RMB USD:RMB Financial liabilities Monetary items USD:NTD RMB:NTD JPY:NTD USD:RMB USD:HKD (Foreign currency: functional currency) Financial assets Monetary items USD:NTD RMB:NTD HKD:RMB USD:RMB Financial liabilities Monetary items USD:NTD RMB:NTD EUR:NTD USD:RMB USD:HKD |
December31,2020 | December31,2020 |
|---|---|---|
| Foreign currency amount Book value (In thousands) Exchange rate (NTD) 57,883 $ 28.4800 1,648,508 $ 293,127 4.3770 1,283,017 468,634 0.2760 129,343 3,440 3.6730 12,635 164 35.0200 5,743 4,890 0.8390 17,961 13,805 6.5070 393,166 27,203 $ 28.4800 774,741 $ 62,317 4.3770 272,762 23,942 0.2760 6,608 2,405 6.5070 68,494 4,434 7.7540 126,280 December31,2019 |
||
| Foreign currency amount (Inthousands) 66,945 $ 37,526 519 6,111 17,780 35,978 $ 40,404 6,213 5,377 2,234 |
Book value Exchangerate (NTD) 29.98 2,007,011 $ 4.305 161,549 33.59 17,433 0.894 5,463 6.964 533,044 29.98 1,078,620 $ 4.305 173,939 33.59 208,695 6.964 161,202 7.789 66,975 |
|
D. The total exchange gain (loss), including realised and unrealised, arising from significant foreign exchange variation on the monetary items held by the Group for the years ended December 31, 2020 and 2019, amounted to $39,536 and ($2,538), respectively.
~76~
E. Analysis of foreign currency market risk arising from significant foreign exchange variation: Year ended December 31, 2020
| Year ended December 31,2020 | ||
|---|---|---|
| (Foreign currency: functional currency) Financial assets Monetary items USD:NTD RMB:NTD JPY:NTD HKD:NTD EUR:NTD HKD:RMB USD:RMB Financial liabilities Monetary items USD:NTD RMB:NTD JPY:NTD USD:RMB USD:HKD |
Sensitivityanalysis | |
| Degree of variation 1% 1% 1% 1% 1% 1% 1% 1% 1% 1% 1% 1% |
Effect on profit or loss Effect on other before tax comprehensive income 16,485 $ - $ 12,830 - 1,295 - 126 - 57 - 180 - 3,932 - 7,747 $ - $ 2,728 - 66 - 685 - 1,263 - |
|
~77~
| (Foreign currency: functional currency) Financial assets Monetary items USD:NTD RMB:NTD EUR:NTD HKD:RMB USD:RMB Financial liabilities Monetary items USD:NTD RMB:NTD EUR:NTD USD:RMB USD:HKD |
Year ended December31,2020 | |
|---|---|---|
| Sensitivity analysis | ||
| Degree of variation 1% 1% 1% 1% 1% 1% 1% 1% 1% 1% |
Effect on profit or loss Effect on other before tax comprehensiveincome 20,070 $ - $ 1,615 - 174 - 55 - 5,330 - 10,786 $ - $ 1,739 - 2,087 - 1,612 - 670 - |
|
Price risk
There is no significant effect.
Cash flow and fair value interest rate risk
-
i. The Group’s main interest rate risk arises from short-term borrowings and long-term borrowings with variable rates, which expose the Group to cash flow interest rate risk. During the years ended December 31, 2020 and 2019, the Group’s borrowings were denominated in the NTD and USD.
-
ii. If the borrowing interest rate had increased/decreased by 0.1% with all other variables held constant, profit, net of tax for the years ended December 31, 2020 and 2019 would have increased/decreased by $7,482 and $6,521, respectively. The main factor is that changes in interest expense result in floating-rate borrowings.
-
(b) Credit risk
-
i. Credit risk refers to the risk of financial loss to the Group arising from default by the clients or counterparties of financial instruments on the contract obligations. The main factor is that counterparties could not repay in full the accounts receivable based on the agreed terms.
-
ii. The Group manages their credit risk taking into consideration the entire group’s concern. According to the Group’s credit policy, each local entity in the Group is responsible for managing and analysing the credit risk for each of their new clients before standard payment and delivery terms and conditions are offered. Internal risk control assesses the
~78~
credit quality of the customers, taking into account their financial position, past experience and other factors. Individual risk limits are set based on internal or external ratings in accordance with limits set by the Board of Directors. The utilisation of credit limits is regularly monitored.
-
iii. The Group adopts following assumptions under IFRS 9 to assess whether there has been a significant increase in credit risk on that instrument since initial recognition: If the contract payments were past due over 30 days based on the terms, there has been a significant increase in credit risk on that instrument since initial recognition.
-
iv. If the credit rating grade of an investment target degrades two scales, there has been a significant increase in credit risk on that instrument since initial recognition.
-
iii. The default occurs when the contract payments are past due over 120 days.
-
vi. The Group classifies customer’s accounts receivable and contract assets in accordance with default situation. The Group applies the simplified approach using provision matrix to estimate expected credit loss under the provision matrix basis.
-
viii. The Group used the forecastability to adjust historical and timely information to assess the default possibility of accounts receivable. On December 31, 2020 and 2019, the provision matrix is as follows:
| December 31, 2020 Not past due Up to 30 days past due 31~90 days past due 91~180 days past due Over 180 days past due December 31, 2020 Not past due Up to 30 days past due 31~90 days past due 91~180 days past due Over 180 days past due |
Expected loss rate 0.03% 0.03%~5% 20% 100% 100% Expected loss rate 0.03% 0.03%~5% 20% 100% 100% |
Total bookvalue 862,431 $ 53,405 - 508 10,915 927,259 $ Total bookvalue 1,039,337 $ 82,536 929 1,131 68,144 1,192,077 $ |
Loss allowance |
|---|---|---|---|
| 259 $ 20,140 508 10,915 |
|||
| 31,822 $ |
|||
| Loss allowance | |||
| 312 $ 23,747 186 1,131 68,144 |
|||
| 93,520 $ |
- viii. Movements in relation to the Group applying the modified approach to provide loss allowance for accounts receivable snd contract assets are as follows:
~79~
| 2020 | ||
|---|---|---|
| Accounts receivable | ||
| At January 1 | $ | 93,520 |
| Provision for impairment | 752 | |
| Write-offs | ( | 62,493) |
| Effect of foreign exchange | 43 | |
| At December 31 | $ | 31,822 |
| 2019 | ||
| Accounts receivable | ||
| At January 1 | $ | 93,132 |
| Provision for impairment | 953 | |
| Effect of foreign exchange | ( | 565) |
| At December 31 | $ | 93,520 |
(c) Liquidity risk
The table below analyses the Group’s non-derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows. Non-derivative financial liabilities
| December 31, 2020 Short-term borrowings Short-term notes and bills payable Notes payable Accounts payable Other payables Lease liability Long-term borrowings (including current portion) |
Less than 1year 3,141,899 $ 307,237 155 1,004,216 4,655,766 73,877 541,696 |
Between 2 and 5years - $ - - - - 142,639 3,368,598 |
Over 5years |
|---|---|---|---|
| - $ - - - - 160,940 199,466 |
Non-derivative financial liabilities
~80~
| December 31, 2019 Less than 1 year Short-term borrowings 2,013,226 $ Short-term notes and bills payable 314,958 Notes payable 3,273 Accounts payable 1,449,755 Other payables 1,135,355 Lease liability 66,141 Long-term borrowings (including current portion) 430,949 |
Between 2 and 5years - $ - - - - 129,412 3,652,393 |
Over 5years |
|---|---|---|
| - $ - - - - 140,823 714,184 |
(3) Fair value information
-
A. The different levels that the inputs to valuation techniques are used to measure fair value of financial and non-financial instruments have been defined as follows:
-
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date. An active market refers to a market in which transactions for an asset or liability take place with sufficient frequency and volume to provide pricing information on an ongoing basis. The fair value of the Group’s investment in listed stocks is included in Level 1.
-
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.
-
Level 3: Unobservable inputs for the asset or liability. The fair value of the Group’s investment in unlisted stocks is included in Level 1.
-
B. Fair value information of investment property at cost is provided in Note 6(11).
-
C. The carrying amounts of the Company’s financial instruments not measured at fair value, including cash and cash equivalents, notes receivable, accounts receivable, other receivables, short-term borrowings, short-term notes and bills payable, notes payable, accounts payable and other payables are approximate to their fair values.
-
D. The related information of financial and non-financial instruments measured at fair value by level on the basis of the nature, characteristics and risks of the assets and liabilities at December 31, 2020 and 2019 are as follows:
December 31, 2020 Level 1 Level 2 Level 3 Total Assets Recurring fair value measurements Financial assets at fair value through other comprehensive income $ 1,295,391 $ - $ 1,050,028 $ 2,345,419 Equity securities
~81~
| December 31, 2019 Assets Recurring fair value measurements Financial assets at fair value through profit or loss Non-capital guaranteed floating profit financial instruments Financial assets at fair value through other comprehensive income Equity securities |
Level 1 - $ - 1,259,637 1,259,637 $ |
Level 2 129,150 $ - - 129,150 $ |
Level 3 - $ - 970,031 970,031 $ |
Total |
|---|---|---|---|---|
| 129,150 $ - 2,229,668 |
||||
| 2,358,818 $ |
-
E. The methods and assumptions the Group used to measure fair value are as follows:
-
(a) The instruments the Group used market quoted prices as their fair values (that is, Level 1) are listed below by characteristics:
Listed shares Market quoted price Closing price
-
(b) Except for financial instruments with active markets, the fair value of other financial instruments is measured by using valuation techniques or by reference to counterparty quotes.
-
(c) When assessing non-standard and low-complexity financial instruments, for example, debt instruments without active market, interest rate swap contracts, foreign exchange swap contracts and options, the Group adopts valuation technique that is widely used by market participants. The inputs used in the valuation method to measure these financial instruments are normally observable in the market.
-
(d) The valuation of derivative financial instruments is based on valuation model widely accepted by market participants, such as present value techniques and option pricing models. Forward exchange contracts are usually valued based on the current forward exchange rate.
-
(e) The output of valuation model is an estimated value and the valuation technique may not be able to capture all relevant factors of the Group’s financial and non-financial instruments. Therefore, the estimated value derived using valuation model is adjusted accordingly with additional inputs, for example, model risk or liquidity risk and etc. In accordance with the Group’s management policies and relevant control procedures relating to the valuation models used for fair value measurement, management believes adjustment to valuation is necessary in order to reasonably represent the fair value of financial and non-financial instruments at the consolidated balance sheet. Price information and parameters used in valuation was carefully assessed and was adjusted according to current market conditions.
-
(f) The Group takes into account adjustments for credit risks to measure the fair value of financial and non-financial instruments to reflect credit risk of the counterparty and the Group’s credit quality.
~82~
-
F. For the years ended December 31, 2020 and 2019, there was no transfer between Level 1 and Level 2.
-
G. The following chart is the movement of Level 3 for the years ended December 31, 2020 and 2019:
| At January 1 Transfer in Loss recognised in other comprehensive income At December 31 |
2020 2019 970,031 $ 998,656 $ 73,997 18,375 6,000 47,000) ( 1,050,028 $ 970,031 $ |
|---|---|
-
H. For the years ended December 31, 2020 and 2019, there were transfers into from Level 3, please refer to Note 6(7).
-
I. Treasury segment is in charge of valuation procedures for fair value measurements being categorised within Level 3, which is to verify independent fair value of financial instruments. Such assessment is to ensure the valuation results are reasonable by applying independent information to make results close to current market conditions, confirming the resource of information is independent, reliable and in line with other resources and represented as the exercisable price, and frequently calibrating valuation model, performing back-testing, updating inputs used to the valuation model and making any other necessary adjustments to the fair value.
-
J. The following is the qualitative information of significant unobservable inputs and sensitivity analysis of changes in significant unobservable inputs to valuation model used in Level 3 fair value measurement:
| Fair value at Significant December Valuation unobservable 31,2020 technique input Unlisted shares $ 1,050,028 Market comparable companies Discount for lack of marketability Fair value at Significant December Valuation unobservable 31,2019 technique input Unlisted shares $ 970,031 Market comparable companies Discount for lack of marketability Non-derivative equity instrument: Non-derivative equity instrument: |
Range Relationship (weighted of inputs to average) fair value 20% The higher the discount for lack of marketability, the lower the fair value Range Relationship (weighted of inputs to average) fair value 20%~30% The higher the discount for lack of marketability, the lower the fair value |
Relationship of inputs to fair value |
|---|---|---|
~83~
13. Supplementary Disclosures
(1) Significant transactions information
-
A. Loans to others: Please refer to table 1.
-
B. Provision of endorsements and guarantees to others: Please refer to table 2.
-
C. Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures): Please refer to table 3.
-
D. Acquisition or sale of the same security with the accumulated cost exceeding $300 million or 20% of the Company’s paid-in capital: Please refer to table 4.
-
E. Acquisition of real estate reaching NT$300 million or 20% of paid-in capital or more: None.
-
F. Disposal of real estate reaching NT$300 million or 20% of paid-in capital or more: None.
-
G. Purchases or sales of goods from or to related parties reaching $100 million or 20% of paid-in capital or more: Please refer to table 5.
-
H. Receivables from related parties reaching $100 million or 20% of paid-in capital or more: Please refer to table 6.
-
I. trading in derivative instruments undertaken during the reporting periods: None.
-
J. Significant inter-company transactions during the reporting periods: Please refer to table 7.
-
(2) Information on investees
-
Names, locations and other information of investee companies (not including investees in Mainland China)
:Please refer to table 8.
(3) Information on investments in Mainland China
-
A. Basic information: Please refer to table 9.
-
B. Significant transactions conducted with investees in Mainland China directly or indirectly through other companies in the third areas
-
(a) The amount and percentage of purchases and the balance and percentage of the related payables at the end of the period: Please refer to Note 13(1) G.
-
(b) The amount and percentage of sales and the balance and percentage of the related receivables at the end of the period: Please refer to Note 13(1) G.
-
(c) The amount of property transactions and the amount of the resulting gains or losses:None.
-
(d) Balance and purpose of provision of endorsements/guarantees or collaterals at December 31, 2020: Please refer to 13(1) B.
-
(e) Maximum balance, ending balance, interest rate range and interest for financing during the year ended and at December 31, 2014: Please refer to Note 13(1) A.
-
(f) Other significant transactions that affected the gains and losses or financial status for the period, i.e. rendering/receiving of service: None.
-
-
(4) Major shareholders information
-
Please refer to table 10.
~84~
14. Segment Information
(1) General information
The Group has classified the reportable operating segments based on product types. The Company’s operations and segmentation are both developed according to the product types. The current main product types are: 3C component, systems and peripheral products, 3C product retail and others.
(2) Measurement of segment information
The Board of Directors assesses the performance of the operating segments based on the operating income (loss).
(3) Information about segment profit or loss, assets and liabilities
The segment information provided to the chief operating decision-maker for the reportable segments is as follows: Year ended December 31, 2020
Systems and
| Revenue from external customer Inter-segment revenue Segment Revenue Segment income (loss) |
peripheral 3C product products retail 3C component department department department 4,428,378 $ 1,618,544 $ 484,943 $ - 183) ( - 4,428,378 $ 1,618,361 $ 484,943 $ 294,923 $ 7,115) ($ 489,218) ($ |
Adjustment Others and elimination Total 528,000 $ 6,504) ($ 7,053,361 $ - 183 - 528,000 $ 6,321) ($ 7,053,361 $ 85,444 $ 104,688) ($ 220,654) ($ |
|---|---|---|
Year ended December 31, 2019
| Revenue from external customer Inter-segment revenue Segment Revenue Segment income (loss) |
Systems and peripheral 3C product products retail 3C component Adjustment department department department Others and elimination Total 5,159,283 $ 2,487,490 $ 824,410 $ 419,746 $ 50,770) ($ 8,840,159 $ - 898 - - 898) ( - 5,159,283 $ 2,488,388 $ 824,410 $ 419,746 $ 51,668) ($ 8,840,159 $ 318,928 $ 16,418) ($ 789,341) ($ 289,690) ($ 243,225 $ 533,296) ($ |
|---|---|
~85~
(4) Reconciliation for segment income (loss)
The external revenue and segment profit (loss) reported to the chief operating decision-maker are measured in a manner consistent with revenue and profit (loss) before tax in the financial statements. 。 Therefore, no reconciliation was needed.
A reconciliation of reportable segment income or loss to the income/(loss) before tax from continuing operations for the years ended December 31, 2020 and 2019 is provided as follows:
| Year ended December31 | Year ended December31 | Year ended December31 | ||
|---|---|---|---|---|
| 2020 | 2019 | |||
| Reportable segments income/(loss) | ($ | 220,654) |
($ | 533,296) |
| Unrealised financial instrument gains | ||||
| Non-operating income and expenses, net | 512,107 | 305,166 | ||
| Income (loss) before tax from continuing operations | $ | 291,453 | ($ | 228,130) |
(5) Geographical information
Geographical information for the years ended December 31, 2020 and 2019 is as follows:
| Hong Kong China USA Taiwan Others |
Year ended December 31 | Year ended December 31 | ||
|---|---|---|---|---|
| Non-current assets 584,684 $ 1,562,178 - 3,232,030 146,270 5,525,162 $ 2020 |
2019 | |||
| Revenue 1,680,824 $ 1,627,720 1,109,838 692,078 1,942,901 7,053,361 $ |
Revenue 2,295,848 $ 1,586,224 1,191,740 614,177 3,152,170 8,840,159 $ |
Non-current assets | ||
| 654,629 $ 2,961,964 - 4,246,106 78,598 |
||||
| 7,941,297 $ |
(6) Major customer information
Major customer information of the Group for the years ended December 31, 2020 and 2019 is as follows:
| ollows: | |||
|---|---|---|---|
| D Company H Company |
Year ended December 31 | ||
| Segment Systems and peripheral products department Systems and peripheral products department 2020 |
2019 | ||
| Revenue 1,401,613 $ 732,348 $ |
Revenue Segment 1,840,660 $ Systems and peripheral products department 483,805 $ Systems and peripheral products department |
~86~
FIT HOLDING CO., LTD.
Loans to others
Year ended December 31, 2020
Table 1
Expressed in thousands of NTD (Except as otherwise indicated)
| No. (Note 1) Creditor Borrower General ledger account Is a related party Maximum outstanding balance during the year ended December 31, 2020 Balance at December 31, 2020 Interest rate Nature of loan (Note 2) Amount of transactions with the borrower Reason for short-term financing Allowance for doubtful accounts Actual amount drawn down |
Collateral | Limit on loans granted to a single party (Note 3) |
Ceiling on total loansgranted |
Footnote |
|---|---|---|---|---|
| Item Value |
||||
| 0 FIT Holding Co., Ltd. Glory Optics (Yancheng) Co., Ltd. Other receivables Y 289,014 $ 288,882 $ 218,850 $ 0.98%-1.2% 2 - $ Operations - $ 0 FIT Holding Co., Ltd. Glorytek (Yancheng) Co., Ltd. Other receivables Y 131,370 131,310 131,310 0.98%-1.2% 2 - Operations - 1 Foxlink Image Technology Co., Ltd. Glory Science Co., Ltd. Other receivables Y 300,000 300,000 143,000 0.85%-1.2% 2 - Operations - 1 Foxlink Image Technology Co., Ltd. Power Quotient International Co., Ltd. Other receivables Y 648,000 600,000 425,000 0.89%-1.23% 2 - Operations - 2 Glory Science Co., Ltd. Glory Optics (Yancheng) Co., Ltd. Other receivables Y 399,970 253,866 253,866 1.5% 2 - Operations - 3 GLORY OPTICS(BVI) CO., LTD. Glorytek (Yancheng) Co., Ltd. Other receivables Y 93,060 - - - 2 - Operations - 3 GLORY OPTICS(BVI) CO., LTD. Glory Optics (Yancheng) Co., Ltd. Other receivables Y 75,068 - - - 2 - Operations - 4 Glorytek (Yancheng) Co., Ltd. Glory Optics (Yancheng) Co., Ltd. Other receivables Y 28,026 28,013 28,013 3% 2 - Operations - 4 Glorytek (Yancheng) Co., Ltd. Glorytek (Yancheng) Co., Ltd. Other receivables Y 220,910 218,850 175,080 5% 2 - Operations - 5 Power Quotient Technology (YANCHENG) Co., Ltd. Jiangsu Foxlink New Energy Technology Co.,Ltd. Other receivables Y 457,600 - - - 2 - Group capital movement - 6 Foxwell Energy Corporation Ltd. Beiyuan Wind Power Co., Ltd. Other receivables Y 50,000 - - Over one month, 1.75% 2 - Group capital movement - 6 Foxwell Energy Corporation Ltd. Changyuan Wind Power Co., Ltd. Other receivables Y 50,000 - - Over one month, 1.75% 2 - Group capital movement - 7 Shinfox Co., Ltd. Foxwell Energy Corporation Ltd. Other receivables Y 50,000 50,000 - 1.6% 2 - Group capital movement - 7 Shinfox Co., Ltd. Foxwell Power Co., Ltd. Other receivables Y 50,000 50,000 - 1.6% 2 - Group capital movement - 7 Shinfox Co., Ltd. SHINFOX NATURAL GAS CO., LTD. Other receivables Y 60,000 60,000 - 1.5%-1.6% 2 - Group capital movement - |
- - $ - - - - - - - - - - - - - - - - - - - - - - - - - - - - |
2,117,579 $ 2,117,579 1,174,532 1,174,532 309,072 - - 477,261 477,261 695,052 - - 501,621 501,621 501,621 |
2,823,439 $ 2,823,439 1,174,532 1,174,532 309,072 - - 477,261 477,261 695,052 - - 501,621 501,621 501,621 |
Note 1: The numbers filled in for the loans to others provided by the Company or subsidiaries are as follows:
-
‘ ’
-
(1) The Company is 0 .
(2) The subsidiaries are numbered in order starting from ‘1’.�
Note 2: Fill in the nature of the loan as follows:
(1) Fill in 1 for business transaction.
(2) Fill in 2 for short-term financing
Note 3: The Company's and its subsidiaries' limits on loans to singal party and total loans are calculated based on the Company's and its subsidiaries' "Procedures for Provision of Loans".
(a) Total limit on loans granted to the companies having business relationship with the Company is 40% of the Company's net assets, limit on loans granted to a single party is 150% of the amount of business transactions between the creditor and borrower in the current year; the amount of business transactions means the higher between sales and purchases.
(b) Limit on total loans to parties with short-term financing is 40% of the Company's net assets; but limit on loans to a single party is 30% of the Company's net assets.
(c) Ceiling on total loans granted between foreign companies whose voting shares are 100% held by the Company directly or indirectly, or on loans granted to the Company by such foreign companies is 100% of their net asset value.
The total amount of loans granted to a single company should not exceed 100% of the net assets. Financing period shall not be more than 3 years.
(d) Among the Company and the parent company or subsidiaries, or loans between the Company's subsidiaires, excluding the loans to others qualifying the abovementioned condition, (c), the authorised limit on the Company's or the Company's subsidiaries' loans to a singal party shall be lower than 10% of the company's net assets based on the company's lastest financial statements.
(e) Limit on total loans and individual limit on lonas to others of the Company's subsidiaries are both under 40% of the Company's net assets.
Table 1, Page 1
Table 2
Expressed in thousands of NTD (Except as otherwise indicated)
FIT HOLDING CO., LTD.
Provision of endorsements and guarantees to others Year ended December 31, 2020
| Number (Note 1) Endorser/ guarantor |
Partybeingendorsed/guaranteed | Limit on endorsements/ guarantees provided for a single party (Note 3) |
Maximum outstanding endorsement/ guarantee amount as of December 31, 2020 |
Outstanding endorsement/ guarantee amount at December 31, 2020 |
Actual amount drawn down |
Amount of endorsements/ guarantees secured with collateral |
Ratio of accumulated endorsement/ guarantee amount to net asset value of the endorser/ guarantor company |
Ceiling on total amount of endorsements/ guarantees provided |
Provision of endorsements/ guarantees by parent company to subsidiary |
Provision of endorsements/ guarantees by subsidiary to parent company |
Provision of endorsements/ guarantees to the party in Mainland China |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Companyname Relationship with the endorser/ guarantor (Note2) |
||||||||||||
| 0 FIT Holding Co., Ltd. 0 FIT Holding Co., Ltd. 0 FIT Holding Co., Ltd. 1 Glory Science Co., Ltd. 1 Glory Science Co., Ltd. 2 Foxwell Energy Corporation Ltd. 3 Foxlink Image Technology Co., Ltd. 3 Foxlink Image Technology Co., Ltd. 4 Shinfox Co., Ltd. |
Power Quotient International Co., Ltd. 2 Glory Science Co., Ltd. 2 Foxwell Energy Corporation Ltd. 2 Glory Optics (Yancheng) Co., Ltd. 2 Glorytek (Yancheng) Co., Ltd. 2 Beiyuan Wind Power Co., Ltd. 2 Glory Science Co., Ltd. 4 Power Quotient International Co., Ltd. 4 Foxwell Energy Corporation Ltd. 2 |
10,587,898 $ 10,587,898 9,882,038 1,159,023 1,159,023 1,238,685 4,110,865 4,110,865 1,881,077 |
720,000 $ 1,260,000 531,698 185,070 185,070 600,000 600,000 300,000 800,000 |
720,000 $ 1,121,310 522,778 - - - 600,000 300,000 800,000 |
400,000 $ 625,000 522,778 - - - 200,000 300,000 790,000 |
- - - - - - - - - |
10.20 15.89 7.41 - - - 8.50 4.25 11.33 |
10,587,898 $ 10,587,898 10,587,898 1,159,023 1,159,023 1,238,685 4,404,498 4,404,498 1,881,077 |
Y Y Y Y Y Y N N Y |
N N N N N N N N N |
N N N Y Y N N N N |
Note 1: The numbers filled in for the endorsements/guarantees provided by the Company or subsidiaries are as follows:
-
(1) The Company is '0'.
-
(2) The subsidiaries are numbered in order starting from ‘1’.
Note 2: Relationship between the endorser/guarantor and the party being endorsed/guaranteed is classified into the following seven categories; fill in the number of category each case belongs to:
- (1) Having business relationship.�
(2) The endorser/guarantor parent company owns directly and indirectly more than 50% voting shares of the endorsed/guaranteed subsidiary.
-
(3) The endorsed/guaranteed company owns directly and indirectly more than 50% voting shares of the endorser/guarantor parent company.
-
(4) The endorser/guarantor parent company owns directly and indirectly more than 90% voting shares of the endorsed/guaranteed company.�
-
(5) Mutual guarantee of the trade made by the endorsed/guaranteed company or joint contractor as required under the construction contract.�
-
(6) Due to joint venture, all shareholders provide endorsements/guarantees to the endorsed/guaranteed company in proportion to its ownership.�
-
(7) Joint guarantee of the performance guarantee for pre-sold home sales contract as required under the Consumer Protection Act.�
Note 3: Total limit or limit on loans to a singal party of the Company's and subsidiaires is calculated in accordance with the Company's "Procedures for Provision of Endorsements and Guarantees".
-
(1) Limit on total endorsements is 150% of the Company's net asset.
-
(2) Limit on endorsements to a single party is 140% of the Company's net asset.
-
(3) Limit on total endorsements granted by the Company and its subsidiaries is 150% of the Company's net asset.
-
(4) Total limit on the Company's and its subsidiaries endorsement/guarantee to a singal party is 140% of the Company's net assets and to the subisidiaries that the Company owned more than 90% (included) voting shares is 150% of the Company's net assets.
-
(5) For business transaction with the Company, the guarantee amount should not exceed 150% of the amount of business transaction, which is the higher between sales and purchases.
-
(6) The companies whose voting rights are 90% owned directly and indirectly by the Company can provide endorsement/guarnatee each other with a limat of 10% of the Company's net assets, but not available for the companies whose voting rights are 100% owned directly and indirectly by the Company.
-
(7) The Company's subsidiary who prepared to provide endorsement/guarnatee to others due to business transaction shall implement in accordance with the Company's procedures, and the calculation of the Company's net assets shall use the subsidiary's net assets.
Table 2, Page 1
FIT HOLDING CO., LTD.
Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures)
Year ended December 31, 2020
Table 3
Expressed in thousands of NTD
(Except as otherwise indicated)
| Securitiesheld by | Marketable securities | Relationship with the securitiesissuer |
General ledgeraccount |
As of December31,2020 | As of December31,2020 | Footnote | ||
|---|---|---|---|---|---|---|---|---|
| Number of shares (inthousands) |
Bookvalue | Ownership (%) | Fairvalue | |||||
| Foxlink Image Technology Co., Ltd. Foxlink Image Technology Co., Ltd. Foxlink Image Technology Co., Ltd. Foxlink Image Technology Co., Ltd. Power Quotient International Co., Ltd. Power Quotient International Co., Ltd. Power Quotient International Co., Ltd. Power Quotient International Co., Ltd. Power Quotient International Co., Ltd. Power Quotient Technology (YANCHENG) Co., Ltd. |
TAIWAN STAR TELECOM CORPORATION LIMITED Central Motion Picture Corporation Cheng Uei Precision Industry Co., Ltd. Wellgen Medical Co., Ltd. SAINT SONG CORP. OURS TECHNOLOGY INC. INNOPLUS CO., LTD. TAIWAN STAR TELECOM CORPORATION LIMITED STACK DEVICES CORPORATION Jiangsu Foxlink New Energy Technology Co.,Ltd. |
Not applicable Investee of the Company's parent company which is accounted for using equity method The Company's parent company Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable |
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-non-current Financial assets at fair value through other comprehensive income-non-current Financial assets at fair value through other comprehensive income-non-current |
50,000 4,294 27,503 1,500 127 13 160 50,000 70 - |
350,000 $ 257,656 1,295,391 18,375 - - - 350,000 - 73,997 |
0.91 4.00 5.37 15.80 1.05 0.21 12.00 0.91 0.11 12.90 |
350,000 $ 257,656 1,295,391 18,375 - - - 350,000 - 73,997 |
Not pledged as collateral Not pledged as collateral Not pledged as collateral Not pledged as collateral Not pledged as collateral Not pledged as collateral Not pledged as collateral Not pledged as collateral Not pledged as collateral Not pledged as collateral |
Table 3, Page 1
As of December 31, 2020
| Securitiesheld by | Marketable securities | Relationship with the securitiesissuer |
General ledgeraccount |
Number of shares (inthousands) |
Bookvalue | Ownership (%) | Fairvalue | Footnote |
|---|---|---|---|---|---|---|---|---|
| Shinfox Co., Ltd. Shinfox Co., Ltd. Foxwell Energy Corporation Ltd. |
Corvus Energy Ltd. SEC INTERNATIONAL INC. Full Entertainment Marketing Co., Ltd. |
Not applicable Not applicable Not applicable |
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 |
22 54 300 |
- - - |
0.12 9.00 1.50 |
- - - |
Not pledged as collateral Not pledged as collateral Not pledged as collateral |
Table 3, Page 2
FIT HOLDING CO., LTD.
Acquisition or sale of the same security with the accumulated cost exceeding $300 million or 20% of the Company's paid-in capital
Year ended December 31, 2020
| Table 4 Investor |
Marketable securities |
General ledger account |
Counterparty | Relationship with the counterparty |
Balance as at January1,2020 | Balance as at January1,2020 | Addition | Addition | Disposal | Disposal | Expressed in thousands of NTD (Except as otherwise indicated) Balance as at December 31,2020 |
Expressed in thousands of NTD (Except as otherwise indicated) Balance as at December 31,2020 |
||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| No. of shares (in thousands) |
Amount | No. of shares (in thousands) |
Amount | No. of shares (in thousands) |
Selling price | Book value | Gain (loss) on disposal |
No. of shares (in thousands) |
Amount | |||||
| Foxlink Image Technology Co., Ltd. Foxwell Energy Corporation Ltd. Foxwell Energy Corporation Ltd. |
Shih Fong Power Co., Ltd. Changyuan Wind Power Co., Ltd. Beiyuan Wind Power Co., Ltd. |
Investment accounted for using equity method Investment accounted for using equity method Investment accounted for using equity method |
Capital increase by cash Foxwell Energy Co., Ltd. Foxwell Energy Co., Ltd. |
Affiliate Other related party Other related party |
- 23,000 16,000 |
$ - 197,206 129,109 |
79,800,000 - - |
$ 957,600 - - |
- 23,000 16,000 |
$ - 319,150 240,187 |
$ - 193,660 125,827 |
$ - 125,490 114,360 |
79,800,000 - - |
$ 957,600 - - |
Table 4, Page 1
Table 5
FIT HOLDING CO., LTD.
Purchases or sales of goods from or to related parties reaching $100 million or 20% of paid-in capital or more Year ended December 31, 2020
Expressed in thousands of NTD (Except as otherwise indicated)
| Purchaser/seller | Counterparty | Relationship with the counterparty |
Transaction | Differences in transaction terms compared to third party transactions |
Differences in transaction terms compared to third party transactions |
Notes/accounts receivable(payable) | Notes/accounts receivable(payable) | Footnote | |||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchases (sales) |
Amount | Percentage of total purchases (sales) |
Credit term | Unit price | Credit term | Balance | Percentage of total notes/accounts receivable (payable) |
||||
| ACCU-IMAGE TECHNOLOGY LIMITED Foxlink Image Technology Co., Ltd. Wei Hai Fu Kang Electric Co., Ltd. ACCU-IMAGE TECHNOLOGY LIMITED Dongguan Fu Wei Electronics Co., Ltd. ACCU-IMAGE TECHNOLOGY LIMITED Dong Guan Fu Zhang Precision Industry Co., Ltd. ACCU-IMAGE TECHNOLOGY LIMITED Dongguan Fu Wei Electronics Co., Ltd. Foxlink Image Technology Co., Ltd. Glory Science Co., Ltd. |
Foxlink Image Technology Co., Ltd. ACCU-IMAGE TECHNOLOGY LIMITED ACCU-IMAGE TECHNOLOGY LIMITED Wei Hai Fu Kang Electric Co., Ltd. ACCU-IMAGE TECHNOLOGY LIMITED Dongguan Fu Wei Electronics Co., Ltd. ACCU-IMAGE TECHNOLOGY LIMITED Dong Guan Fu Zhang Precision Industry Co., Ltd. Foxlink Image Technology Co., Ltd. Dongguan Fu Wei Electronics Co., Ltd. Glorytek (Yancheng) Co., Ltd. |
Affiliate Affiliate Affiliate Affiliate Affiliate Affiliate Affiliate Affiliate Affiliate Affiliate Affiliate |
Processing income Processing income Sales Purchases Processing income Processing costs Processing income Processing costs Processing income Processing costs Purchases |
586,226) ($ 586,226 190,473) ( 190,473 428,381) ( 428,381 114,510) ( 114,510 175,080) ( 175,080 117,220 |
-100% 75% -98% 33% -67% 72% -79% 19% -27% 22% 18% |
Flexible collection, depending on the capital requirement Flexible collection, depending on the capital requirement 90 days after monthly billings 90 days after monthly billings Flexible collection, depending on the capital requirement Flexible collection, depending on the capital requirement Flexible collection, depending on the capital requirement Flexible collection, depending on the capital requirement Flexible collection, depending on the capital requirement Flexible collection, depending on the capital requirement Flexible collection, depending on the capital requirement |
Mutual agreement Mutual agreement Mutual agreement Mutual agreement Mutual agreement Mutual agreement Mutual agreement Mutual agreement Mutual agreement Mutual agreement Mutual agreement |
None None None None None None None None None None None |
12,541 $ 12,541) ( 46,781 46,781) ( 262,549 262,549) ( 117,061 117,061) ( 178,981 178,981) ( 11,254) ( |
22% -4% 96% -100% 56% -69% 53% -31% 38% -60% -14% |
Table 6, Page 1
Table 6
FIT HOLDING CO., LTD.
Receivables from related parties reaching $100 million or 20% of paid-in capital or more
Year ended December 31, 2020
Expressed in thousands of NTD (Except as otherwise indicated)
Overdue receivables
| Overdue | receivables | |||||||
|---|---|---|---|---|---|---|---|---|
| Creditor | Counterparty | Relationship withthe counterparty |
Balance as at December31,2020 |
Turnover rate | Amount | Actiontaken | Amount collected subsequent to the balance sheet date |
Allowance for doubtfulaccounts |
| Dongguan Fu Wei Electronics Co., Ltd. Dongguan Fu Wei Electronics Co., Ltd. Dong Guan Fu Zhang Precision Industry Co., Ltd. Dong Guan Fu Zhang Precision Industry Co., Ltd. Foxlink Image Technology Co., Ltd. Foxlink Image Technology Co., Ltd. Glory Science Co., Ltd. Glory Science Co., Ltd. Glory Science Co., Ltd. Yancheng Yaowei Technology Co., Ltd. Glorytek (Suzhou) Co., Ltd. FIT Holding Co., Ltd. FIT Holding Co., Ltd. |
ACCU-IMAGE TECHNOLOGY LIMITED Foxlink Image Technology Co., Ltd. ACCU-IMAGE TECHNOLOGY LIMITED Foxlink Image Technology Co., Ltd. Power Quotient International Co., Ltd. Glory Science Co., Ltd. Glorytek (Yancheng) Co., Ltd. Glory Optics (Yancheng) Co., Ltd. Glorytek (Yancheng) Co., Ltd. Glorytek (Suzhou) Co., Ltd. Glorytek (Yancheng) Co., Ltd. Glorytek (Yancheng) Co., Ltd. Glory Optics (Yancheng) Co., Ltd. |
Affiliate Affiliate Affiliate Affiliate Affiliate Affiliate Affiliate Affiliate Affiliate Affiliate Affiliate Affiliate Affiliate |
262,549 $ 178,981 117,061 103,223 425,000 143,000 328,575 507,221 121,199 138,336 177,144 131,310 219,054 |
1.37 1.96 0.84 0.33 Note 1 Note 1 0.07 Note 1 Note 1 0.06 Note 1 Note 1 Note 1 |
- $ - - - - - - - - - - - - |
- - - - - - - - - - - - - |
$ - 43,770 30,055 11,238 - - - - - - - - - |
- $ - - - - - - - - - - - - |
Note 1: It was recognised in other receivables, therefore it was not applicable.
Table 7, Page 1
FIT HOLDING CO., LTD. Significant inter-company transactions during the reporting period Year ended December 31, 2020
Table 7
Expressed in thousands of NTD (Except as otherwise indicated)
Transaction
| Number (Note 1) |
Companyname | Counterparty | Relationship | General ledgeraccount | Amount | Transactionterms | Percentage of consolidated total operating revenues or total assets (Note 3) |
|---|---|---|---|---|---|---|---|
| 1 1 2 2 3 4 5 5 5 5 6 6 |
FIT Holding Co., Ltd. FIT Holding Co., Ltd. Foxlink Image Technology Co., Ltd. Foxlink Image Technology Co., Ltd. ACCU-IMAGE TECHNOLOGY LIMITED Wei Hai Fu Kang Electric Co., Ltd. Dongguan Fu Wei Electronics Co., Ltd. Dongguan Fu Wei Electronics Co., Ltd. Dongguan Fu Wei Electronics Co., Ltd. Dongguan Fu Wei Electronics Co., Ltd. Dong Guan Fu Zhang Precision Industry Co., Ltd. Dong Guan Fu Zhang Precision Industry Co., Ltd. |
Glorytek (Yancheng) Co., Ltd. Glory Optics (Yancheng) Co., Ltd. Power Quotient International Co., Ltd. Glory Science Co., Ltd. Foxlink Image Technology Co., Ltd. ACCU-IMAGE TECHNOLOGY LIMITED ACCU-IMAGE TECHNOLOGY LIMITED ACCU-IMAGE TECHNOLOGY LIMITED Foxlink Image Technology Co., Ltd. Foxlink Image Technology Co., Ltd. ACCU-IMAGE TECHNOLOGY LIMITED ACCU-IMAGE TECHNOLOGY LIMITED |
1 1 3 3 3 3 3 3 3 3 3 3 |
Other receivables Other receivables Other receivables Other receivables Processing income Sales revenue Processing income Accounts receivable Processing income Accounts receivable Processing income Accounts receivable |
131,310 $ 219,054 425,000 143,000 586,226 190,473 428,381 262,549 175,080 178,981 114,510 117,061 |
Based on the Company's policies Based on the Company's policies Based on the Company's policies Based on the Company's policies Flexible collection, depending on the capital requirement Flexible collection, depending on the capital requirement Flexible collection, depending on the capital requirement Flexible collection, depending on the capital requirement Flexible collection, depending on the capital requirement Flexible collection, depending on the capital requirement Flexible collection, depending on the capital requirement Flexible collection, depending on the capital requirement |
1% 1% 2% 1% 8% 3% 6% 1% 2% 1% 2% 1% |
Table 8, Page 1
Transaction
| Number (Note 1) |
Companyname | Counterparty | Relationship | General ledgeraccount | Amount | Transactionterms | Percentage of consolidated total operating revenues or total assets (Note 3) |
|---|---|---|---|---|---|---|---|
| 7 7 7 8 9 |
Glory Science Co., Ltd. Glory Science Co., Ltd. Glory Science Co., Ltd. Glorytek (Suzhou) Co., Ltd. Yancheng Yaowei Technology Co., Ltd. |
Glory Optics (Yancheng) Co., Ltd. Glorytek (Yancheng) Co., Ltd. Glorytek (Yancheng) Co., Ltd. Glorytek (Yancheng) Co., Ltd. Glorytek (Suzhou) Co., Ltd. |
3 3 3 3 3 |
Other receivables Accounts receivable Other receivables Other receivables Accounts receivable |
507,221 328,575 121,199 175,080 138,336 |
Collected depending on the capital requirement after offsetting receivables and payables Based on the Company's policies Based on the Company's policies Collected depending on the capital requirement after offsetting receivables and payables Based on the Company's policies |
2% 1% 1% 1% 1% |
Note 1: The numbers filled in for the transaction company in respect of inter-company transactions are as follows:�
(1) Parent company is '0'.
(2) The subsidiaries are numbered in order starting from ‘1’.
Note 2: Relationship between transaction company and counterparty is classified into the following three categories; fill in the number of category each case belongs to.� (1) Parent company to subsidiary.
(2)Subsidiary to parent company.�
(3)Subsidiary to subsidiary.�
Note 3: Percentage of total consolidated revenues or total assets is calculated using the total consolidated assets at the end of the year when the subject of transaction is an asset/liability, � and is calculated by total consolidated revenues during the year when the subject of transaction is a revenue/expense.
Note 4: The inter-company transactions not exceeding $0.1 billion are not disclosed. In addition, counterparty related parties' transactions are not disclosed.
Table 8, Page 2
Table 8
FIT HOLDING CO., LTD.
Information on investees
Year ended December 31, 2020
Expressed in thousands of NTD
(Except as otherwise indicated)
| Investor | Investee | Location | Main business activities |
Initial investment amount | Initial investment amount | Shares held | as at December 31,2020 | as at December 31,2020 | Net profit (loss) of the investee for the year ended December 31, 2020 (Note 1) |
Investment income (loss) recognized by the Company for the year ended December 31, 2020 (Note 1) |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance as at December 31, 2020 |
Balance as at December 31,2019 |
Number of shares | Ownership (%) |
Book value | |||||||
| FIT Holding Co., Ltd. FIT Holding Co., Ltd. FIT Holding Co., Ltd. FIT Holding Co., Ltd. FIT Holding Co., Ltd. Foxlink Image Technology Co., Ltd. Foxlink Image Technology Co., Ltd. Foxlink Image Technology Co., Ltd. ACCU-IMAGE TECHNOLOGY LIMITED Glory Science Co., Ltd. GLORY TEK (BVI) CO., LTD. |
Glory Science Co., Ltd. Foxlink Image Technology Co., Ltd. Power Quotient International Co., Ltd. Shih Fong Power Co., Ltd. Foxwell Energy Co., Ltd. ACCU-IMAGE TECHNOLOGY LIMITED KLEINE DEVELOPMENTS LIMITED Shih Fong Power Co., Ltd. POWER CHANNEL LIMITED GLORY TEK (BVI) CO., LTD. GLORY TEK (SAMOA) CO., LTD. |
Taiwan Taiwan Taiwan Taiwan Taiwan British Virgin Islands British Virgin Islands Taiwan Hong Kong British Virgin Islands Samoa |
Manufacture and sales of optical instruments Manufacture of image scanners and multifunction printers Manufacture and sales of telecommunication electronic components Hydroelectricity generation Energy service management Manufacture of image scanners and multifunction printers Manufacture and sales of magnesium products Hydroelectricity generation Holding and reinvesting businesses General investments business General investments business |
2,214,868 $ 3,011,140 2,172,180 760,000 210,000 1,030,318 - 957,600 139,552 1,379,545 780,074 |
2,214,868 $ 3,011,140 2,172,180 760,000 - 1,030,318 642,224 - 139,552 1,379,545 780,074 |
95,970,371 164,993,974 324,690,529 95,000,000 21,000,000 13,241,034 - 79,800,000 3,575 40,699,819 25,050,628 |
100.00 100.00 100.00 41.30 14.00 100.00 0.00 34.70 35.75 100.00 100.00 |
772,681 $ 3,682,263 2,211,702 1,000,903 209,077 1,383,042 - 957,197 507,611 583,887 692,930 |
482,494) ($ 382,773 212,885 2,634) ( 6,592) ( 150,150 3 2,634) ( 122,016 336,236) ( 197,992) ( |
482,494) ($ 376,562 211,174 1,952) ( 923) ( - - 403) ( - - - |
Subidiary (Note 1) Subidiary (Note 1) Subidiary (Note 1) Subidiary (Note 1) Subidiary (Note 1) Second-tier subsidiary (Note 1) Investee (Note 3) Investee (Note 1) Investee (Note 1) Second-tier subsidiary (Note 1) Third-tier subsidiary (Note 1) |
Table 9, Page 1
| Investor | Investee | Location | Main business activities |
Initial investment amount | Initial investment amount | Shares held | as at December 31,2020 | as at December 31,2020 | Net profit (loss) of the investee for the year ended December 31, 2020 (Note 1) |
Investment income (loss) recognized by the Company for the year ended December 31, 2020 (Note 1) |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance as at December 31, 2020 |
Balance as at December 31,2019 |
Number of shares | Ownership (%) |
Book value | |||||||
| GLORY TEK (BVI) CO., LTD. GLORY TEK (BVI) CO., LTD. GLORYTEK SCIENCE INDIA PRIVATE LIMITED Power Quotient International Co., Ltd. Power Quotient International Co., Ltd. Power Quotient International Co., Ltd. Power Quotient International Co., Ltd. Power Quotient International Co., Ltd. Power Quotient International Co., Ltd. Power Quotient International Co., Ltd. Power Quotient International Co., Ltd. Power Sufficient International Co., Ltd. Shinfox Co., Ltd. Shinfox Co., Ltd. |
GLORY OPTICS (BVI) CO., LTD. GLORYTEK SCIENCE INDIA PRIVATE LIMITED TEGNA ELECTRONICS PRIVATE LIMITED Power Quotient International (H.K.) Co., Ltd. PQI JAPAN CO., LTD SYSCOM DEVELOPMENT CO., LTD. Apix LIMITED PQI Mobility Inc. Castles Technology Co., Ltd. Power Sufficient International Co., Ltd. Shinfox Co., Ltd. Castles Technology Co., Ltd. Foxwell Energy Corporation Ltd. SHINFOX ENERGY INTERNATIONAL INC. |
British Virgin Islands India India Hong Kong Japan British Virgin Islands British Virgin Islands Samoa Taiwan Taiwan Taiwan Taiwan Taiwan Republic of Seychelles |
Trading Trading and manufacturing Trading and manufacturing Sales of electronic telecommunication components Sales of electronic telecommunication components General investments holding Specialised investments holding Specialised investments holding Trading and manufacturing of magnetic card and reader for barcode Sales of medical instruments Energy service management Trading and manufacturing of magnetic card and reader for barcode Energy service management Energy service management |
494,837 99,927 13,174 389,705 23,129 309,378 2,946,803 284,800 43,061 10,000 561,482 6,670 672,000 - |
494,849 99,927 13,174 389,705 23,129 309,378 2,946,803 284,800 48,831 10,000 553,110 6,670 672,000 35,976 |
16,000,000 21,773,105 3,001,000 106,100,000 24,300 10,862,980 12,501 10,000,000 10,847,003 1,000,000 58,743,000 331,000 67,200,000 - |
100.00 99.27 10.00 100.00 100.00 100.00 100.00 100.00 12.11 100.00 58.74 0.37 100.00 - |
58,973) ( 85,423 12,971 4,712) ( 156,089) ( 407,489) ( 1,109,517 695,052 176,017 8,935 740,111 5,412 848,087 - |
139,482) ( 1,252 6,130 38) ( 115) ( 2,210 62,793 12,589) ( 198,122 731 244,389 198,122 185,566 - |
- - - - - - - - - - - - - - |
Third-tier subsidiary (Note 1) Third-tier subsidiary (Note 1) Investee (Note 1) Second-tier subsidiary (Note 1) Second-tier subsidiary (Note 1) Second-tier subsidiary (Note 1) Second-tier subsidiary (Note 1) Second-tier subsidiary (Note 1) Investee (Note 1) Second-tier subsidiary (Note 1) Second-tier subsidiary (Note 1) Investee (Note 1) Third-tier subsidiary (Note 1) Third-tier subsidiary (Note 2) |
Table 9, Page 2
| Investor | Investee | Location | Main business activities |
Initial investment amount | Initial investment amount | Shares held | as at December 31,2020 | as at December 31,2020 | Net profit (loss) of the investee for the year ended December 31, 2020 (Note 1) |
Investment income (loss) recognized by the Company for the year ended December 31, 2020 (Note 1) |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance as at December 31, 2020 |
Balance as at December 31,2019 |
Number of shares | Ownership (%) |
Book value | |||||||
| Shinfox Co., Ltd. Shinfox Co., Ltd. Shinfox Co., Ltd. Foxwell Energy Corporation Ltd. Foxwell Energy Corporation Ltd. SYSCOM DEVELOPMENT CO., LTD SYSCOM DEVELOPMENT CO., LTD Apix LIMITED Apix LIMITED Sinocity Industries Co., Ltd. Perennial Ace Limited Foxlink Powerbank International Technology Private Limited |
SHINFOX NATURAL GAS CO.,LTD. Foxwell Power Co., Ltd. Shinfox Power Co., Ltd. Beiyuan Wind Power Co., Ltd. Changyuan Wind Power Co., Ltd. PQI CORPORATION Foxlink Powerbank International Technology Private Limited Sinocity Industries Co., Ltd. Perennial Ace Limited DG LIFESTYLE STORE LIMITED Studio A Technology Limited TEGNA ELECTRONICS PRIVATE LIMITED |
Taiwan Taiwan Taiwan Taiwan Taiwan USA India Hong Kong British Virgin Islands Macau Hong Kong India |
Energy service management Energy service management Energy service management Wind energy Wind energy Sales of electronic telecommunication components Sales of electronic telecommunication components Sales of electronic telecommunication components Specialised investments holding Trading and manufacturing Trading and manufacturing Trading and manufacturing |
120,000 99,000 - - - 199,360 95,778 2,479,275 606,624 357 4,998 11,649 |
15,000 10,000 - 160,000 230,000 199,360 95,778 2,479,275 606,624 357 4,998 11,649 |
12,000 9,900 - - - 7,000,000 21,790,000 6,000,000 No shares issued 100,000 1,225,000 3,001,000 |
80.00 99.00 - - - 100.00 99.27 100.00 100.00 100.00 24.50 10.00 |
103,015 99,460 - - - 492,603) ( 85,081 889,537 219,848 635 93,174 12,915 |
12,762) ( 1,425 52) ( 3,280) ( 3,547) ( 303 1,921 48,507 14,286 130,136) ( 58,309 6,130 |
- - - - - - - - - - - - |
Third-tier subsidiary (Note 1) Third-tier subsidiary (Note 1) Third-tier subsidiary (Notes 1 and 4) Fourth-tier subsidiary (Notes 1 and 4) Fourth-tier subsidiary (Notes 1 and 4) Third-tier subsidiary (Note 1) Third-tier subsidiary (Note 1) Third-tier subsidiary (Note 1) Third-tier subsidiary (Note 1) Fourth-tier subsidiary (Note 1) Investee (Note 1)Investee (Note 1) |
Note 1: It was recognised based on the company's financial statements reviewed by the independent auditors. Note 2: It was retired in the first quarter of 2020. Note 3: It was retired in the second quarter of 2020.
Note 4: It was sold in the fourth quarter of 2020.
Table 9, Page 3
FIT HOLDING CO., LTD.
Information on investments in Mainland China
Year ended December 31, 2020
| Table 9 Investee in Mainland China |
Main business activities |
Paid-in capital |
Investment method |
Accumulated amount of remittance from Taiwan to |
Amount remitted from | Amount remitted from | Accumulated amount of remittance from Taiwan to Mainland China as |
Net income of investee for the year ended December 31, |
Ownership held by the Company (direct or indirect) Investment income (loss) recognized by the Company for the year ended December 31, 2020 |
Book value of investments in Mainland China as of December 31, Expressed in thousands of NTD (Except as otherwise indicated) Accumulated amount of investment income remitted back to Taiwan as of Footnote |
|---|---|---|---|---|---|---|---|---|---|---|
| Remitted to Mainland China |
Remitted back to Taiwan |
|||||||||
| Dong Guan Han Yang Computer Limited Sharetronic Data Technology Co., Ltd. Dong Guan Fu Zhang Precision Industry Co., Ltd. Wei Hai Fu Kang Electric Co., Ltd. Dongguan Fu Wei Electronics Co., Ltd. Glorytek (Suzhou) Co., Ltd. Glorytek (Yancheng) Co., Ltd. Yancheng Yao Wei Technology Co., Ltd Glory Optics (Yancheng) Co., Ltd. Power Quotient Technology (YANCHENG) Co., Jiangsu Foxlink New Energy Technology Co.,Ltd. PQI (Xuzhou) New Energy Co., Ltd. Kunshan Jiuwei Info Tech Co., Ltd. |
Manufacture of image scanners and multifunction printers and investment in property Manufacutre and sales of mobile phone, LCD TV Connector and electronic components Mould development and moulding tool manufacture Manufacture and sale of parts and moulds of photocopiers and scanners Manufacture and sales of image scanners, multifunction and printers and its accessories Trading and manufacturing Trading and manufacturing Trading and manufacturing Trading and manufacturing Manufacture and sales of electronic components Manufacture and sales of electronic components Manufacture and sale of electronic telecommunication components Supply chain finance energy service management |
174,828 $ 678,078 231,037 227,840 170,880 398,720 256,320 43,770 944,412 569,600 678,435 43,770 1,424 |
Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 2 Note 3 Note 1 Note 2 Note 2 Note 3 |
174,828 $ 122,179 169,897 142,400 151,181 398,720 256,320 - 329,444 Note 4 Note 5 Note 5 1,424 |
- $ - - - - - - - - - - - - |
- $ - - - - - - - - - - - - |
174,828 $ 122,179 169,897 142,400 151,181 398,720 256,320 - 329,444 - - - 1,424 |
18,503 $ 408,080 2,813) ( 15,610) ( 73,942 127,156) ( 129,381) ( 3,574) ( 203,066) ( 12,589) ( - 12 3,466 |
100 18,503 $ 7.13 40,468 100 2,813) ( 100 15,610) ( 100 73,942 100 127,156) ( 100 129,381) ( 100 3,574) ( 100 203,066) ( 100 12,589) ( Note 7 - 100 12 100 3,466 |
247,575 $ - $ Note 6 381,392 - Note 6 261,020 - Note 6 250,436 - Note 6 513,673 - Note 6 477,261 - Note 6 304,355) ( - Note 6 143,422 - Note 6 631,079 - Note 6 695,052 - Note 6 - - - 43,782 - Note 6 13,714 - Note 6 |
Note 1: Through investing in an existing company in the third area, which then invested in the investee in Mainland China. Note 2: As the investment is invested through an existing company in Mainland China, which then invested in the investee. Note 3: An investee established in the third area and an reinvestee in Mainland China invested by an investee in Mainland China. Note 4: The capital of an indirect investment of PQI, Power Quotient Technology (YANCHENG) Co., Ltd., was remitted by the financing from the investee in the third party. Note 5: The capital of an indirect investment of PQI, Jiangsu Foxlink New Energy Technology Co.,Ltd. and PQI (Xuzhou) New Energy Co., Ltd. , was remitted by a capital from Power Quotient Technology (YANCHENG) Co., Ltd. Note 6: It was recognised based on the investee's financial statements reviewed by the independent auditors. Note 7: Jiangsu Foxlink New Energy Technology Co., Ltd. was initially a subsidiary of the Group. However, the Group did not participate in the capital increase of Jiangsu Foxlink New Energy Technology Co., Ltd. in April 2020, thus, the Group lost its control over the company, and this investment was recognised in investments accounted for using equity method. Subsequently, the company proceeded to reduce its capital by returning cash, and the shareholding ratio decreased to 12.9%. The Group lost its control over the company, therefore, this investment was classified in financial assets at fair value through other comprehensive income.
Table 10, Page 1
| Companyname | Accumulated amount of remittance from Taiwan to Mainland China as of December31,2020 |
Investment amount approved by the Investment Commission of the Ministry of Economic Affairs (MOEA) |
Ceiling on investments in Mainland China imposed bythe InvestmentCommission of MOEA |
|---|---|---|---|
| Foxlink Image Technology Co., Ltd. Glory Science Co., Ltd. Power Quotient International Co., Ltd. |
771,956 $ 984,484 1,424 |
923,199 $ 1,194,736 622,146 |
1,761,799 $ 463,992 1,704,187 |
Table 10, Page 3
Table 10
FIT HOLDING CO., LTD. Major shareholders information December 31, 2020
| Name of major shareholders | Shares | Shares |
|---|---|---|
| Number of shares held | Ownership (%) | |
| Foxlink International Investment Ltd. Zhi De Investment Co., Ltd. Fu Uei International Investment Ltd. (FUII) |
58,303,464 21,055,687 14,690,257 |
23.67% 8.55% 5.96% |
Table 11, Page 1