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FRG — Annual Report 2023
Nov 14, 2023
51973_rns_2023-11-14_0bb55894-778c-4f83-8de8-755de03cde8d.pdf
Annual Report
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Formosan Rubber Group Inc.
and Subsidiaries
Consolidated Financial Statements
For the Years Ended December 31,2023 and 2022 With Independent Auditors’ Report
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 combined financial statements of Formosan
Rubber Group Inc. as of and for the year ended December 31, 2023, 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 12, 2024
2
NO.00111120ECA
INDEPENDENT AUDITORS’ REPORT
The Board of Directors and Shareholders
Formosan Rubber Group Inc.
Opinion
We have audited the accompanying consolidated financial statements of Formosan Rubber Group Inc. and its subsidiaries, which comprise the consolidated balance sheets as of December 31, 2023 and 2022, and the consolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the consolidated financial statements, including a summary of significant accounting policies.
In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of Formosan Rubber Group Inc. and its subsidiaries as of December 31, 2023 and 2022, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.
Basis for Opinion
We conducted our audits in accordance with the Regulations Governing Financial Statement Audit and Attestation Engagements of Certified Public Accountants and the Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of Formosan Rubber Group Inc. and its subsidiaries in accordance with The Norm of Professional Ethics for Certified Public Accountant of the Republic of China and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements for the year ended December 31, 2023. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
3
Key audit matters for Formosan Rubber Group Inc. and its subsidiaries’ consolidated financial statements for the year ended December 31, 2023 are stated as follows:
Valuation of Net Realizable Value of Real Estate For Sale
Summary of key issues for auditing
As of December 31, 2023, the value of real estate for sale on the consolidated balance sheet was NT$ 2,771,492 thousand primarily reflective of the cost with completed properties and land held for sale. These items accounted for approximately 19% of the consolidated total assets. Please refer to Notes 4, 5 and 10 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. As the valuation of real estate for sale 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 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:
-
Acquisition of the data concerning the company’s assessment of lower of the costs and net realizable value;
-
Random inspection of the ownership documents for the properties held for sale, in order to validate the integrity of the assessment;
-
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.
Impairment of Property Investments
Summary of key issues for auditing
As of December 31, 2023, the value of property investments on the consolidated balance sheet was NT$ 2,847,586 thousand accounting for approximately 20% of the consolidated total assets. Please refer to Notes 4, 5 and 15 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:
- Acquisition of the data concerning the company’s assessment of asset impairments according to cash generating units;
4
- 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.
Other Matter
We have also audited the parent company only financial statements of Formosan Rubber Group Inc. as of and for the years ended December 31, 2023 and 2022 on which we have issued an unmodified opinion.
Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the IFRS, IAS, IFRIC, and SIC endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing Formosan Rubber Group Inc. and its subsidiaries’ ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate Formosan Rubber Group Inc. and its subsidiaries or to cease operations, or has no realistic alternative but to do so.
Those charged with governance (including members of the Audit Committee) are responsible for overseeing Formosan Rubber Group Inc. and its subsidiaries’ financial reporting process.
Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Standards on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.
5
As part of an audit in accordance with the Standards on Auditing of the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
-
Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
-
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of Formosan Rubber Group Inc. and its subsidiaries’ internal control.
-
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
-
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on Formosan Rubber Group Inc. and its subsidiaries’ ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause Formosan Rubber Group Inc. and its subsidiaries to cease to continue as a going concern.
-
Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
-
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within Formosan Rubber Group Inc. and its subsidiaries to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
6
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements for the year ended December 31, 2023 and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
BAKER TILLY CLOCK & CO.
March 12, 2024
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 such consolidated financial statements are those generally 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.
7
Formosan Rubber Group Inc. and Its Subsidiaries
Consolidated Balance Sheet
Dec. 31, 2023 and 2022
Unit: In Thousands of NTD
| Assets | Note | Dec. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2022 |
|---|---|---|---|---|---|
| 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 Inventories Inventories-Construction Industry Prepayments Other financial assets-current Other current assets-other Total current assets 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 Total non-current assets |
6 7 8 9 9 10 10 11 8 12 13 14 15 26 11 |
$ 648,132 64,635 4,934,692 38,804 100,762 50,961 181,618 2,771,492 54,562 711,296 973 |
5 1 35 -1 -1 19 -5 - |
$ 1,819,185 16,963 4,385,379 74,739 80,946 39,176 210,674 2,909,351 52,346 -1,087 |
13-32 1 1 -2 21 --- |
| 9,557,927 | 67 | 9,589,846 | 70 | ||
| 821,967 127,642 747,845 30,989 2,847,586 55,178 18,017 57,050 20,000 633 |
6 1 6 -20 ----- |
482,225 103,371 793,418 32,569 2,663,226 32,869 -40,376 20,000 1,305 |
4 1 6 -19 ----- |
||
| 4,726,907 | 33 | 4,169,359 | 30 | ||
| Total assets | $ 14,284,834 | 100 | $ 13,759,205 | 100 |
(The attached notes constitute a part of the consolidated financial statements.)
8
Formosan Rubber Group Inc. and Its Subsidiaries
Consolidated Balance Sheet (Continued)
Dec. 31, 2023 and 2022
Unit: In Thousands of NTD
| Liabilities & equity | Note | Dec. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2022 |
|---|---|---|---|---|---|
| Accounting item | Amount | % |
Amount | % |
|
| Current liabilities Short-term borrowings Short-term notes and bills payable Notes payable Accounts payable Other payables Current tax liabilities Lease liabilities-current Other current liabilities Total current liabilities Non-current liabilities Deferred tax liabilities Non-current lease liabilities Net defined benefit liability Guarantee deposits received Total non-current liabilities 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 Total equity |
16 17 14 26 14 18 19 |
$ 1,140,000 189,881 81,599 34,185 133,006 35,261 7,648 18,155 |
7 2 1 -1 --- |
$ 1,240,000 39,894 92,132 33,910 140,995 76,359 5,775 18,453 |
9-1 -1 1 -- |
| 1,639,735 | 11 | 1,647,518 | 12 | ||
| 170,946 24,065 2,131 45,685 |
2--- |
170,413 27,473 2,575 48,641 |
2--- |
||
| 242,827 | 2 | 249,102 | 2 | ||
| 1,882,562 | 13 | 1,896,620 | 14 | ||
| 3,035,934 449,745 1,812,711 296,475 5,873,998 4,539 928,870 |
21 3 13 2 41 -7 |
3,373,260 449,745 1,745,695 296,475 5,729,100 (1,037) 269,347 |
25 3 13 2 41 -2 |
||
| 12,402,272 | 87 | 11,862,585 | 86 | ||
| Total liabilities & equity | $ 14,284,834 | 100 | $ 13,759,205 | 100 |
(The attached notes constitute a part of the consolidated financial statements.)
9
Formosan Rubber Group Inc. and Its Subsidiaries
Consolidated Comprehensive Income Statement
From Jan. 1 to Dec. 31, 2023 and 2022
Unit: In Thousands of NTD
| Accounting item | Note | 2023 | 2022 | ||
|---|---|---|---|---|---|
| Amount | % |
Amount | % |
||
| Operating revenue Operating costs Gross profit Operating expenses Selling expenses General and administrative expenses Research and development expenses Total operating expense Operating profit Non-operating income and expenses Interest income Other income Other gains and losses Finance costs Expected credit impairment (loss) gain Shares of (loss) profit of associate Total non-operating income and expenses Income before income tax Income tax expense 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 Income tax related to items that may be reclassified subsequently Other comprehensive income (loss) Total comprehensive income for the year Net income attributable to: Shareholders of the parent Total comprehensive income attributable to: Shareholders of the parent Earnings per share (NT dollars) Basic earnings per share Diluted earnings per share |
20 21 22 23 24 26 18 26 26 27 |
$ 1,359,718 (939,107) |
100 (69) |
$ 1,937,243 (1,312,034) |
100 (68) |
| 420,611 | 31 | 625,209 | 32 | ||
| (47,577) (164,158) (9,270) |
(3) (12) (1) |
(65,313) (179,392) (9,634) |
(3) (9) (1) |
||
| (221,005) | (16) | (254,339) | (13) | ||
| 199,606 | 15 | 370,870 | 19 | ||
| 53,710 318,279 26,992 (26,326) 284 19,655 |
4 23 2 (2) -2 |
25,417 303,549 133,023 (8,789) 751 5,476 |
1 16 7 --- |
||
| 392,594 | 29 | 459,427 | 24 | ||
| 592,200 (73,323) |
44 (6) |
830,297 (118,613) |
43 (6) |
||
| 518,877 | 38 | 711,684 | 37 | ||
| 341 735,027 4,616 18,799 6,970 (1,793) (1,033) |
-54 -1 1 -- |
60 (309,924) (4,680) 9,887 44,168 (1,192) (8,637) |
-(16) --2 -- |
||
| 762,927 | 56 | (270,318) | (14) | ||
| $ 1,281,804 | 94 | $ 441,366 | 23 | ||
| $ 518,877 | 38 | $ 711,684 | 37 | ||
| $ 1,281,804 | 94 | $ 441,366 | 23 | ||
| 1.61 (NT dollars) 1.60 (NT dollars) |
2.09 (NT dollars) 2.09 (NT dollars) |
(The attached notes constitute a part of the consolidated financial statements.)
10
Formosan Rubber Group Inc. and Its Subsidiaries
Consolidated Statement of Changes in Equity
From Jan. 1 to Dec. 31, 2023 and 2022
| From Jan. 1 to Dec. 31, 2023 and 2022 | From Jan. 1 to Dec. 31, 2023 and 2022 | From Jan. 1 to Dec. 31, 2023 and 2022 | |||||||
|---|---|---|---|---|---|---|---|---|---|
| Unit: In Thousands of NTD | |||||||||
| Item | Equity attributable to owners of the parent | Treasury stocks | Total equity | ||||||
| Share capital | Capital surplus | Retained earnings | Other equity interest | ||||||
| Legal reserve | Special reserve | Unappropriated retained earnings |
Exchange differences on translation of foreign financial statements |
Unrealized gains (losses) on financial assets measured at fair value through other comprehensive income |
|||||
| Balance ofJan.1,2022 | $ 3,423,260 | $ 456,341 | $ 1,666,856 | $ 297,955 | $ 5,548,580 | $ (36,371) | $ 581,205 | $ - |
$11,937,826 |
| Legal reserve appropriated Cash dividend Reversal of special reserve Net income in 2022 Other comprehensive income for 2022, net of income tax Total comprehensive income (loss) in 2022 Purchase of treasury share Retirement of treasury share Disposal of financial assets at fair value through other comprehensive income-equityinstruments |
----- |
----- |
78,839---- |
--(1,480) -- |
(78,839) (410,791) 1,480 711,684 48 |
----35,334 |
----(305,700) |
----- |
-(410,791) -711,684 (270,318) |
- |
- |
- |
- |
711,732 | 35,334 | (305,700) | - |
441,366 | |
-(50,000) - |
-(6,596) - |
--- |
--- |
-(49,220) 6,158 |
--- |
--(6,158) |
(105,816) 105,816 - |
(105,816)-- |
|
| Balance of Dec. 31, 2022 | $ 3,373,260 | $ 449,745 | $ 1,745,695 | $ 296,475 | $ 5,729,100 | $ (1,037) | $ 269,347 | $ - |
$ 11,862,585 |
| Legal reserve appropriated Cash dividend Net income in 2023 Other comprehensive income for 2023, net of income tax Total comprehensive income (loss) in 2023 Capital Reduction Disposal of financial assets at fair value through other comprehensive income-equity instruments |
---- |
---- |
67,016--- |
---- |
(67,016) (404,791) 518,877 273 |
---5,576 |
---757,078 |
---- |
-(404,791) 518,877 762,927 |
- |
- |
- |
- |
519,150 | 5,576 | 757,078 | - |
1,281,804 | |
(337,326)- |
-- |
-- |
-- |
-97,555 |
-- |
-(97,555) |
-- |
(337,326)- |
|
| Balance of Dec. 31,2023 | $ 3,035,934 | $ 449,745 | $ 1,812,711 | $ 296,475 | $ 5,873,998 | $ 4,539 | $ 928,870 | $ - |
$12,402,272 |
(The attached notes constitute a part of the consolidated financial statements.)
11
Formosan Rubber Group Inc. and Its Subsidiaries
Consolidated Statement of Cash Flows
From Jan. 1 to Dec. 31, 2023 and 2022
| Unit: In Thousands of NTD 2023 2022 Amount Amount $ 592,200 $ 830,297 102,855 104,363 (284) (751) (24,649) 1,990 26,326 8,789 (53,710) (25,417) (312,827) (297,907) (19,655) (5,476) -(57) -18,845 (98) (1,454) 36,298 (45,306) (19,924) 35,254 (12,366) (2,057) 29,056 631 137,859 (865,710) (2,216) (6,203) 114 (279) -(50,221) (10,533) (1,152) 275 (1,415) (7,989) 5,132 (298) (836) (103) (139) 460,331 (299,079) |
Unit: In Thousands of NTD 2023 2022 Amount Amount $ 592,200 $ 830,297 102,855 104,363 (284) (751) (24,649) 1,990 26,326 8,789 (53,710) (25,417) (312,827) (297,907) (19,655) (5,476) -(57) -18,845 (98) (1,454) 36,298 (45,306) (19,924) 35,254 (12,366) (2,057) 29,056 631 137,859 (865,710) (2,216) (6,203) 114 (279) -(50,221) (10,533) (1,152) 275 (1,415) (7,989) 5,132 (298) (836) (103) (139) 460,331 (299,079) |
|
|---|---|---|
| Item | 2023 | 2022 |
| Amount | Amount | |
| Cash flows from operating activities: Income before income tax Adjustments for: Depreciation expense Expected credit impairment gain Net loss (gain) on financial assets at fair value through loss (profit) Finance costs Interest income Dividend income Share of profit of associates gain on disposal of property, plant and equipment Impairment loss on non-financial assets Unrealized foreign exchange gain Changes in operating assets and liabilities Notes receivable Accounts receivable Other receivables Inventories Inventories-Construction Industry Prepayments Other current assets Contract liabilities Notes payable Accounts payable Other payables Other current liabilities Net defined benefit liability Cash generated from (used in) operations |
$ 592,200 102,855 (284) (24,649) 26,326 (53,710) (312,827) (19,655) --(98) 36,298 (19,924) (12,366) 29,056 137,859 (2,216) 114 -(10,533) 275 (7,989) (298) (103) |
$ 830,297 104,363 (751) 1,990 8,789 (25,417) (297,907) (5,476) (57) 18,845 (1,454) (45,306) 35,254 (2,057) 631 (865,710) (6,203) (279) (50,221) (1,152) (1,415) 5,132 (836) (139) |
| 460,331 | (299,079) |
12
Formosan Rubber Group Inc. and Its Subsidiaries
Consolidated Statement of Cash Flows (Continued)
From Jan. 1 to Dec. 31, 2023 and 2022
Unit: In Thousands of NTD
| Item | 2023 | 2022 |
|---|---|---|
| Amount | Amount | |
| Interest received Dividends received Interest paid Income tax paid Net cash generated from (used in) 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 acquisition of financial assets at fair value through profit or loss Acquisition of property, plant and equipment Disposal of property, plant and equipment Increase in refundable deposits Acquisition of Investment property (Increase) decrease in other financial assets Decrease in other non-current assets Increase prepayments for equipment Net cash used in investing activities Cash flows from financing activities: (Decrease) increase in short-term borrowings Increase (decrease) in short-term notes and bills payable (Decrease) increase in guarantee deposits received Payments of lease liabilities Cash dividends paid Capital Reduction Payments to acquire treasury shares Net cash (used in) generated from financing activities Effect of exchange rate changes on cash and cash equivalents Net Decrease in cash and cash equivalents Cash and cash equivalents at beginning of year Cash and cash equivalents at end ofyear |
54,297 312,821 (26,326) (118,431) |
23,152 297,907 (8,789) (34,602) |
682,692 |
(21,411) | |
(989,541) 805,909 4,000 (38,042) 38,957 (19,207) -(16,674) (215,354) (711,296) 672 (18,017) |
(482,646) 83,212 2,000 --(27,218) 57 (750) -27,620 2,949 - |
|
| (1,158,593) | (394,776) | |
| (100,000) 149,987 (2,956) (6,992) (404,791) (337,326) - |
825,000 (119,990) 4,118 (5,391) (410,791) -(105,816) |
|
| (702,078) | 187,130 | |
| 6,926 | 35,875 | |
| (1,171,053) 1,819,185 |
(193,182) 2,012,367 |
|
| $ 648,132 | $ 1,819,185 |
(The attached notes constitute a part of the consolidated financial statements.)
13
Formosan Rubber Group Inc. and Its Subsidiaries
Notes to Consolidated Financial Statements
From Jan. 1 to Dec. 31, 2023 and 2022
(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 12, 2024.
3. Application of new standards, amendments and interpretations
- (1) Initial application of the amendments to the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) (collectively, the “IFRS Accounting Standards”) endorsed and issued into effect by the Financial Supervisory Commission (FSC).
The initial application of the amendments to the IFRS Accounting Standards endorsed and issued into effect by the FSC did not have material impact on the Group’s accounting policies.
- (2) The IFRS Accounting Standards endorsed by the FSC for application starting from 2024
| Effective Date | |
|---|---|
| Announced by IASB | |
| New Standards, Interpretations and Amendments | (Note 1) |
| Amendments to IFRS 16 “Leases Liability in a Sale and Leaseback” | January 1, 2024 (Note 2) |
| Amendments to IAS 1 “Classification of Liabilities as Current or | January 1, 2024 |
| Non-current” | |
| Amendments to IAS 1 “Non-current Liabilities with Covenants” | January 1, 2024 |
| Amendments to IAS 7 and IFRS 7 “Supplier Finance Arrangements” | January 1, 2024 (Note 3) |
| Note 1: Unless stated otherwise, the above IFRSs will be effective | for annual reporting periods |
| beginning on or after their respective effective dates. |
-
Note 2: A seller-lessee shall apply the Amendments to IFRS 16 retrospectively to sale and leaseback transactions entered into after the date of initial application of IFRS 16.
-
Note 3: The amendments provide some transition relief regarding disclosure requirements.
As of the date the consolidated financial statements were authorized for issue, the Group has assessed that the application of above standards and interpretations will not have a material impart on the Group’s financial position and financial performance.
14
- (3) New IFRS Accounting Standards in issue but not yet endorsed and issued into effect by the
FSC
| FSC | |
|---|---|
| New Standards,Interpretations and Amendments | Effective Date Announced by IASB (Note 1) |
| Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets between an Investor and its Associate or Joint Venture” IFRS 17 “Insurance Contracts” Amendments to IFRS 17 Amendments to IFRS 17 “Initial Application of IFRS 9 and IFRS 17 - Comparative Information” Amendments to IAS 21 “Lack of Exchangeability” |
To be determined by IASB January 1, 2023 January 1, 2023 January 1, 2023 January 1, 2025 (Note 2) |
-
Note 1: Unless stated otherwise, the above IFRSs are effective for annual reporting periods beginning on or after their respective effective dates.
-
Note 2: An entity shall apply those amendments for annual reporting periods beginning on or after January 1, 2025. Upon initial application of the amendments, the entity recognizes any effect as an adjustment to the opening balance of retained earnings. When the entity uses a presentation currency other than its functional currency, it shall, at the date of initial application, recognize any effect as an adjustment to the cumulative amount of translation differences in equity.
As of the date the consolidated financial statements were authorized for issue, the Group is continuously assessing the possible impact that the application of above standards and interpretations will have on the Group’s financial position and financial performance and will disclose the relevant impact when the assessment is completed.
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.
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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, 2023 | Dec. 31, 2022 | ||
| FRG FRG |
Ban Chien Development Co., Ltd. (Taiwan) FRG US Corp. (San Francisco) |
100%100 % |
100%100 % |
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a. 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.
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b. 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, As of December 31, 2023, with an investment limit of USD 32,000 thousand. Its main businesses are real estate investment, development and rental and sales of premises.
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As of December 31, 2023 and 2022, FRG has remitted Investment funds are NT$938,955 thousand (USD30,802 thousand) and NT$560,933 thousand (USD18,252 thousand).
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c. The financial statements of the consolidated subsidiaries are based on their audited financial statements during the same period.
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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.
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C. Subsidiaries that have non-controlling interests that are material to the Company: none
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(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.
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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.
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.
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(7) Inventory and real estate for sale and real estate under construction
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Inventories include raw materials, supplies, finished goods and work-in-process. Inventories are measured at the lower of cost or net realizable value. Comparisons between cost and net realizable value are made on an item-by-item basis, except for inventories of the same type. Net realizable value is the estimated selling price under normal circumstances, less estimated costs to complete and estimated costs to sell. The cost of inventories is calculated using the weighted-average method.
If a house is exchanged for land under a subdivision contract and is classified as land for sale, no gain or loss is recognized on the exchange and revenue is not recognized until the land is sold to the buyer.
- (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.
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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.
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, 3-10 years.
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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 3-50 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.
(11) Lease
A. The Group 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.
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When a lease includes both land and building elements, the Group 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 Group. 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.
B. The Group as lessee
The Group 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 Group 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.
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- (12) Impairment of non-financial assets
The Group 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 Group 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.
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.
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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.
(14) Financial Instrument
Financial assets and financial liabilities shall be recognized when the Group 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.
(15) 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, investment in debt instruments measured at FVTOCI, and investments in equity instruments at 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.
Financial assets measured at fair value through profit or loss are measured at fair value. The dividends and interests generated are recognized in other income and interest income, respectively, and any gain or loss arising from remeasurement is recognized in other gains and losses.
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- 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:
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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.
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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:
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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.
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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.
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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.
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- 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 considerate 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.
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.
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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.
(16) 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.
(17) 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.
(18) 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. According to the provisions of Income Tax Law, The unallocated earnings of the Company adding profit-seeking enterprise income tax shall be recognized as the current expense in the allocated earning year resolved in the shareholders’ meeting
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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.
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.
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(19) 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.
5. Citical Accounting Judgements, And Key Sources Of Estimation And Uncertainty
The Group 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
Since inventory and real estate for sale 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.
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Since industry rapidly changes, the inventory and real estate for sale 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 and real estate for sale mainly based on the product demand in the future specific period as estimation basis; therefore, it may generate major changes.
- (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
| 7. 8. |
Dec. 31, 2023 Cash and petty cash $ 445 Cash in bank 337,838 Cash equivalent Commercial paper 309,849 Time deposits with maturity -Total $ 648,132 Financial assets at fair value through profit or loss-current Dec. 31, 2023 Current financial assets at fair value through profit or loss, designated as upon initial recognition Fund $ 64,635 Financial assets at fair value through other comprehensive income Dec. 31, 2023 Equity instruments Stock of domestic listed (OTC) companies $ 4,829,994 Stock of foreign listed (OTC) companies 46,346 Stock not classified to listed (OTC) and emerging companies 117,356 Stock of foreign companies 704,611 Debt instruments Financial bond 58,352 Total $ 5,756,659 Current $ 4,934,692 Non-current $ 821,967 |
Dec. 31, 2022 |
|---|---|---|
| $ 519 410,010 195,906 1,212,750 |
||
| $ 1,819,185 | ||
| Dec. 31, 2022 | ||
| $ 16,963 | ||
| Dec. 31, 2022 | ||
Equity instruments Stock of domestic listed (OTC) companies Stock of foreign listed (OTC) companies Stock not classified to listed (OTC) and emerging companies Stock of foreign companies Debt instruments Financial bond Total Current Non-current |
||
| $ 4,369,693 1,743 67,342 414,883 13,943 |
||
| $ 4,867,604 | ||
| $ 4,385,379 | ||
| $ 482,225 |
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(1) The Company signed a securities lending agreement with SinoPac Securities Corporation on April 10, 2020. Dividends and bonuses, being generated during the loan period should be repaid to the company. According to the agreement, when there is no loan transaction for more than three consecutive years, the agreement would be terminated. As of December 31, 2023 and 2022, the book value of stock lending were NT$83,722 thousand and NT$0 thousand respectively.
- (2) Credit risk management for investments in debt instruments
Investments in debt instruments were classified as at FVTOCI :
| Gross carrying amount Adjustment to fair value Total |
Dec. 31, 2023 $ 60,885 (2,533) $ 58,352 |
Dec. 31, 2022 |
|---|---|---|
| $ 14,712 (769) |
||
| $ 13,943 |
The Company only invests in debt instruments that have low credit risk for the purpose of impairment assessment. The Company continuously tracks information to monitor changes in the credit risk of the debt instruments that it invests in, and also reviews other information such as material information about the debtor to assess whether there is a significant increase in credit risk since the investment was recognized.
The Company considers the historical default rates of each credit rating supplied by external rating agencies to estimate 12-month or lifetime expected credit losses.
The book amounts of investments in each credit level debt instrument and the applicable expected credit loss rates are as follows:
Dec. 31, 2023
| Credit Rating Performing |
Expected credit loss rate 0.02 %Dec. 31, 2022 |
Through other comprehensive income measured at fair value of book amount |
|---|---|---|
| $ 60,885 | ||
| Credit Rating Performing |
Expected credit loss rate 0.30 % |
Through other comprehensive income measured at fair value of book amount |
| $ 14,712 |
30
The allowance for impairment loss of investments in debt instruments at FVTOCI is as follows:
| follows: | ||
|---|---|---|
| Balance, beginning of year New purchase in this period Derecognise in this period Changes in risk parameters Balance, end of year Notes and accounts receivable ,net Notes receivable Allowance for doubtful accounts Net amount Accounts receivable Allowance for doubtful accounts Net amount |
For the Year Ended December 31, 2023 $ 41 --(29) $ 12 Dec. 31, 2023 $ 39,196 (392) $ 38,804 Dec. 31, 2023 $ 102,620 (1,858) $ 100,762 |
For the Year Ended December 31, 2022 |
$ 209--(168) |
||
| $ 41 | ||
| Dec. 31, 2022 | ||
| $ 75,494 (755) |
||
| $ 74,739 | ||
| Dec. 31, 2022 | ||
| $ 82,696 (1,750) |
||
| $ 80,946 |
9. Notes and accounts receivable ,net
(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.
(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 |
Dec. 31, 2023 | ||
|---|---|---|---|
| Carrying amount of accounts receivable |
Expected credit loss rate |
Loss allowance for lifetime expected credit losses |
|
| $ 139,599 2,151 --66 |
1~2%2 ~5%10 ~20%50 %100 % |
$ 2,100 84 --66 |
|
| $ 141,816 | $ 2,250 |
31
| 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, 2022 | ||
|---|---|---|---|
| Carrying amount of accounts receivable |
Expected credit loss rate |
Loss allowance for lifetime expected credit losses |
|
| $ 155,246 2,091 787 -66 |
1~2%2 ~5%10 ~20%50 %100 % |
$ 2,352 87 --66 |
|
| $ 150,190 | $ 2,505 |
(3) Movements of the loss allowance of notes and accounts receivable were as follow:
| Balance, beginning of year Expected credit impairment gain Balance, end of year |
2023 $ 2,505 (255) $ 2,250 |
2022 |
|---|---|---|
| $ 3,088 (583) |
||
| $ 2,505 |
10. Inventories
- (1) Inventories - Manufacturing
A. The inventory details related to the rubber department is as follows:
| Dec. 31, 2023 Raw materials $ 67,456 Work-in-process 10,204 Finished goods 103,958 Total $ 181,618 The cost of sales related to the rubber department is as follows: 2023 Cost of inventories sold $ 675,866 Provision for (Reversal of) loss on inventories 666 Unamortized fixed manufacturing costs 10,692 Total $ 687,224 |
Dec. 31, 2022 |
|---|---|
| $ 78,208 19,426 113,040 |
|
| $ 210,674 | |
| 2022 | |
| $ 773,309 (15,088) 9,963 |
|
| $ 768,184 |
- B. The cost of sales related to the rubber department is as follows:
For the year ended December 31, 2022, the reversal of loss on inventories is due to the removal part of the inventory that has been listed for decline in price.
-
(2) Inventories-Construction Industry
-
A. The inventory details and contract liabilities related to the construction department is as follows:
32
| Bridge Upto Zenith Project at Banqiao Modesty Home Project at Banqiao Legend River Project at Xindian Treasure Garden Project in Taichung City 55 TIMELESS Project in Taipei City La Bella Vita Project in Taichung City Ambassador Hotel Project in Kaohsiung City-Real estate under construction |
Real estate for sale and prepayment for landpurchases |
Real estate for sale and prepayment for landpurchases |
Contract liabilities | Contract liabilities | Contract liabilities |
|---|---|---|---|---|---|
| Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | Jan. 1, 2022 |
|
| $ 34,016 14,923 92,728 236,653 262,289 690,521 1,440,362 |
$ 34,016 14,923 92,728 236,653 350,489 740,180 1,440,362 |
$ - ------ |
$ - ------ |
$ ----34,552 15,669 - |
|
| $ 2,771,492 | $ 2,909,351 | $ - |
$ - |
$ 50,221 |
-
a. The Ambassador Hotel Co., Ltd. and Continental Engineering Corporation signed the Ambassador Hotel Project in Kaohsiung City, a collaborative development agreement in November 2021. The reconstruction plan is set out by the Statute for Expediting Reconstruction of Urban Unsafe and Old Buildings and related regulations and requesting demolition and rebuild to the Authority which the new building would be developed, constructed, and sold tripartite mutually. The completion date of the reconstruction building is expected to be 1,600 work days after the approval date of the layout inspection.
-
b. The situation of pledge & guarantee in detail is shown in Note 31.
-
B. The cost of sales related to the construction department is as follows:
| 11. | Cost of inventories sold Other financial assets Pledged time deposits Time deposits with maturity over three months Total Current Non-current Interest rate range % |
2023 $ 141,753 Dec. 31, 2023 $ 20,000 711,296 $ 731,296 $ 711,296 $ 20,000 0.715~5.6 |
2022 |
|---|---|---|---|
| $ 438,332 | |||
| Dec. 31, 2022 | |||
$ 20,000- |
|||
| $ 20,000 | |||
$ - |
|||
| $ 20,000 | |||
0.595~1.45 |
The pledged time deposit serves as guaranty for logistics business and it is shown in Note 31.
33
12. 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 by the Company |
The percentage of ownership interest and voting right directly held by the Company |
|---|---|---|---|---|
| Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
| Unlisted (OTC) companies Formosan Construction Corp. (Taiwan) Fenghe Development Co., Ltd. (Taiwan) Rueifu Development Co., Ltd. (Taiwan) Total |
$ 77,897 40,433 9,312 |
$ 63,226 31,741 8,404 |
26.20 39.90 48.26 |
26.20 39.90 48.26 |
| $ 127,642 | $ 103,371 |
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) |
2023 $ 19,655 4,616 $ 24,271 |
2022 |
|---|---|---|
| $ 5,476 (4,680) |
||
| $ 796 |
The investment gains and losses and other comprehensive income for the associates under the
equity method have been recognized according to their audited financials.
13. Property, plant and equipment
| Item | For the Year Ended December 31, 2023 | For the Year Ended December 31, 2023 | For the Year Ended December 31, 2023 | ||
|---|---|---|---|---|---|
| Balance, Beginning of Year |
Additions | Disposals | Reclassification | Balance, End of Year |
|
| $ 444,026 599,700 798,819 11,849 158,422 372 |
$ -3,159 3,165 930 11,953 - |
$ - ----- |
$ (24,049)----(372) |
$ 419,977 602,859 801,984 12,779 170,375 - |
|
| 2,013,188 | 19,207 |
- |
(24,421) | 2,007,974 | |
14,642 18,031 180 7,506 |
---- |
---- |
401,651 714,029 11,586 132,863 |
||
Building Machinery equipment Transportation equipment Other equipment Total Net |
|||||
| 1,219,770 | $ 40,359 | $ - |
$ - |
1,260,129 | |
| $ 793,418 | $ 747,845 |
34
For the Year Ended December 31, 2022
| Item | Balance, Beginning of Year |
Additions | Disposals | Reclassification | Balance, End of Year |
|---|---|---|---|---|---|
| $ 444,026 580,509 795,359 14,039 154,227 - |
$ -19,191 3,460 -4,195 372 |
$ - --(2,190) -- |
$ ------ |
$ 444,026 599,700 798,819 11,849 158,422 372 |
|
| 1,988,160 | 27,218 |
(2,190) | - |
2,013,188 | |
13,535 18,545 159 10,640 |
--(2,190) - |
---- |
387,009 695,998 11,406 125,357 |
||
Building Machinery equipment Transportation equipment Other equipment Total Net |
|||||
| 1,179,081 | $ 42,879 | $ (2,190) | $ - |
1,219,770 | |
| $ 809,079 | $ 793,418 |
-
(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) Reclassification is transferred to Investment property.
-
(3) The situation of pledge & guarantee in detail is shown in Note 31.
14. Lease
- (1) Right-of-use assets
| Right-of-use assets | ||||
|---|---|---|---|---|
| Cost Building Transportation equipment Total Accumulated depreciation & impairment Building Transportation equipment Total Net |
For the Year Ended | December 31,2023 | ||
| Balance, Beginning of Year |
Additions | Disposals | Balance, End of Year |
|
| $ 51,552 1,965 |
$ -5,457 |
$ -- |
$ 51,552 7,422 |
|
| 53,517 | 5,457 | - |
58,974 | |
| 20,620 328 |
5,155 1,882 |
-- |
25,775 2,210 |
|
| 20,948 | $ 7,037 | $ - |
27,985 | |
| $ 32,569 | $ 30,989 |
35
| Cost Building Transportation equipment Total Accumulated depreciation & impairment Building Transportation equipment Total Net |
For the Year Ended | December 31, 2022 | December 31, 2022 | |
|---|---|---|---|---|
| Balance, Beginning of Year |
Additions | Disposals | Balance, End of Year |
|
$ 51,552- |
$ -1,965 |
$ -- |
$ 51,552 1,965 |
|
| 51,552 | 1,965 | - |
53,517 | |
15,465- |
5,155 328 |
-- |
20,620 328 |
|
| 15,465 | $ 5,483 | $ - |
20,948 | |
| $ 36,087 | $ 32,569 |
(2) Lease liabilities
| Lease liabilities | |||
|---|---|---|---|
| Less 1 year Over 1 years Total |
For the Year Ended December 31, 2023 | ||
| Future minimum lease payments |
Interest | Present value of minimum lease payments |
|
| $ 7,980 24,555 |
$ 332 490 |
$ 7,648 24,065 |
|
| $ 32,535 |
$ 822 |
$ 31,713 |
Range of discount rate for lease liabilities were as 1.09 %~ 2.07 % .
For the Year Ended December 31, 2022
| Less 1 year Over 1 years Total |
Future minimum lease payments |
Interest | Present value of minimum lease payments |
|---|---|---|---|
| $ 6,108 28,201 |
$ 333 728 |
$ 5,775 27,473 |
|
| $ 34,309 |
$ 1,061 |
$ 33,248 |
Range of discount rate for lease liabilities were as 1.09 % .
(3) Other lease information
| Other lease information | ||||||
|---|---|---|---|---|---|---|
| 2023 | 2022 | |||||
| Expenses relating to short-term leases | $ | 57 | $ | - |
||
| Total cash (outflow) for all lease agreements |
$ | (7,446) | $ | (5,774) |
(4) Please see note 30 for the status of transactions with related parties.
36
15. Investment property, net
| Item | For | For | the Year Ended | the Year Ended | December 31, 2023 | December 31, 2023 | December 31, 2023 | December 31, 2023 | ||
|---|---|---|---|---|---|---|---|---|---|---|
| Balance, Beginning of Year |
Additions | Impairment | Reclassification | Effect of exchange rate changes |
Balance, End of Year |
|||||
| $ 1,126,728 2,706,340 - |
$ --215,354 |
$ - -- |
$ 24,049-372 |
$ 9 17 - |
$ 1,150,786 2,706,357 215,726 |
|||||
| 3,833,068 | 215,354 | - |
24,421 | 26 | 4,072,869 |
|||||
- |
-- |
2 (20) |
237,060 988,223 |
|||||||
Land Building Total Net Fair value Item |
237,058 932,784 |
|||||||||
| 1,169,842 | $ 55,459 | $ - |
$ - |
$ (18) | 1,225,283 |
|||||
| $ 2,663,226 | For | the Year Ended | $ 2,847,586 | |||||||
| $ 4,306,918 | $ 4,825,150 | |||||||||
| Balance, Beginning of Year |
Additions | Disposals | Impairment | Effect of exchange rate changes |
Balance, End of Year |
|||||
| $ 1,098,862 2,653,319 |
$ 25,111 47,780 |
$ - - |
$ -- |
$ 2,755 5,241 |
$ 1,126,728 2,706,340 |
|||||
| 3,752,181 | 72,891 | - |
- |
7,996 | 3,833,068 |
|||||
-- |
8,206 10,639 |
-(296) |
237,058 932,784 |
|||||||
228,852 866,440 |
||||||||||
| 1,095,292 | $ 56,001 | $ - |
$ 18,845 | $ (296) | 1,169,842 |
|||||
| $ 2,656,889 | Dec. 31, |
$ 2,663,226 | ||||||||
| $ 4,451,589 | $ 4,306,918 | |||||||||
| 2022 | ||||||||||
| Ping | Cost | Ping | Cost | |||||||
| 16,691 230,253 14,696 140 53 - |
$ 66,692 473,971 265,779 311,775 4,694 27,875 |
14,447 230,253 14,696 140 53 - |
$ 42,643 473,971 265,779 311,775 4,694 27,866 |
|||||||
| $ 1,150,786 | $ 1,126,728 |
37
- (2) 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.
The maturity analysis of lease payments receivable under operating leases of investment properties as of was as follows:
| properties as of was as follows: | ||
|---|---|---|
| Year 1 Year 2 Year 3 Year 4 Year 5 Over 5 years Total |
Dec. 31, 2023 $ 162,053 83,787 25,713 18,106 3,177 -$ 292,836 |
Dec. 31, 2022 |
| $ 140,099 90,903 24,372 11,166 11,166 1,695 |
||
| $ 279,401 |
-
(3) As of December 31, 2023 and December 31, 2022, the book value of the investment properties let out stood at NT$2,269,093 thousand and NT$2,363,379 thousand , respectively. The rent incomes during 2023 and 2022 totaled NT$220,411 thousand and NT$213,571 thousand, respectively.
-
(4) The Unfinished Construction is the company entrusting Engtown Construction Corp with Longtan Intelligent Park - Area A. Please see note 30 for the status of transactions with related parties. In 2023, The capitalized interest is NT$1,404 thousand. The range of interest rates was 1.297
%~2.258%. -
(5) 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.
-
(6) As of December 31, 2023 and 2022, the land at Dahu Section of Miaoli accumulated losses of reduction were both NT$231,549 thousand.
-
(7) Details of the farm land lots registered in others’ names due to legal restrictions:
| Oiashui Section, Longtan Dahu Section, Miaoli Shuiwei Section, Luzhu Total |
Dec. 31, 2023 $ 35,100 94,241 17,631 $ 146,972 |
Dec. 31, 2022 |
|---|---|---|
| $ 35,100 94,241 17,631 |
||
| $ 146,972 |
38
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 30 (2) D for the status of transactions with related parties.
- (8) The situation of already providing to serve as loan guarantees from financial industries in detail is shown in Note 31.
16. Short-term borrowings
| Short-term borrowings | ||
|---|---|---|
| Bank unsecured borrowings Bank guaranteed loan Total Interest rate range % Short-term notes and bills payable Commercial paper payable Less: Unamortized discount Net amount Interest rate range % |
Dec. 31, 2023 $ 1,140,000 -$ 1,140,000 1.69 ~2.46Dec. 31, 2023 $ 190,000 (119) $ 189,881 1.4 ~1.75 |
Dec. 31, 2022 |
| $ 740,000 500,000 |
||
| $ 1,240,000 | ||
1.48~2.19 |
||
| Dec. 31, 2022 | ||
| $ 40,000 (106) |
||
| $ 39,894 | ||
1.5~2.39 |
17. Short-term notes and bills payable
The situation of pledge & guarantee in detail is shown in Note 31.
18. 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 2023 and January 1 to December 31, 2022 are respectively NT$6,372 thousand and NT$6,232 thousand.
39
(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.
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 |
2023 $ 10 33 $ 43 24 (3) (25) 345 $ 341 |
2022 |
|---|---|---|
$ -19 |
||
| $ 19 | ||
| 218 (3) 358 (513) |
||
| $ 60 |
The details of the various costs and expenses recognized in profit or loss are as follows:
| Operating costs Operating expenses Total |
2023 $ 26 17 |
2022 |
|---|---|---|
$ 19- |
||
| $ 43 | $ 19 |
40
The amount listed in the consolidated balance sheet for the obligation occurring from the defined benefit plan is as follows
| the defined benefit plan is as follows | |||||
|---|---|---|---|---|---|
| Dec. 31, | 2023 | Dec. 31, | 2022 | ||
| Defined benefit obligation present value |
$ | 5,005 | $ | 5,387 | |
| Plan asset fair value | (2,874) | (2,812) | |||
| Net defined benefit liability (assets) | $ | 2,131 | $ | 2,575 | |
| The changed of defined benefit obligation present value of this | Company is as | follows: | |||
| 2023 | 2022 | ||||
| Beginning defined benefit obligation | $ | 5,387 | $ | 5,632 | |
| Interest expense | 70 | 39 | |||
| Benefits paid from plan assets | - |
(442) | |||
| Re-measurements | |||||
| Actuarial (profit) loss- Change of the demographic assumption |
3 | 3 | |||
| Actuarial (profit) loss- Change of the financial assumption |
25 | (358) | |||
| Actuarial (profit) loss- Adjustment with experience |
(345) | 513 | |||
| Planned repayments | (135) | - |
|||
| Ending defined benefit obligation | $ | 5,005 | $ | 5,387 | |
| The changed of plan asset fair value of | this Company is as follows: | ||||
| 2023 | 2022 | ||||
| Beginning plan asset fair value | $ | 2,812 | $ | 2,858 | |
| Interest income | 38 | 19 | |||
| Re-measurements | |||||
| Plan assets returns (excl. amount | |||||
| that covered in net interest | 24 | 218 | |||
| income) | |||||
| Contribution by employer | 146 | 159 | |||
| Benefits paid from plan assets | - |
(442) | |||
| Redemption or curtailments payment | (146) | - |
|||
| Ending plan asset fair value | $ | 2,874 | $ | 2,812 |
41
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.
Classification of Fair Values for Planned Assets
| 2023 | 2022 | |||
|---|---|---|---|---|
| Cash and cash equivalents | $ | 2,874 | $ | 2,812 |
| he main assumptions of the Company’s | actuarial valuation are as follows: | |||
| Dec. 31, 2023 | Dec. 31, 2022 | |||
| Discount rate | 1.25% |
1.30% |
||
| Expected increase in future salaries | 2.00% |
2.00% |
- B. The main assumptions of the Company’s actuarial valuation are as follows:
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 2023 and 2022.
| salaries) and management estimates in | 2023 and 2022. | 2023 and 2022. |
|---|---|---|
| Dec. 31, 2023 Discount rate Expected increase in future salaries Dec. 31, 2022 Discount rate Expected increase in future salaries |
Effect on present value of defined benefit obligation |
|
| Actuarial assumption increased 0.25 %Actuarial assumption decreased 0.25 %$ (123) $ 127 $ 126 $ (122) Effect on present value of defined benefit obligation |
Actuarial assumption decreased 0.25 % |
|
| $ 127 | ||
| $ (122) | ||
| Actuarial assumption increased 0.25 %$ (141) $ 144 |
Actuarial assumption decreased 0.25 % |
|
| $ 146 | ||
| $ (140) |
42
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$124 thousand to the defined benefit plans within one year after December 31, 2023; the weighted average duration of defined benefits obligations is 10 years.
19. Equity
- (1) Share capital - common stock
| hare capital - common stock | ||
|---|---|---|
| Authorized capital Issued capital |
Dec. 31, 2023 $ 6,800,000 $ 3,035,934 |
Dec. 31, 2022 |
| $ 6,800,000 | ||
| $ 3,373,260 |
-
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$50,000 thousand was cancelled from January 1 to December 31, 2022.
-
In June 9, 2023, the Corporation’s Board of Stockholders resolved to reduce cash capital to $ 337,326 thousand with the elimination of 33,733 thousand shares and a 10% capital reduction for increasing equity and EPS, which was approved by the Authority on August 8, 2023.
-
(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, 2023 $ 716 444,133 1,238 3,658 $ 449,745 |
Dec. 31, 2022 |
| $ 716 444,133 1,238 3,658 |
||
| $ 449,745 |
43
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 FRG’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.
According to the Articles of Incorporation revised by the shareholders’ meeting on June 8, 2022, the Board of Directors is authorized to pass a resolution for the Company to distribute all or part of dividends or statutory surplus reserves and capital reserves in cash with the attendance of two thirds of the directors and the consent of more than half of the directors in attendance, which shall be reported to the shareholders’ meeting.
44
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
| Special reserve | ||
|---|---|---|
| The number of appropriation arising from the first adoption of IFRSs Decrease in other equity items Total |
Dec. 31, 2023 $ 296,475 -$ 296,475 |
Dec. 31, 2022 |
$ 296,475- |
||
| $ 296,475 |
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 2022 and 2021 were approved by the annual general
meetings on June 9, 2023 and June 8, 2022, respectively, as proposed by the board.
| Legal reserve Cash dividend Total |
2022 | 2021 | ||
|---|---|---|---|---|
| Amount | Dividend per share (TWD) |
Amount | Dividend per share (TWD) |
|
| $ 67,016 404,791 |
$ 1.2 |
$ 78,839 410,791 |
$ 1.2 | |
| $ 471,807 | $ 489,630 |
- E. The status for the board of the Company proposed to approve the 2023 earnings allocation proposal on March 12, 2024 is as follows:
| allocation proposal on March 12, 2024 | is as follows: | is as follows: |
|---|---|---|
| Legal reserve Cash dividend Total |
2023 | |
| Amount $ 61,671 394,671 $ 456,342 |
Dividend per share (TWD) |
|
| $ 1.3 |
The Company’s earnings distribution for 2023 is still pending for the approval from the annual general meeting in 2022.
45
(4) Other equity interest
| Other equity interest | |||
|---|---|---|---|
| Balance on Jan. 1, 2023 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, 2023 Balance on Jan. 1, 2022 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, 2022 |
Exchange differences on translation of foreign financial statements |
Unrealized gains (losses) from financial assets measured at fair value through other comprehensive income |
Total |
| $ (1,037) 5,576 --- |
$ 269,347-752,462 4,616 (97,555) |
$ 268,310 5,576 752,462 4,616 (97,555) |
|
| $ 4,539 | $ 928,870 | $ 933,409 | |
| Exchange differences on translation of foreign financial statements |
Unrealized gains (losses) from financial assets measured at fair value through other comprehensive income |
Total | |
| $ (36,371) 35,334 --- |
$ 581,205-(301,020) (4,680) (6,158) |
$ 544,834 35,334 (301,020) (4,680) (6,158) |
|
| $ (1,037) | $ 269,347 | $ 268,310 |
46
(5) Treasury stocks
| Balance on Jan. 1, 2022 Acquired in this period Cancellation in this period Balance of Dec. 31, 2022 |
Number of shares (thousand shares) -5,000 (5,000) - |
Amount $ -105,816 (105,816) - |
|---|---|---|
-
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.
20. Operating revenue
| Operating revenue | ||
|---|---|---|
| Net sales revenue Construction revenue Rental and logistics revenue Total |
2023 $ 880,166 192,350 287,202 $ 1,359,718 |
2022 |
| $ 986,339 668,816 282,088 |
||
| $ 1,937,243 |
The amount of revenue recognized at the beginning from the contractual liabilities for the period from January 1 to December 31, 2023 and 2022 are respectively NT$0 thousand and NT$50,221 thousand.
21. Operating costs
| Operating costs | ||
|---|---|---|
| Cost of sales Cost of construction sales Cost of rental and logistics Total |
2023 $ 687,224 141,753 110,130 $ 939,107 |
2022 |
| $ 768,184 438,332 105,518 |
||
| $ 1,312,034 |
47
22. Other income
| 22. | Other income | ||
|---|---|---|---|
| 23. 24. |
Dividend income Other Total Other gains and losses Gains on disposals of investments gain on disposal of property, plant and equipment Foreign currency exchange gain Net (gain) loss on financial assets and liabilities at fair value through profit or loss Miscellaneous expense Impairment loss Total Finance costs Interest of bank loan Interest of lease liabilities Capitalized interest Total |
2023 $ 312,827 5,452 $ 318,279 2023 $ 107 -3,566 24,649 (1,330) -$ 26,992 2023 $ 27,333 397 (1,404) $ 26,326 |
2022 |
| $ 297,907 5,642 |
|||
| $ 303,549 | |||
| 2022 | |||
$ -57 154,578 (1,990) (777) (18,845) |
|||
| $ 133,023 | |||
| 2022 | |||
| $ 8,406 383 - |
|||
| $ 8,789 |
- Extra information on the items with the expense characteristics
The employee benefits, depreciation, depletion and amortization expenses incurred in this period are summarized below:
| below: | |||||
|---|---|---|---|---|---|
| 2023 | 2022 | ||||
| Operating costs |
Operating expense |
Total |
Operating costs |
Operating expense |
Total |
| $ 92,977 7,559 4,131 1,737 |
$ 92,806 5,132 2,284 908 |
$ 185,783 12,691 6,415 2,645 |
$ 96,250 7,196 4,086 2,112 |
$ 52,170 5,013 2,165 1,147 |
$ 148,420 12,209 6,251 3,259 |
| $ 106,404 | $ 101,130 | $ 207,534 | $ 109,644 | $ 60,495 | $ 170,139 |
48
The compensations to employees and the remunerations to directors determined by the board on March 12, 2024 for the year 2023 and March 15, 2023 for the year 2022 are as follows:
| Compensations to employees Remunerations to directors |
2023 | 2023 | 2022 | 2022 |
|---|---|---|---|---|
| Amount | Estimated proportion |
Amount | Estimated proportion |
|
| $ 6,014 6,014 |
1 %1 % |
$ 8,456 8,456 |
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. However, annual profits should be prioritized for the reversal of cumulated losses if any.
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 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 for 2021 and 2022, the recognized amount on the consolidated financial statements for 2021 and 2022. 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.
26. Income tax
(1) Income tax recognized in profit & loss
The income tax expense listed as profit & loss is composed of as follows:
| 2023 Income tax current period: Occurred in current year $ (60,320) Additionally imposed undistributed earnings (13,795) Adjustments for prior year (33) Paid for land value increment tax (3,185) (77,333) Deferred income tax: Occurred in current year 4,010 Income tax expense listed as profit & loss $ (73,323) |
2022 |
|---|---|
| $ (68,327) (16,414) -(9,925) |
|
| (94,666) (23,947) |
|
| $ (118,613) |
49
The accounting benefit and income tax expense of current period are adjusted as follows:
| The accounting benefit and income tax expense of current period are | adjusted as follows: |
|---|---|
| 2023 Income tax calculated according to the regulated tax rate of before-tax net income $ 123,524 The effect of tax in reconciliation items of income tax: When determining taxable income, adjustments should be made to increase (decrease) 21,766 Tax-exempt income (81,812) Additionally imposed undistributed earnings 13,795 Adjustments for prior year 33 Paid for land value increment tax 3,185 Other (3,158) Income tax expense (gain) current period $ 77,333 (2) Income tax expense recognized in other comprehensive income 2023 Remeasurement of defined benefit plans $ (68) Unrealized loss on valuation of investments in equity instruments measured at fair value through other comprehensive income 18,867 Exchange differences on translation of foreign financial statements (1,394) Unrealized loss on valuation of investments in debt instruments measured at fair value through other comprehensive income 361 Income tax related to other comprehensive income $ 17,766 |
2022 |
| $ 172,393 (14,573) (94,165) (16,414) -(9,925) 4,672 |
|
| $ 68,327 | |
| 2022 | |
| $ (12) 9,899 (8,834) 197 |
|
| $ 1,250 |
50
(3) Deferred tax assets and liabilities
The analysis on deferred income tax assets and liabilities in balance sheet is as follows:
2023
| 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 Deferred income tax assets 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 exchange gain Other Land value increment tax Deferred income tax (liabilities) 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 Investment credits Deferred income tax assets Net defined benefit asset Unrealized loss on valuation of investments in debt instruments measured at fair value through other comprehensive income Unrealized exchange gain Other Land value increment tax Deferred income tax (liabilities) |
Balance, beginning of year |
Recognized in profit (loss) |
Recognized in other comprehensive income |
Balance, end of year |
|---|---|---|---|---|
| $ 515 11,388 259 146 4,857 15,704 |
$ (21)---3,464 (298) |
$ (68) 19,130 (259) 361 -- |
$ 426 30,518 -507 8,321 15,406 |
|
| $ 32,869 | $ 3,145 |
$ 19,164 | $ 55,178 | |
$ --(499) (3,557) (166,357) |
$ --499 366 - |
$ (263) (1,135) --- |
$ (263) (1,135) -(3,191) (166,357) |
|
| $ (170,413) | $ 865 | $ (1,398) |
$ (170,946) | |
| 2022 | ||||
| Balance, beginning of year |
Recognized in profit (loss) |
Recognized in other comprehensive income |
Balance, end of year |
|
| $ 554 1,489 9,093 -208 34,978 6,593 676 |
$ (27)---4,649 (19,274) (6,593) (676) |
$ (12) 9,899 (8,834) 146 ---- |
$ 515 11,388 259 146 4,857 15,704 -- |
|
| $ 53,591 | $ (21,921) |
$ 1,199 | $ 32,869 | |
| $ (1,389) (51) (278) (363) (166,357) |
$ 1,389-(221) (3,194) - |
$ -51 --- |
$ --(499) (3,557) (166,357) |
|
| $ (168,438) | $ (2,026) | $ 51 | $ (170,413) |
51
- (4) The Company’s and its subsidiaries Ban Chien Development Co., Ltd.’s income tax
settlement application case approved by the competent authority is approved to 2021.
27. 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) |
2023 $ 518,877 323,271 $ 1.61 2023 $ 518,877 323,271 322 323,593 $ 1.60 |
2022 |
| $ 711,684 | ||
| 340,126 | ||
| $ 2.09 | ||
| 2022 | ||
| $ 711,684 | ||
| 340,126 485 |
||
| 340,611 | ||
| $ 2.09 |
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.
28. 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.
52
29. Financial instruments
(1) The types of financial 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 Lease liabilities Total |
Dec. 31, 2023 $ 64,635 5,756,659 648,132 190,527 731,296 57,050 $ 7,448,299 $ 1,140,000 189,881 248,790 45,685 31,713 $ 1,656,069 |
Dec. 31, 2022 |
| $ 16,963 4,867,604 1,819,185 194,861 20,000 40,376 |
||
| $ 6,958,989 | ||
| $ 1,240,000 39,894 267,037 48,641 33,248 |
||
| $ 1,628,820 |
-
(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).
53
-
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:
-
a. The financial asset and liability measured by fair value on repeatable foundation:
| 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 not classified to listed (OTC) and emerging companies Financial bond 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 not classified to listed (OTC) and emerging companies Financial bond Stock of foreign companies Total |
Dec. 31,2023 | Dec. 31,2023 | ||
|---|---|---|---|---|
| Level 1 | Level 2 | Level 3 | Total | |
| $ 64,635 | $ - |
$ - |
$ 64,635 | |
$ 4,876,340-58,352 - |
$ - --- |
$ -117,356 -704,611 |
$ 4,876,340 117,356 58,352 704,611 |
|
| $ 4,934,692 | $ - |
$ 821,967 | $ 5,756,659 | |
| Level 1 | Level 2 | Level 3 | Total | |
| $ 16,963 | $ - |
$ - |
$ 16,963 | |
$ 4,371,436-13,943 - |
$ - --- |
$ -67,342 -414,883 |
$ 4,371,436 67,342 13,943 414,883 |
|
| $ 4,385,379 | $ - |
$ 482,225 | $ 4,867,604 |
b. The financial asset and liability measured by fair value on non-repeatable foundation:
none
54
- D. The first-level fair value measurement item applies a market offer as the fair value input
value, with breakdown as follows:
| value, with breakdown as follows: | |
|---|---|
| Item Stock of Listed (OTC) companies Fund and Financial bond |
Market quoted |
| Close price The net assets |
- E. There was no change between Level 1 and Level 2 fair value measurements in 2023.
The emerging stocks of Brightek Optoelectronics Co., Ltd., measured at Level 2 fair value, became TWSE-listed in January 2022, and were reclassified as a financial asset measured at Level 1 fair value.
- F. Adjustment of financial assets with the third-level fair value measurement:
| Beginning balance Purchases Capital return due to disinvestment Listed to other comprehensive income of this year Disposal for the current period Ending balance |
2023 $ 482,225 438,177 (4,000) (94,435) -$ 821,967 |
2022 |
|---|---|---|
$ 515,160-(2,000) 3,153 (34,088) |
||
| $ 482,225 |
G. 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.
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.
55
(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 JPY Financial liabilities Monetary items USD HKD JPY RMB |
Dec. 31, 2023 | Dec. 31, 2022 | ||||
|---|---|---|---|---|---|---|
| foreign currency |
Exchange rate |
Amount | foreign currency |
Exchange rate |
Amount | |
| 55,883 1,179 132,520 7,120 357 206,108 50 2 55 - |
30.66 3.904 0.2154 4.304 30.66 0.2154 30.76 3.964 0.2195 4.354 |
1,713,376 4,603 28,545 30,653 10,931 44,396 1,531 8 12 1 |
45,298 16 235,628 1,452 328 -138 2 39 2 |
30.65 3.911 0.2305 4.384 30.65 -30.75 3.971 0.2346 4.434 |
1,388,394 63 54,312 6,365 10,052 -4,236 8 9 7 |
|
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, 2023 and 2022 would separately increase/decrease by NT$17,756 thousand and NT$14,449 thousand, respectively.
B. Interest rate risk
56
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, 2023 and 2022 would separately increase/ decrease by NT$13,299 thousand and NT$12,799 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, 2023 and 2022 would separately increase/decrease by NT$56,983 thousand and NT$48,537 thousand, respectively.
(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, 2023 and December 31, 2022, the accounts receivable balances of the top 10 major customers account for the accounts receivable balances of the Company both as 54%; the risk concentration risks of the rest accounts receivable are relatively not major.
57
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.
A. The liquidity of non-derivative financial assets and liabilities
| Non-derivative financial liabilities Short-term borrowing Short-term notes and bills payable Trade payables Lease liabilities Guarantee deposits received Total Non-derivative financial liabilities Short-term borrowing Short-term notes and bills payable Trade payables Lease liabilities Guarantee deposits received Total |
Dec. 31, 2023 | ||||
|---|---|---|---|---|---|
| Less than 1 year |
2~3 years |
4~5 years |
Over 5 years | Total |
|
| $ 1,146,004 190,000 248,790 7,980 25,781 |
$ ---13,676 16,822 |
$ ---10,879 3,082 |
$ ----- |
$ 1,146,004 190,000 248,790 32,535 45,685 |
|
| $ 1,618,555 | $ 30,498 | $ 13,961 | $ - |
$ 1,663,014 | |
| Dec. 31, 2022 | |||||
| Less than 1 year |
2~3 years |
4~5 years |
Over 5 years | Total |
|
| $ 1,245,094 40,000 267,037 6,108 20,094 |
$ ---11,882 26,592 |
$ ---10,879 1,680 |
$ ---5,440 274 |
$ 1,245,094 40,000 267,037 34,309 48,640 |
|
| $ 1,578,333 | $ 38,474 | $ 12,559 | $ 5,714 | $ 1,635,080 |
58
B. Loan commitments
Dec. 31, 2023
Dec. 31, 2022
| oan commitments | Dec. 31, 2023 | Dec. 31, 2022 |
|---|---|---|
| Unsecured bank overdraft limit -Amount used -Amount unused Unsecured bank loan limit -Amount used -Amount unused Secured bank loan limit -Amount used -Amount unused |
$ -60,000 $ 60,000 |
$ -90,000 |
| $ 90,000 | ||
| Dec. 31, 2023 $ 1,300,000 2,710,000 $ 4,010,000 $ -170,000 $ 170,000 |
Dec. 31, 2022 | |
| $ 780,000 2,165,000 |
||
| $ 2,945,000 | ||
| $ 500,000 810,000 |
||
| $ 1,310,000 |
30. Related party transaction
- (1) Name and relation ship with related parties
Name of related parties
Relationship with the Company
Formosan Construction Corp. (Formosan Construction)
[Investee company accounted for using the ] equity method
Eurogear Corporation (Eurogear)
[The president is the representative of the ] Company’s legal person director
Chen Hsi Investment CO, LTD (Chen His Investment)
[The president is the spouse of the general ] manager of the Company
Hung He Development CO, LTD (Hung He Development)
[The president is the spouse (1st degree of ] kinship) of the Company’s president
Fenghe International Co., Ltd. (Fenghe International)
[The president is the general manager of the ] Company
Engtown Construction Corp (Engtown Construction)
[The president is the representative of the ] Company’s legal person director
FRG Charity Foundation (FRG Foundation)
[Its president is the same as president of the ] Company
HSU, ZHEN-TSAI
President of Company
KHL Architects & Planners (KHL)
[The representative is the representative of the ] Company’s legal person director
59
-
(2) Major transaction with related parties
-
A. Operating revenue -Rental
| perating revenue -Rental | ||
|---|---|---|
| Other Guarantee deposits received |
2023 $ 1,127 Dec. 31, 2023 $ 274 |
2022 |
| $ 1,125 | ||
| Dec. 31, 2022 | ||
| $ 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, Eurogear, Chen Hsi Investment and Hung He Development in December 2018., with the lease period as of December, 2018 to December, 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.
| the monthly payment. | |||||
|---|---|---|---|---|---|
| lease liabilities | Dec. 31, 2023 | Dec. 31, 2022 | |||
| Formosan Construction | $ | 5,257 | $ | 6,275 | |
| Eurogear | 5,042 | 6,017 | |||
| Chen Hsi Investment | 10,705 | 12,777 | |||
| Hung He Development | 5,476 | 6,536 | |||
| Total | $ | 26,480 | $ | 31,605 | |
| Dec. 31, 2023 | Dec. 31, 2022 | ||||
| Refundable deposits | $ | 1,167 | $ | 1,167 | |
| 2023 | 2022 | ||||
| Interest expense | $ | 315 | $ | 383 | |
| Depreciation expense | $ | 5,155 | $ | 5,483 | |
| C. Labor remuneration and expenses | |||||
| 2023 | 2022 | ||||
| KHL | $ | 2,576 | $ | 6,010 |
60
- D. As of December 31, 2023 and 2022, the farmland of investment property held in the name of the major management of FRG amount to NT$109,204 thousand. Its ownership certificate is under custody of FRG, and its pledge is set to FRG for security purpose.
E. Sale of real estate
The subsidiary Da Guan Entertainment Co., Ltd., which had been dissolved and liquidated in January 2022, sold the land in Puli Township, Nantou County to Fenghe International Co., Ltd. with the total sales price of NT$ 6,350 thousand and the gain on disposal in the amount of NT$ 5,118 thousand.
- F. Investment property,
| nvestment property, | ||
|---|---|---|
| Engtown Construction Corp | 2023 $ 204,286 |
2022 |
$ - |
The Company commissioned Engtown in 2022 to work on the new construction project in Longtan Intelligent Park - Area A on the self-owned land with a total contract amount of NT$ 770,000 thousand (tax inclusive). The project is expected to be completed within 16 months from the official written notification of the start of construction after the construction permit is obtained. The construction license was obtained on May 15, 2023, and construction started in June. As of December 31, 2023, the first to third phases of the project payments had been paid in the amount of NT$ 214,500 thousand (tax inclusive).
G. Donation expense
| Donation expense | ||
|---|---|---|
| FRG Charity Foundation | 2023 $ - |
2022 |
| $ 7,500 |
(3) Reward to major management
The remuneration information to board directors and other major management members shall be as follows:
| hall be as follows: | ||
|---|---|---|
| Short-term benefits Retirement benefit Total |
2023 $ 69,486 707 $ 70,193 |
2022 |
| $ 63,192 547 |
||
| $ 63,739 |
31. 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:
61
| Other financial assets Land under construction Property, plant and equipment Investment property - house and land Total |
Dec. 31, 2023 $ 20,000 1,440,362 281,673 186,297 $ 1,928,332 |
Dec. 31, 2022 |
|---|---|---|
| $ 20,000 1,440,362 287,640 182,383 |
||
| $ 1,930,385 |
-
Material contingent liabilities and unrecognized contract promise
-
(1) The total price of the construction contract signed by the Company on December 15, 2022 for the new construction project was NT$770,000 thousand, In December 31, 2023 for which the payment had been paid NT$ 214,500 thousand (tax inclusive).
-
(2) The notes payable used as security issued by the Company on December 31, 2023 and December 31, 2022 due to the guarantee of the credit extension contract were NT$3,175,000 thousand and NT$3,205,000 thousand, respectively.
-
(3) The farmland in the Luzhu district of Taoyuan purchased by the Company in the previous year (with a book value of NT$17,631 thousand on December 31, 2023) was registered in the name of the former employee who had the status of yeoman. In order to protect the rights and interests of the Company, the Company has completed the enforcement procedures of provisional injunction or provisional attachment on the land under the said employee’s name, for both of which the foreclosure registration has also been completed. A lawsuit was also filed with the Taoyuan District Court, requesting the return of the land with nominee registration. The Company appealed and expressed dissatisfaction in July 2022 which is in the hearing by the Supreme Administrative Court.
-
Important disaster loss: None
-
Important subsequent events: None
-
Others: None
62
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 | $ 1,860,341 | $ 146,992 (USD 4,717) |
$ 145,082 (USD 4,717) |
$ 32,756 (USD 1,065) |
- |
1.17% |
$ 3,720,682 | - |
- |
- |
| 0 | The Company |
950 Property LLC and 950 Retail Property LLC |
Note 2 | 1,860,341 | 678,681 (USD 21,449) |
659,780 (USD 21,449) |
341,980 (USD 11,118) |
- |
5.32% | 3,720,682 | - |
- |
- |
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: According to the Operating procedures of endorsement and guarantee for others, the Company’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 the Company’s net value.
-
Note 4
:US$1=NT$ 30.76
63
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 | The end of the period | Remarks | ||
|---|---|---|---|---|---|---|---|---|
| Share / unit numbers | Book value | Ratio of share holding % |
Fair value | |||||
| FRG | Fund Allianz Global Investors Preferred Securities and Income Fund NN(L) US Credit X Cap USD KGI Taiwan Premium Selection High Dividend 30 ETF United Taiwan High Dividend Recovery 30 ETF Capital tip customized taiwan select high dividend exchange traded fund Stock Taiwan Cement Corporation Formosa Plastics Corporation Nan Ya Plastics Corporation Formosa Chemicals & Fibre Corporation Far Eastern New Century Corporation China Steel Corporation Taiwan Semiconducter Manufacturing Co., Ltd. ASUSTeK Computer Inc. Quanta Computer Inc. Jsl construction & development co., ltd. |
Financial assets at fair value through profit or loss - current 〃〃〃〃Financial assets at fair value through other comprehensive income - current 〃〃〃〃〃〃〃〃〃 |
997,009 202 230,000 230,000 400,000 1,363,911 1,658,000 3,847,900 2,502,170 4,101,761 1,640,000 295,000 233,000 1,005,000 147,048 |
$ 8,824 8,980 5,170 5,081 8,904 47,532 131,314 255,885 155,885 127,975 44,280 174,935 114,054 225,623 12,690 |
-----0.02 0.03 0.05 0.04 0.08 0.01 -0.03 0.03 0.04 |
$ 8,824 8,980 5,170 5,081 8,904 47,532 131,314 255,885 155,885 127,975 44,280 174,935 114,054 225,623 12,690 |
Note Note Note |
64
| Name of this Company |
Type and name of securities | Relation with securities issuer |
Item listed on book | The end of the period | The end of the period | Remarks | ||
|---|---|---|---|---|---|---|---|---|
| Share / unit numbers | Book value | Ratio of share holding % |
Fair value | |||||
| FRG | Huaku Development Co., Ltd. Evergreen Marine Corporation E. SUN Financial Holding Co., Ltd. Shin Kong Financial Holding Co., Ltd. Shin Kong Financial Holding Co., Ltd. -Preferred Shares B SinoPac Financial Holdings Company Limited Far Eastern Group Nichidenbo corporation WPG Holdings Continental Holdings Corp. Far Eas Tone Telecommunications Co., Ltd. Pegatron Corporation Brightek Optoelectronic Co., Ltd. Leo systems, inc. Farglory Land Development Co., Ltd. Chong Hong Construction Co., Ltd. Grand Fortune Securities Co., Ltd. Formosa Petrochemical Corp. Nan ya pcb co., ltd. Shine More Technology Materials Corporation., Ltd. |
Financial assets at fair value through other comprehensive income - current 〃〃〃〃〃〃〃〃〃〃〃〃〃〃〃〃〃〃〃 |
3,552,000 443,000 150,134 1,400,000 666,000 37,097,366 5,656,447 346,000 1,916,600 4,669,000 2,210,000 1,347,000 267,241 279,000 4,044,000 2,593,000 1,105,830 1,678,000 100,000 579,125 |
$ 342,058 63,571 3,873 12,390 19,081 730,818 139,996 20,103 156,395 131,666 176,358 117,592 10,970 9,598 229,699 203,032 14,265 135,415 25,150 3,620 |
1.28 0.02 -0.01 0.22 0.30 0.40 0.16 0.11 0.57 0.07 0.05 0.39 0.31 0.52 0.89 0.28 0.02 0.02 1.22 |
$ 342,058 63,571 3,873 12,390 19,081 730,818 139,996 20,103 156,395 131,666 176,358 117,592 10,970 9,598 229,699 203,032 14,265 135,415 25,150 3,620 |
Note Note Note Note |
65
| Name of this Company |
Type and name of securities | Relation with securities issuer |
Item listed on book | The end of the period | The end of the period | Remarks | ||
|---|---|---|---|---|---|---|---|---|
| Share / unit numbers | Book value | Ratio of share holding % |
Fair value | |||||
| FRG | TOYOTA MOTOR CORP NEXT FUNDS TOPIX Exchange Traded Fun Mitsubishi Heavy Ind Citigroup Inc. Ford Motor Company Formosan Chemical Industrial Co. Formosan Glass & Chemical Industrial Co. Tai Yang Co., Ltd. Eslite Corporation Yu Chi Venture Investment Co., Ltd. Tashee Golf & Country Club -preferred stock Mercuries F&B Co., Ltd. Corporate Bond Lockheed Martin Corporation Apple Inc. Dialine International Airport Limited |
Financial assets at fair value through other comprehensive income - current 〃〃〃〃Financial assets at fair value through other comprehensive income – non-current 〃〃〃〃〃〃Financial assets at fair value through other comprehensive income - current 〃〃 |
35,000 30,000 5,000 1,000 1,000 22,516 2,510 111,395 895,300 750,000 1 555,000 500,000 1,000,000 480,000 |
$ 19,530 15,990 8,876 1,576 374 12,506 2,259 8,264 6,054 17,526 17,600 53,147 14,940 30,055 13,357 |
-----2.25 5.02 1.24 1.65 10.00 -0.48 --- |
$ 19,530 15,990 8,876 1,576 374 12,506 2,259 8,264 6,054 17,526 17,600 53,147 14,940 30,055 13,357 |
66
| Name of this Company |
Type and name of securities | Relation with securities issuer |
Item listed on book | The end of the period | The end of the period | Remarks | ||
|---|---|---|---|---|---|---|---|---|
| Share / unit numbers | Book value | Ratio of share holding % |
Fair value | |||||
| Ban Chien Development Co., Ltd. |
Stock Yuanta Taiwan Dividend Plus ETF SinoPac Financial Holdings Company Limited Chong Hong Construction Co., Ltd. Taiwan Cement Corporation Farglory Land Development Co., Ltd. Yuanta Financial Holding Co., Ltd. Qisda Corporation Radiant opto-electronics corp. |
Financial assets at fair value through profit or loss - current Financial assets at fair value through other comprehensive income - current 〃〃〃〃〃〃 |
740,000 43,424,515 904,000 791,954 380,000 217,453 210,000 20,000 |
$ 27,676 855,463 70,782 27,600 21,584 6,002 10,080 2,660 |
-0.35 0.31 0.01 0.05 --- |
$ 27,676 855,463 70,782 27,600 21,584 6,002 10,080 2,660 |
||
| FRG US Corp. |
Stock TRIMOSA HOLDINGS LLC |
Financial assets at fair value through other comprehensive income - non-current |
- |
704,611 | 14.67 | 704,611 |
Note: The situation of being provided to financial loan business trust in detail is shown as in Note 8.
67
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:
| Company Name |
Type and Name of Marketable Securities (Note 1) |
Financial Statement Account |
Counterparty Relationship (Note 2) |
Relation ship (Note 2) |
Beginning Balance | Beginning Balance | Acquisition (Note 3) | Acquisition (Note 3) | Disposal | (Note 3) | Ending Balance (Note 5) | Ending Balance (Note 5) | ||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Number of Shares |
Amount |
Number of Shares |
Amount | Number of Shares |
Amount | Carrying Amount |
Gain (Loss) on Disposal |
Number of Shares |
Amount | |||||
| FRG US Corp. |
TRIMOSA HOLDING S LLC |
Financial assets at fair value through other comprehensive income - non-current |
- |
- |
- |
$ 471,241 | - |
$ 385,968 | - |
- |
- |
- |
- |
$ 857,209 |
Note1: Marketable securities in the table refer to stocks, bonds, beneficiary certificates and other related derivative securities.
Note2: Fill in the columns two clolumns if securities are accounted for under the equity method; otherwise leaves the columns blank.
Note3 : The same securities in which the accumulated amount of buying or selling reached NT$300 million or 20% of paid-in capital or more
Note4: The paid-in capital refers to the paid-in capital of the parent company. If the par value per share is not $10 or $0, it shall be calculated by the 10% of the owner’s equity of the parent company’s balance sheets.
Note5: It is the original purchase cost that excluded the valuation adjustment of financial assets measured at fair value.
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 relationships and important transactions between parent and subsidiary companies: None
68
(2) Related information to re-investment businesses
| Investing company |
Investee | Area | Business items | Original investment amount | Original investment amount | Holding at the end of the period | Holding at the end of the period | Holding at the end of the period | 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. FRG US Corp. KINGSHALE INDUSTRIAL LIMITED Formosan Construction Corp. (Taiwan) Fenghe Development Co., Ltd. Rueifu Development Co., Ltd. |
Taiwan U.S.A. Hong Kong Taiwan Taiwan Taiwan |
Consign a contractor to build residential and commercial building for lease and sale Real estate investment, development and rental and sales of premises. Investment 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. |
$ 560,000 938,955 34 75,979 59,850 483 |
$ 560,000 560,933 34 75,979 59,850 483 |
56,000,000 15,401,000 9,999 7,597,927 3,990,000 48,260 |
100.00 100.00 99.99 26.20 39.90 48.26 |
$ 1,100,100 768,558 -77,897 40,433 9,312 |
$ 25,324 (1,832) -37,396 21,785 1,868 |
$ 25,324 (1,832) -10,062 8,692 901 |
Subsidiary Subsidiary Subsidiary |
(3) Information of the investment in China: None
69
(4) Information on major shareholders
| Shareholding Name of major shareholder |
Number of shares | Percentage of ownership |
|---|---|---|
| Ruifu Construction Co., Ltd. |
30,663,678 | 10.10% |
| Chen Hsi Investment CO, LTD |
15,811,342 | 5.00% |
| Ascend Gear International Inc. |
15,614,553 | 5.18% |
-
Note: A. The major shareholders information was calculated by Taiwan Depository & Clearing Corporation in accordance with the common shares (including treasury shares) and preferred shares in dematerialised form which were registered and held by the shareholders above 5
%on the last operating date of each quarter. The share capital which was recorded on the financial statements might be different from the number of shares held in dematerialised form because of the different calculation basis. -
B. As per information above, if the shareholder delivers the shares to the trust, shares will be disclosed based on the trustee’s account. Additionally, according to the Securities and Exchange Act, internal stakeholder whom holds more than 10% of the Company’s share, which includes shares held by the stakeholder and parts delivered to the trust that have decision making rights, should be declared. For information regarding internal stakeholder declaration, please refer to the Market Observation Post System website of the Taiwan Stock Exchange Corporation.
70
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
2023
| 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 |
|---|---|---|---|---|---|---|
| $ 882,666 | $ 192,350 | $ 260,346 | $ 24,356 | $ - |
$ 1,359,718 | |
$ - |
$ - |
$ 60 | $ - |
$ (60) | $ - |
|
| $ 123,034 | $ 50,597 | $ 130,790 | $ 59,343 | $ - |
$ 363,764 | |
| (164,158) 392,594 |
||||||
| $ 592,200 | ||||||
| $ (73,323) |
71
2022
| 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 |
|---|---|---|---|---|---|---|
| $ 989,116 | $ 668,816 | $ 264,496 | $ 14,815 | $ - |
$ 1,937,243 | |
$ - |
$ - |
$ 60 | $ - |
$ (60) | $ - |
|
| $ 169,728 | $ 203,870 | $ 163,460 | $ 13,204 | $ - |
$ 550,262 | |
| (179,392) 459,427 |
||||||
| $ 830,297 | ||||||
| $ (118,613) |
(3) Regional information:
| Regional information: | ||||
|---|---|---|---|---|
| Region | Revenue from external customers |
Non-current assets | ||
| 2023 | 2022 | 2023 | 2022 | |
| Asia Europe United States- Canada Other region Total |
$ 1,114,087 145,247 97,140 3,244 |
$ 1,710,739 146,252 71,581 8,671 |
$ 3,709,792-62,920 - |
$ 3,593,889--- |
| $ 1,359,718 | $ 1,937,243 | $ 3,772,712 | $ 3,593,889 |
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 |
2023 $ 880,166 192,350 287,202 $ 1,359,718 |
2022 |
| $ 986,339 668,816 282,088 |
||
| $ 1,937,243 |
72
- (5) Important customer information: The customers whose net incomes accounting for more
than 10% of the income in the Rubber Department of 2023 and 2022 are as follows:
| than 10% of the income in the Rubber Department of 2023 and 2022 are as follows: | than 10% of the income in the Rubber Department of 2023 and 2022 are as follows: | than 10% of the income in the Rubber Department of 2023 and 2022 are as follows: | than 10% of the income in the Rubber Department of 2023 and 2022 are as follows: | than 10% of the income in the Rubber Department of 2023 and 2022 are as follows: | than 10% of the income in the Rubber Department of 2023 and 2022 are as follows: |
|---|---|---|---|---|---|
| Rubber Enterprise Dept. | |||||
| 2023 | 2022 | ||||
| Customer | Amount | Proportion to operating income |
Customer | Amount | Proportion to operating income |
| Customer A | $ 139,775 | 16% |
Customer A | $ 203,154 | 21% |
| Customer B | 105,175 | 12% |
Customer B | 92,496 | 9% |
73