Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

FRG Annual Report 2019

Nov 13, 2019

51973_rns_2019-11-13_7208466d-d721-4137-b54a-aaeb9aaa3ca9.pdf

Annual Report

Open in viewer

Opens in your device viewer

(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese)

Formosan Rubber Group Inc. and Subsidiaries

Consolidated Financial Statements and Independent Auditors’ Report 2019 and 2018

Address: 8F, No. 82, Sec. 1, Hankou St., Zhongzheng District, Taipei City Tel No.: (02) 2370-0988

The auditors’ report and the accompanying consolidated financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language auditors’ report and consolidated financial statements, the Chinese version shall prevail.

1

REPRESENTATION LETTER

The Companies required to be included in the consolidated financial statements of Formosan Rubber Group Inc. as of and for the year ended December 31, 2019, under the Criteria Governing the Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises are the same as those included in the consolidated financial statements prepared in conformity with the International Financial Reporting Standards No. 10, “Consolidated Financial Statements.” In addition, the information required to be disclosed in the consolidated financial statements is included in the consolidated financial statements. Consequently, Formosan Rubber Group Inc. and Subsidiaries do not prepare a separate set of consolidated financial statements of affiliates.

Very truly yours,

Formosan Rubber Group Inc.

By

HSU, ZHEN-TSAI

Chairperson

March 20, 2020

2

INDEPENDENT AUDITORS’ REPORT

NO.00111080ECA

To: Formosan Rubber Group Inc.

Opinions

We have audited the consolidated balance sheet of Formosan Rubber Group Inc. and its subsidiaries as of December 31, 2019 and 2018 and consolidated comprehensive income statement, consolidated statement of changes in equity, consolidated statement of cash flows and notes to consolidated financial statements (including summary of material accounting policies) for the January 1 to December 31, 2019 and 2018.

According to the opinion of this CPA, based on our CPA’s audited result, the major aspects of the consolidated financial statements as stated in the above are prepared in accordance with Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, interpretations as well as interpretation announcements recognized and announced effective by the Financial Supervisory Commission, sufficiently expressing the financial status of Formosan Rubber Group Inc. and its subsidiaries as of December 31, 2019 and December 31, 2018, and the consolidated financial performance and consolidated cash flow of from January 1 to December 31, 2019 and 2018.

Basis of opinion

We have conducted the audit in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and the generally accepted auditing standards. With our responsibility under such regulations and standards, we will further explain the responsibility of our audit of the financial statements. The personnel ruled with independence in the accounting office of the certified public accountant (CPA) have followed the Norm of Professional Ethics for Certified Public Accountants to stay impartial and independent from Formosan Rubber Group Inc. and its subsidiaries, and carry out other responsibilities required by the Rules. We believe that we have obtained sufficient and pertinent audit evidence, which provides the basis of our audit opinions.

3

Key audit matters

The key audit item refers to the most crucial element of our professional judgment about the audit conducted for the 2019 consolidated financial statements of Formosan Rubber Group Inc. and its subsidiaries. The item has been reflected in our overall audit of the consolidated financial statements and in the process to form our audit opinions, in which we do not individually express our opinion on the item.

Below is the list of key audit issues on the 2019 consolidated financial statements of Formosan Rubber Group Inc. and its subsidiaries:

Valuation of Net Realizable Value Of Real Estate For Sale and Real Estate Under Construction

Summary of key issues for auditing

As of December 31, 2019, the value of real estate for sale and real estate under construction on the consolidated balance sheet was NT$ 4,305,695 thousand primarily reflective of the completed properties and land held for sale and the land cost with constructions in progress. These items accounted for approximately 33% of the consolidated total assets. Please refer to Notes 4, 5 and 11 of the consolidated financial statements for detailed information. Formosan Rubber Group Inc. uses the lower of the cost or net realizable value for the valuation of real estate for sale and real estate under construction. As the valuation of real estate for sale and real estate under construction is subject to the effects of the cycle in the real estate market and the changes of the government policy and the determination of net realizable values for real estate for sale and real estate under construction requires major judgment and estimates, it was listed as one of the audit priorities this year.

Audit procedures

The audit procedures were carried out by CPAs as follows:

  1. Acquisition of the data concerning the company’s assessment of lower of the costs and net realizable value;

  2. Random inspection of the ownership documents for the properties held for sale and the land on which construction was in progress, in order to validate the integrity of the assessment;

  3. Random inspection of the data concerning the estimated selling price and the sale records of the most recent period, so as to determine the basis and reasonability of the management’s estimate of net realizable value.

4

Impairment of Property Investments Summary of key issues for auditing

As of December 31, 2019, the value of property investments on the consolidated balance sheet was NT$2,764,532 thousand accounting for approximately 21% of the consolidated total assets. Please refer to Notes 4, 5 and 16 of the consolidated financial statements for detailed information. Management complies with IAS 36 “Impairment of Assets” by evaluating whether there are any signs indicating the investment properties may be impaired on each balance sheet date. Given the numerous assumptions involved, and the high uncertainty of accounting estimates, it was listed as one of the audit priorities this year.

Audit procedures

The audit procedures were carried out by CPAs as follows:

  1. Acquisition of the data concerning the company’s assessment of asset impairments according to cash generating units;

  2. Assessment of the reasonability of the management’s identification of impairment signs, assumptions and estimates used, such as the division of cash generating units, forecasting of cash flows, the appropriateness of the discount rate.

Miscellaneous

Formosan Rubber Group Inc. has prepared its individual financial statements for 2019 and 2018, and the auditors have issued an unqualified opinion. Both the statements and the Auditors’ Report are provided for reference.

Responsibility of the management and governance unit for the consolidated financial statements

The responsibility of the management is to prepare the adequately expressed financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), interpretations as well as interpretation announcements recognized and announced effective by the Financial Supervisory Commission, and maintain the internal control required by the preparation of the consolidated financial statements, so as to ensure that the consolidated financial statements do not have any material misstatement resulting from corruption or errors.

5

Unless that the management plan to liquidate Formosan Rubber Group Inc. and its subsidiaries or stop the business or there are no other practical and feasible measures except liquidation or business closure, the responsibility of the management for preparing the financial statements includes assessment of Formosan Rubber Group Inc. and its subsidiaries’ competence in continuing business operation, disclosure of relevant items and adoption of the business continuation accounting basis.

The governance unit (including the supervisors) of Formosan Rubber Group Inc. and its subsidiaries is liable to supervise the financial reporting process.

Auditor’s responsibilities for the audit of consolidated financial statements

The purpose of our audit of the consolidated financial statements is to obtain reasonable assurance about whether any material misstatement resulting from corruption or errors is existent in the overall consolidated financial statements, and issue the audit report. The reasonable assurance referred to here is a high degree of assurance. Nevertheless, the audit executed in accordance with the generally accepted auditing standards cannot guarantee that the material misstatement existing in the consolidated financial statements can be detected. A misstatement may result from errors or corruption. If the individual amount or compiled amount of a misstatement can be reasonably expected to impact the economic policy made by the user of the consolidated financial statements, it shall be regarded as a material factor.

When conducting the audit according to the generally accepted auditing standards, we used our professional judgment and kept professionally doubtful about dubious things. We also executed the following tasks:

  1. Recognize and assess the risk of the material misstatement resulting from corruption or errors; design and take the appropriate coping strategy for the assessed risk; obtain sufficient and pertinent audit evidence as the basis of the audit opinions. Given that corruption may involve conspiracy, falsification, deliberate omission, misstatement or transgression of the internal control, the risk in the failure in detecting the material misstatement resulting from corruption is higher than that resulting from errors.

  2. Understand the necessity for obtaining the internal control associated with the audit, so as to design the audit procedure appropriate under the condition at the time. However, the purpose of it is not to express the opinion on the efficacy of Formosan Rubber Group Inc. and its subsidiaries’ internal control.

6

  1. Assess the propriety of the accounting policy adopted by the management and the rationality of the accounting estimation and relevant disclosures.

  2. Conclude if the business continuation accounting basis adopted by the management is proper, and whether the material doubtful event or circumstance likely incurred from the competence of Formosan Rubber Group Inc. and its subsidiaries’ continuing business operation has any material uncertainty according to the acquired audit evidence. If we consider material uncertainty existent in such event or circumstance, we shall remind the user of the consolidated financial statements to pay attention to the relevant disclosures of the consolidated financial statements through our audit report, or modify the audit opinion when such disclosures are not applicable. Our conclusion is made according to the audit evidence acquired until the audit report day. However, the development of future events or circumstances is also likely to bring about Formosan Rubber Group Inc. and its subsidiaries’ incompetence to continue its business operation.

  3. Assess the overall representation, structure and content of the consolidated financial statements (including the relevant notes) and check if the related transactions and events are adequately represented in the consolidated financial statements.

  4. Acquire sufficient and pertinent audit evidence from the financial information of individual entities composed in the Formosan Rubber Group Inc. and its subsidiaries, so as to express opinions on the consolidated financial statements. We are responsible for the guidance, supervision and execution of the Group’s audit cases, and form the Formosan Rubber Group Inc. and its subsidiaries audit opinions. The items communicated between us and the governance unit cover the planned

audit scope and time and material audit findings (including the significant defects of internal control recognized in the audit process).

We also provide the governance unit with the fact that the personnel of our office who have been required for audit independence have complied with the independent statement stipulated in the Rules of Professional Ethics for Certified Public Accountants of the Republic of China, and communicated with the governance unit for any relations which are likely considered to impact CPA’s independence and other items (including relevant protection measures).

7

According to the items communicated with the governance unit, we have determined the key item of our audit of Formosan Rubber Group Inc. and its subsidiaries’ 2019 consolidated financial statements, in which we have described the item in our audit report. Except for the specific items which are not allowed to be publicly disclosed as prescribed by laws and regulations or under a rare situation, we have decided not to communicate specific matters in our audit report because we have reason to believe that the negative influence of the communication is greater than the positive influence on the public interest.

BAKER TILLY CLOCK & CO.

March 20 , 2020

Notes to Readers

The accompanying consolidated financial statements are intended only to present the consolidated financial position, financial performance and its cash flows in accordance with the accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit (or review) such consolidated financial statements are those generally accepted and applied in the Republic of China.

The auditors’ report and the accompanying consolidated financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language auditors’ report and consolidated financial statements, the Chinese version shall prevail.

8

Formosan Rubber Group Inc. and Its Subsidiaries

Consolidated Balance Sheet

Dec. 31, 2019 and 2018

Unit: In Thousands of NTD Unit: In Thousands of NTD Unit: In Thousands of NTD Unit: In Thousands of NTD
Assets Note Dec. 31, 2019 Dec. 31, 2018
Accounting item Amount Amount
Current assets
Cash and cash equivalents
Financial assets at fair value through profit
or loss-current
Financial assets at fair value through other
comprehensive income - current
Notes receivable, net
Accounts receivable, net
Other receivables
Current tax assets
Inventories
Real estate for sale and real estate under
construction
Prepayments
Other financial assets-current
Other current assets-other
Non-current assets
Financial assets at fair value through other
comprehensive income - non-current
Investments accounted for using equity
method
Property, plant and equipment
Right-of-use assets
Investment property, net
Deferred tax assets
Prepayments for equipment
Refundable deposits
Other financial assets - non-current
Other non-current assets, others
6
7

8
9
9
10
11
12
8
13
14
15
16
27
12
$ 8,575,654 66 $ 9,877,351 70
956,286

2,715,634
35,082
92,861
1,044
9,807
257,247
4,305,695
35,682
165,214
1,102
8

21

1


2
33

1
812,174
16,041
2,410,981
30,895
151,188
9,525

439,322
5,306,792
64,834
634,359
1,240
6

17

1


3
38

5
4,403,780 34 4,246,739 30
557,828
77,564
891,585
46,717
2,764,532
34,090
822
8,322
20,000
2,320
4
1
8

21




364,551
60,214
942,204

2,821,479
23,289
48
11,384
20,828
2,742
3

7

20




Total assets $ 12,979,434 100 $ 14,124,090 100

(The attached notes constitute a part of the consolidated financial statements.)

9

Formosan Rubber Group Inc. and Its Subsidiaries

Consolidated Balance Sheet (Continued)

Dec. 31, 2019 and 2018

Unit: In Thousands of NTD Unit: In Thousands of NTD Unit: In Thousands of NTD Unit: In Thousands of NTD
Liabilities & equity Note Dec. 31, 2019 Dec. 31, 2018
Accountingitem Amount Amount
Current liabilities
Short-term borrowings
Short-term notes and bills payable
Contract liabilities
Notes payable
Accounts payable
Other payables
Current tax liabilities
Lease liabilities-current
Other current liabilities
Non-current liabilities
Deferred tax liabilities
Non-current lease liabilities
Net defined benefit liability
Guarantee deposits received
Total liabilities
Equity attributable to owners of parent
Share capital
Capital surplus
Retained earnings
Legal reserve
Special reserve
Unappropriated retained earnings
Other equity interest
Exchange differences on translation of
foreign financial statements
Unrealized gains (losses) on financial assets
measured at fair value through other
comprehensive income
Treasury stocks
Non-controlling interests
Total equity
17
18
11、21
31
15
27
15
19
20
20
$ 1,919,580 15 $ 3,544,274 26
860,000
399,548

395,698
87,820
20,144
133,717

5,281
17,372
7
3
3
1

1


2,020,000
719,643
456,955
123,610
45,126
153,726
7,359

17,855
15
5
4
1

1


254,232 2 220,894 1
166,455
41,688
3,688
42,401
2


169,805

6,728
44,361
1


2,173,812 17 3,765,168 27
10,806,639 83 10,359,932 73
3,500,000 27 3,700,000 26
466,463 4 492,836 3
6,672,834 51 6,473,080 46
1,526,788
358,637
4,787,409
12
2
37
1,505,207
319,584
4,648,289
11
2
33
167,342 1 (44,611)
(7,448)
174,790

1
1,392
(46,003)

(261,373) (2)
(1,017) (1,010)
10,805,622 83 10,358,922 73
Total liabilities & equity $ 12,979,434 100 $ 14,124,090 100

(The attached notes constitute a part of the consolidated financial statements.)

10

Formosan Rubber Group Inc. and Its Subsidiaries

Consolidated Comprehensive Income Statement

From Jan. 1 to Dec. 31, 2019 and 2018

Unit: In Thousands of NTD Unit: In Thousands of NTD Unit: In Thousands of NTD
Accounting item Note 2019 2018
Amount Amount
Operating revenue
Operating costs
Gross profit
Operating expenses
Selling expenses
General and administrative expenses
Research and development expenses
Expected credit impairment (loss) gain
Operating profit
Non-operating income and expenses
Other income
Other gains and losses
Finance costs
Shares of (loss) profit of associate
Income before income tax
Income tax (expense) profit
Net income
Other comprehensive income
Items that will not be reclassified subsequently
to profit or loss
Remeasurements of defined benefit plans
Unrealized gains (losses) on valuation of
investments in equity instruments
measured at fair value through other
comprehensive income
Shares of other comprehensive (loss) income
of associates
Income tax benefit related to items that will
not be reclassified subsequently
Items that may be reclassified subsequently to
profit or loss
Exchange differences arising on translation
of foreign operations
Unrealized loss on valuation of investments
in debt instruments measured at fair value
through other comprehensive income
Shares of other comprehensive (loss) income
of associates
Income tax related to items that may be
reclassified subsequently
Total comprehensive income for the year
Net income attributable to:
Shareholders of the parent
Non-controlling interests
Total comprehensive income attributable to:
Shareholders of the parent
Non-controlling interests
Earnings per share (NT dollars)
Basicearnings per share
Dilutedearnings per share
21
22
23
24
25
27
22
27
27
28
$ 2,701,777
(2,040,089)
100
(76)
$ 1,373,818
(1,043,338)
100
(76)
661,688
(237,875)
24
(8)
330,480
(229,285)
24
(17)
(92,754)
(133,580)
(13,097)
1,556
(3)
(5)

(88,779)
(130,767)
(13,056)
3,317
(6)
(10)
(1)
423,813 16 101,195 7
128,874 5 159,232 12
175,518
(34,290)
(19,630)
7,276
7
(1)
(1)
176,268
9,492
(21,870)
(4,658)
13
1
(2)
552,687
(13,737)
21
(1)
260,427
(44,632)
19
(3)
538,950 20 215,795 16
184,067 6 (33,634) (3)
177,251 6 (44,031) (3)
2,542
165,092
10,074
(457)

6

(3,690)
(44,232)
(2,097)
5,988

(3)

6,816 10,397
(11,050)
19,570

(1,704)



4,666
2,662

3,069



$ 723,017 26 $ 182,161 13
$ 538,957
(7)
20
$ 215,802
(7)
16
$ 723,024
(7)
26
$ 182,168
(7)
13
$ 1.54
$ 1.54
$ 0.59
$ 0.59

(The attached notes constitute a part of the consolidated financial statements.)

11

Formosan Rubber Group Inc. and Its Subsidiaries Consolidated Statement of Changes in Equity

From Jan. 1 to Dec. 31, 2019 and 2018

Unit: In Thousands of NTD

Item 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 owners ofthe parent Non-
controlling
interests
Total equity
Capital Capital surplus Retained earnings Otherequityinterest Treasury stocks
Subtotal
Legal reserve Special reserve Undistributed
earnings
Exchange
differences on
translation of
foreign financial
statements

Unrealized
gains (losses)
from financial
assets measured
at fair value
through other
comprehensive
income
Unrealized
gains (losses) on
available-for-
sale financial
asset
Balance ofJan.1,2018 $ 3,800,000 $ 506,026 $ 1,486,283 $ 498,725 $ 4,527,616 $ (2,428) $ - $ 22,951 $ (1,332) $10,837,841 $ (1,003) $10,836,838
Effects of retrospective application 3,620 19,331 (22,951)
Balance at January1,2018 (Adjusted) 3,800,000 506,026 1,486,283 498,725 4,531,236 (2,428) 19,331 (1,332) 10,837,841 (1,003) 10,836,838
Legal reserve appropriated
Cash dividend
Reversal of special reserve
Net income in 2018
Other comprehensive income
for 2018, net of income tax
Total comprehensive income
(loss) in 2018
Purchase of treasury share
Retirement of treasury share
Disposal of financial assets at fair
value through other
comprehensive income - equity
instruments




18,924



(179,141)
(18,924)
(240,500)
179,141









(240,500)



(240,500)




215,802
(2,515)

3,820

(34,939)


215,802
(33,634)
(7)
215,795
(33,634)
213,287 3,820 (34,939) 182,168 (7) 182,161

(100,000)

(13,190)





(46,346)
30,395




(30,395)


(419,577)
159,536
(419,577)



(419,577)

Balance of Dec. 31,2018 3,700,000 492,836 1,505,207 319,584 4,648,289 1,392 (46,003) (261,373) 10,359,932 (1,010) 10,358,922
Legal reserve appropriated
Cash dividend
Special reserve appropriated
Reversal of special reserve
Net income in 2019
Other comprehensive income
for 2019, net of income tax
Total comprehensive income
(loss) in 2019
Purchase of treasury share
Retirement of treasury share
Disposal of financial assets at fair
value through other
comprehensive income - equity
instruments






21,581




44,610
(5,557)
(21,581)
(238,000)
(44,610)
5,557













(238,000)





(238,000)





538,957
2,034

(8,840)

190,873


538,957
184,067
(7)
538,950
184,067
540,991 (8,840) 190,873 723,024 (7) 723,017

(200,000)

(26,373)





(73,317)
(29,920)




29,920


(38,317)
299,690
(38,317)



(38,317)

Balance of Dec. 31,2019 $ 3,500,000 $ 466,463 $ 1,526,788 $ 358,637 $ 4,787,409 $ (7,448) $ 174,790 $ - $ - $10,806,639 $ (1,017) $10,805,622

(The attached notes constitute a part of the consolidated financial statements.)

12

Formosan Rubber Group Inc. and Its Subsidiaries

Consolidated Statement of Cash Flows

From Jan. 1 to Dec. 31, 2019 and 2018

Unit: In Thousands of NTD
From Jan. 1 to
Dec. 31, 2019
From Jan. 1 to
Dec. 31, 2018
Amount
Amount
$ 552,687
$ 260,427
123,648
116,006
(1,556)
(3,317)
(1,240)
(44)
19,630
21,870
(20,904)
(32,002)
(146,399)
(134,556)
(7,276)
4,658
(388)
(30)
(696)

29,998

1,494

(4,329)
20,441
60,025
8,300
9,474
(1,253)
182,075
(26,661)
1,001,097
(12,779)
29,152
(172,833)
96
(94)
(35,790)
2,202
(24,982)
(4,410)
(19,539)
41,130
(61,257)
219,647
(464)
(424)
(19)
(429)
(498)
(1,228)
1,684,039
304,621
Unit: In Thousands of NTD
From Jan. 1 to
Dec. 31, 2019
From Jan. 1 to
Dec. 31, 2018
Amount
Amount
$ 552,687
$ 260,427
123,648
116,006
(1,556)
(3,317)
(1,240)
(44)
19,630
21,870
(20,904)
(32,002)
(146,399)
(134,556)
(7,276)
4,658
(388)
(30)
(696)

29,998

1,494

(4,329)
20,441
60,025
8,300
9,474
(1,253)
182,075
(26,661)
1,001,097
(12,779)
29,152
(172,833)
96
(94)
(35,790)
2,202
(24,982)
(4,410)
(19,539)
41,130
(61,257)
219,647
(464)
(424)
(19)
(429)
(498)
(1,228)
1,684,039
304,621
Item From Jan. 1 to
Dec. 31, 2019
From Jan. 1 to
Dec. 31, 2018
Amount Amount
Cash flows from operating activities:
Income before income tax
Adjustments for:
Depreciation expense
Expected credit impairment loss (gain)
Net loss (gain) on financial assets and (liabilities) at fair
value through loss (profit)
Interest expense
Interest income
Dividend income
Share of loss (profit) of associates
Loss (gain) on disposal of property, plant and equipment
Loss (gain) on disposal of investment properties
Loss (gain) on disposal of investments
Impairment loss on non-financial assets
Changes in operating assets and liabilities
Notes receivable
Accounts receivable
Other receivables
Inventories
Real estate for sale and real estate under construction
Prepayments
Other current assets
Notes payable
Accounts payable
Other payables
Contract liabilities
Receipts in advance
Other current liabilities
Net defined benefit liability
Cash generated from operations
$ 552,687
123,648
(1,556)
(1,240)
19,630
(20,904)
(146,399)
(7,276)
(388)
(696)
29,998
1,494
(4,329)
60,025
9,474
182,075
1,001,097
29,152
96
(35,790)
(24,982)
(19,539)
(61,257)
(464)
(19)
(498)
$ 260,427
116,006
(3,317)
(44)
21,870
(32,002)
(134,556)
4,658
(30)



20,441
8,300
(1,253)
(26,661)
(12,779)
(172,833)
(94)
2,202
(4,410)
41,130
219,647
(424)
(429)
(1,228)
1,684,039 304,621

13

Formosan Rubber Group Inc. and Its Subsidiaries

Consolidated Statement of Cash Flows (Continued)

From Jan. 1 to Dec. 31, 2019 and 2018

Unit: In Thousands of NTD
From Jan. 1 to
Dec. 31, 2019
From Jan. 1 to
Dec. 31, 2018
Amount
Amount
19,910
33,921
146,399
134,556
(20,090)
(22,273)
(47,173)
(26,055)
1,783,085
424,770

(390,424)
(518,686)

34,518
151,304

8,000
7,264


(6,622)

17,281
6,830
(11,753)
(112,695)
687
30
3,062
(101)
1,008

828
14,427
469,145
1,234,043
422
422
(774)
61,199
132,000
837,415
(1,160,000)
(632,000)
(320,095)
100,156
(1,960)
2,334
(6,182)

(238,000)
(240,500)
(38,317)
(419,577)
(1,764,554)
(1,189,587)
(6,419)
781
144,112
73,379
812,174
738,795
$ 956,286
$ 812,174
Unit: In Thousands of NTD
From Jan. 1 to
Dec. 31, 2019
From Jan. 1 to
Dec. 31, 2018
Amount
Amount
19,910
33,921
146,399
134,556
(20,090)
(22,273)
(47,173)
(26,055)
1,783,085
424,770

(390,424)
(518,686)

34,518
151,304

8,000
7,264


(6,622)

17,281
6,830
(11,753)
(112,695)
687
30
3,062
(101)
1,008

828
14,427
469,145
1,234,043
422
422
(774)
61,199
132,000
837,415
(1,160,000)
(632,000)
(320,095)
100,156
(1,960)
2,334
(6,182)

(238,000)
(240,500)
(38,317)
(419,577)
(1,764,554)
(1,189,587)
(6,419)
781
144,112
73,379
812,174
738,795
$ 956,286
$ 812,174
Item From Jan. 1 to
Dec. 31, 2019
From Jan. 1 to
Dec. 31, 2018
Amount Amount
Interest received
Dividends received
Interest paid
Income tax paid
Net cash (used in) generated by operating activities
Cash flows from investing activities:
Cash paid for acquisition of financial assets at fair value
through other comprehensive income
Proceeds from financial assets at fair value through other
comprehensive income
Return of capital from financial assets at fair value through
other comprehensive income
Cash paid for financial assets at fair value through profit or
loss
Proceeds from financial assets at fair value through profit or
loss
Acquisition of property, plant and equipment
Proceeds from disposal of property, plant and equipment
(Increase) refundable deposits
Proceeds from disposal of investment properties
(Increase) decrease in notes and accounts receivable
(Increase) decrease in other financial assets
(Increase) decrease in other non-current assets
(Increase) decrease in prepayments for equipment
Net cash (used in) generated by investing activities
Cash flows from financing activities:
Increase (decrease) in short-term borrowings
Increase (decrease) in short-term notes and bills payable
Increase (decrease) in guarantee deposits received
Payments of lease liabilities
Cash dividends paid
Payments to acquire treasury shares
Net cash (used in) generated by financing activities
Effect of exchange rate changes on cash and cash equivalents
Net Increase (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of year
Cash and cash equivalents at end ofyear
19,910
146,399
(20,090)
(47,173)
33,921
134,556
(22,273)
(26,055)
1,783,085 424,770

(390,424)

34,518

8,000



17,281
(11,753)
687
3,062
1,008
828
469,145
422
(774)
(518,686)
151,304
7,264
(6,622)
6,830
(112,695)
30
(101)

14,427
1,234,043
422
61,199
132,000 837,415
(1,160,000)
(320,095)
(1,960)
(6,182)
(238,000)
(38,317)
(632,000)
100,156
2,334

(240,500)
(419,577)
(1,764,554) (1,189,587)
(6,419) 781
144,112
812,174
73,379
738,795
$ 956,286 $ 812,174

(The attached notes constitute a part of the consolidated financial statements.)

14

Formosan Rubber Group Inc. and Its Subsidiaries Notes to Consolidated Financial Statements

From Jan. 1 to Dec. 31, 2019 and 2018

(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)

1. Company profile

Formosan Rubber Group Inc. (hereafter referred to as the “FRG”) was founded in 1963 under the Company Act of the Republic of China. The company produces and markets rubber sheets, plastic sheets, plastic foam sheets and PVC resin sheets, as well as the relevant materials. In order to diversity its operations, FRG started in September 1995 the property development business and the leasing, sale and management operations for its own properties and land. FRG became a listed company on the Taiwan Stock Exchange in March 1992.

The consolidated financial statements consist of FRG and its subsidiaries (collectively the “ Company”).

2. Date and procedure approving financial statements

The consolidated financial statements were approved and published by the board of directors on March 20, 2020.

3. Applicability of newly published and amended standards 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 as endorsed by FSC effective from 2019 are as follows:

from 2019 are as follows:
New Standards, Interpretations and Amendments Effective date by
International Accounting
Standards Board
Prepayment features with negative compensation (amendments to
IFRS 9)
IFRS 16, Leases
Plan amendment, curtailment or settlement (amendments to IAS
19)
Long-term interests in associates and joint ventures (amendments
to IAS 28)
IFRIC 23, Uncertainty over income tax treatments
Annual improvements to IFRSs 2015-2017 cycle
January 1, 2019
January 1, 2019
January 1, 2019
January 1, 2019
January 1, 2019
January 1, 2019

Except for the following, the Company believes that the initial adoption of the

abovementioned standards or interpretations would not have a material impact

on its accounting policies.

15

IFRS 16, Leases

IFRS 16 sets out the accounting standards for leases that will supersede IAS 17 “Leases”, IFRIC 4 “Determining whether an Arrangement contains a Lease”, and a number of related interpretations.

Definition of a lease

Upon initial application of IFRS 16, the Company will elect to apply the guidance of IFRS 16 in determining whether contracts are, or contain, a lease only to contracts entered into (or changed) on or after January 1, 2019. Contracts identified as containing a lease under IAS 17 and IFRIC 4 will not be reassessed and will be accounted for in accordance with the transitional provisions under IFRS 16.

The Company as lessor

The Company will not make any adjustments for leases in which it is a lessor and will account for those leases with the application of IFRS 16 starting from January 1, 2019.

The Company as lessee

Upon initial application of IFRS 16, the Company will recognize right-of-use assets, or investment properties if the right-of-use assets meet the definition of investment properties, and lease liabilities for all leases on the consolidated balance sheets except for those whose payments under the low-value asset and short-term leases will be recognized as expenses on a straight-line basis. On the consolidated statements of comprehensive income, the Company will present the depreciation expense charged on right-of-use assets separately from the interest expense accrued on lease liabilities; interest is computed using the effective interest method. On the consolidated statements of cash flows, cash payments for the principal portion of lease liabilities will be classified within financing activities; cash payments for the interest portion will be classified within operating activities. Currently, payments under operating lease contracts are recognized as expenses on a straight-line basis.

16

The Company anticipates applying IFRS 16 retrospectively with the cumulative effect of the initial application of this standard recognized on January 1, 2019. Comparative information will not be restated.

The Company accounts for those leases which the lease term ends on or before December 31, 2019 as short-term leases.

The weighted average lessee’s incremental borrowing rate applied to lease liabilities recognized on January 1, 2019 is 1.09%. The difference between the lease liabilities recognized and future minimum lease payments of non-cancellable operating lease commitments disclosed on December 31, 2018

is explained as follows:

is explained as follows:
The future minimum lease payments of
non-cancellable operating lease commitments on
December 31, 2018
Less: Recognition exemption for short-term leases
Undiscounted amounts on January 1, 2019
Discounted amounts using the incremental borrowing
rate on January 1, 2019
Lease liabilities recognized on January 1, 2019
$ 56,260
(254)
$ 56,006
$ 53,151
$ 53,151

The impact on assets, liabilities and equity as of January 1, 2019 from the initial application of IFRS 16 is set out as follows:

Right-of-use assets
Lease liabilities
Carrying Amount as
of December 31,
2019
Adjustments Arising
from Initial
Application
Adjusted Carrying
Amount as of
January 1, 2019
$ - $ 53,151 $ 53,151
$ - $ 53,151 $ 53,151
  • (2) Effect of new issuances of or amendments to IFRSs as endorsed by the FSC but

not yet adopted by the Company

New standards, interpretations and amendments endorsed by FSC effective from 2020 are as follows:

New Standards, Interpretations and Amendments

Amendments to IAS 1 and IAS 8 “Definition of Material” Amendments to IFRS 3 “Definition of a Business” Amendments to IFRS 9, IAS 39 and IFRS 7 “Interest Rate Benchmark Reform”

Effective date by International Accounting Standards Board January 1, 2020 January 1, 2020 January 1, 2020

17

The Company believes that the initial adoption of abovementioned standards or interpretations would not have a material impact on its accounting policies.

  • (3) The IFRSs issued by IASB but not yet endorsed by FSC

As of the date the following IFRSs that have been issued by the IASB, but not yet endorsed by the FSC:

New Standards, Interpretations and Amendments

Effective Date Issued by IASB

Sale or contribution of assets between an investor and its associate To be determined by IASB or joint venture (amendments to IFRS 10 and IAS 28) IFRS 17, Insurance Contracts January 1, 2021

The Company believes that the initial adoption of abovementioned standards or

interpretations would not have a material impact on its accounting policies.

4. Summary of significant accounting policies

(1) Compliance statement

This is the Company’s first set of consolidated financial statements prepared according to the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS) and IFRIC as well as interpretation announcements approved by the FSC.

(2) Preparation bases

Other than the financial assets measured at the fair value and the pension liability recognized with the net value (assets less the present value of the liabilities due to defined benefits), the consolidated financial statements are based on historical costs, usually the fair value paid for the acquisition of assets.

(3) Consolidated bases

The consolidated financial statements include the financials of FRG and the entities (subsidies) it controls.

The consolidated comprehensive income statement has incorporated the operating incomes or losses of the acquired or disposed subsidiaries as of the dates of acquisition or disposal. Other comprehensive incomes of the subsidiaries are contributions to the FRG’s owner’s equity and non-controlling interests. In other words, the non-controlling interests are the loss balance.

18

The financial reporting of subsidiaries has been appropriately adjusted so that their accounting policies are consistent with the Company.

All the major transactions, balances, gains and losses between the Company and consolidated entities have been completely eliminated upon consolidation. In case of any change in the ownership’ equity of subsidies without causing the Company to use the control over the subsidies, such changes are treated as equity transactions. In order to reflect the corresponding change to the Company’s shareholders’ equity and non-controlling interests, the book values shall be adjusted. The delta between the adjustment in non-controlling interests and the fair value paid or received shall be recognized as part of the Company’s owners’ equity.

Upon the loss of the control over a subsidiary, the gain or loss from the disposal is the delta between the following: (1) the sum of the fair values charged for the assets and the fair value for the residual investment into the former subsidiary as of the date of control loss; (2) the sum of the book values for the assets (including goodwill), liabilities and non-controlling interests of the former subsidiary as of the date of control loss. All the values recognized for the subsidiary concerned in other comprehensive incomes and the accounting treatment for the disposal of the relevant assets or liabilities must comply with the same basis.

The residual investment in the former subsidiary is based on the fair value on the date of control loss.

  • A. The detailed information of subsidiaries included in the consolidated financial statements, as follows:
Investing company Subsidiary Percentage of shares held bythis Company Percentage of shares held bythis Company
Dec. 31, 2019 Dec. 31, 2018
FRG
FRG
FRG
Da-Guan Recreation
Company (Taiwan)
Ban Chien Development
Co., Ltd. (Taiwan)
FRG US Corp. (San
Francisco)
80%
100%
100%
80%
100%
100%

19

  • a. Da-Guan Recreation Company is engaged in the operation of golf driving ranges and amusement parks and the trading of sports equipment. It has suspended businesses upon the approval from competent authorities.

  • b. Ban Chien Development Co., Ltd. is engaged in the development of residential and commercial buildings for renting and selling. The construction of such buildings is outsourced.

  • c In order to jointly invest in the development project of 950 Market Street in San Francisco, USA with Continental Construction Group, the establishment of FRG US Corp. was approved by the board of directors in 2017, with an investment limit of USD 20,000 thousand. Its main businesses are real estate investment, development and rental and sales of premises.

    • As of December 31, 2019 and 2018, FRG has remitted Investment fund of NT$460,142 thousand (USD15,012 thousand) and NT$221,224 thousand (USD7,270 thousand) respectively.
  • d. The financial statements of the consolidated subsidiaries are based on their audited financial statements during the same period.

  • B. Subsidiaries not included in the consolidated financial statements:

The major business site of the Company’s subsidiary Kingshale Industrial Limited is in Hong Kong and the Company has held 99.99% of the subsidiary’s voting shares and ownership. The subsidiary is an intermediary company entrusted by the Company to transfer its investment in mainland China. For the current period, Kingshale Industrial Limited did not have any material transactions with the Company, and it did not have any material assets and liabilities left at the end of the period either. Hence, it was not included in the consolidated financial statement as an entity.

  • C. Subsidiaries that have non-controlling interests that are material to the Company: none

20

(4) Foreign Currency

The individual financial statements for the consolidated entities are prepared and presented in the functional currency for these entities (i.e. the currency used in the economy they operate in). The functional currency and the presentation currency of FRG’s consolidated financial statements is NT Dollars. All the financial performances and statuses are converted into the NT dollars for the preparation of the consolidated statements.

Any transactions not in the functional currency shall be converted and recognized according to the exchange rate on the transaction dates in the preparation of the individual financial statements for the consolidated entities. The monetary items in foreign currencies shall be recalculated according to the spot exchange rate on the end-of-the-period date. Any difference resultant from exchange rates shall be recognized as profits or losses during the period. The non-monetary items in foreign currencies measured with the fair value shall be recalculated according to the exchange rate on the date of fair value determination. Any different resultant from exchange rates shall be recognized as profits or losses during the period. However, any difference as a result of changes in the fair value shall be recognized as other comprehensive incomes or losses. The non-monetary items in foreign currencies measured by historical costs shall not be recalculated.

For the purpose of presenting consolidated financial statements, the functional currencies of the group entities are translated into the presentation currency, the New Taiwan dollar, as follows: Assets and liabilities are translated at the exchange rates prevailing at the end of the reporting period; and income and expense items are translated at the average exchange rates for the period. The resulting currency translation differences are recognized in other comprehensive income.

On the disposal of a foreign operation, all of the exchange differences accumulated in equity in respect of that operation attributable to the owners of the Corporation are reclassified to profit or loss.

21

In relation to a partial disposal of a subsidiary that does not result in the Corporation losing control over the subsidiary, the proportionate share of accumulated exchange differences is re-attributed to non-controlling interests of the subsidiary and is not recognized in profit or loss. For all other partial disposals, the proportionate share of the accumulated exchange differences recognized in other comprehensive income is reclassified to profit or loss.

(5) Standards to classify current and non-current assets and liabilities

The basis for current and non-current assets and liabilities for the real estate development business is based on the operating cycle. All the other items following the principles below:

Current assets are the assets held for trading purposes or expected to be realized or exhausted within one year. Any assets not classified as current are non-current assets. Current liabilities are the liabilities held for trading purposes or expected to be repaid within one year. Any liabilities not classified as current are non-current liabilities.

(6) Cash equivalents

Cash equivalents can be converted into a fixed amount of cash at any time. They are short-term, highly liquid investments with minimum changes in value. Bank overdrafts, a credit facility that can be immediately repaid, are part of the Company’s cash management. They are reported under cash and cash equivalents in the statement of cash flows, and as an item in short term loans in current liabilities on the balance sheet.

(7) Inventory and real estate for sale and real estate under construction

Measured with the lower of costs or net realizable value. Inventory cost is calculated with the weighted averaging method. The cost allocation over sold and unsold real estate for sale and real estate under construction is based on either selling prices or floor spaces. However, this cannot be changed for the same project during different years. Net realizable value refers to the balance of estimated selling prices less the estimated costs to complete the construction and the estimated costs to complete the sale.

22

(8) Investments accounted for under equity method

Investments in associates are reported according to the equity method.

Associates are the companies over which FRG has significant influence. Associates are not entitles of subsidiaries.

The investment in associates shall be recognized as costs under the equity method. After the asset acquisition, the book value shall change in line with the Company’s share of profits and losses, other comprehensive income and profit distributions. Meanwhile, the recognized equity value of the associates also changes in line with any increase or decrease in the Company’s shares.

If the Company does not subscribe to the new shares of associates on a pro-rata basis according to existing holdings, and any increase or decrease is incurred to the percentage of the Company’s holdings and hence net equity value of the investment, the adjustment shall be reflected with the change in capital surplus and according to the equity method. If the Company has not subscribed or acquired to new shares on a pro-rata basis and seen a reduction in its stake in the associates, the amounts recognized in other comprehensive income and the reclassification as a result of the values for the associates concerned should have the same basis for accounting treatment as if the assets or the liabilities of the associates were directly disposed. Any debit should be made from the capital surplus. However, if the capital surplus is insufficient for debits incurred by investments under the equity method, the debit may be drawn from retained earnings.

The residual investment of the previous associates should be measured with the fair value on the date of loss of significant influence. The delta between the sum of the fair value of the residual investment and the disposal amounts and the book value of the investment on the date of loss of significant control shall be recognized in the income statement during the period. Meanwhile, the values recognized in relation to the associates concerned in other comprehensive income shall have the same accounting basis as if the assets or the liabilities of the associates were directly disposed.

23

Only the profits and losses resultant from upstream, downstream and lateral transactions with associates not relevant to the Company’s stake in the associates can be recognized in the consolidated financial statements.

(9) Property, plant and equipment

The property, plant and equipment are listed in accordance with cost less depreciation and accumulated impairment. Cost shall include the incremental cost able to be directly attributed to acquisition or asset implementation.

Straight-line method is applied to depreciation, by indicating the amount of an asset within the durable service life offset its cost and less its residual value. All the major components of the non-current assets shall be depreciated on a standalone basis. Depreciation is accrued in accordance with the following durable service years: building, 3-55 years; machinery equipment, 3-26 years; transportation and other equipments, 3-24 years.

Estimated durable service life, residual value and depreciation method shall be reviewed at the end of the reporting period; prospective application shall be made for any impact on estimation change.

The profit or loss incurred during disposition or obsolescence of property, plant and equipment shall be recognized in the income statement with the differential amount between the disposition price and asset book account.

(10) Investment property

Only if investment properties is attempted for earning rental or capital appreciation or both may it be classified as the investment properties. The investment properties shall be measured according to its original cost, including related transaction cost, and related interest capitalization shall be made during the construction period. Cost model shall be applied to follow-up measurement, to be measured by cost less the amounts of accumulated depreciation and accumulated impairment.

In case straight-line method is applied to depreciation and building depreciation accrued by 23-50 years.

24

Estimated durable service life, residual value and depreciation method shall be reviewed at the end of the reporting period; prospective application shall be made for any impact on estimation change.

The profit or loss incurred during disposition or obsolescence of property, plant and equipment shall be recognized in the income statement with the differential amount between the disposition price and asset book account.

(11) Lease

2019

A. The Company as lessor

Leases are classified as finance leases whenever the terms of a lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases.

Lease payments (less any lease incentives payable) from operating leases are recognized as income on a straight-line basis over the terms of the relevant leases. Initial direct costs incurred in obtaining operating leases are added to the carrying amounts of the underlying assets and recognized as expenses on a straight-line basis over the lease terms.

When a lease includes both land and building elements, the Company assesses the classification of each element separately as a finance or an operating lease based on the assessment as to whether substantially all the risks and rewards incidental to ownership of each element have been transferred to the Company. The lease payments are allocated between the land and the building elements in proportion to the relative fair values of the leasehold interests in the land element and building element of the lease at the inception of a contract. If the allocation of the lease payments can be made reliably, each element is accounted for separately in accordance with its lease classification. When the lease payments cannot be allocated reliably between the land and building elements, the entire lease is generally classified as a finance lease unless it is clear that both elements are operating leases; in which case, the entire lease is classified as an operating lease.

25

B. The Company as lessee

The Company recognizes right-of-use assets and lease liabilities for all leases at the commencement date of a lease, except for short-term leases and low-value asset leases accounted for applying a recognition exemption where lease payments are recognized as expenses on a straight-line basis over the lease terms.

Right-of-use assets are initially measured at cost, which comprises the initial measurement of lease liabilities adjusted for lease payments made at or before the commencement date. Right-of-use assets are subsequently measured at cost less accumulated depreciation and impairment losses and adjusted for any remeasurement of the lease liabilities. Right-of-use assets are presented on a separate line in the consolidated balance sheets.

Right-of-use assets are depreciated using the straight-line method from the commencement dates to the earlier of the end of the useful lives of the right-of-use assets or the end of the lease terms.

Lease liabilities are initially measured at the present value of the lease payments, which comprise fixed payments and variable lease payments which depend on an index or a rate. The lease payments are discounted using the interest rate implicit in a lease, if that rate can be readily determined. If that rate cannot be readily determined, the Company uses the lessee’s incremental borrowing rate.

Subsequently, lease liabilities are measured at amortized cost using the effective interest method, with interest expense recognized over the lease terms. When there is a change in future lease payments resulting from a change in an index or a rate used to determine those payments, the Company remeasures the lease liabilities with a corresponding adjustment to the right-of-use assets. However, if the carrying amount of the right-of-use assets is reduced to zero, any remaining amount of the remeasurement is recognized in profit or loss. Lease liabilities are presented on a separate line in the consolidated balance sheets.

26

2018

The lease transaction of the Company is operating lease other than financial leasing; financial leasing refers to a leasing method where lease clauses almost transfer all risks and compensation of the subsidiary ownership to the lessee.

The income of operating lease shall be recognized as income according to straight-line basis during the lease period.

The payment of operating lease shall be recognized as expense according to straight-line basis during the lease period, unless there are other systematic methods which can better represent the time mode of economic efficiency consumption of a lease asset.

(12) Impairment of non-financial assets

The Company shall review the book amounts of tangible assets and intangible financial assets at the end of the reporting period to decide whether there is any impairment with such assets. In case it shows any impairment situation, the estimated recoverable amount of assets shall decide the recognized loss amount. In case there is no way of estimating the recoverable amount of an individual asset, the Company shall estimate the recoverable amount of the cash-generating unit of the said asset. In case it can be amortized according to a reasonable and conforming basis, shared assets shall also be amortized to an individual cash product sector. Otherwise it shall be amortized to the minimal cash-generating unit group according to a reasonable and conforming basis.

The recoverable amount shall be fair value less sales cost and its use value whichever is higher.

In case the recoverable amount of an asset or cash-generating unit is anticipated to be lower than the book amount, the book amount of the said asset or cash-generating unit shall be adjusted and decreased to its recoverable amount; any impairment loss shall be immediately recognized to the current profit and loss.

27

When any impairment loss reverses in a subsequent period, the book amount of asset or cash-generating unit shall be adjusted and increased to the estimated recoverable amount after revision, provided the book amount after increase shall be limited to the reasonable book amount under the situation when the said asset or cash-generating unit did not recognize an impairment loss in the past years (except for goodwill). The reversed impairment loss shall be immediately recognized to the current profit and loss.

(13) Employee benefits cost

The short-term employee benefits obligation is measured with the basis without discount, and shall be recognized as expenses when providing the related service. Concerning the anticipated payable amount concerning short-term cash bonus or a bonus sharing plan, if it is a current legal or prescribed obligation to be borne by a company due to the past service provided by employees, and the said obligation can be estimated in a reliable manner, such amount shall be listed as liability.

When an expense belongs to defined contribution plans, during the service period provided by employees, it is required to recognize the pension amount contributable as the current expense.

The cost of defined benefits (including service costs, net interests and re-measurements) shall be calculated according to the projected unit credit method. Service costs and net interests of the defined benefits liabilities shall be recognized as employee benefits expenses when incurred, or when the defined benefit plans is modified, shortened or repaid. The re-measurement shall be recognized as other comprehensive income and the retained earnings. There is not reclassification into profits and losses during subsequent periods.

Net defined benefit liabilities refer to the shortfall appropriation of the defined benefit retirement plan, whereas net defined benefit assets shall not exceed the plan’s refunded amount or may reduce the present value of the future appropriation amount.

28

(14) Financial Instrument

Financial assets and financial liabilities shall be recognized when the Company becomes a party of the said financial instrument clause.

Upon the original recognition of financial assets and financial liabilities, they shall be measured according to fair values. Upon the original recognition, concerning the acquired or distributed transaction cost directly attributable to financial assets and financial liabilities (except for the financial assets and financial liabilities classified as measurement according to fair value of profit and loss), it shall be increased or decreased from the fair values of the said financial assets or financial liabilities. The transaction costs of financial assets and financial liabilities directly attributable to the ones measured according to fair values through profit and loss shall be immediately recognized as profit and loss.

A. Financial assets

The convention trading of financial assets is recognized and removed by trading day accounting.

  • a. Type of measurement

Financial assets are classified into the following categories: financial assets at FVTPL, financial assets at amortized cost, and FVTOCI.

  • A) Financial asset at FVTPL

Financial assets measured at fair value through profit or loss are financial assets mandatorily measured at fair value through profit or loss and financial assets at fair value through profit or loss, designated as upon initial recognition. Financial assets mandatorily measured at fair value through profit or loss include investments in equity instruments that are not designated by the Company to be measured at fair value through other comprehensive income and investments in debt instruments that fail to meet the criteria as to be measured at amortized cost or at fair value through other comprehensive income.

29

Any gain or loss arising from remeasurement is recognized in profit or loss. The net gain or loss recognized in profit or loss incorporates any interest earned on the financial asset.

B) Measured at amortized cost

When a company after merger simultaneously meets the following two conditions in its investment in financial assets, the financial assets are classified as the ones carried at cost after amortization:

  • a) The financial assets are held under a specific operation mode, in which the purpose of the mode is to hold the financial assets in order to collect contract cash flows.

  • b) The cash flow generated on a specific date due to contract clauses is completely for the payment of the principal and the interest accrued from the outstanding principal amount.

Subsequent to initial recognition, financial assets measured at amortized cost are measured at amortized cost, which equals to carrying amount determined by the effective interest method less any impairment loss. Foreign exchange gains and losses are recognized in profit or loss.

Except for the two conditions below, the interest income is calculated by multiplying the effective interest rate by the total book value of the financial assets:

  • a) The interest income of the purchased or originated credit-impaired financial assets is calculated by multiplying the credit-adjusted effective interest rate by the cost of amortized financial assets.

  • b) The interest income of the financial assets which are not purchased or originated credit-impairment but subsequently become credit-impaired financial assets is calculated by multiplying the effective interest rate by the cost of amortized financial assets.

30

  • C) Investment in debt instruments measured at FVTOCI

Debt instruments that meet the following two conditions are classified as financial assets at fair value through other comprehensive income:

  • a) The debt instruments are held within a business model whose objective is to collect the contractual cash flows and to sell the financial assets; and

  • b) The contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

Investments in debt instruments at fair value through other comprehensive income are measured at fair value. Changes in the carrying amount of investments in debt instruments at fair value through other comprehensive income, such as interest revenue calculated using the effective interest method, gain (loss) on foreign exchange and impairment loss or gain on reversal, are recognized in profit or loss. Other changes in the carrying amount of such instruments are recognized in other comprehensive income and will be reclassified to profit or loss when such instruments are disposed of.

  • D) Investments in equity instruments at FVTOCI

On initial recognition, the Company may make an irrevocable election to

designate investments in equity instruments as at FVTOCI. Designation at FVTOCI is not permitted if the equity investment is held for trading or if it is contingent considerati on recognized by an acquirer in a business combination.

Investments in equity instruments at FVTOCI are subsequently measured at fair value with gains and losses arising from changes in fair value recognized in other comprehensive income and accumulated in other equity. The cumulative gain or loss will not be reclassified to profit or loss on disposal of the equity investments, instead, they will be transferred to retained earnings.

31

Dividends on these investments in equity instruments at FVTOCI are recognized in profit or loss when the Company’s right to receive the dividends is established, unless the dividends clearly represent a recovery of part of the cost of the investment.

B. Impairment of financial assets

At the end of each reporting period, a loss allowance for expected credit loss is recognized for financial assets at amortized cost (including accounts receivable) investments in debt instruments at fair value through other

comprehensive income, lease payments receivable due, and contract assets based on their expected credit losses on each balance sheet date.

The loss allowance for accounts receivable and lease payments receivable due is measured at an amount equal to lifetime expected credit losses. For financial assets at amortized cost, when the credit risk on the financial instrument has not increased significantly since initial recognition, a loss allowance is recognized at an amount equal to expected credit loss resulting from possible default events of a financial instrument within 12 months after the reporting date. If, on the other hand, there has been a significant increase in credit risk since initial recognition, a loss allowance is recognized at an amount equal to expected credit loss resulting from all possible default events over the expected life of a financial instrument.

The expected credit loss is calculated according to the average weighted credit loss in which the risk rated ratio of default occurrence is used in calculation. The 12-month expected credit loss represents the credit loss expected to occur to the financial instruments within 12 months after their reporting day due to possible default. The expected credit loss in the duration period refers to the credit loss expected to occur to the financial instruments in the expected duration period due to possible default.

32

The Company recognizes an impairment loss in profit or loss for all financial instruments with a corresponding adjustment to their carrying amount through a loss allowance account, except for investments in debt instruments that are measured at fair value through other comprehensive income, for which the loss allowance is recognized in other comprehensive income and does not reduce the carrying amount of the financial assets.

(15) Income recognition

After identifying the performance obligations of contracts with the customers, the Company allocates the transaction price to the performance obligations and recognizes revenue when performance obligations are met.

(16) Borrowing costs

The cost of borrowing for the funds directly used to acquire, construct or produce the assets (which will reach the status ready for use or available for sale after a long period of time) can be treated as part of the asset costs, until the completion of almost all the necessary activities to get the assets ready for use or available for sale.

Other than the above, all the borrowing costs shall be recognized in the income statement during the current period.

(17) Income tax

Income tax expenses include income taxes during the period and deferred income taxes, and should be recognized as income taxes in the profit and loss income, except for the income taxes during the period and deferred income taxes recognized as other comprehensive incomes or directly as an equity item.

A. Current tax

The current income tax is based on the taxed income of the said year. Since partial income and expense is taxable item or deductible of other years, or not attributing to taxable or deductible item in accordance with related tax laws, it causes the taxable income to differ from the reported net profit in the consolidated income statement. The related liabilities of the current income tax are calculated by the legislated or substantially legislated tax rate at the end of the reporting period. It is estimated by the income tax of the previous year, serving as the adjustment of the current income tax.

33

According to the provisions of Income Tax Law, The unallocated earnings of the Company adding 10% profit-seeking enterprise income tax shall be recognized as the current expense in the allocated earning year resolved in the shareholders’ meeting

B. Deferred tax

Deferred income tax is recognized by the temporary differential calculation generated from the taxation basis of book amounts of the recorded assets and liabilities and income through taxation calculation. Deferred income tax liabilities in general are recognized by the temporary differences of all future taxes payable. Deferred income tax assets are recognized by all likely future taxes less the deductible temporary difference in use.

Deferred income tax assets and deferred income tax liabilities may only be mutually offset when concurrently conforming to the following conditions: (1) a company has legal execution right to mutually offset the current income tax assets and income tax liabilities; and (2) deferred income tax assets and deferred income tax liabilities are levied by the same taxation authority towards the same tax payment major entity, or levied towards different tax payment corporate entities, yet each major entity attempts to, at each future period of the deferred income tax liabilities or assets pay-off or recovery of the major amount, pay off the current income tax liabilities and assets on net-amount basis, or concurrently realize assets and pay off liabilities.

The temporary differences in tax payables related to invested subsidiary company and associates are all recognized as deferred income tax liabilities, provided if the Company can control the time point of temporary difference reverse, and the said temporary differences may very likely not be reversed in the foreseeable future are excluded. The deferred income tax assets generated from the related deductible temporary differences to this kind of investment and equity can only be recognized in the gains very likely with sufficient taxable income used to realize the temporary differences, and be within the scope of reverse within the anticipated future.

34

The book amounts of deferred income tax assets shall be reviewed at the end of the reporting period, and adjust and decrease the book amounts for all or partial assets without sufficiently taxable income to serve it to recover. Concerning the ones originally not recognized deferred income tax assets, they shall also be reviewed at the end of the reporting period, and adjust and increase the book amounts for all or partial assets very likely to generate taxable income to serve it to recover.

The deferred income tax assets and liabilities are measured by expected liabilities pay-off or assets in realizing the current tax rate, while the said tax rate shall be based on the legislated or already substantially legislated tax rate at the end of the reporting period. The measurement of deferred income tax liabilities and assets shall reflect the tax consequences of a company generated in expected recovery or pay-off of the book amounts of its assets and liabilities at the end of the reporting period.

(18) Treasury stocks

The recovered issued stock shall be recognized as treasury stocks I accordance with the paid cost upon buy-back. In case the disposition price in disposing treasury stocks is higher than the book value, its difference shall be listed as capital surplus – treasury stocks trade; in case the disposition price in disposing treasury stocks is lower than the book value, its difference shall be offset the capital surplus generated from the trade of the treasury stocks of the same category of treasury stocks; in case of any deficit, it shall be debited to keep the surplus. Weighted average shall be applied to the book value of treasury stocks and be separately calculated in accordance with the recovery reasons.

Upon cancellation of treasury stocks, it shall be debited to keep the capital surplus – stock issue premium and share capital; in case its book value is higher than the total sum of par value and stock issue premium, its difference shall offset the capital surplus generated from the trade of the treasury stocks of the same category of treasury stocks; in case of any deficit, it shall be debited to offset retained earnings; in case the book value of treasury stocks is lower than the total amount of par value and stock issue premium, it shall be credited as the capital surplus generated from the trade of the treasury stocks of the same category of treasury stocks.

35

5. Citical Accounting Judgements, And Key Sources Of Estimation And Uncertainty

The Company upon applying the accounting policy stated in Note 4 provides related judgments, estimations and assumptions for the information acquired from other resources which are based on historical experience and other factors deemed crucial. The actual result may differ from what is estimated.

The Company shall be continuously reviewing estimations and basic assumptions. In case the revision of estimations would influence the current period, then the current recognition shall be revised in accounting estimations. In case the revision of accounting estimations would concurrently influence the current period and future period, then the estimations revision shall be recognized in both the current period and future period.

The following shows the information related to major assumptions made in the future, and other major sources of uncertainty at the end of the financial reporting period; the said assumptions and estimations have risks of causing book amounts of assets and liabilities to incur major adjustments in the following fiscal year.

  • (1) Evaluation of inventory and real estate for sale and real estate under construction

Since inventory and real estate for sale and real estate under construction shall be priced by cost and net cash realizable value whichever is lower, therefore the Company shall use judgments and estimations to determine the net cash realizable value at the end of the financial reporting period.

Since industry rapidly changes, the inventory and real estate for sale and real estate under construction of the Company at the end of the financial reporting period due to the amounts of normal wear and tear, obsolescence, or without market selling price, offsets its cost to decrease to its net cash realizable value. The evaluation of this inventory andreal estate for sale and real estate under constructionis mainly based on the product demand in the future specific period as estimation basis; therefore, it may generate major changes.

36

  • (2) Impairment evaluation of tangible assets and intangible assets (except for goodwill)

During the asset impairment evaluation process, the Company shall rely on subjective judgments and, with basis on asset use mode and rubber, real estate industry characteristics, determine independent cash flow asset durable years and future likely generated revenues and expenses of specific asset groups; any change in estimations from changes in economic status or corporate policies may likely cause major impairment in the future.

6. Cash and cash equivalents

Cash and cash equivalents
Cash and petty cash
Cash in bank
Cash equivalent
Commercial paper
Time deposits with maturity
Total
Dec. 31, 2019
$ 579
376,407
279,000
300,300
$ 956,286
Dec. 31, 2018
$ 572
197,220
246,342
368,040
$ 812,174
  1. Financial assets at fair value through profit or loss-current
7.Financial assets at fair value through profit or loss-current 7.Financial assets at fair value through profit or loss-current 7.Financial assets at fair value through profit or loss-current 7.Financial assets at fair value through profit or loss-current
Dec. 31, 2018
Current financial assets at fair value through profit or loss,
designated as upon initial recognition
Fund
$ 16,041
8.Financial assets at fair value through other comprehensive income
Dec. 31,2018
Dec. 31,2018
Equity instruments
Stock of domestic listed (OTC)
companies
$ 2,475,515
$ 2,377,533
Stock of emerging companies
7,860
7,860
Stock not classified to listed (OTC)
and emerging companies
174,107
182,107
Stock of foreign companies
449,370
222,319
Debt instruments
Financial bond

33,685
Plus (Less): adjustment of financial
assets for transaction
166,610
(47,972)
Total
$ 3,273,462
$ 2,775,532
Current
$ 2,715,634
$ 2,410,981
Non-current
$ 557,828
$ 364,551

Equity instruments
Stock of domestic listed (OTC)
companies
Stock of emerging companies
Stock not classified to listed (OTC)
and emerging companies
Stock of foreign companies
Debt instruments
Financial bond
Plus (Less): adjustment of financial
assets for transaction
Total
Current
Non-current

Dec. 31,2018
$ 2,475,515
7,860
174,107
449,370

166,610
$ 3,273,462
$ 2,715,634
$ 557,828
$ 2,377,533
7,860
182,107
222,319
33,685
(47,972)
$ 2,775,532
$ 2,410,981
$ 364,551

37

  • (1) The Company has signed a loan business trust contract with Chinatrust Commercial Bank, Co., Ltd. on July 1, 2010, by delivering the trust of partial listed (OTC) companies stocks to Chinatrust Commercial Bank, Co., Ltd. for management, use, while the beneficiary of the trust revenue was the Company, with the contract period ending on July 13, 2019.

  • (2) The Company signed a loan business trust contract with MasterLink Securities Corporation on June 5, 2015, delivering the trust of partial listed (OTC) companies stocks to MasterLink Securities Corporation for management, use, while the beneficiary of the trust revenue was the Company, with the contract period ending till an initiative termination of the trustor. Up to December 31, 2019, the share number and book amount of stock delivered for trust are respectively 9,200 thousand shares and NT$464,710 thousand.

9. Notes and accounts receivable ,net

Notes and accounts receivable ,net
Notes receivable
Allowance for doubtful accounts
Net amount
Accounts receivable
Allowance for doubtful accounts
Net amount
Dec. 31, 2019
$ 35,437
(355)
$ 35,082
Dec. 31, 2019
$ 97,429
(4,568)
$ 92,861
Dec. 31, 2018
$ 31,108
(213)
$ 30,895
Dec. 31, 2018
$ 157,454
(6,266)
$ 151,188
  • (1) The crediting period of the Company to a customer in principle shall be 30 days after the invoice date, while partial customers are credit time 30 days to 90 days. In addition to the actual credit impairment of individual customers, the Company makes reference to historical experience, considers the financial situation of individual customers and the industry, competitive advantage and prospects, and differentiates customers into different risk groups and incorporates forward-looking information. The expected loss rate of the Company recognizes the allowance loss.

38

(2)Aging analysis of accounts receivable of the Company is stated as follows:

Non past due
Past due less than 90 days
Past due 91-180 days
Past due 181-365 days
More than 366 days past due
Non past due
Past due less than 90 days
Past due 91-180 days
Past due 181-365 days
More than 366 days past due
Dec. 31, 2019
Carrying amount
of accounts
receivable
Expected credit
loss rate
Loss allowance for
lifetime expected
credit losses
$ 120,905
9,040
83
283
2,555
1~2%
2~5%
10~20%
50%
100%
Dec. 31, 2018
$ 2,006
204
16
142
2,555
$ 132,866 $ 4,923
Carrying amount
of accounts
receivable
Expected credit
loss rate
Loss allowance for
lifetime expected
credit losses
$ 168,068
16,141
578
1,046
2,729
1~2%
2~5%
10~20%
50%
100%
$ 2,759
390
78
523
2,729
$ 188,562 $ 6,479

(3) Movements of the loss allowance of notes and accounts receivable were as follow:

follow:
Balance, beginning of year
Transferred form Overdue
receivables
Expected credit impairment loss
(gain)
Balance, end of year
10.Inventories
Raw materials
Work-in-process
Finished goods
Total
2019
$ 6,479

(1,556)
$ 4,923
Dec. 31, 2019
$ 114,085
21,345
121,817
$ 257,247
2018
$ 5,905
3,891
(3,317)
$ 6,479
Dec. 31, 2018
$ 175,161
32,540
231,621
$ 439,322

39

(1) The cost of sales related to inventory is as follows:

The cost of sales related to inventory is as follows:
Cost of inventories sold
Unamortized fixed manufacturing
costs
Provision for (Reversal of) loss on
inventories
(Gain) loss on physical inventory
Total
2019
$ 871,139
10,617
40,270

$ 922,026
2018
$ 917,015
10,730
6,291
1,158
$ 935,194

11. Real estate for sale and real estate under construction/ Contract liabilities

Bridge Upto Zenith Project at
Banqiao-Real estate for
sale
Modesty Home Project at
Banqiao-Real estate for
sale
Legend River Project at
Xindian-Real estate for
sale
Treasure Garden Project in
Taichung City-Real estate
for sale
55 TIMELESS Project in
Taipei City-Real estate for
sale
La Bella Vita Project in
Taichung City-Real estate
under construction
Real estate for sale and real
estate under construction
Real estate for sale and real
estate under construction
Contract liabilities Contract liabilities
Dec. 31, 2019 Dec. 31, 2018 Dec. 31, 2019 Dec. 31, 2018
$ 225,599
14,923
227,243
241,545

1,635,694
1,960,691
$ 285,554

14,923

349,725

241,545

2,459,854

1,955,191
$ 47,251



123,136
225,311
$ -



296,810
160,145
$ 4,305,695 $ 5,306,792 $ 395,698 $ 456,955
  • (1) The situation of already providing to serve as loan guarantees from financial industries in detail is shown in Note 32.

(2) The detail of Information on interest capitalization refers to Note 25.

40

12. Other financial assets

Other financial assets
Pledged time deposits
Pre-sale housing project trust funds
Time deposits with maturity over three
months
Long-term notes and accounts
receivable
Total
Current
Non-current
Interest rate range %
Dec. 31, 2019
$ 20,000
165,214


$ 185,214
$ 165,214
$ 20,000
0.25~1.12
Dec. 31, 2018
$ 20,000
112,969
521,390
828
$ 655,187
$ 634,359
$ 20,828
0.25~3.20

The pledged time deposit serves as guaranty for logistics business and it is shown in Note 32.

13. Investments accounted for using equity method

The investment of associates is listed as follows:

Name of Investee
Book value The percentage of ownership
interest and voting right directly
held bythe Company
The percentage of ownership
interest and voting right directly
held bythe Company
Dec. 31, 2019 Dec. 31, 2018
$ 26,680
27,821
5,713
$ 60,214
Dec. 31, 2019 Dec. 31, 2018
Unlisted (OTC) companies
Formosan Construction
Corp. (Taiwan)
Fenghe Development Co.,
Ltd. (Taiwan)
Rueifu Development Co.,
Ltd. (Taiwan)
Total
$ 38,843
32,009
6,712
26.20
39.90
48.26
26.20
39.90
48.26
$ 77,564

Information about associates that are not individually material was as follows

The Company’s share of:
Net profit (loss) from continuing
operations for the year
Other comprehensive income
Total comprehensive profit (loss)
2019
$ 7,276

10,074
$ 17,350
2018
$ (4,658)
(2,097)
$ (6,755)

The investment gains and losses and other comprehensive income for the associates under the equity method have been recognized according to their audited financials.

41

14. Property, plant and equipment

Item For the Year Ended December 31,2019 For the Year Ended December 31,2019 For the Year Ended December 31,2019
Balance,
Beginning of
Year
Additions Disposals Reclassification Balance, End
of Year
$ 444,026
696,889
1,045,781

22,317
226,097
$ -



3,001



8,752
$ -

(81,886)
(3,097)
(2,543)
$ -





$ 444,026
696,889
966,896
19,220
232,306
2,435,110
11,753
(87,526) 2,359,337

16,827

24,662

549

20,035

(81,730)
(2,954)
(2,543)





463,554
818,616
18,599
166,983

Building
Machinery equipment
Transportation equipment
Other equipment
Total
Net

Item
1,492,906 $ 62,073 $ (87,227) $ - 1,467,752
$ 942,204 $ 891,585
Balance,
Beginning of
Year
Additions Disposals Reclassification Balance, End
of Year
$ 444,026
696,889
959,924

22,317
199,521
500
$ -



85,857



26,838

$ -



(762)
$ -




500
(500)
$ 444,026
696,889
1,045,781
22,317
226,097
2,323,177
112,695
(762) 2,435,110

17,295

23,798

928

18,976



(762)



446,727
875,684
21,004
149,491

Building
Machinery equipment
Transportation equipment
Other equipment
Total
Net
1,432,671 $ 60,997 $ (762) $ - 1,492,906
$ 890,506 $ 942,204

(1) The book values of land are adjusted with basis on the government published

land value of 1975, 1979, 1980 and 1981 as well as current government-declared land value of 1992 and 2000; plant buildings and various equipments are re-evaluated in accordance with the commodity price indices in 1973 and 1980. Besides, the original revaluation increments are adjusted in relation to the tax rates of land value increment in compliance with land tax laws in January 2005.

(2) The situation of pledge & guarantee in detail is shown in Note 32.

42

15. Lease

(1) Right-of-use assets

Cost
Building

Transportation
equipment
Total
Accumulated
depreciation &
impairment
Building
Transportation
equipment
Total
Net
For the Year Ended December 31, 2019 For the Year Ended December 31, 2019 For the Year Ended December 31, 2019
Balance,
Beginning
of Year
Additions Disposals Reclassification
Balance,
End of Year
$ 51,552
1,599
$ -
$ -
$ -
$ 51,552
1,599
53,151 53,151

5,155
1,279


5,155
1,279
$ 6,434 $ - $ - $ 6,434
$ 53,151 $ 46,717

(2) Lease liabilities

For the Year Ended December 31, 2019

Less 1 year

Over 1 years
Total
Future minimum
lease payments
Interest Present value of
minimum lease
payments
$ 5,281
41,688
$ 46,969
$ 5,762

43,517
$ 481
1,829
$ 49,279
$ 2,310

Range of discount rate for lease liabilities were as 1.09 % .

  • (3) Other lease information
Other lease information
Expenses relating to short-term leases
Total cash (outflow) for all lease agreements
2019
$ 156
$ (6,338)
  • (4) Please see note 31 for the status of transactions with related parties.

43

16. Investment property, net

Item For the Year Ended December 31, 2019 For the Year Ended December 31, 2019 For the Year Ended December 31, 2019
Balance,
Beginning
of Year
Additions Disposals Impairment Balance,
End of Year
$ 1,156,155
2,654,296
$ -
$ (312)
$ -
$ 1,155,843
2,654,296
3,810,451 (312)
3,810,139

55,141

1,494
286,928
758,679

Land
Building
Total
Net

Fair value

Item

285,434
703,538
988,972 $ 55,141 $ - $ 1,494 1,045,607
$ 2,821,479 $ 2,764,532
$ 4,131,617 $ 4,293,558
Balance,
Beginning
of Year
Additions Disposals Impairment Balance,
End of Year
$ 1,156,155
2,654,296
$ -
$ -
$ -
$ 1,156,155
2,654,296
3,810,451 3,810,451

55,009


285,434
703,538

Land
Building
Total
Net

Fair value

285,434
648,529
933,963 $ 55,009 $ - $ - 988,972
$ 2,876,488 $ 2,821,479
$ 4,065,990 $ 4,131,617

(1) Details of land:

Details of land:
Oiashui Section, Longtan
Dahu Section, Miaoli
Nankan Section, Taoyuan
Xinban Section, Banqiao
Puli Section, Nantou
Zhuangjing Section,
Xindian
Total
Dec. 31, 2019 Dec. 31, 2018
Ping Cost Ping Cost
14,381
230,253
15,395
140
4,108
53
$ 34,036

473,971

267,367

311,775

64,000

4,694

14,381

230,387

15,395

140
4,108

53
$ 34,036

474,283

267,367

311,775

64,000

4,694
$ 1,155,843 $ 1,156,155

44

  • (3) The Company leases the real estate held for investment, with the lease period as January 1, 2008 to December 31, 2028. Provisions for the lessee to adjust the rent based on market rents when exercising the renewal rights. The lessee does not have a preferential purchase right for the real property at the end of the lease term.

A. 2019

The maturity analysis of lease payments receivable under operating leases of investment properties as of was as follows:

Dec. 31, 2018
Year 1 $
163,557
Year 2 102,450
Year 3 53,952
Year 4 46,563
Year 5 23,074
Over 5 years 37,037
Total $
426,633
2018
Business rental amount receivable which cannot be cancelled
Dec. 31, 2018
Less 1 year $
156,352
1 - 5 years 274,730
Over 5 years 59,059
Total $
490,141

B. 2018

(3) As of December 31, 2019 and December 31, 2018, the book value of the investment properties let out stood at NT$2,463,083 thousand and NT$2,518,224 thousand , respectively. The rent incomes during 2019 and 2018 totaled NT$ 183,400 thousand and NT$185,929 thousand, respectively.

45

  • (4) The fair value of investment properties is based on the transaction prices of adjacent assets, the economic environment and changes in the current land values published by the Taiwanese government. The assessment is based on market comparators and discounted cash flows. It is Level 3 fair value according to IFRS.

  • (5) As of December 31, 2019 and 2018, the land at Dahu Section of Miaoli and Puli Section of Nantou accumulated losses of reduction were NT$286,928 thousand and NT$285,434 thousand respectively.

  • (6) Details of the farm land lots registered in others’ names due to legal restrictions:

restrictions:
Oiashui Section, Longtan
Dahu Section, Miaoli
Nankan Section, Taoyuan
Total
Dec. 31,2019
$ 26,493
94,241
19,219
$ 139,953
Dec. 31,2018
$ 26,493
94,553
19,219
$ 140,265

For the security measures of the aforementioned pieces of farm land, the Company has already periodically checked relevant land transcripts and dispatched its personnel to conduct investigation at any time in order to keep abreast of the use of the land. Part of the land has been pledged to the Company. Please see note 31 (2) D for the status of transactions with related parties.

  • (7) The situation of already providing to serve as loan guarantees from financial industries in detail is shown in Note 32.

17. Short-term borrowings

industries in detail is shown in Note
Short-term borrowings
32.
Bank unsecured borrowings
Bank secured borrowings - Hua Nan
Bank
Total
Interest rate range %
Dec. 31,2019
$ 860,000

$ 860,000
0.91~1.15
Dec. 31,2018
$ 1,620,000
400,000
$ 2,020,000
0.91~2.07

(1) Concerning the residential building at Xitun District, Taichung City constructed jointly by the Company and Continental Engineering Corporation, a credit contract was signed with Huanan Commercial Bank on December 9, 2014, by providing the land of Huiguo Section, Taichung City to serve as guarantee, with total credit amount as NT$950,000 thousand and loan period up to February 10, 2020.

  • (2) The situation of pledge & guarantee in detail is shown in Note 32.

46

18. Short-term notes and bills payable

Short-term notes and bills payable
Commercial paper payable
Less: Unamortized discount
Net amount
Interest rate range%
Dec. 31, 2019
$ 400,000
(452)
$ 399,548
0.63~0.94
Dec. 31, 2018
$ 720,000
(357)
$ 719,643
0.56~0.93

The situation of pledge & guarantee in detail is shown in Note 32.

19. Employee pensions

(1) Defined contribution plans

The employee retirement plan established by the Company in accordance with “Labor Pension Act” belongs to a defined contribution plans. Concerning the above, the Company would contribute 6% of the monthly salaries of employees to the exclusive individual accounts of Labor Insurance Bureau. In accordance with the above related regulations, the pension costs recognized as expenses in the consolidated comprehensive income statement in 2019 and January 1 to December 31, 2018 are respectively NT$6,399 thousand and NT$6,585 thousand.

(2) Defined benefit plans

A. The employee retirement plan established by the Company in accordance with “Labor Standard Act” is a defined benefit plans. In accordance with the regulations of the said plan, the employee pensions are calculated by service years and the average wage of six months prior to retirement. For the above, the Company would contribute 2% of the total employee salaries as employee pension fund, to the Supervisory Committee of Workers’ Pension Preparation Fund to be deposited into an exclusive account of Bank of Taiwan. Before the end of year, if it is estimated the balance in the exclusive account is insufficient to pay the estimated labors conforming to retirement conditions in the following year, the Company would contribute the differential amount at once before the end of March in the following year.

47

The retired pension cost amount in consolidated comprehensive income statement listed to expense related to defined benefit plan is as follows:

Service cost
Net interest cost (income)
List to (profit) loss
Re-measurements
Plan assets returns (excl.
amount that covered in net
interest income)
Actuarial profit (loss)-Change
of the demographic
assumption
Actuarial profit (loss)-Change
of the financial assumption
Actuarial profit (loss)-
Adjustment with experience
Listed to other comprehensive
income
2019
$ 64

66
$ 130

156
2
(192)

2,576
$ 2,542
2018
$ 42
42
$ 84
216
7


(3,913)
$ (3,690)

The details of the various costs and expenses recognized in profit or loss are as follows:

as follows:
Operating costs
Operating expenses
Total
2019
$ 130

2018
$ 84
$ 130
$ 84

The amount listed in the consolidated balance sheet for the obligation

occurring from the defined benefit plan is as follows

Defined benefit obligation
present value
Plan asset fair value
Net defined benefit liability
(assets)
Dec. 31, 2019
$ 6,206

(2,518)
$ 3,688
Dec. 31, 2018
$ 10,248

(3,520)
$ 6,728

48

The changed of defined benefit obligation present value of this Company is as follows:

as follows:
2019
Beginning defined benefit
obligation
$ 10,248

Service cost current period
64
Interest expense
102
Benefits paid from plan assets
(1,822)
Re-measurements
Actuarial (profit) loss- Change
of the demographic assumption
(2)
Actuarial (profit) loss- Change
of the financial assumption
192
Actuarial (profit) loss-
Adjustment with experience
(2,576)
Ending defined benefit obligation $ 6,206
2018
$ 8,144
42
81

(1,925)

(7)


3,913
$ 10,248

The changed of plan asset fair value of this Company is as follows:

Beginning plan asset fair value
Interest income
Re-measurements
Plan assets returns (excl.
amount that covered in net
interest income)
Contribution by employer
Redemption or curtailments
payment
Ending plan asset fair value
2019
$ 3,520

36
156
628
(1,822)
$ 2,518
2018
$ 3,878
39
216
1,312

(1,925)
$ 3,520

The assets of defined benefits held by our company are deposited in financial institutions and invested in equity securities in Taiwan and overseas within the percentages and absolute amounts stipulated by the Bank of Taiwan for the discretionary investment of the funds for specific years. The operation of the funds is under the oversight by the Labor Pension fund Supervisory Committee. The minimum yields on the funds p.a. shall not fall below the two-year time deposit rates offered by local banks. Any insufficiency shall be made up by the national treasury following the approval from competent authorities.

49

Classification of Fair Values for Planned Assets

Cash and cash equivalents 2019
$ 2,518
2018
$ 3,520
  • B. The main assumptions of the Company’s actuarial valuation are as follows:
Discount rate
Expected increase in future
salaries
Dec. 31, 2019
0.75%
2.00%
Dec. 31, 2018
1.00%
2.00%

The Company is exposed to the following risks due to the pension system stipulated by the Labor Standards Act:

  • a. The impact of the book value of the retirement pensions is as follows for any delta of each 0.25 basis points between the discount rate (or the expected increase in future salaries) and management estimates in 2019 and 2018.

Effect on present value of defined benefit obligation

Dec. 31, 2019
Discount rate
Expected increase in future
salaries
Dec. 31, 2018
Discount rate
Expected increase in future
salaries
Actuarial
assumption
increased 0.25%
Actuarial
assumption
decreased 0.25%
$ (192) $ 200
$ 197
$ (190)
Effect on present value of
defined benefit obligation
Actuarial
assumption
decreased 0.25%
$ 200
$ (190)
Actuarial
assumption
increased 0.25%
$ (280)
$ 288
Actuarial
assumption
decreased 0.25%
$ 292
$ (278)

50

Since actuarial assumptions may be mutually related, the possibility of change in an only one assumption is not high. Therefore, the above sensitivity analysis may be unable to reflect the actual change situation of the current value of defined benefits. Besides, in the above sensitivity analysis, the actuary of current value of defined benefits obligations at the end of the reporting period applies projected unit credit method, measured by the same basis of defined benefits liabilities listed in the consolidated balance sheet.

b. The Company expects to contribute the amount of NT$167 thousand to the defined benefit plans within one year after December 31, 2019; the weighted average duration of defined benefits obligations is 12 years.

20. Equity

(1) Share capital - common stock

Share capital - common stock
Authorized capital
Issued capital
Dec. 31, 2019
$ 6,800,000
$ 3,500,000
Dec. 31, 2018
$ 6,800,000
$ 3,700,000

The face value of the issued ordinary shares is NT$10 per share. Each share has one vote and the right to dividends.

Treasury stocks of NT$200,000 thousand and NT$100,000 thousand were cancelled from January 1 to December 31, 2019 and 2018, respectively.

(2) Capital surplus

) Capital surplus
Premium on capital
Conversion premium of corporate
bonds
Gains of disposal of assets
Equity net value change of
associates by equity method
Total
Dec. 31, 2019
$ 743
460,824
1,238
3,658
$ 466,463
Dec. 31, 2018
$ 785
487,155
1,238
3,658
$ 492,836

51

In accordance with regulations in laws, the capital surplus shall not be used except for covering company losses, but concerning the overage obtained from issued stock over par value (including issuance of common stock above par value, the premium on capital stock of stock issued for merge, corporate bond conversion premium and treasury stocks transaction, etc.) and capital surplus generated from income of receiving gifts. In the absence of accumulated losses, the Company may issue cash dividends or bonus shares to existing shareholders on a pro rata basis. Per the requirements of the Securities and Exchange Act, the appropriation of capital surplus to share capital is limited to 10% of the paid-in capital.

(3) Retained earnings

  • A. In accordance with the Company’s Articles of Incorporation, any earnings during the year should be used to pay all the due taxes and make up the prior losses before distributions as follows:

  • a. Provide 10% legal reserve, but it is not applicable to the case where the legal reserve already attains the total capital amount.

  • b. If necessary, in accordance with regulations of laws, allowance or reversal of special reserve shall be provided.

  • c. The earnings during the year available for distributions, along with the undistributed earnings from previous years, shall be distributed according to the proposal from the board. The distribution to shareholders shall be no less than 5% of the distributable accumulated earnings and shall be approved by the shareholders’ meetings.

The enterprise life cycle of FRG belongs to “maturity period”. However, in order to pursue business sustainable development, respond to the future market demands and consider the future capital expenditure budget of the Company as well as maintenance stable dividend allocation, in which cash dividend shall be no lower than 10% of the total amount of shareholders’ dividend. But in case of fund requirements concerning any major investment plan, major operation change matters and productivity expansion or other major capital expenditures, etc., the board may propose it to be changed to distribution in stock dividend form in whole, and actions may be taken after a report to and consent from the shareholders’ meeting

52

B. Legal reserve

Per the regulations set forth by the Company Act, the Company shall appropriate 10% of after-tax earnings as the legal reserve, until the amount of legal reserve is equivalent to that of paid-in capital, or use the earnings to reverse prior losses. In the absence of losses, the portion of reserves exceeding 25% of the paid-in capital can be used to issue cash dividends or bonus shares.

C. Special reserve

Official Letter “Securities Issue” No. 1010012865 and No. 1010047490 released by the Financial Supervisory Commission and the IFRS standards provide answers to the questions regarding the appropriation, utilization and reversal of special reserve. If there is any reversal of the reduction of shareholders’ equity, the reserved portion may be used for earnings distributions.

  • D. FRG’s earnings distributions for 2017 and 2016 were approved by the annual general meetings on June 8, 2018 and June 8, 2017, respectively, as proposed by the board. However, the payout ratio has changed due to the cancelation of 20,000 thousand and 10,000 thousand treasury stocks, respectively. The cash dividend per share for 2018 amd 2017 was NT$0.68 and NT$0.65 , respectively.
Legal reserve
Cash dividend
Total
2018 2018 2017 2017
Amount Dividend
per share
(TWD)
Amount Dividend
per share
(TWD)
$ 21,580
238,000

$ 0.68
$ 18,924

240,500
$ 0.65
$ 259,580 $ 259,424

53

  • E. The status for the board of the Company proposed to approve the 2019 earnings allocation proposal on March 20, 2020 is as follows:
Legal reserve
Cash dividend
Total
2019 2019
Amount
$ 53,896
280,000
$ 333,896
Dividend per share
(TWD)
$ 0.8

The Company’s earnings distribution for 2019 is still pending for the

approval from the annual general meeting in 2020.

  • (4) Other equity interest-
(4) Other equity interest-
Balance on Jan. 1, 2019
Exchange differences on
translation of foreign financial
statements
Unrealized gains (losses) from
financial assets measured at fair
value through other
comprehensive income
Share of loss (profit) of associates
accounted for using equity
method
Disposal of financial assets at fair
value through other
comprehensive income - equity
instrument
Balance on Dec. 31, 2019
Exchange
differences on
translation of
foreign financial
statements
Unrealized gains
(losses) from
financial assets
measured at fair
value through other
comprehensive
income
Total
$ 1,392

(8,840)




$ (46,003)

180,799
10,074
29,920
$ (44,611)
(8,840)
180,799
10,074
29,920
$ (7,448)
$ 174,790 $ 167,342
Balance on Jan. 1, 2018
Effects of retrospective
application
Balance at January 1, 2018
(Adjusted)
Exchange differences on
translation of foreign
financial statements
Unrealized gains (losses) from
financial assets measured at
fair value through other
comprehensive income
Share of loss (profit) of
associates accounted for
using equity method
Disposal of financial assets at
fair value through other
comprehensive income -
equity instrument
Balance on Dec. 31, 2018
Exchange
differences on
translation of
foreign financial
statements
Unrealized gains
(losses) from
financial assets
measured at fair
value through other
comprehensive
income
Unrealized gains
(losses) on
available-for-sale
financial asset
Total
$ (2,428)
$ -
19,331
$ 22,951
(22,951)
$ 20,523
(3,620)
(2,428)
3,820


19,331

(32,842)
(2,097)
(30,395)




16,903
3,820
(32,842)
(2,097)
(30,395)
$ 1,392 $ (46,003) $ - $ (44,611)

54

(5) Treasury stocks

Treasury stocks
Balance on Jan. 1, 2018
Acquired in this period
Cancellation in this period
Balance of Dec. 31, 2018
Acquired in this period
Cancellation in this period
Balance of Dec. 31, 2019
Number of shares
(thousand shares)
84

27,464
(10,000)
17,548
2,452
(20,000)

Amount
$ 1,332
419,577

(159,536)
261,373
38,317

(299,690)
$ -
  • A. FRG in accordance with the regulations of Article 28-2 of Securities Exchange Act, in order to maintain company credit and shareholders’ equity, purchased back treasury stocks through resolutions of the board.

  • B. The quantity percentage of a company in purchase back outstanding shares in accordance with the regulations of Securities Exchange Act shall not exceed 10% of the total number of shares issued by a company, and the total amount of purchase shares shall not exceed the retained earnings adding the premium of issued shares and the amount of realized capital surplus.

  • C. The treasury stocks held by FRG in accordance with the regulations of Securities Exchange Act shall not be pledged, nor shall it enjoy such rights as dividend allocation and voting right, etc.

(6) Non-controlling interests

Non-controlling interests
Balance, beginning of year
Net income
Balance of Dec. 31
2019
$ (1,010)
(7)
$ (1,017)
2018
$ (1,003)

(7)
$ (1,010)

55

21. Operating revenue

Operating revenue
Net sales revenue
Construction revenue
Rental and logistics revenue
Total
2019
$ 960,898
1,518,732
222,147
$ 2,701,777
2018
$ 1,114,877
33,125
225,816
$ 1,373,818

The amount of revenue recognized at the beginning from the contractual liabilities for the period from January 1 to December 31, 2019 and 2018 are respectively NT$296,810 thousand and NT$11,172 thousand.

22. Operating costs

Operating costs
Cost of sales
Cost of construction sales
Cost of rental and logistics
Total
Other income
Interest income
Dividend income
Other
Total
Other gains and losses
Loss (gain) on disposal of property,
plant and equipment
Loss (gain) on disposal of investment
properties
Loss (gain) on disposal of investments
Foreign currency exchange gain (loss)
Net (gain) loss on financial assets and
liabilities at fair value through profit
or loss
Miscellaneous expense
Impairment loss
Total
2019
$ 922,026
1,026,264
91,799
$ 2,040,089
2019
$ 20,904
146,399
8,215
$ 175,518
2019
$ 388
696
(29,998)
(2,641)
1,240
(2,481)
(1,494)
$ (34,290)
2018
$ 935,194
17,780
90,364
$ 1,043,338
2018
$ 32,002
134,556
9,710
$ 176,268
2018
$ 30


23,691
44
(14,273)
$ 9,492

23. Other income

24. Other gains and losses

56

25. Finance costs

Finance costs
Interest of bank loan
Interest of lease liabilities
Less: capitalized interest
Total
Interest rate (%) of capitalized interest
2019 2018
$ 32,936

(11,066)
$ 21,870
2.07
$ 23,026
544
(3,940)
$ 19,630
2.07

26. Extra information on the items with the expense characteristics

The employee benefits, depreciation, depletion and amortization expenses incurred

in this period are summarized below:

Salary expense
Labor and health
insurance expenses
Pension expense
Other Personnel
expense
Personnel expense
Depreciation expense
2019 2018
Operating
costs
Operating
expense
Total
Operating
costs

$ 106,315

7,354

4,503

1,746
$ 119,918
$ 101,424
Operating
expense
Total
$ 92,622

7,048
4,440
2,649
$ 70,273

4,234

2,089

1,329
$ 162,895

11,282

6,529

3,978
$ 62,391

4,242

2,166

815
$ 168,706

11,596

6,669

2,561
$ 106,759 $ 77,925 $ 184,684 $ 69,614 $ 189,532
$ 102,837 $ 20,811 $ 123,648 $ 14,582 $ 116,006

The compensations to employees and the remunerations to directors and supervisors determined by the board on March 20, 2020 for the year 2019 and on March 15, 2019 for the year 2018 are as follows:

Compensations to
employees
Remunerations to
directors and supervisors
2019 2019 2018 2018
Amount
Estimated
proportion
Amount Estimated
proportion
$ 5,613

5,613

1%


1%
$ 2,661
2,661

1%

1%

FRG shall allocate from annual profits no less than 1% for compensations to employees and no more than 2% for remunerations to directors and supervisors. However, annual profits should be prioritized for the reversal of cumulated losses if any.

57

The abovementioned compensations to employees may be paid with cash or shares. The employees include the employees of subsidiaries which meet the criteria set by the board. However, the remunerations to directors and supervisors shall be paid in cash only.

Any changes to the published consolidated financial statements shall be treated as changes to accounting estimates and adjusted during the following year. There was no difference between the distributed amount of compensations to employees and remunerations to directors and supervisors for 2018 and the recognized amount on the consolidated financial statements for 2018.

The annual general meeting of FRG on June 8, 2018 approved the distributions of bonuses to employees at NT$2,024 thousand and the remunerations to directors and supervisors at NT$2,024 thousand for 2017. There was no difference between the distributed amount and the recognized amount on the consolidated financial statements for 2017.

Please refer to the details published on TSE Market Observation Post System for the information regarding the decisions by the board and annual general meetings on compensations to employees and remunerations to directors and supervisors.

27. Income tax

(1) Income tax recognized in profit & loss

The income tax expense listed as profit & loss is composed of as follows:

Income tax current period:
Occurred in current year
Additionally imposed
undistributed earnings
Paid for land value increment tax
Deferred income tax:
Occurred in current year
Income tax expense listed as profit
& loss
2019
$ 1,240

(31,289)
(30,049)
16,312
$ (13,737)
2018
$ (15,097)
(11,225)
(148)
(26,470)
(18,162)
$ (44,632)

58

The accounting benefit and income tax expense of current period are adjusted as follows:

as follows:
2019 2018
Income tax calculated according to
the regulated tax rate of $
115,753
$ 55,895
before-tax net income
The effect of tax in reconciliation
items of income tax:
When determining taxable income,
adjustments should be made to (10,736) (19,400)
increase (decrease)
Exemption of domestic securities
transaction income
303 8,099
Tax-exempt income (105,294) (28,785)
Previous years adjustments (1,266) (712)
Income tax expense (gain) current
period
$
(1,240)
$ 15,097
(2) Income tax expense recognized in other comprehensive income
2019 2018
Remeasurement of defined benefit
plans
$
(508)

$
1,175
Unrealized loss on valuation of
investments in equity instruments
measured at fair value through
51 4,813
other comprehensive income
Exchange differences on translation
of foreign financial statements
2,210 (845)
Unrealized loss on valuation of
investments in debt instruments
measured at fair value through
(3,914) 3,914
other comprehensive income
Income tax related to other
comprehensive income
$
(2,161)

$
9,057

59

(3) Deferred tax assets and liabilities

The analysis on deferred income tax assets and liabilities in balance sheet is as

follows:

follows:
Net defined benefit liability
Unrealized loss on valuation of
investments in equity instruments
measured at fair value through
other comprehensive income
Exchange differences on translation
of foreign financial statements
Unrealized loss on valuation of
investments in debt instruments
measured at fair value through
other comprehensive income
Unrealized exchange loss
Other
Tax loss carry forwards
Deferred income tax assets
Net defined benefit liability
Unrealized loss on valuation of
investments in equity instruments
measured at fair value through
profit or loss
Exchange differences on translation
of foreign financial statements
Land value increment tax
Deferred income tax (liabilities)
2019
Balance,
beginning of
year
Recognized in
profit (loss)
Recognized in
other
comprehensive
income
Balance,
end of year
$ 3,653
216

3,914
8,008
4,839
2,659
$ -




(4,006)
7,860
9,456
$ (508)
51
1,862
(3,914)





$ 3,145
267
1,862

4,002
12,699
12,115
$ 23,289
$ 13,310 $ (2,509) $ 34,090
(3,045)
(55)
(348)
(166,357)
2,947

55






348
(98)



(166,357)
$ (169,805) $ 3,002 $ 348 $ (166,455)
Net defined benefit liability
Exchange differences on translation
of foreign financial statements
Unrealized loss on valuation of
investments in equity instruments
measured at fair value through
other comprehensive income
Unrealized loss on valuation of
investments in debt instruments
measured at fair value through
other comprehensive income
Unrealized exchange loss
Other
Tax loss carry forwards
Deferred income tax assets
Net defined benefit liability
Exchange differences on translation
of foreign financial statements
Land value increment tax
Available-for-sale financial assets
Unrealized loss on valuation of
investments in equity instruments
measured at fair value through
profit or loss
Unrealized exchange gain
Deferred income tax (liabilities)
2018 2018
Balance,
beginning of
year
Recognized in
profit (loss)
Recognized in
other
comprehensive
income
Balance,
end of year
$ 2,478
497


25,086
3,258
2,299
$ -



(17,078)
1,581
360
$ 1,175
(497)
216
3,914




$ 3,653

216
3,914
8,008
4,839
2,659
$ 33,618 $ (15,137) $ 4,808 $ 23,289


(166,357)
(4,672)

(3,045)


75
(55)


(348)


4,597


(3,045)

(348)
(166,357)

(55)
$ (171,029) $ (3,025)
$ 4,249
$ (169,805)

60

(4) Information on Unused Loss Carryforwards

Loss carryforwards as at December 31, 2019 are as follows:

Loss carryforwards Balance of unused
loss carryforwards
$ 12,115
Final deductible
year
2029

(5) FRG’s income tax settlement application cases approved by the competent authority are approved until 2016. Others have filings up to 2017 reviewed.

28. EPS

(1) Basic earnings per share

(1) Basic earnings per share
Net income for the period
attributable to owners of the
Corporation
Weighted average number of
ordinary shares (in thousand
shares)
Basic EPS (NT dollars)
(2) Diluted earnings per share
Net income for the period
attributable to owners of the
Corporation
Weighted average number of
ordinary shares (in thousand
shares)
Potentially ordinary stock-
Employee bonus (in thousand
shares)
Number of shares of diluted EPS (in
thousand shares)
Diluted EPS (NT dollars)
2019
$ 538,957

350,000
$ 1.54

2019
$ 538,957

350,000
336

350,336
$ 1.54
2018
$ 215,802
367,033
$ 0.59
2018
$ 215,802
367,033
204
367,237
$ 0.59

61

If the Company can choose to distribute stocks or cash as the bonus for the employees, when calculating the earnings per share, the distribution of shares to the employees should be taken into consideration. In addition, the potential common shares which will dilute the earnings should be added into the weighted average number to calculate the diluted earnings per share. The distributed number of shares is estimated by the closing price of the common shares at the end of the reporting period (the effect of exclude right and exclude dividends is considered). The dilutive effect of the potential shares distributed to the employees will be taken into consideration when calculating the diluted EPS before the resolution concerning the number of shares to be delivered as bonus for employees is made in the shareholder meeting the following year.

29. Capital Management

The enterprise life cycle of the Company belongs to “maturity period”. However, in order to pursue business sustainable development, respond to the future market demands and consider the future capital expenditure budget of the Company as well as maintenance stable dividend allocation, on the whole, the Company applies a prudent risk management policy.

30. Financial instruments

(1) The types of financial instruments

ancial instruments
The types of financial instruments
Financial assets
Financial assets at fair value
through profit or loss
Financial assets at fair value
through other comprehensive
income
Amortized cost
Cash and cash equivalents
Trade receivables
Other financial assets
Refundable deposits
Total
Financial liabilities
Amortized cost
Short-term loans
Short-term bills payable
Trade payables
Guarantee deposits received
Total
Dec. 31,2019
$ -
3,273,462
956,286
128,987
185,214
8,322
$ 4,552,271

$ 860,000

399,548
241,681
42,401
$ 1,543,630
Dec. 31,2018
$ 16,041
2,775,532
812,174
191,608
655,187
11,384
$ 4,461,926
$ 2,020,000
719,643
322,462
44,361
$ 3,106,466

62

  • (2) Fair values of financial instruments

  • A. Financial instruments not measured with the fair value

    • The financial assets and financial liabilities not measured by fair values of this company include cash and equivalent cash, accounts receivable, other financial assets, short-term loan, short-term bonds payable and accounts payable. The maturity dates of this kind of financial products are rather short that their book values should belong to a reasonable foundation of estimating fair values. The above financial products shall not include refundable deposits and deposit received either, because their repayment dates are uncertain; therefore, their fair values are evaluated by the book values in balance sheets.
  • B. Fair value measurement of recognitions in balance sheet

The following table provides related analysis of financial instruments measured by fair values after original recognition, and the observable levels of fair values are divided into the first to the third level.

  • a. The first-level fair value measurement refers to an open offer of the same asset or liability from an active market (without being adjusted).

  • b. The second-level fair value measurement refers to a derived fair value of an observable input value belong to the said asset or liability either directly (i.e., price) or indirectly (i.e., to be derived from price) in addition to a first-level open offer.

  • c. The third-level fair value measurement refers to a derived fair value of an input value of asset or liability not based on observable market data (non-observable input value) as the evaluation technique.

  • C. Concerning the financial instruments measured by fair values, the basic classification analysis of the Company in accordance with the nature, characteristics and risk as well as fair value level of asset and liability shall be as follows:

63

  • a. The financial asset and liability measured by fair value on repeatable

foundation:

foundation:
Financial assets at fair
value through other
comprehensive
income
Stock of Listed
(OTC) companies

Stock of emerging
companies
Stock not classified
to listed (OTC)
and emerging
companies
Stock of foreign
companies
Total

Financial assets at fair
value through profit
or loss
Fund

Financial assets at fair
value through other
comprehensive
income
Stock of Listed
(OTC) companies
Stock of emerging
companies
Stock not classified
to listed (OTC)
and emerging
companies
Stock of foreign
companies
Financial bond
Total
Dec. 31,2019
Level 1 Level 2 Level 3 Total
$ 2,715,634


$ -
3,736

$ -

106,055
448,037
$ 2,715,634
3,736
106,055
448,037
$ 2,715,634 $ 3,736 $ 554,092 $ 3,273,462
Level 1 Level 2 Level 3 Total
$ 16,041 $ - $ - $ 16,041
2,396,866



14,115


2,627





140,685
221,239
2,396,866
2,627
140,685
221,239
14,115
$ 2,410,981 $ 2,627 $ 361,924 $ 2,775,532

b. The financial asset and liability measured by fair value on non-repeatable

foundation: none

D. The first-level fair value measurement item applies a market offer as the fair

value input value, with breakdown as follows:

Item
Stock of Listed (OTC) companies

fund and Financial bond
Market quoted
Close price
The net assets

64

  • E. The second-level fair value measurement item applies the observable input values of recent transaction price and offer data of GreTai Securities Market, to serve as the foundation of evaluating fair values.

  • F. There was no change between Level 1 and Level 2 fair value measurements in 2019 and 2018.

  • G. Adjustment of financial assets with the third-level fair value measurement:

Beginning balance
Transferred from IFRS 9
Purchases
Capital return due to
disinvestment
Listed to other comprehensive
income of this year
Ending balance
2019
$ 361,924


227,052
(8,000)
(26,884)
$ 554,092
2018
$ 133,818
138,048


(7,000)

97,058
$ 361,924

H. Level 3 fair value measurement is based on net asset values. The Company takes great caution in the selection of valuation models and valuation parameters for the key, non-observable values. Therefore, the measurement of fair values should be reasonable. The use of different valuation models or valuation parameters may result in different numbers. For example, If the evaluation parameter's share price net multiplier increases, the market liquidity discount decreases, and the weighted average capital cost discount rate decreases, the fair value of the investment will be increased.

(3) Objective of financial risk management

The financial risk management of the Company is to manage currency exchange rate risk, interest rate risk, credit risk and liquidity risk related to operation activities. In order to reduce related financial risks, the Company has devoted to identification, evaluation and avoiding uncertainty of market, to reduce any potential unfavorable impact of market changes on the corporate financial performance.

65

The important financial activities of the Company are specified by the board and in accordance with related specifications and double checked through an internal control system. During the execution period of financial planning, the Company shall scrupulously observe the related financial operation procedures concerning comprehensive financial risk management and division of authority and responsibility.

(4) Market risk

The Company mainly exposes to such market risks as changes in foreign currency exchange rate and changes in interest rate, etc.

A. Foreign currency exchange rate risk

The foreign currency exchange rate risk of the Company mainly comes from Cash and cash equivalents, accounts receivable, other payables priced by foreign currency exchange, Financial assets at fair value through profit or loss as fund, Financial assets at fair value through other comprehensive income as overseas company stock and financial bond, and foreign currency time deposit with maturity period above three months.

The information concerning foreign currency financial assets and liabilities under material impacts of foreign currency exchange rate fluctuation shall be as follows:

Financial assets
Monetary items
USD
HKD
JPY
RMB
Non-monetary items
USD
Financial liabilities
Monetary items
USD
HKD
RMB
Dec. 31, 2019 Dec. 31, 2018
foreign
currency
Exchange
rate
Amount foreign
currency
Exchange
rate
Amount
18,822
9,647
89,832
31,007
653
296
14
207
30.03
3.836
0.2751
4.296
30.03
30.13
3.896
4.346
565,217
37,007
24,713
133,204
19,600
8,908
56
901

38,762

3,041

150,155

24,166
2,735

229

847

40
30.67

3.894
0.2764
4.448
30.67
30.77
3.954
4.498
$1,186,500
11,776
41,374
107,304
83,896
7,047
3,351
182



66

The sensitivity analysis concerning foreign currency exchange rate risk is calculated mainly for the monetary items of foreign currency at the end of the financial reporting period. When the appreciation/ depreciation of NT Dollar vs. foreign currency reaches 1%, the pre-tax profit and loss of the Company from January 1 to December 31, 2019 and 2018 would separately increase/decrease by NT$7,503 thousand and NT$13,364 thousand, respectively.

Due to a large variety and volumes of foreign currency transactions, the Company discloses the exchange gains/losses for the summary of monetary items. The recognized foreign currency gain/loss (realized and unrealized) was NT$2,641 thousand for 2019 and NT$23,691 thousand for 2018.

  • B. Interest rate risk

The interest rate risk refers to the risk in fair values of non-derivative financial instruments cause by changes of market interest rate. The interest rate risk of the Company mainly comes from short-term loans and short-term bonds payable.

Concerning the sensitivity analysis of interest rate risk, it is calculated on basis of the fixed interest rate loan at the end of the financial reporting period, and it is assumed to be held for one year. In case the interest rate rises/drops 1%, the pre-tax profit and loss of the Company from January 1 to December 31, 2019 and 2018 would separately decrease/ increase by NT$12,595 thousand and NT$27,396 thousand, respectively.

  • C. Other price risks

The price risk of equity instruments of the Company mainly comes from the investment classified as Financial assets at fair value through other comprehensive income; and all major equity instrument investments may only be conducted after the approval of the board of the Company. Concerning the sensitivity analysis of equity instrument price risks, it is calculated on basis of the changes in fair values at the end of the financial reporting period. In case the price equity instruments rises/drops 1%, the profit and loss of the Company from January 1 to December 31, 2019 and 2018 would separately increase/decrease by NT$32,735 thousand and NT$27,614 thousand, respectively.

67

(5) Credit risk management

The credit risk management refers to the opposing party of trade violates contract obligations and causes risks of financial loss to the Company. The credit risk of the Company comes mainly from the accounts receivable generated from operation activities, and bank deposits generated from investment activities and other financial instruments. Operation related credit risks and financial credit risks are under separate management.

  • A. Operation related credit risks

In order to maintain the quality of accounts receivable, the Company already establishes the procedures of operation related credit risks. The risk evaluation of an individual customer considers such numerous factors with potential impacts on customer payment abilities as the financial status of the said customer, internal credit ratings of the Company, historical trade record and current economic status, etc. The Company would also in due time uses certain credit enhancement tools, such as sales revenue received in advance and credit insurance, etc., to reduce credit risks of specific customers.

Up to December 31, 2019 and December 31, 2018, the accounts receivable balances of the top 10 major customers account for the accounts receivable balances of the Company respectively as 72% and 74%; the risk concentration risks of the rest accounts receivable are relatively not major.

  • B. Financial credit risk

The credit risks of bank deposit and other financial instruments are measured and supervised by the Finance Department of the Company. Since the trade parties of the Company are all domestic banks with commendable credit, there is no suspicion of major contract performance; therefore, there is no major credit risk.

  • (6) Liquidity risk management

The object of liquidity risk management of the Company is to maintain cash and equivalent cash required for operation, securities with high liquidity, and sufficient bank financing quota, etc., to ensure the Company to possess sufficient financial flexibility, operation fund sufficient to cope up with the financial liabilities with agreed repayment periods.

68

A. The liquidity of non-derivative financial assets and liabilities

Dec. 31, 2019
Less than 1
year
2~3 years 4~5 years Over 5 years
Total
$ -





10,879

17,525
$ -


10,879
4,661
$ -



21,759

4,727
$ 860,000
399,548
241,681
49,279
42,401
$ 1,522,479 $ 28,404 $ 15,540 $ 26,486 $ 1,592,909
Dec. 31, 2018
Less than 1
year
2~3 years 4~5 years Over 5 years
Total
$ 400,000





17,265
$ -


5,360
$ -



4,727
$ 2,020,000
719,643
322,462
44,361

B. Loan commitments

Loan commitments
Unsecured bank overdraft limit
-Amount used
-Amount unused
Unsecured bank loan limit
-Amount used
-Amount unused
Secured bank loan limit
-Amount used
-Amount unused
Dec. 31, 2019
$ -
90,000
$ 90,000
$ 1,090,000
1,850,000
$ 2,940,000
$ 170,000

$ 170,000
Dec. 31, 2018
$ -
90,000
$ 90,000
$ 2,170,000
560,000
$ 2,730,000
$ 570,000
140,000
$ 710,000

69

31. Related party transaction

  • (1) Name and relation ship with related parties
Name of related parties
Formosan Construction Corp.
(Taiwan)

Eurogear Corporation

Chen Hsi Investment CO, LTD

Hung He Development CO, LTD
HSU, ZHEN-TSAI

HSU, ZHEN-JI
Relationship with the Company
Investee company accounted for using
the equity method
The Company’s institutional director.
The president is the spouse of the
general manager of the Company
The president is the spouse (1st degree
of kinship) of the Company’s president
President of the Company
The general manager of the Company
  • (2) Major transaction with related parties

A. Operating revenue -Rental

Operating revenue-Rental
Other
Guarantee deposits received
2019
$ 1,126

Dec. 31, 2019
$ 274
2018
$ 1,126
Dec. 31, 2018
$ 274

The related enterprise leases the office to the Company, and the lease content is determined by the agreement between the two parties, and the rent is collected monthly.

B. Lease agreement

Lease agreement signed by the Company with Formosan Construction Corp. (Taiwan), Eurogear Corporation, Chen Hsi Investment CO, LTD., Ltd. and Hung He Development CO, LTD in December 2018., with the lease period as of January 1, 2018 to December 31, 2028. The lease agreement is based on the Consumer Price Index (CPI) in the sixth, and it adjusts the rent according to the accumulated average CPI increase in the previous year. The Company does not have a preferential purchase right for the real property at the end of the lease term. The rent is the monthly payment.

70

Dec. 31, 2019

C. Formosan Construction Corp.
(Taiwan)
Eurogear Corporation
Chen Hsi Investment CO, LTD
Hung He Development CO, LTD
Total
Refundable deposits
Interest expense
Depreciation expense
Rental expense
Other payables
Other
Right-of-use assets
$ 9,212
8,834
18,756

9,595
$ 46,397
Dec. 31, 2019
$ 1,167

2019

lease liabilities
$ 9,262
8,881
18,857
9,647
$ 46,647
Dec. 31, 2018
$ 1,167
2018
$ 534 $ -
$ 5,155 $ -
$ - $ 5,440
Dec. 31, 2019
$ 6,288
Dec. 31, 2018
$ 6,255
  • D. As of December 31, 2019 and December 31, 2018, the ownership of book amount are respectively NT$94,241 thousand and NT$94,553 thousand for the farmland at Dahu Section, which are held under the name of the major management of FRG. Its ownership certificate is under custody of FRG, and its pledge is set to FRG for security purpose.

(3) Reward to major management

The remuneration information to board directors and other major management members shall be as follows:

members shall be as follows:
Short-term benefits
Retirement benefit
Total
2019
$ 50,961

610
$ 51,571
2018
$ 48,899
666
$ 49,565

71

32. Pledged assets

The following assets are already provided to serve for guarantee of financial industry loans, material purchase and international logistics business, with the book amounts as follows:

book amounts as follows:
Construction project ─Real estate
under construction
Other financial assets
Property, plant and equipment
Investment property - house and land
Total
Dec. 31, 2019
$ 1,960,691
20,000
287,640
192,872
$ 2,461,203
Dec. 31, 2018
$ 1,955,191
20,000
287,640
200,219
$ 2,463,050

33. Material contingent liabilities and unrecognized contract promise: None

34. Important disaster loss: None

35. Important subsequent events

FRG in order to maintain company credit and shareholders’ equity, bought back 20,000 thousand shares of FRG from open market through resolutions of the board on March 20, 2020, with the scheduled buy-back period as March 23, 2020 to May 22, 2020, and the buy-back price range as $13 to $18; besides, if the stock price dropped below the lower limit of buy-back price range as $13, shares could be still be bought back.

72

36. Additional disclosed items

  • (1) Information regarding the material transaction items

  • A. The status of lending capital to others: None

B. The status of endorsement and guarantee for others:

No.
(note 1)
Company
name of the
endorsement/
guarantee
provider
Recipient of the
endorsement/
guarantee
Recipient of the
endorsement/
guarantee
Endorsement/
guarantee
quota for a
individual
enterprise
(note 3)

Max. balance of
the
endorsement/
guarantee this
period

Ending balance
of the
endorsement/
guarantee

Actual drawing
amount

The
endorsement
/ guarantee
amount
guaranteed
by properties
Percentage of
accumulated
endorsement /
guarantee
amount in net
value of the
latest financial
statements

Max. limit of
the
endorsement /
guarantee
(note 3)

Endorsement/
guarantee
from parent
company to
subsidiary

Endorsement
/ guarantee
from
subsidiary to
parent
company
Endorsement/
guarantee to
Mainland
China

Company
name
Relation
0 The
Company
950 Property
LLC

Note 2
$ 1,620,996 $ 825,378
(USD26,054)
$ 784,995
(USD26,054)
$ 63,424
(USD2,105)
7.26% $ 3,241,992

Note 1: The explanation for the number column is as follows:

  • (1) Put “0” for the company.

  • (2) Put the serial No. starting from 1 for the investees by company category.

  • Note 2: The relationships between endorsement/ guarantee provider and recipient: A company that is endorsed by each of the contributing shareholders in accordance with their shareholding ratio because of the joint investment relationship.

  • Note 3: Accoridng to the Operating procedures of endorsement and guarantee for others, FRG’s endorsement/ guarantee total amount should be no more than 30% of this company’s net value, and its endorsement/ guarantee amount to an individual enterprise should be no more than 15% of FRG’s net value.

Note 4 : US$1 = NT$30.13

73

C. The status of securities held at the end of the period

Name of this
Company
Type and name of securities Relation with securities
issuer
Item listed on book The end of the period Remarks
Share / unit numbers Book value Ratio of
share
holding %
Fair value
The
Company
SinoPac Financial Holdings
Company Limited - Stock
Nan Ya Plastics Corporation - Stock
Formosa Chemicals & Fibre
Corporation- Stock
Far Eastern New Century
Corporation- Stock
Far Eastern Group - Stock
Far Eas Tone Telecommunications
Co., Ltd.- Stock
Formosa Plastics Corporation- Stock
Huaku Development Co., Ltd.-
Stock
E. SUN Financial Holding Co., Ltd.-
Stock
ASUSTeK Computer Inc.- Stock
WPG Holdings - Stock
TSEC Corporation- Stock
Formosa Petrochemical Corp- Stock
Shine More Technology Materials
Corporation., Ltd.- Stock
Fubon Securities Co., Ltd.
Continental Holdings Corp. (CHC) -
Stock


Financial assets at fair value
through other comprehensive
income - current














35,969,700
3,847,900
4,599,170
4,101,761
5,266,447
2,007,000
583,000
1,280,000
1,510,076
200,000
283,600
5,984,888
1,678,000
1,158,250
690,000
2,205,000
467,606
280,127
402,427
122,438
137,191
144,705
58,183
118,528
42,131
46,300
11,089
45,485
163,605
4,228
6,493
29,326
0.32
0.05
0.08
0.08
0.37
0.06
0.01
0.46
0.01
0.03
0.02
1.58
0.02
1.52
0.28
0.27
$ 467,606
280,127
402,427
122,438
137,191
144,705
58,183
118,528
42,131
46,300
11,089
45,485
163,605
4,228
6,493
29,326
Note
Note
Note
Note

74

Name of this
Company
Type and name of securities Relation with securities
issuer
Item listed on book The end of the period Remarks
Share / unit numbers Book value Ratio of
share
holding %
Fair value
The
Company
Pegatron Corporation- Stock
Brightek Optoelectronic Co., Ltd.-
Stock
Eslite Corporation- Stock
Yu Chi Venture Investment Co.,
Ltd.- Stock
Formosan Chemical Industrial Co.-
Stock
Formosan Glass & Chemical
Industrial Co.- Stock
Tai Yang Co., Ltd. - Stock
Formosan Rubber Group Inc.
(Ningpo)- Stock
Tashee Golf & Country Club
-preferred stock
Chairman of Formosan
Rubber Group Inc.
(Ningpo) is the brother to
Chairman of Formosan
Rubber Group Inc.
Financial assets at fair value
through other comprehensive
income - current
Financial assets at fair value
through other comprehensive
income - non-current






635,000
267,241
1,604,379
2,700,000
22,516
10,000
111,395

1
43,434
3,736
16,792
29,106
14,030
4,712
7,415
19,600
14,400
0.02
0.44
1.65
10.00
2.25
5.13
1.24
12.86
$ 43,434
3,736
16,792
29,106
14,030
4,712
7,415
19,600
14,400
Ban Chien
Development
Co., Ltd.
SinoPac Financial Holdings
Company Limited - Stock
CHONG HONG CONSTRUCTION
CO., LTD. - Stock
Financial assets at fair value
through other comprehensive
income - current
42,062,322
560,000
546,810
45,528
0.37
0.19
546,810
45,528
FRG US
Corp.
TRIMOSA HOLDINGS LLC-
Equity
Financial assets at fair value
through other comprehensive
income - non-current
448,037 14.67 448,037

Note: The situation of being provided to financial loan business trust in detail is shown as in Note 8.

75

  • D. The same securities in which the accumulated amount of buying or selling reached NT$300 million or was more than 20% of the

  • paid-up capital: None

  • E. The amount acquiring real estate which reached NT$300 million or was over 20% of the paid-up capital: None

  • F. The amount disposing property which reached NT$300 million or was over 20% of the paid-up capital: None

  • G. The amount of purchases or sales from or to related parties which reached NT$100 million or was over 20% of the paid-up capital:

None

  • H. The amount of related party receivables which reached NT$100 million or was more than 20% of the paid-up capital: None

  • I. Information regarding transactions of derivative financial products: None

  • J. Business relations, important transaction current conditions between the parent company and its subsidiaries: None

76

(2) Related information to re-investment businesses

Investing
company
Investee Area Business items Original investment amount Original investment amount Holdingat the end of theperiod Holdingat the end of theperiod Holdingat the end of theperiod Investee’s
profit (loss)
of current
period
Investment
profit (loss)
recognized
current period

Remarks
End of period
for current
period

End for last
year
Share Ratio (%) Book value
The Company Ban Chien
Development Co.,
Ltd.
Da-Guan
Recreation
Company
KINGSHALE
INDUSTRIAL
LIMITED
FRG US Corp.
Formosan
Construction
Corp. (Taiwan)
Fenghe
Development Co.,
Ltd.
Rueifu
Development Co.,
Ltd.
Taiwan
Taiwan
Hong Kong
U.S.A.
Taiwan
Taiwan
Taiwan
Consign a contractor to
build residential and
commercial building for
lease and sale
Trading on golf driving
range, playground,
sports equipment
Investment
Real estate investment,
development and rental
and sales of premises.
Consign a contractor to
build commercial
building and public
housing for lease and
sale
Consign a contractor to
build residential and
commercial building for
lease and sale
International trade,
investment consultancy,
office building for lease
and building/land
brokerage.
$ 560,000
63,007
34
460,142
75,979
59,850
483
$ 560,000
63,007
34
221,224
75,979
59,850
483
56,000,000
4,800,000
9,999
7,506,000
7,597,927
3,990,000
48,260
100.00
80.00
99.99
100.00
26.20
39.90
48.26
$ 647,674
(4,069)

448,196
38,843
32,009
6,712
$ 26,002
(33)

(739)
5,723
10,496
2,195
$ 26,002
(26)

(739)
2,028
4,188
1,060
Subsidiary
Subsidiary
Subsidiary
Subsidiary

(3) Information of the investment in China: None

77

37. Department information

  • (1) Operating department

  • A. The operation departments required to be reported include Rubber, Construction and Warehousing Departments; Rubber Department engages in manufacture & sale of such products as rubber sheets, plastic sheets, plastic foam sheets and PVC resin sheets, etc.; Construction Department engages in constructing residential & commercial buildings for lease & sale; Warehousing Department engages in management of logistics storage.

  • B. The department profit and loss refer to the profit earned by each department, excluding director/supervisor remuneration and investment profit & loss recognized by equity method. These measurement amounts shall be provided to the major operation decision makers, to be sued to distribute resources to departments and evaluate their performance. Besides, there is no major discrepancy between the accounting policies used by Operation Department and the summary description of important accounting policies described in Note 4.

(2) Departments income and operating result

Revenue from external
customers
Revenue from
inter-departments
Profit (loss) of
departments
Unclassified profit (loss)
Non-operating income
and expenses
Profit before income tax
Income tax (expense)
profit
2019 2019
Rubber
Construction Warehousing
Other
Adjustment
and write-off
Total
$ 962,331 $ 1,518,732 $ 207,068 $ 13,646 $ - $ 2,701,777
$ - $ - $ 60 $ - $ (60) $ -
$ (73,388) $ 492,468 $ 92,058 $ 41,655 $ - $ 552,793

(128,980)
128,874
$ 552,687
$ (13,737)

78

2018

Revenue from external
customers
Revenue from
inter-departments
Profit (loss) of
departments
Unclassified profit (loss)
Non-operating income
and expenses
Profit before income tax
Income tax (expense)
profit
Rubber
Construction Warehousing
Other
Adjustment
and write-off
Total
$ 1,107,260 $ 33,125 $ 214,510 $ 18,923 $ - $ 1,373,818
$ - $ - $ 60 $ - $ (60) $ -
$ 91,347 $ 15,345 $ 100,085 $ 21,868 $ - $ 228,645

(127,450)
159,232
$ 260,427
$ (44,632)

(3) Regional information:

Region Revenue from external customers Revenue from external customers
Non-current assets

Non-current assets
2019 2018 2019 2018
Asia

Europe
United States-
Canada
Other region
Total
$ 2,426,088
196,929
78,433
327
$ 991,281
266,438
115,691
408
$ 3,783,540


$ 3,823,945


$ 2,701,777 $ 1,373,818 $ 3,783,540 $ 3,823,945

The above non-current assets shall not include financial products and deferred

income tax assets

(4) Products information

Products information
Products
Rubber

Real property
Other
Total
2019 2018
$ 1,114,877
33,125
225,816
$ 1,373,818
$ 960,898

1,518,732
222,147
$ 2,701,777

79

  • (5) Important customer information: The customers whose net incomes accounting

for more than 10% of the income in the Rubber Department of 2019 and 2018

are as follows:

are as follows: are as follows: are as follows: are as follows: are as follows: are as follows:
Rubber Enterprise Dept.
2019 2018
Customer Amount Proportion to
operating
income
Customer Amount Proportion to
operating
income
Customer C 83,289 9% Customer C $ 142,118 13%
Customer F 112,937 12% Customer F 124,750 11%

80