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FSC Interim / Quarterly Report 2019

Nov 14, 2019

52157_rns_2019-11-14_b4c404e9-cfea-456a-8de1-a055e6bc0225.pdf

Interim / Quarterly Report

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1

Stock Code:2601

(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese) FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Consolidated Financial Statements

With Independent Auditors ' Review Report For the Six Months Ended June 30, 2019 and 2018

Address: 14F., No.237, Sec. 2, Fuxing S. Rd., Da ' an Dist., Taipei City 106, Taiwan (R.O.C.) Telephone: (02)2706-9911

The independent 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 independent auditors’ report and consolidated financial statements, the Chinese version shall prevail.

2

Table of contents

Contents
1. Cover Page
2. Table of Contents
3. Independent Auditors' Review Report
4. Consolidated Balance Sheets
5. Consolidated Statements of Comprehensive Income
6. Consolidated Statements of Changes in Equity
7. Consolidated Statements of Cash Flows
8. Notes to the Consolidated Financial Statements
(1) Company history
(2) Approval date and procedures of the consolidated financial statements
(3) New standards, amendments and interpretations adopted
(4) Summary of significant accounting policies
(5) Significant accounting assumptions and judgments, and major sources of
estimation uncertainty
(6) Explanation of significant accounts
(7) Related-party transactions
(8) Pledged assets
(9) Significant commitments and contingencies
(10) Losses due to major disasters
(11) Subsequent events
(12) Other
(13) Segment information
Page

1
2
3
4
5
6
7
8
8
8~11
11~20
20
20~65
66~68
68
68~70
70
70
71
72

3

Independent Auditors' Review Report

To the Board of Directors First Steamship Company Ltd.:

Introduction

We have reviewed the accompanying consolidated balance sheets of the First Steamship Company Ltd. and its subsidiaries of June 30, 2019 and 2018, the related consolidated statements of comprehensive income for the three months and six months ended June 30, 2019 and 2018, as well as the changes in equity and cash flows for the six months ended June 30, 2019 and 2018, and notes to the consolidated financial statements, including a summary of significant accounting policies. 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 International Accounting Standards (“IASs”) 34,

“Interim Financial Reporting” endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China. Our responsibility is to express a conclusion on the consolidated financial statements based on our review.

Scope of Review

Except as explained in the Basis for Qualified Conclusion paragraph, we conducted our reviews in accordance with Statement of Auditing Standards 65, “Review of Financial Information Performed by the Independent Auditor of the Entity”. A review of the consolidated financial statements consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with the generally accepted auditing standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Basis for Qualified Conclusion

As stated in note 6(g), the equity accounted investments of the First Steamship Company Ltd. and its subsidiaries in its investee companies of $ 6,855 thousand and $ 1,353,602 thousand as of June 30, 2019 and 2018. And its equity in net earnings (losses) on these investee companies of $ 140 thousand, $ (37,101) thousand, $ 17,837 thousand and $ (72,290) thousand for the three months and six months ended June 30, 2019 and 2018, respectively, were recognized solely on the financial statements prepared by these investee companies, but not reviewed by independent auditors.

3-1

Qualified Conclusion

Except for the adjustments, if any, as might have been determined to be necessary had the financial statements of certain equity accounted investee companies described in the Basis for Qualified Conclusion paragraph above been reviewed by independent auditors, based on our reviews, nothing has come to our attention that causes us to believe that the accompanying consolidated financial statements do not present fairly, in all material respects, the consolidated financial position of the First Steamship Company Ltd. and its subsidiaries as of June 30, 2019 and 2018, and of its consolidated financial performance for the three months and six months ended June 30, 2019 and 2018, as well as its consolidated cash flows for the six months ended June 30, 2019 and 2018 in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IASs 34, “Interim Financial Reporting” endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

Emphasis of Matter

As stated in Note 3(a) to the consolidated financial statements, the Company has initially adopted the IFRS 16, “Leases” from January 1, 2019 and applied the modified retrospective approach with no restatement of comparative period amounts. Our conclusion is not modified in respect of this matter.

The engagement partners on the reviews resulting in this independent auditors ' review report are Shu-Ying Chang and Li-Chen Lai.

KPMG

Taipei, Taiwan (Republic of China) August 12, 2019

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 review such consolidated financial statements are those generally accepted and applied in the Republic of China.

The independent auditors’review 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 independent auditors’ review report and consolidated financial statements, the Chinese version shall prevail.

4

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

Reviewed only, not audited in accordance with the generally accepted auditing standards as of September 30, 2018 and 2017

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Consolidated Balance Sheets

June 30, 2019, December 31, 2018, and June 30, 2018

(Expressed in Thousands of New Taiwan Dollars)

June 30, 2019
Assets
Amount
%
Current assets:
1100
Cash and cash equivalents (Note 6(a))
$ 4,818,865
12
1110
Current financial assets at fair value through profit
or loss (Note 6(b))
171,759 -
1136
Current financial assets at amortized cost, net (Notes
6(c) , 8 and 11)
534,232
1
1170
Accounts receivable, net (Notes 6(d), (x) and 8)
1,030,506
3
1200
Other receivables, net (Notes 6(e))
168,152
2
1220
Current tax assets
229 -
1300
Inventories, net
287,803
1
1320
Inventories (for construction business), net (Note 8
and 9)
637,783
2
1461
Non-current assets classified as held for sale(Notes
6(f) and 8)
344,828
1
1476
Other current financial assets (Notes 6(m) and 8)
976,617
2
1479
Other current assets, others (Notes 6(s), (v), 7 and 9)
433,238
1
10,135,930
25
Non-current assets:
1550
Investments accounted for using equity method, net
(Notes 6(f) and (g))
116,878 -
1600
Property, plant and equipment (Notes 6(i), 7 and 8)
13,299,995
34
1755
Right-of-use assets (Notes 6(j) , 7 and 8)
10,509,430
27
1760
Investment property, net (Notes 6(f), (k) and 8)
144,496 -
1780
Intangible assets (Note 6(l))
2,243,225
6
1840
Deferred tax assets
864,264
2
1915
Prepayments for business facilities (Notes 7 and 9)
821,757
2
1935
Long-term lease payments receivable (Note 6(d))
654,649
2
1980
Other non-current financial assets (Notes 6(e),(m), 7
and 8)
960,515
1
1985
Long-term prepaid rents (Notes 6(s) and 8)
-
-
1990
Other non-current assets(Notes 6(v) and 7)
274,781
1
29,158,072
75
Total assets
$
39294002
100
June 30, 2019
Assets
Amount
%
Current assets:
1100
Cash and cash equivalents (Note 6(a))
$ 4,818,865
12
1110
Current financial assets at fair value through profit
or loss (Note 6(b))
171,759 -
1136
Current financial assets at amortized cost, net (Notes
6(c) , 8 and 11)
534,232
1
1170
Accounts receivable, net (Notes 6(d), (x) and 8)
1,030,506
3
1200
Other receivables, net (Notes 6(e))
168,152
2
1220
Current tax assets
229 -
1300
Inventories, net
287,803
1
1320
Inventories (for construction business), net (Note 8
and 9)
637,783
2
1461
Non-current assets classified as held for sale(Notes
6(f) and 8)
344,828
1
1476
Other current financial assets (Notes 6(m) and 8)
976,617
2
1479
Other current assets, others (Notes 6(s), (v), 7 and 9)
433,238
1
10,135,930
25
Non-current assets:
1550
Investments accounted for using equity method, net
(Notes 6(f) and (g))
116,878 -
1600
Property, plant and equipment (Notes 6(i), 7 and 8)
13,299,995
34
1755
Right-of-use assets (Notes 6(j) , 7 and 8)
10,509,430
27
1760
Investment property, net (Notes 6(f), (k) and 8)
144,496 -
1780
Intangible assets (Note 6(l))
2,243,225
6
1840
Deferred tax assets
864,264
2
1915
Prepayments for business facilities (Notes 7 and 9)
821,757
2
1935
Long-term lease payments receivable (Note 6(d))
654,649
2
1980
Other non-current financial assets (Notes 6(e),(m), 7
and 8)
960,515
1
1985
Long-term prepaid rents (Notes 6(s) and 8)
-
-
1990
Other non-current assets(Notes 6(v) and 7)
274,781
1
29,158,072
75
Total assets
$
39294002
100
June 30, 2019
Assets
Amount
%
Current assets:
1100
Cash and cash equivalents (Note 6(a))
$ 4,818,865
12
1110
Current financial assets at fair value through profit
or loss (Note 6(b))
171,759 -
1136
Current financial assets at amortized cost, net (Notes
6(c) , 8 and 11)
534,232
1
1170
Accounts receivable, net (Notes 6(d), (x) and 8)
1,030,506
3
1200
Other receivables, net (Notes 6(e))
168,152
2
1220
Current tax assets
229 -
1300
Inventories, net
287,803
1
1320
Inventories (for construction business), net (Note 8
and 9)
637,783
2
1461
Non-current assets classified as held for sale(Notes
6(f) and 8)
344,828
1
1476
Other current financial assets (Notes 6(m) and 8)
976,617
2
1479
Other current assets, others (Notes 6(s), (v), 7 and 9)
433,238
1
10,135,930
25
Non-current assets:
1550
Investments accounted for using equity method, net
(Notes 6(f) and (g))
116,878 -
1600
Property, plant and equipment (Notes 6(i), 7 and 8)
13,299,995
34
1755
Right-of-use assets (Notes 6(j) , 7 and 8)
10,509,430
27
1760
Investment property, net (Notes 6(f), (k) and 8)
144,496 -
1780
Intangible assets (Note 6(l))
2,243,225
6
1840
Deferred tax assets
864,264
2
1915
Prepayments for business facilities (Notes 7 and 9)
821,757
2
1935
Long-term lease payments receivable (Note 6(d))
654,649
2
1980
Other non-current financial assets (Notes 6(e),(m), 7
and 8)
960,515
1
1985
Long-term prepaid rents (Notes 6(s) and 8)
-
-
1990
Other non-current assets(Notes 6(v) and 7)
274,781
1
29,158,072
75
Total assets
$
39294002
100
December 31, 2018
Amount
%
5,468,507
16
151,968
-
921,600
3
1,214,938
4
906,515
3
229
-
363,337
1
658,896
2
503,590
1-
613,914
2
575,933
2
June 30, 2018
Amount
%
3,836,987
12
180,777
1
-
-
918,773
3
901,974
3
-
-
269,497
1
585,592
2
-
-
486,025
2
816,560
3
7,996,185
27
1,353,602
4
13,858,494
42
-
-
392,366
1
2,194,257
7
413,463
1
849,499
3
1,075,208
3
474,584
1
3,472,498
11
25,634
-
24,109,605
73
32105790
100
June 30, 2019
Liabilities and Equity
Amount
%
Current liabilities:
2100
Short-term borrowings (Notes 6(n))
$ 3,199,068
8
2110
Short-term notes and bills payable
49,949 -
2120
Current financial liabilities at fair value through
profit or loss (Note 6(b) and (p))
3,856 -
2130
Current contract liabilities (Notes 6(x) and 9)
1,352 -
2170
Accounts payable (Note 6(q))
2,247,177
6
2200
Other payables (Notes 6(c), (g), (i), (q), (v), (y)
and 9)
1,200,304
3
2230
Current tax liabilities
81,732 -
2280
Current lease liabilities (Notes 6(r) and 7)
975,749
2
2321
Current portion of bonds payable (Note 6(p))
998,445
3
2322
Current portion of long-term borrowings (Note 6(o))
1,073,501
3
2323
Long-term notes and accounts payable, current
portion (Note 6(s))
-
-
2399
Other current liabilities (Note 6(m) and (t))
108,731
-

9,939,864
25
Non-Current liabilities:
2530
Bonds payable (Note 6(p))
1,291,428
3
2540
Long-term borrowings (Note 6(o))
4,333,333
11
2570
Deferred tax liabilities
75,845 -
2580
Non-current lease liabilities (Notes 6(r) and 7)
8,991,289
23
2612
Long-term accounts payable (Note 6(s))
-
-
2640
Net defined benefit liability, non-current
1,637 -
2645
Guarantee deposits
892,682
2

15,586,214
39
Total liabilities
25,526,078
64
Equity attributable to owners of parent
(Notes 6(f) , (g), (p) and (v)):
3100
Capital stock
6,308,832
16
3200
Capital surplus
1,960,619
5
3300
Retained earnings
1,387,923
4
3400
Other equity interest
(87,244)
-
Total equity attributable to owners of parent:
9,570,130
25
36XX
Non-controlling interests (Notes 6(h) and (v))
4,197,794
11
Total equity
13,767,924
36
Total liabilities and equity
$
39,294,002
100
June 30, 2018
Amount
%
3,836,987
12
180,777
1
-
-
918,773
3
901,974
3
-
-
269,497
1
585,592
2
-
-
486,025
2
816,560
3
7,996,185
27
1,353,602
4
13,858,494
42
-
-
392,366
1
2,194,257
7
413,463
1
849,499
3
1,075,208
3
474,584
1
3,472,498
11
25,634
-
24,109,605
73
32105790
100
June 30, 2019
Liabilities and Equity
Amount
%
Current liabilities:
2100
Short-term borrowings (Notes 6(n))
$ 3,199,068
8
2110
Short-term notes and bills payable
49,949 -
2120
Current financial liabilities at fair value through
profit or loss (Note 6(b) and (p))
3,856 -
2130
Current contract liabilities (Notes 6(x) and 9)
1,352 -
2170
Accounts payable (Note 6(q))
2,247,177
6
2200
Other payables (Notes 6(c), (g), (i), (q), (v), (y)
and 9)
1,200,304
3
2230
Current tax liabilities
81,732 -
2280
Current lease liabilities (Notes 6(r) and 7)
975,749
2
2321
Current portion of bonds payable (Note 6(p))
998,445
3
2322
Current portion of long-term borrowings (Note 6(o))
1,073,501
3
2323
Long-term notes and accounts payable, current
portion (Note 6(s))
-
-
2399
Other current liabilities (Note 6(m) and (t))
108,731
-

9,939,864
25
Non-Current liabilities:
2530
Bonds payable (Note 6(p))
1,291,428
3
2540
Long-term borrowings (Note 6(o))
4,333,333
11
2570
Deferred tax liabilities
75,845 -
2580
Non-current lease liabilities (Notes 6(r) and 7)
8,991,289
23
2612
Long-term accounts payable (Note 6(s))
-
-
2640
Net defined benefit liability, non-current
1,637 -
2645
Guarantee deposits
892,682
2

15,586,214
39
Total liabilities
25,526,078
64
Equity attributable to owners of parent
(Notes 6(f) , (g), (p) and (v)):
3100
Capital stock
6,308,832
16
3200
Capital surplus
1,960,619
5
3300
Retained earnings
1,387,923
4
3400
Other equity interest
(87,244)
-
Total equity attributable to owners of parent:
9,570,130
25
36XX
Non-controlling interests (Notes 6(h) and (v))
4,197,794
11
Total equity
13,767,924
36
Total liabilities and equity
$
39,294,002
100
December 31, 2018 June 30, 2018
Amount
%
3,019,127
9
49,944 -
-
-
25,363 -
2,560,613
8
1,281,982
4
93,625 -
-
-
996,891
3
2,002,426
6
47,032 -
172,508
-
Amount % Amount

3,540,288
10
49,947 -
-
-
5,173
-

3,680,595
11

1,813,412
6
149,727 -

-
-

997,668
3

1,629,615
5
46,545 -
429,187
1

9,939,864
25

12,342,157
36

10,249,511
30


10,135,930


25

11,379,427
34

1,291,428
3
4,333,333
11
75,845 -
8,991,289
23
-
-
1,637 -
892,682
2


997,668
3

5,632,493
16
68,973 -

-
-
1,399,021
4
1,650 -
953,419
3

996,891
3
5,110,097
18
152,887 -
-
-
1,443,200
4
4,155 -
948,660
3

116,878
13,299,995
10,509,430
144,496
2,243,225
864,264
821,757
654,649

960,515
-
274,781

-

34

27
-

6

2

2

2

1
-

1

1,324,098
4
13,427,506
38
-
-
144,982 -
2,213,422
6
518,633
2
613,494
2
885,063
3
526,060
2
3,279,198
9
163,210
-

15,586,214
39

9,053,224
26

8,655,890
28

25,526,078
64

21,395,381
62

18,905,401
58

6,308,832
16
1,960,619
5
1,387,923
4
(87,244)
-


6,308,832
18

1,953,436
6

680,956
2
(230,852)
(1)

6,308,832
20
1,923,567
6
664,076
2
(122,371)
-

29,158,072


75

23,095,666
66

9,570,130
25
4,197,794
11



8,712,372
25
4,367,340
13

8,774,104
28
4,426,285
14

13,767,924
36

13,079,712
38

13,200,389
42

$
39,294,002
100

34,475,093
100

32,105,790
100
$
39294002

100
34475093
100

$ 39,294,002 100 34,475,093 100 32,105,790 100

Total assets

See accompanying notes to consolidated financial statements.

5

(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese) Reviewed only, not audited in accordance with generally accepted auditing standards FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Consolidated Statements of Comprehensive Income

For the three months and six months ended June 30, 2019 and 2018

(Expressed in Thousands of New Taiwan Dollars , Except for Earnings Per Common Share)

For the three months ended
June 30
2019
2018
Amount
%
Amount
4000
Operating revenues (Notes 6(x) and 7)
$ 1,942,854
100
1,837,482
5000
Operating costs (Notes 6(k), (s) and (t))
626,638
32
518,009
Gross profit from operations
1,316,216
68
1,319,473
6000
Operating expenses (Notes 6(i), (j), (l), (r), (s), (t), (y)
and 7)
1,007,783
53
954,233
6450
Impairment loss determined in accordance with IFRS
9 (Note 6(d))
21,254
1
-
Net operating income
287,179
14
365,240
Non-operating income and expenses:
7010
Other income(Notes 6(z) and 7)
32,276
2
29,116
7020
Other gains and losses, net (Notes 6(f), (g), (i), (p)
and (z))
1,255,539
65
(131,755)
7050
Finance costs(Notes 6 (p), (r) and (z))
(253,092)
(13)
(115,391)
7055
Impairment loss determined in accordance with IFRS
9(Notes 6(e))
-
-
(19,277)
7060
Share of profit (loss) of associates accounted for
using equity method, net(Notes 6(g))
(3,380)
-
(37,101)
1,031,343
54
(274,408)
7900
Profit (loss) from continuing operations before tax
1,318,522
68
90,832
7950
Less: Tax expense (Note 6(u))
92,676
5
118,545
Profit (loss)
1,225,846
63
(27,713)
8300
Other comprehensive income:
8360
Components of other comprehensive income that
will be reclassified to profit or loss
8361
Exchange differences on translation of foreign financial
statements
(83,520)
(4)
104,659
8365
Equity related to non-current assets or disposal groups
classified as held for sale
2,321
-
-
8370
Share of other comprehensive income of associates
accounted for using equity method, components of
other comprehensive income that will be reclassified
to profit or loss
13,935
1
66,173
8399
Income tax related to components of other
comprehensive income that will be reclassified to
profit or loss
-
-
-
Total components of other comprehensive income that
will be reclassified to profit or loss
(67,264)
(3)
170,832
8300
Other comprehensive income, net
(67,264)
(3)
170,832
Comprehensive income (loss)
$
1,158,582
60
143,119
Profit (loss), attributable to:
Owners of parent
$ 1,185,212
61
(93,684)
Non-controlling interests (Note 6(v))
40,634
2
65,971
$
1,225,846
63
(27,713)
Comprehensive income (loss) attributable to:
Owners of parent
$ 1,181,355
61
126,504
Non-controlling interests (Note 6(v))
(22,773)
(1)
16,615
$ 1,158,582
60
143,119
Earnings per share (Note 6(w))
Basic earnings per share (NT dollars)
$
1.88
Diluted earnings per share(NT dollars)
$
1.58
For the three months ended
June 30
For the three months ended
June 30
For the three months ended
June 30
For the three months ended
June 30
For the six months ended
June 30
For the six months ended
June 30
For the six months ended
June 30
%

100
28
2019 %
100
32
2018 2019
Amount

4,084,276

1,337,465
%

100
33
2018
Amount
$ 1,942,854
626,638
Amount

1,837,482
518,009
% Amount
3,870,041
1,077,265
100
28
68
53
1


1,319,473

954,233
-
72
52
-


2,746,811

2,000,005
36,785

67

48
1

2,792,776
2,070,002
-

72

53
-


287,179
14 365,240 20
710,021
18 722,774 19

32,276
1,255,539
(253,092)

-
(3,380)
2
65
(13)
-
-


29,116

(131,755)

(115,391)
(19,277)
(37,101)
2
(7)
(6)
(1)
(2)


61,625

1,377,422

(510,592)

-

7,414

2

34

(13)
-
-

37,154
(96,273)
(215,816)
(19,277)
(72,290)

1

(2)

(6)

-
(2)
(9)

1,031,343
54
(274,408)

(14)



935,869
23
(366,502)

1,318,522
92,676
68
5


90,832
118,545

6
6



1,645,890

194,320

41
5

356,272
229,863


10
6

1,225,846
63

(27,713)
-
1,451,570
36
126,409
4


(83,520)
2,321
13,935
-
(4)
-
1
-


104,659
-

66,173
-
6
-
4
-


156,190
3,056

15,528
-

4
-

-
-

242,557
-
25,504
-

6
-

1
-
(67,264) (3) 170,832 10
174,774
4 268,061 7

(67,264)

(3)

170,832
10

174,774
4
268,061
7

$
1,158,582

60

143,119
10

1,626,344
40
394,470
11

$ 1,185,212
40,634
61
2


(93,684)
65,971
4
(4)


1,324,555

127,015

33
3

(9,054)
135,463

-
4

$
1,225,846

63
(27,713)

-


1,451,570
36
126,409
4

$ 1,181,355
(22,773)
61
(1)


126,504
16,615
9
1


1,468,163

158,181

36
4

204,711
189,759

5
6

$ 1,158,582

60

143,119
10

1,626,344
40
394,470
11

$
1.88 (0.15)
2.10 (0.01)
$ 1.58
(0.15)

1.87
(0.01)

See accompanying notes to consolidated financial statements.

6

(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese) Reviewed only, not audited in accordance with generally accepted auditing standards

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Consolidated Statements of Changes in Equity

For the six months ended June 30, 2019 and 2018

(Expressed in Thousands of New Taiwan Dollars)

Balance at January 1, 2018
Profit (loss) for the six months ended June 30, 2018
Other comprehensive income for the six months ended June 30, 2018
Total comprehensive income for the six months ended June 30, 2018
Appropriation and distribution of retained earnings:
Legal reserve appropriated
Special reserve appropriated
Donation from shareholders
Changes in equity of associates accounted for using equity method
Difference between consideration and carrying amount of subsidiaries acquired or disposed
Changes in non-controlling interests
Balance at June 30, 2018
Balance at January 1, 2019
Effects of retrospective application and retrospective restatement
Equity at beginning of period after adjustments
Profit for the six months ended June 30, 2019
Other comprehensive income for the six months ended June 30, 2019
Total comprehensive income for the six months ended June 30, 2019
Appropriation and distribution of retained earnings:
Legal reserve appropriated
Cash dividends of ordinary share
Reversal of special reserve
Changes in equity of associates accounted for using equity method
Due to recognition of equity component of convertible bonds issued
Changes in ownership interests in subsidiaries
Changes in non-controlling interests
Balance at June 30, 2019
Equityattributable to owners ofparent
Retained earnings
Total other equityinterest
Legal
reserve
Special
reserve
Unappropriated
retained
earnings
Total
retained
earnings
Exchange
differences on
translation of
foreign
financial
statements
Equity related
to non-current
assets
classified as
held for sale
Total equity
attributable to
owners of
parent
Non-controll
inginterests
Total equity
Share capital
Common
stock
Capital
surplus
$ 6,308,832
1,898,430
107,468
-
565,662
673,130
(336,136)
-
8,544,256
4,382,386
12,926,642
-
-
-
-
(9,054)
(9,054)
-
-
(9,054)
135,463
126,409
-
-
-
-
-
-
213,765
-
213,765
54,296
268,061
-
-
-
-
(9,054)
(9,054)
213,765
-
204,711
189,759
394,470
-
-
56,496
-
(56,496)
-
-
-
-
-
-
-
-
-
336,136
(336,136)
-
-
-
-
-
-
-
3,332
-
-
-
-
-
-
3,332
-
3,332
-
(4,237)
-
-
-
-
-
-
(4,237)
-
(4,237)
-
26,042
-
-
-
-
-
-
26,042
(46,709)
(20,667)
-
-
-
-
-
-
-
-
-
(99,151)
(99,151)
$
6,308,832
1,923,567
163,964
336,136
163,976
664,076
(122,371)
-
8,774,104
4,426,285
13,200,389
$ 6,308,832
1,953,436
163,964
336,136
180,856
680,956
(266,508)
35,656
8,712,372
4,367,340
13,079,712
-
-
-
-
(554,500)
(554,500)
-
-
(554,500)
(428,738)
(983,238)
6,308,832
1,953,436
163,964
336,136
(373,644)
126,456
(266,508)
35,656
8,157,872
3,938,602
12,096,474
-
-
-
-
1,324,555
1,324,555
-
-
1,324,555
127,015
1,451,570
-
-
-
-
-
-
140,552
3,056
143,608
31,166
174,774
-
-
-
-
1,324,555
1,324,555
140,552
3,056
1,468,163
158,181
1,626,344
-
-
640
-
(640)
-
-
-
-
-
-
-
-
-
-
(63,088)
(63,088)
-
-
(63,088)
-
(63,088)
-
-
-
(105,284)
105,284
-
-
-
-
-
-
-
(22,478)
-
-
-
-
-
-
(22,478)
-
(22,478)
-
96,902
-
-
-
-
-
-
96,902
-
96,902
-
(67,241)
-
-
-
-
-
-
(67,241)
251,621
184,380
-
-
-
-
-
-
-
-
-
(150,610)
(150,610)
$
6,308,832
1,960,619
164,604
230,852
992,467
1,387,923
(125,956)
38,712
9,570,130
4,197,794
13,767,924

See accompanying notes to consolidated financial statements.

7

(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese) Reviewed only, not audited in accordance with generally accepted auditing standards FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Consolidated Statements of Cash Flows

For the six months ended June 30, 2019 and 2018

(Expressed in Thousands of New Taiwan Dollars)

Cash flows from (used in) operating activities:
Profit before tax
Adjustments:
Adjustments to reconcile profit (loss):
Depreciation expense
Amortization expense
Expected credit loss
Net loss (gain) on financial assets or liabilities at fair value through profit or loss
Interest expense
Interest income
Dividend income
Cost of share-based payments awards
Share of loss (profit) of associates accounted for using equity method
Loss on disposal of property, plan and equipment
Gain on disposal of non-current assets classified as held for sale
Loss (gain) on disposal of investments
Impairment loss on financial assets
Impairment loss on non-financial assets
Gain on reversal of non-current assets classified as held for sale
Lease expense
Total adjustments to reconcile profit (loss)
Changes in operating assets and liabilities:
Changes in operating assets:
Financial assets at fair value through profit or loss, mandatorily measured at fair value
Accounts receivable
Other receivables
Inventories
Other current assets
Other financial assets
Increase in other non-current assets
Changes in operating liabilities:
Contract liabilities
Accounts payable
Other payables
Other current liabilities
Net defined benefit liability
Other operating liabilities
Total adjustments
Cash outflow generated from operations
Interest received
Dividends received
Interest paid
Income taxes paid
Net cash flows used in operating activities
For the six months ended June 30
2019
2018
$ 1,645,890
356,272
1,023,933
453,256
17,897
27,401
36,785
459
(20,985)
15,155
510,592
215,816
(58,535)
(32,000)
(3,090)
(5,154)
30,604
-
(7,414)
72,290
1,826
3,878
(217,213)
-
(999,684)
8,189
-
19,277
-
90,803
(84,329)
-
-
28,825
For the six months ended June 30
2019
2018
$ 1,645,890
356,272
1,023,933
453,256
17,897
27,401
36,785
459
(20,985)
15,155
510,592
215,816
(58,535)
(32,000)
(3,090)
(5,154)
30,604
-
(7,414)
72,290
1,826
3,878
(217,213)
-
(999,684)
8,189
-
19,277
-
90,803
(84,329)
-
-
28,825
2019
$ 1,645,890
1,023,933
17,897
36,785
(20,985)
510,592
(58,535)
(3,090)
30,604
(7,414)
1,826
(217,213)
(999,684)
-
-
(84,329)
-
230,387
898,195

414
402,393
(22,820)
100,943
(43,981)
(2,293)
(123,569)
(3,821)
(1,463,410)
(265,600)
-
(13)
(28,442)

291,897
(378,284)
11,866
32,968
(98,731)
(270)
-
(596)
(1,685,459)
(45,851)
15,480
(3,520)
(50,915)

(1,219,812)

(1,013,220)

426,078
74,936
3,090
(480,912)
(266,450)

(656,948)
24,313
5,154
(220,192)
(243,111)

(201,938)

(1,090,784)

7-1

(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese) Reviewed only, not audited in accordance with generally accepted auditing standards

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Consolidated Statements of Cash Flows (CONTD)

For the six months ended June 30, 2019 and 2018

(Expressed in Thousands of New Taiwan Dollars)

Cash flows from (used in) investing activities:
Acquisition of financial assets at amortized cost
Acquisition of investments accounted for using equity method
Proceeds from disposal of investments accounted for using equity method
Proceeds from disposal of non-current assets classified as held for sale
Acquisition of property, plant and equipment
Proceeds from disposal of property, plant and equipment
Decrease in other receivables
Acquisition of intangible assets
Decrease in receivables (transfer of stock equity and prepaid investment)
Decrease (increase) in other financial assets
Increase in other non-current assets
Increase in prepaid equipment
Other investing activities (long-term prepaid rents)
Net cash flows from (used in) investing activities
Cash flows from (used in) financing activities:
Increase in short-term borrowings
Decrease in short-term borrowings
Increase in short-term notes and bills payable
Proceeds from issuing bonds
Repayments of bonds
Proceeds from long-term borrowings
Repayments of long-term borrowings
Increase (decrease) in guarantee deposits received
Payments of lease liabilities
Treasury shares sold to employees
Acquisition of ownership interests in subsidiaries
Other financing activities
Net cash flows used in 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 period
Cash and cash equivalents at end of period
71,775
-
-
(467,070)
1,871,084
132,911
463,360
-
(309,928)
(465,958)
13,489
25,098
15,162
189,887
(12,493)
(60,736)
-
13,714
(357,723)
(130,646)
(1,609)
(10,396)
(202,511)
(289,787)
-
(6,955)

1,550,606
(1,069,938)


-
186,367
(371,408)
-
2
28
1,542,300
-
(1,000,000)
-
743,350
1,468,913
(2,664,283)
(2,882,484)
(70,420)
146,478
(382,539)
-
30,207
-
-
(20,667)
-
3,332

(2,049,222)
(1,098,033)


92,232
116,159


(649,642)
(3,142,596)
5,468,507
6,979,583


$
4,818,865
3,836,987

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

Reviewed only, not audited in accordance with generally accepted auditing standards FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

June 30, 2019 and 2018

(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)

(1) Company history

First Steamship Company Ltd. (the “Company”) was established in October 1963 in accordance with the Company Act of the Republic of China. The Company's registered office address is located at 14F, No.237, Sec. 2, Fuxing S. Rd., Taipei City, R.O.C. The major business activities of the Company and its subsidiaries (“the Group”) are the domestic and international sea transportation and related businesses, trading of vessels and related products, providing services of financial leasing, providing business consultation services, trading of cosmetics, furnishings and etc., investments, and selling, renting, investing in construction. Please refer to note 14 for further information.

(2) Approval date and procedures of the consolidated financial statements:

These consolidated financial statements were authorized for issuance by the Board of Directors on August 12, 2019.

(3) New standards, amendments and interpretations adopted:

  • (a) The impact of the International Financial Reporting Standards ( “IFRSs”) endorsed by the Financial Supervisory Commission, R.O.C. (“FSC”) which have already been adopted. The following new standards, interpretations and amendments have been endorsed by the FSC and are effective for annual periods beginning on or after January 1, 2018.
New, Revised or Amended Standards and Interpretations
IFRS 16“Leases”
IFRIC 23“Uncertainty over Income Tax Treatments”
Amendments to IFRS 9“Prepayment Features with Negative Compensation”
Amendments to IAS 19“Plan Amendment, Curtailment or Settlement””
Amendments to IAS 28“Long-term interests in associates and joint ventures”
Annual Improvements to IFRS Standards 2015–2017 Cycle”
Effective date
per IASB
January 1, 2019
January 1, 2019
January 1, 2019
January 1, 2019
January 1, 2019
January 1, 2019

Except for the following items, the Group believes that the adoption of the above IFRSs would not have any material impact on its consolidated financial statements. The extent and impact of signification changes are as follows:

  • (i) IFRS 16“Leases”

IFRS 16 replaces the existing leases guidance, including IAS 17 Leases, IFRIC 4 Determining whether an Arrangement contains a Lease, SIC-15 Operating Leases – Incentives and SIC-27 Evaluating the Substance of Transactions Involving the Legal Form of a Lease.

8

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

The Group applied IFRS 16 using the modified retrospective approach, under which the cumulative effect of initial application is recognized in retained earnings on January 1, 2019. The details of the changes in accounting policies are disclosed below

1) Definition of a lease

Previously, the Group determined at contract inception whether an arrangement is or contains a lease under IFRIC 4. Under IFRS 16, the Group assesses whether a contract is or contains a lease based on the definition of a lease, as explained in Note 4(c)

On transition to IFRS 16, the Group elected to apply the practical expedient to the assessment of which transactions are leases. The Group applied IFRS 16 only to contracts that were previously identified as leases. Contracts that were not identified as leases under IAS 17 and IFRIC 4 were not reassessed for whether there is a lease. Therefore, the definition of a lease under IFRS 16 was applied only to contracts entered into or changed on or after January 1, 2019.

2) As a lessee

As a lessee, the Group previously classified leases as operating or finance leases based on its assessment of whether the lease transferred significantly all of the risks and rewards incidental to ownership of the underlying asset to the Group. Under IFRS 16, the Group recognizes right-of-use assets and lease liabilities for most leases – i.e. these leases are on-balance sheet.

  • A. Leases classified as operating leases under IAS 17

  • At transition, lease liabilities were measured at the present value of the remaining lease payments, discounted at the Group’s incremental borrowing rate as at January 1, 2019. Right-of-use assets are measured at either:

  • (a) their carrying amount as if IFRS 16 had been applied since the commencement date, discounted using the lessee’s incremental borrowing rate at the date of initial application – the Group applied this approach to its largest property leases:

  • (a) Applied a single discount rate to a portfolio of leases with similar characteristics.

  • (b) Adjusted the right-of-use assets by the amount of IAS 37 onerous contract provision immediately before the date of initial application, as an alternative to an impairment review.

  • (c) Applied the exemption not to recognize right-of-use assets and liabilities for leases with less than 12 months of lease term.

9

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • (d) Excluded initial direct costs from measuring the right-of-use asset at the date of initial application.

  • (e) Used hindsight when determining the lease term if the contract contains options to extend or terminate the lease.

3) As a lessor

The Group is not required to make any adjustments on transition to IFRS 16 for leases in which it acts as a lessor, except for a sub-lease. The Group accounted for its leases in accordance with IFRS 16 from the date of initial application.

4) Impacts on financial statements

On transition to IFRS 16, the Group recognised additional $11,009,298 thousand of right-of-use assets, reduced $3,469,405 thousand of long-term of prepaid rents ( including current portion ), additional $329,302 thousand of deferred tax assets, reduced $1,445,566 thousand of long-term accounts payable and additional $10,297,999 thousand of lease liabilities, reduced $428,738 thousand of non-controlling interest and reduced $554,500 thousand of retained earnings. When measuring lease liabilities, the Group discounted lease payments using its incremental borrowing rate at January 1, 2019. The weighted-average rate applied is 4.9%.

The explanation of differences between operating lease commitments disclosed at the end of the annual reporting period immediately preceding the date of initial application, and lease liabilities recognized in the statement of financial position at the date of initial application disclosed as follows:

January 1, 2019 Operating lease commitment at December 31, 2018 as disclosed in the $ 13,126,826 Group’s consolidated financial statements 10,297,999 Discounted using the incremental borrowing rate at January 1, 2019 Finance lease liabilities recognized as at December 31, 2018 - $ 10,297,999 Lease liabilities recognized at January 1, 2019

  • (b) The impact of IFRS endorsed by FSC but not yet effective

The following new standards, interpretations and amendments have been endorsed by the FSC and are effective for annual periods beginning on or after January 1, 2020 in accordance with Ruling No. 1080323028 issued by the FSC on July 29, 2019:

New, Revised or Amended Standards and Interpretations
Amendments to IFRS 3“Definition of a Business”
Amendments to IAS 1 and IAS8“Definition of Material”
Effective date per
IASB
January 1, 2020
January 1, 2020
10

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

Except for the following items, the application of the above-mentioned newly recognized international financial reporting standards will not result in significant changes to the consolidated financial statements. The nature and impact of the major disruptors are as follows:

  • 1) Amendments to IAS 1 and IAS 8 “Definition of Material”

This amendment clarifies the definition of significant and the explanations relating to the improvement of the significant definition. The Group is continuing to assess the impact of the above criteria on the financial position and operating results of the Group.

  • (c) The impact of IFRS issued by IASB but not yet endorsed by the FSC

As of the date, the following IFRSs that have been issued by the IASB, but have yet to be endorsed by the FSC:

New, Revised or Amended Standards and Interpretations
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”
Effective date per
IASB
Effective date to be
determined by IASB
January 1, 2021

The Group assessed that the above IFRSs may not be relevant to the Group.

(4) Summary of significant accounting policies:

  • (a) Statement of compliance

The 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 consolidated financial statements, the Chinese version shall prevail.

These consolidated financial statements have been prepared in accordance with the preparation and guidelines of IAS 34 “Interim Financial Reporting” which are endorsed and issued into effect by FSC, and do not include all of the information required by the Regulations and International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations and SIC Interpretations endorsed and issued into effect by the FSC (hereinafter referred to IFRS endorsed by the FSC) for a complete set of the annual consolidated financial statements.

Except the following accounting policies mentioned below, the significant accounting policies adopted in the consolidated financial statements are the same as those in the consolidated financial statements for the year ended December 31, 2018. For the related information, please refer to note 4 of the consolidated financial statements for the year ended December 31, 2018.

11

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

  • (b) Basis of consolidation

  • (i) List of subsidiaries in the consolidated financial statements

List of subsidiaries in the consolidated financial statements include.

Name of
Investor
Name of
Subsidiary
Principal
activity
Shareholding
June 30,
2019
December
31, 2018
June 30,
2018
Note
First Steamship Co.,
Ltd.
Yee Shin Investment
Co., Ltd.
General investing
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
First Steamship Co.,
Ltd.
Yee young Co., Ltd
Real estate
development, rental
and leasing of
building
100.00%
100.00%
100.00% The company was closed on June
30, 2019, and it was processed in
the short form merger process.
First Steamship Co.,
Ltd.
First Steamship Group
Development Co., Ltd.
Real estate
development, rental
and leasing of
building
55.00%
55.00%
55.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
First Steamship Co.,
Ltd.
First Steamship S.A.
International
transportation and
shipping agency
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries. In May 2019, it
decided to reduce the capital of
1,090 shares, which is still in the
process of capital reduction.
First Steamship Co.,
Ltd.
Grand Ocean Retail
Group Ltd.
Investment holding
company
3.70%
3.82%
3.82% The company directly (indirectly)
holds more than 50% of its
subsidiaries
First Steamship Co.,
Ltd.
First Mariner Holding
Ltd.
Investment holding
company
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
First Steamship Co.,
Ltd.
New Urban Investments
Ltd.
Investment holding
company
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
Yee Shin
Investment Co., Ltd
Grand Ocean Retail
Group Ltd.
Investment holding
company
2.21%
2.29%
2.29% The company directly (indirectly)
holds more than 50% of its
subsidiaries
First Steamship
Group Development
Co., Ltd.
Lan Hai Engineering
Consultants Ltd.
Engineering
Consultancy
70.00%
70.00%
70.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
First Steamship
S.A.
Longevity Navigation
S.A.
International
transportation and
shipping agency
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
First Steamship
S.A.
Praise Maritime S.A.
International
transportation and
shipping agency
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
First Steamship
S.A.
Best Steamship S.A.
International
transportation and
shipping agency
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
First Steamship
S.A.
Grand Steamship S.A.
International
transportation and
shipping agency
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
First Steamship
S.A.
Ahead Capital Ltd.
Investment holding
company
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
First Steamship
S.A.
Media Assets Global
Ltd.
Investment holding
company
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
12

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

Name of
Investor
Name of
Subsidiary
Principal
activity
Shareholding
June 30,
2019
December
31, 2018
June 30,
2018
Note
First Steamship
S.A.
Black Sea Steamship
S.A.
International
transportation and
shipping agency
First Steamship
S.A.
Ship Bulker Steamship
S.A.
International
transportation and
shipping agency
First Steamship
S.A.
Nature Sources Ltd.
Investment holding
company
First Steamship
S.A.
Grand Ocean Retail
Group Ltd.
Investment holding
company
First Steamship
S.A.
Reliance Steamship S.A. International
transportation and
shipping agency
First Steamship
S.A.
Alliance Steamship S.A. International
transportation and
shipping agency
First Steamship
S.A.
Sure Success Steamship
S.A.
International
transportation and
shipping agency
First Steamship
S.A.
Heritage Riches Ltd.
Investment holding
company
First Steamship
S.A.
Shining Steamship
International S.A.
International
transportation and
shipping agency
First Steamship
S.A.
Excellent Steamship
International S.A.
International
transportation and
shipping agency
Ahead Capital Ltd. Grand Ocean Retail
Group Ltd.
Investment holding
company
First Mariner
Holding Ltd.
First Mariner Capital
Ltd.
Investment holding
company
First Mariner
Holding Ltd.
Mariner Far East Ltd.
Investment holding
company
First Mariner
Capital Ltd.
Mariner Capital Ltd.
Investment holding
company
First Mariner
Capital Ltd.
Mariner Finance Ltd.
Loan company
First Mariner
Capital Ltd.
Morton Securities Ltd. Securities and
Securities
underwriting
company
Mariner Capital Ltd. Mariner Finance Ltd.
Automobile
Finance leasing
company
Mariner Finance
Ltd.
Shanghai Youxin Car
Leasing Ltd.
Automobile
Finance leasing
company
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries

100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries

46.83%
48.38%
48.38% The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries

100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries and reduced 19,500
shares on April 29, 108
100.00%
- %
- % The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
- %
- % The company directly (indirectly)
holds more than 50% of its
subsidiaries

1.79%
1.85%
1.85% The company directly (indirectly)
holds more than 50% of its
subsidiaries

100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries

100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries

100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
13

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

Notes to the Consolidated Financial Statements
Name of
Investor
Name of
Subsidiary
Principal
activity
Shareholding
June 30,
2019
December
31, 2018
June 30,
2018
Note
Mariner Finance
Ltd.
Suzhou Youcheng Car
Leasing Ltd.
Automobile
Finance leasing
company
Mariner Finance
Ltd.
Nanjing Youcheng Car
Leasing Ltd.
Automobile
Finance leasing
company
Mariner Finance
Ltd.
Nantong Youcheng Car
Leasing Ltd.
Automobile
Finance leasing
company
Mariner Finance
Ltd.
Huaian Youcheng Car
Leasing Ltd.
Automobile
Finance leasing
company
Mariner Finance
Ltd.
Hefei Youxin Car
Leasing Ltd.
Automobile
Finance leasing
company
Mariner Finance
Ltd.
Wuhan Youxin Car
Leasing Ltd.
Automobile
Finance leasing
company
Mariner Finance
Ltd.
Qingdao Youcheng Car
Leasing Ltd.
Automobile
Finance leasing
company
Mariner Finance
Ltd.
Weifang Youcheng Car
Leasing Ltd.
Automobile
Finance leasing
company
Mariner Finance
Ltd.
Chongqing Youren Car
Leasing Ltd.
Automobile
Finance leasing
company
Mariner Finance
Ltd.
Fuzhou Youli Car
Leasing Ltd.
Automobile
Finance leasing
company
Mariner Finance
Ltd.
Dongguan Youcheng
Car Leasing Ltd.
Automobile
Finance leasing
company
Mariner Finance
Ltd.
Guangzhou Youqiang
Car Leasing Ltd.
Automobile
Finance leasing
company
Mariner Finance
Ltd.
Ningbo Youren Car
Leasing Ltd.
Automobile
Finance leasing
company
Mariner Finance
Ltd.
Changsha Youli Car
Service Ltd.
Automobile
Finance leasing
company
Mariner Finance
Ltd.
Xian Youcheng Car
Leasing Ltd.
Automobile
Finance leasing
company
Mariner Finance
Ltd.
Xiamen Youhon Car
Leasing Ltd.
Automobile
Finance leasing
company
Mariner Finance
Ltd.
Chengdu Youcheng Car
Leasing Ltd.
Automobile
Finance leasing
company
Mariner Finance
Ltd.
Xuzhou Youhon Car
Leasing Ltd.
Automobile
Finance leasing
company
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
14

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

Notes to the Consolidated Financial Statements
Name of
Investor
Name of
Subsidiary
Principal
activity
Shareholding
June 30,
2019
December
31, 2018
June 30,
2018
Note
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
- %
- %
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries and it also completed
liquidation in October 2017
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries

100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
86.67%
86.67%
86.67% The company directly (indirectly)
holds more than 50% of its
subsidiaries. It was closed on
December 31 ,2018, and it was
processed in the liquidation
process.
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00% 100.00%
The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
30.00%
30.00%
30.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
Mariner Finance
Ltd.
Lianyungang Youren
Car Service Ltd.
Automobile
Finance leasing
company
Mariner Finance
Ltd.
Jinhua Youcheng Car
Leasing Ltd.
Automobile
Finance leasing
company
Mariner Finance
Ltd.
Suqian Youcheng Car
Leasing Ltd.
Automobile
Finance leasing
company
Mariner Finance
Ltd.
Jinan Youli Car Leasing
Ltd.
Automobile
Finance leasing
company
Mariner Finance
Ltd.
Yancheng Youcheng
Car Leasing Ltd.
Automobile
Finance leasing
company
Mariner Finance
Ltd.
Zhuzhou Youcheng Car
Leasing Ltd.
Automobile
Finance leasing
company
Mariner Finance
Ltd.
Zhongshan Youcheng
Car Rental Co., Ltd.
Automobile
Finance leasing
company
Grand Ocean Retail
Group Ltd.
Grand Citi Ltd.
Investment holding
company
Grand Citi Ltd.
Grand Ocean
Department Store Group
Ltd.
Trading of
cosmetics,
furnishings, etc.
Grand Ocean
Department Store
Group Ltd.
Suzhou Grand Ocean
Department Store Co.,
Ltd.
Trading of
cosmetics,
furnishings, etc.
Grand Ocean
Department Store
Group Ltd.
Nanjing Grand Ocean
Department Store Co.,
Ltd.
Trading of
cosmetics,
furnishings, etc.
Grand Ocean
Department Store
Group Ltd.
Fuzhou Zhongcheng
Grand Ocean
Department Store Co.,
Ltd.
Trading of
cosmetics,
furnishings, etc.
Grand Ocean
Department Store
Group Ltd.
Zayton Grand Ocean
Department Store Co.,
Ltd.
Trading of
cosmetics,
furnishings, etc.
Grand Ocean
Department Store
Group Ltd.
Shanghai Jing Xuan
Business Management
Co., Ltd.
Trading of
cosmetics,
furnishings, etc.
Grand Ocean
Department Store
Group Ltd.
Fuzhou Jiaruixing
Commercial
Management Co., Ltd.
Management
consulting
business, and
trading of
cosmetics,
furnishings, etc.
Zayton Grand
Ocean Department
Store Co., Ltd.
Wuhan Zhongshan
Grand Ocean
Department Store Co.,
Ltd.
Trading of
cosmetics,
furnishings, etc.
15

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

Notes to the Consolidated Financial Statements
Name of
Investor
Name of
Subsidiary
Principal
activity
Shareholding
June 30,
2019
December
31, 2018
June 30,
2018
Note
Nanjing Grand
Ocean Department
Store Co., Ltd.
Suzhou Grand Ocean
Department Store Co.,
Ltd
Trading of
cosmetics,
furnishings, etc.
Nanjing Grand
Ocean Department
Store Co., Ltd.
Nanjing Grand Ocean
Department Hefei Store
Co., Ltd.
Trading of
cosmetics,
furnishings, etc.
Nanjing Grand
Ocean Department
Store Co., Ltd.
Fuzhou Tiandi Grand
Ocean Department Store
Co., Ltd.
Trading of
cosmetics,
furnishings, etc.
Fuzhou Zhongcheng
Grand Ocean
Department Store
Co., Ltd.
Fuzhou Grand Ocean
Department Store Co.,
Ltd.
Trading of
cosmetics,
furnishings, etc.
Fuzhou Zhongcheng
Grand Ocean
Department Store
Co., Ltd.
Fuzhou Tiandi Grand
Ocean Department Store
Co., Ltd.
Trading of
cosmetics,
furnishings, etc.
Fuzhou Zhongcheng
Grand Ocean
Department Store
Co., Ltd.
Wuhan Zhongshan
Grand Ocean
Department Store Co.,
Ltd.
Trading of
cosmetics,
furnishings, etc.
Fuzhou Grand
Ocean Department
Store Co., Ltd.
Fuzhou Tiandi Grand
Ocean Department Store
Co., Ltd.
Trading of
cosmetics,
furnishings, etc.
Wuhan Zhongshan
Grand Ocean
Department Store
Co., Ltd.
Wuhan Guanggu Grand
Ocean Department Store
Co., Ltd.
Trading of
cosmetics,
furnishings, etc.
Wuhan Zhongshan
Grand Ocean
Department Store
Co., Ltd.
Xiangtan Grand Ocean
Department Store Co.,
Ltd.
Trading of
cosmetics,
furnishings, etc.
Wuhan Zhongshan
Grand Ocean
Department Store
Co., Ltd.
Chongqing Guanggu
Grand Ocean
Department Store Co.,
Ltd.
Trading of
cosmetics,
furnishings, etc.
Wuhan Zhongshan
Grand Ocean
Department Store
Co., Ltd.
Wuhan Longyang Grand
Ocean Department Store
Co., Ltd.
Trading of
cosmetics,
furnishings, etc.
Wuhan Zhongshan
Grand Ocean
Department Store
Co., Ltd.
Hengyang Grand Ocean
Department Store Co.,
Ltd.
Trading of
cosmetics,
furnishings, etc.
Wuhan Zhongshan
Grand Ocean
Department Store
Co., Ltd.
Shiyan Ocean Modern
Shopping Co., Ltd.
Trading of
cosmetics,
furnishings, etc.
Wuhan Guanggu
Grand Ocean
Department Store
Co., Ltd.
Xiangtan Grand Ocean
Department Store Co.,
Ltd.
Trading of
cosmetics,
furnishings, etc.
6.66%
6.66%
6.66% The company directly (indirectly)
holds more than 50% of its
subsidiaries. It was closed on
December 31 ,2018, and it was
processed in the liquidation
process.
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
57.13%
- %
- % The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
14.29%
50.00%
50.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
70.00%
70.00%
70.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
14.29%
50.00%
50.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
50.00%
50.00%
50.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries. It was closed on
December 31 ,2018, and it was
processed in the liquidation
process.
50.00%
50.00%
50.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
50.00%
50.00%
50.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
100.00%
100.00%
100.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
50.00%
50.00%
50.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries. It was closed on
December 31 ,2018, and it was
processed in the liquidation
process.
16

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

Notes to the Consolidated Financial Statements
Name of
Investor
Name of
Subsidiary
Principal
activity
Shareholding
June 30,
2019
December
31, 2018
June 30,
2018
Note
Wuhan Guanggu
Grand Ocean
Department Store
Co., Ltd.
Chongqing Guanggu
Grand Ocean
Department Store Co.,
Ltd.
Trading of
cosmetics,
furnishings, etc.
Wuhan Guanggu
Grand Ocean
Department Store
Co., Ltd.
Wuhan Longyang Grand
Ocean Department Store
Co., Ltd.
Trading of
cosmetics,
furnishings, etc.
Wuhan Guanggu
Grand Ocean
Department Store
Co., Ltd.
Yichang Grand Ocean
Department Store Co.,
Ltd.
Trading of
cosmetics,
furnishings, etc.
Wuhan Longyang
Grand Ocean
Department Store
Co., Ltd.
Yichang Grand Ocean
Department Store Co.,
Ltd.
Trading of
cosmetics,
furnishings, etc.
Nanjing Grand
Ocean Department
Hefei Store Co.,
Ltd.
Fuzhou Tiandi Grand
Ocean Department Store
Co., Ltd.
Trading of
cosmetics,
furnishings, etc.
50.00%
50.00%
50.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
50.00%
50.00%
50.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
99.00%
99.00%
99.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
1.00%
1.00%
1.00% The company directly (indirectly)
holds more than 50% of its
subsidiaries
14.29%
- %
- % The company directly (indirectly)
holds more than 50% of its
subsidiaries
  • (ii) List of subsidiaries which are not included in the consolidated financial statements: None.

  • (c) Leases (policy applicable from January 1, 2019)

  • Identifying a lease

  • For contract signing date, the Group assesses whether the contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period in exchange for consideration. Assesses whether the contract is, or contains, a lease, the Group evaluates the following items:

  • (1) the contract involves the use of an identified asset, the identified asset is expressly specified in the contract or is implicitly specified as it is available for use, and its entity may distinguish or represent substantially all of the capacity. and the supplier have a substantive right to substitute the asset, the asset is not an identified asset; and

  • (2) the Company has the right to obtain substantially all of the economic benefits from use of the identified asset throughout the period of use; and

  • (3) When one of the following conditions is met, the Company has the right to direct the use of the identified asset throughout the period of use:

    • The customer has the right to use the identified assets and the purpose of their use

    • throughout the period of use.

    • The decision-making process regarding the use of the asset and the purpose of its use is

    • predetermined, and:

      • The customer has the right to operate the asset throughout the period of use and the supplier has no right to change such operational instructions; or

      • The manner in which the customer designs the asset has pre-determined how and during the entire use period.

When the lease is established or the reassessment of the contract includes a lease, the combined company distributes the consideration in the contract to the individual lease component on a relative price basis. However, at the time of lease of land and construction, the combined company chooses to treat the lease component and the non-lease component as part of a single lease without distinguishing between non-lease components.

17

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

  1. As a lessee

The Group recognizes right-of-use asset and lease liability at the commencement date. The cost of the right-of-use asset comprises: the amount of the initial measurement of the lease liability; any lease payments made at or before the commencement date; any initial direct costs incurred by the lessee; an estimate of costs to be incurred by the lessee in dismantling and removing the underlying asset, restoring the site on which it is located or restoring the underlying asset to the condition required by the terms and conditions of the lease; and less any leas incentives received.

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 of the lease terms. Otherwise, the group evaluate regular whether the right-of-asset is impaired and to account for any impairment loss identified; when the lease liability is remeasured, the amount of remeasurement is recognized as an adjustment to the right-of-use asset.

At the commencement date the Group measures the lease liability ate the present value of the lease payments that are not paid at that date. The lease payments discount using the interest rate implicit in the lease, if that rate can be readily determined. If that rate cannot be readily determined, the Group uses it’s incremental borrowing rate. The group using incremental borrowing rate as the discount.

The lease payments included in the measurement of the lease liability comprise the following: i. fixed payments, including in-substance fixed payments;

ii. variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the commencement date;

iii. amounts expected to be payable by the lessee under residual value guarantees;

iv. the Group is reasonably certain to exercise purchase that option or an option to terminate the lease or payments of penalties for terminating the lease.

The lease liability is subsequently measured at amortized cost using the effective interest method and remeasure the amount when:

i. change in future lease payments arising from a change in an index or a rate;

ii. change in the amounts expected to be payable under a residual value guarantee; or

iii. if the Company changes its assessment of whether it will exercise a purchase option, extension or termination option.

iv. changes its assessment of whether it will extension or termination option, and change in the lease term

v. Modification of the subject, scope or other terms of the lease

It is remeasured if there is a change in future lease payments arising from a change in an index or a rate; if there is a change in the amounts expected to be payable under a residual value guarantee; or if the Company changes its assessment of whether it will exercise a purchase, extension or termination option. When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset. However, if the carrying amount of the right-of-use asset is reduced to zero, any remaining amount of the remeasurement is recognized in profit or loss.

18

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

Moreover, the lease liability is remeasured when lease modifications occur that decrease the scope of the lease. The Company accounts for the remeasurement of the lease liability by decreasing the carrying amount of the right-of-use asset to reflect the partial or full termination of the lease, and recognizes in profit or loss any gain or loss relating to the partial or full termination of the lease.

The Group will use the right-of-use asset and lease liabilities that are not in line with the definition of investment real estate as separate items expressed in the balance sheet.

The Company recognizes the lease payments associated with short-term leases and low-value asset leases as expenses on a straight-line basis over the lease term.

3. As a lessor

At the commencement date, the Group measures the lease liability at the present value of the lease payments that are not paid at that date. The lease payments discount using the interest rate implicit in the lease, if that rate can be readily determined. At the time of the assessment, the consideration of the combined company includes whether the lease period covers the relevant specific indicators such as the main part of the economic life of the underlying asset.

If the combined company is a sub-lease, the main lease and sub-lease transaction are processed separately, and the classification of the sub-lease transaction is evaluated based on the right-of-use asset generated by the main lease. If the primary lease is a short-term lease and an exemption is applied, the sub-lease transaction should be classified as an operating lease.

For a contract that contains lease components and non-lease components, the Group allocates the consideration in the contract applying IFRS 15.

Assets held under finance leases are expressed as amounts receivable from finance leases based on the amount of net lease investment. The original direct costs incurred in negotiating and arranging operating leases are included in the net lease investment. The net investment in leases is a type that can be reflected in a fixed rate of return in each period and is recognized as interest income during the lease term. For operating leases, the combined company uses the straight-line basis to recognise the lease payments received as rental income over the lease term.

(d) Employee benefits

The pension cost in the interim period was calculated and disclosed on a year-to-date basis by using the actuarially determined pension cost rate at the end of the prior fiscal year.

(e) Income taxes

The income tax expenses have been prepared and disclosed in accordance with paragraph B12 of IAS 34, Interim Financial Reporting.

Income tax expenses for the period are best estimated by multiplying pre-tax income for the interim reporting period by the effective annual tax rate as forecasted by the management. This should be recognized fully as tax expense for the current period (and allocated to current and deferred taxes based on its proportionate size).

Temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and their respective tax bases shall be measured based on the tax rates that have been enacted or substantively enacted at the time of the asset or liability is recovered or settled, and be recognized directly in equity or other comprehensive income as tax expense.

19

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(5) Significant accounting assumptions and judgments, and major sources of estimation uncertainty:

The preparation of the consolidated financial statements in conformity with the Regulations and IFRSs (in accordance with IAS 34 “ Interim Financial Reporting ” and endorsed by the FSC) requires management to make judgments, estimates and assumptions that affect the application of the accounting policies and the reported amount of assets, liabilities, income and expenses. Actual results may differ from these estimates. Except for the following, the preparation of the consolidated interim financial statements, estimates and underlying assumptions are reviewed on an ongoing basis which are in conformity with the consolidated financial statements for the year ended December 31, 2018. For the related information, please refer to note 5 of the consolidated financial statements for the year ended December 31, 2018.

(6) Explanation of significant accounts:

Except the following explanation mentioned below, the explanation of significant accounts described in the consolidated financial statements are the same as those in the consolidated financial statements for the year ended December 31, 2018. For the related information, please refer to note 6 of the consolidated financial statements for the year ended December 31, 2018.

  • (a) Cash and cash equivalents
Petty cash
Demand deposits
Time deposits
Total
June 30,
2019
$ 19,511
4,423,528
375,826
$
4,818,865
December 31,
2018
49,601
5,397,402
21,504

5,468,507
June 30,
2018
81,244
3,734,407
21,336

3,836,987

Please refer to note 6(aa) for the sensitivity analysis and interest rate risk of the financial assets and liabilities of the Group.

  • (b) Current financial assets and liabilities at fair value through profit or loss

  • (i) As follows:

Mandatorily measured at fair value through
profit or loss:
Non-derivative financial assets
Shares of stock of listed companies
Beneficiary certificates
Total
Financial liabilities held-for-trading
Embedded derivatives-
Call and put rights of convertible
June 30,
2019
December 31,
2018
140,466
11,502
June 30,
2018
$ 159,191
12,568
$
171,759
$ 3,856
167,905
12,872
180,777


151,968

-

-

bonds

(ii) Please refer to note 6(aa) for disclosure of credit risk and market risk of all financial instruments mentioned above.

20

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

  • (iii) Please refer to note 6(z) for the unrealized gain (loss) on valuation of financial assets and liabilities.

  • (c) Current financial assets at amortized cost

Corporate bond June 30,
2019
$
534,232
December 31,
2018
921,600
June 30,
2018
-
  1. On June 15, 2018, the Group's Board of Directors had passed a resolution during the meeting to purchase a one-year unsecured 10% corporate bond issued by Skyfame Realty Holdings Ltd. at par value of $ 931,800 thousand (US$ 30,000 thousand). The Group assesses that the objective is to hold the asset to collect the contractual cash flows until its maturity date, and the cash flows of financial assets are solely payments of principal and interest on the principal amount outstanding; therefore, the financial asset was reported as financial asset measured at amortized cost. On January 28, 2019, the Group's Board of Directors had agreed to Skyfame Realty Holdings Ltd. redemption $ 397,568 thousand (US$ 12,800 thousand) of unsecured corporate bond in advance. Moreover, the aforesaid amount in financing was $ 147,727 thousand (US$ 4,756 thousand) and $ 468,163 thousand (US$ 15,240 thousand) as of June 30, 2019 and December 31, 2018.

  2. The financial assets of the Group had been pledged as collateral for borrowings. Please refer to note 8

(d) Accounts receivables

Current
Accounts receivables
Less: Allowance for impairment
Leases payment receivables
(included operating lease)
Less: Unearned interest
Allowance for impairment
Subtotal of current asset
Non-current
Leases payment receivables
Less: Unearned interest
Allowance for impairment
Subtotal of non-current asset
Total
June 30,
2019
$ 223,135
-
223,135
1,032,932
(173,536)
(52,025)
807,371
1,030,506
752,370
(60,861)
(36,860)
654,649
$
1,685,155
December 31,
2018
June 30,
2018
169,294
-
169,294
912,636
(154,930)
(8,227)
749,479
918,773
1,199,884
(112,874)
(11,802)
1,075,208
1,993,981
385,502
-
385,502
1,025,414
(169,065)
(26,913)
829,436
1,214,938
988,803
(78,628)
(25,112)
885,063
2,100,001
21

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

  • (i) The Group applies the simplified approach to provide for its expected credit losses, i.e. the use of lifetime expected loss provision for all receivables. To measure the expected credit losses, trade receivables have been grouped based on shared credit risk characteristics and the days past due, as well as incorporated forward looking information.

  • 1) The loss allowance provision in rental business department in China was determined as follows:

Current
1 to 30 days past due
31 to 60 days past due
61 to 90 days past due
More than 91 days past due(Note)
Current
1 to 30 days past due
31 to 60 days past due
61 to 90 days past due
More than 91 days past due(Note)
Current
1 to 30 days past due
31 to 60 days past due
61 to 90 days past due
More than 91 days past due(Note)
June 30, 2019 Loss allowance
provision
1,970
2,941
4,751
16,718
62,505
Gross carrying
amount of leases
payment receivable
Weighted-average
loss rate
$ 1,257,104
0.16%
117,860
2.50%
34,041
13.96%
53,398
31.31%
88,502
70.63%
$
1,550,905
December 31, 2018

88,885
Loss allowance
provision
2,438
1,826
1,770
1,759
44,232
Gross carrying
amount of leases
payment receivable
Weighted-average
loss rate
$ 1,605,182
79,394
10,676
4,768
66,504
$
1,766,524
0.15%
2.30%
16.59%
36.88%
66.51%
June 30, 2018

52,025

Loss allowance
provision
8,715
303
66
397
10,548
20,029
Gross carrying
amount of leases
payment receivable
Weighted-average
loss rate
$ 1,743,041
60,583
13,128
3,970
23,994
$
1,844,716
0.5%
0.5%
0.5%
10%
43.96%
22

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

  • Note: As of June 30, 2019, December 31, 2018 and June 30, 2018 ,the Group had filed lawsuits for colleting the overdue receivables from leasing business with total amount of $ 82,150 thousand (CNY 18,183 thousand), $ 62,494 thousand (CNY 13,962 thousand) and $30,331 thousand (CNY 6,584 thousand). The Group assessed the recoverability of those overdue receivables, and recognized provision for allowance of $45,929 thousand (CNY 10,051 thousand), $ 36,143 thousand (CNY 7,927 thousand) and $ 7,859 thousand (CNY 1,695 thousand) less unearned interests and guarantee deposit

  • 2) The loss allowance provision in retail business department in China was determined as follows:

Current
Current
Current
June 30, 2019 Loss allowance
provision
-
Gross carrying
amount
Weighted-average
loss rate
$
189,409

-
December 31, 2018
Weighted-average
loss rate
Loss allowance
provision
-
Gross carrying
amount
$
339,792
Weighted-average
loss rate
-
June 30, 2018
Loss allowance
provision
-
Gross carrying
amount
$
132,132
Weighted-average
loss rate
-
  • 3) The loss allowance provision in shipping business department was determined as follows:
Current
Current
Current
June 30, 2019 Loss allowance
provision
-
Gross carrying
amount
Weighted-average
loss rate
$
24,602

-
December 31, 2018
Weighted-average
loss rate
Loss allowance
provision
-
Gross carrying
amount
$
24,718
Weighted-average
loss rate
-
June 30, 2018
Loss allowance
provision
-
Gross carrying
amount
$
24,939
Weighted-average
loss rate
-
23

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

  • 4) The loss allowance provision in Taiwan as of was determined as follows:
Current
Current
Current
June 30, 2019 Loss allowance
provision

-
Gross carrying
amount
Weighted-average
loss rate
$
9,124

-

December 31, 2018

Loss allowance
provision

-
Gross carrying
amount
$
20,992
Weighted-average
loss rate
-

June 30, 2018
Loss allowance
provision
-
Gross carrying
amount
Weighted-average
loss rate
$
12,223
-
  • (ii) The movements in the allowance for accounts receivables were as follows:
Balance on January 1, 2019 and 2018 per IFRS 9
Impairment losses recognized
Foreign exchange gain (loss)
Balance on June 30, 2019 and 2018
For the six months ended June 30
2019
2018
$ 52,025
19,366
36,785
459
75
204
$
88,885
20,029
For the six months ended June 30
2019
2018
$ 52,025
19,366
36,785
459
75
204
$
88,885
20,029
For the six months ended June 30
2019
2018
$ 52,025
19,366
36,785
459
75
204
$
88,885
20,029
2019


$ 52,025
36,785
75
$
88,885
20,029

(iii) Expiration analysis of the Group lease payments to report the undiscounted lease payments to be received in the future

Below 1 year
1 to 2 year past due
2 to 3 year past due
Gross investment in the lease
Unearned revenue
Present value of minimum lease payments receivable
June 30,2019
$ 1,032,932
620,824
131,546

1,785,302
(234,397)

$
1,550,905
24

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

The components and aging of financial lease receivables were as follows:

December 31, 2018
Within operating cycle
Between operating cycle and 5 year
June 30, 2018
Within operating cycle
Between operating cycle and 5 year
Gross
investment in
the lease
$ 1,025,414
988,803
Unearned
revenue

(169,065)
(78,628)
Present value
of minimum
lease payment
receivables

856,349
910,175
1,766,524

757,706
1,087,010
1,844,716






$
2,014,217

(247,693)

$ 912,636
1.199,884


(154,930)
(112,874)

$
2,112,520

(267,804)
  • (iv) The Group and the financial institution shall sign the accounts receivable and sales contract, and the contracted company shall guarantee the receivables for all receivables that cannot be recovered (whether delayed or defaulted) within a certain period of time, and retain the accounts receivable. Almost all risks and rewards are therefore not eligible for financial assets. The carrying amounts of the transferred receivables and related financial liabilities not excluded in the reporting date are as follows:
Resale company
CDIB International
Leasing Corp.
June 30,2019 June 30,2019 Guarantee
**item **
Transferred
accounts
receivable
amount
$
40,585
Credit
lines
45,180
Advanced
amount(recognized
under Short-term
borrowings)
40,585
25

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

  • (e) Other receivables
Current
Other receivables–transfer of equity shares
Other receivables–loans
Other receivables–investment and guarantee
deposits
Other receivables–others
Less: Allowance for impairment
Subtotal of current asset
Non-current
Other receivables–investment and guarantee
deposits
Subtotal of non-current assets
Total
June 30,
2019
$ 18,781
56,927
-
111,225
(18,781)
168,152
731,918
731,918
$
900,070
December
31,2018
18,608
71,616
725,119
109,780
(18,608)
906,515
-
-
906,515
June 30,
2018

23,033

45,632

746,268

106,192
(19,151)
901,974

-
-
901,974
  • (i) The other receivables–loans arise from the demand of short-term financing by the car rental platform. Furthermore, other receivables–others are the advance payment in accordance with the promotions held by retail business department and venders. Since the Group and the vendors are in a long-term business relationship, the Group has considered historical experience and believed that they were less doubtful of the recoverability of these receivables. The Group assessed the aforesaid other receivables as the financial assets with low credit risk and measured loss allowances at an amount as 12-month expected credit loss. Management believed that there were less doubtful of credit losses.

  • (ii) In 2012, the Group paid a guarantee deposit of CNY 124,000 thousand to Quanzhou Fengsheng Group to purchase the commercial real estate of the Fengsheng Junyuan Development Project developed by Fengsheng Group in Fengze District, Quanzhou. After assessing the investment value of the project, the Board of Directors of the Group resolved during the meeting in July, 2015 to invest Quanzhou Fengan Real Estate Development Co., Ltd., and expected to obtain 100% equity of the company with a contractual amount of CNY 325,000 thousand. As of December 31, 2015, the Group had paid CNY 200,000 thousand, which was reported under the prepayment for investments. The management of the Group evaluated the uncertainty of the investment and thus terminated the investment. Therefore, the original prepayment for investments of CNY 200,000 thousand and other financial assets – current of CNY 124,000 thousand, were reclassified as other receivables as of June 30, 2016.

26

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

In addition, the Group reviewed the nature of other receivables and analyzed the current financial position of the counterparty. In order to secure the aforementioned debt, the Group had acquired pledge of stock rights of Quanzhou Fengan Real Estate Development Co., Ltd., and at the same time had obtained the debtor’s promise that other investment profits to be priority to repay the debt. The Group evaluated that the aforementioned debt should have no impairment concern. Because the debtor takes time to complete the relevant legal procedures of the disposition of investment, the Group and the debtor renegotiate the repayment period, which should be before April 30, 2017, before September 30, 2017, and before December 31, 2017. The total amount of repayment should be 10%, 40% and 50%, respectively. In case of violation of the agreement, the aforementioned collateral would be transferred to the Group for debt repayment. In accordance with the aforesaid agreement, the Group was received CNY 162,000 thousand on December 31, 2017. On December 19, 2017, the Board of Directors of the Group resolved during the meeting on the Fengsheng Group's extension of the repayment agreement, which extended remaining proceeds to June 30, 2018. Due to the delay of procedures of the disposition of investment, Fengsheng Group could not make the payments by 、 the aforementioned date. As of June 30, 2019 December 31, 2018 and June 30, 2018, the outstanding receivables were CNY 162,000 thousand ($ 731,918 thousand ,$ 725,119 thousand and $ 746,268 thousand) respectively. The Group acquired the deferred repayment instructions by Fullshare Holdings and promised that it will be the first one to receive funds when developing the land of Fengan and it will repay the debts; and it shall be based on the assessment report of this claim, to assess that the value of the creditor's rights without any impairment.

The Group will ensure the recovery of the aforementioned creditor's rights and the development of the Fengan land. On August 12, 2019, the Board of Directors resolved to sign a “Debt Confirmation and Repayment Plan” with Damahua Investment Co., Ltd., Quanzhou Fengsheng Group Co., Ltd. and Quanzhou Fengan Real Estate Development Co., Ltd. to agreeing to provide loans from Damahua Investment Co., Ltd. to support the development and construction of the Feng'an block and to sell it externally, and to ensure that the future sales proceeds will be repaid to the aforementioned claims. Considering the development progress of the Fengan land, the credit recovery time will be longer than one year and will be transferred to other receivables-non-current (accounting for other non-current financial assets).

In addition, the board of directors also signed the "Debt Preservation and Conditional Credit Transfer Agreement" and agreed to merge the company and Damahua Investment Co., Ltd. to comprehensively supervise the development project of the Fengan land to ensure that the future sales proceeds will be repaid to the aforementioned claims; if the relevant special circumstances in the transfer agreement occur, the aforementioned creditor's rights will be transferred to Damahua Investment Co., Ltd. at CNY 162,000 thousand. The Group shall assess the value of the creditor's rights based on creditor's rights protection measures, creditor's rights transfer agreements, etc., without any impairment.Consider the collection of creditor’s rights for more than one year and transfer it to other receivable-non-current(accounting for other non-current financial assets.

27

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

The Group sold its 100% equity of Tong-ling Grand Ocean Department Store in December 、 2016. The selling price was $ 48,549 thousand (CNY 10,000 thousand). As of June 30, 2019 December 31, 2018 and June 30, 2018, the transfer amount that has not yet been received is $ 、 18,781 thousand (CNY 4,157 thousand) $ 18,608 thousand (CNY 4,157 thousand) and $ 23,033 thousand (CNY 5,000 thousand), and the payments should be collected by May 15, 2017 according to the contract. The Group has filed a lawsuit against the transferee company in 2018, and after the Group’s assessment of recoverability of other receivables, the Group recognized all impairment loss in 2018.

The movements in the allowance for other receivables were as follows:

Balance on January 1, 2019 and 2018
Impairment losses recognized
Foreign exchange losses
Balance on June 30, 2019 and 2018
For the six months ended June 30
2019
2018
$ 18,608
-
-
19,277
173

(126)
$
18,781

19,151
For the six months ended June 30
2019
2018
$ 18,608
-
-
19,277
173

(126)
$
18,781

19,151
2019
$ 18,608
-
173
$
18,781


19,151
  • (iii) The subsidiary of the Group, Mariner Finance Ltd., loaned the original funds to ChaoShang Investment Limited in Jiangsu in December 2017 and the remaining credits plus interest of $ 168,631 thousand (CNY 37,000 thousand) was transferred to Huiho Investment Management Co., Ltd. in Shanghai, and the creditor’s amount was fully collected in March 2018.

(f) Non-current assets classified as held for sale

  • (i) On December 7, 2018, the board of directors of the Group resolved to sale the invested real estate, including related lands and houses; as of December 31, 2018, the amount of non-current assets classified as held for sale was $ 246,147 thousand. On March 29, 2019, the company signed a sales contract with the non-relative Wisdom Marine International Inc. for a total contract price of $ 463,360 thousand (untaxed). The property rights transfer registration was completed in May. The relevant price has been fully collected, deducting the relevant taxes and fees and recognized the disposal gain of non-current assets classified as held for sale of $ 217,213 thousand, please refer to Note 6 (z).

  • (ii) On December 7, 2018, the board of directors of the merged company resolved to sale the investment of equity method - Sandmartin International Holdings Limited; it has started to conduct the related sales and is expected to complete the sales within one year, and the investment using the equity method will be reported under the non-current assets classified as held for sale. As of June 30, 2019 and December 31, 2018, the amount of non-current assets classified as held for sale was $ 344,828 thousand and $ 257,443 thousand.

28

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

Investment Property
Investments accounted for using equity method
Total
Exchange difference arising from the translation of the
financial statements of the foreign operating institution in
relation to the non-current assets to be disposed of and
recognized in other comprehensive gains and losses
Revaluation surplus
Total comprehensive income
June 30,
2019
$ -
344,828
$
344,828
$ 6,037
33,894
$
39,931
December31,
2018
246,147
257,443
503,590
2,981
33,894
36,875

On June 30, 2019, the above-mentioned non-current assets classified as held for sale were measured at a book value and fair value less than the cost of sales, and were recognized as deductible interest of $ 84,329 thousand (US$ 2,722 thousand), under the other interests and losses of the consolidated income statement. Please refer to Note 6 (z) for details.

The non-repetitive fair value and investment using the equity method is measured at $ 344,828 thousand, based on observable inputs which are the measurement basis of the price in similar transaction or in the same industry, and their fair value are in the first level, respectively.

The non-current assets classified as held for sale of the Group are estimated using the market valuation technique to estimate the fair value of the non-current assets classified as held for sale, using the recent transaction price of the same or similar transactions in the market as the observable inputs

As of June 30, 2019, December 31, 2018 and June 30, 2018, the non-current assets classified as held for sale of the Group are provided as collateral guarantees. Please refer to Note 8 for details.

  • (g) Investments accounted for using equity method

The Group's investments accounted for using the equity method at the reporting date were as follows:

Investee June 30,
2019

$ 6,855
110,023
-
-
$
116,878
December 31,
2018
6,742
120,745
-
1,196,611

1,324,098
June 30,
2018

6,905

145,359
362,554
838,784
1,353,602
Beijing ShouHai International Economics
and Technology Consultant Service Co.,
Ltd.
Taiwan Environment Scientific Co., Ltd.
Sandmartin International Holdings Ltd.
Summit Ascent Holdings Ltd.
29

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

  • - ’

  • (i) Aggregation of financial information individually insignificant associates equity

The Group's financial information for investments accounted for using the equity method that are individually insignificant were as follows:

Carrying amount of individually
insignificant associates’equity
Attributable to the Group:
Gain(Loss) from continuing operations
Other comprehensive income
Total comprehensive income
June 30,
2019
December 31,
2018
June 30,
2018
$
116,878
1,324,098
1,353,602
For the three months ended
June 30
For the six months ended
June 30
2019
2018
2019
2018
$ (3,380)
(37,101)
7,414
(72,290)
13,935
66,173

15,528
25,504
$
10,555
29,072

22,942
(46,786)
June 30,
2019
December 31,
2018
June 30,
2018
$
116,878
1,324,098
1,353,602
For the three months ended
June 30
For the six months ended
June 30
2019
2018
2019
2018
$ (3,380)
(37,101)
7,414
(72,290)
13,935
66,173

15,528
25,504
$
10,555
29,072

22,942
(46,786)
June 30,
2019
December 31,
2018
June 30,
2018
$
116,878
1,324,098
1,353,602
For the three months ended
June 30
For the six months ended
June 30
2019
2018
2019
2018
$ (3,380)
(37,101)
7,414
(72,290)
13,935
66,173

15,528
25,504
$
10,555
29,072

22,942
(46,786)

22,942

(46,786)
  • (ii) The Group will be disposed of by the board of directors on December 7, 2018, The full equity of Sandmartin International Holdings., Ltd. will be sold within one year. The investments using the equity method are reported to the non-current assets classified as held for sale of Note 6(f).

  • (iii) On May 3, 2018, the Group had disposed the entire equity of IRC Properties Inc. and ceased the significant influence on the company. For related information, please refer to the consolidated financial report in the end of 2018.

  • (iv) In December 2017, the Group obtained 12.67% of the equity of Summit Ascent Holdings Ltd. in cash of $ 101,290 thousand and in financing of $ 676,073 thousand (reported as other payables). The management of the Group is a director of Summit Ascent Holdings Ltd. which has significant influence on the company; therefore, the company is evaluated by the equity method. Subsequently, the Group obtained 6.55% by $384,171 thousand. On April 8, 2019, the board of directors of the Group passed a resolution during the meeting to sell the entire equity of an associate of Summit Ascent Holdings Ltd., afterwards, on April 23, 2019, the Group signed sell agreement with Victor Sky Holding Ltd., the subsidiary of Sun City Group Holdings Co., Ltd. The disposal price was $ 2,207,368 thousand (HKD 554,934 thousand), with par value of HKD 1.94, deduct the financing of $ 336,284 thousand when purchased, net cash flow in $ 1,871,084 thousand, and the gain on disposal was $ 999,684 thousand (HKD 256,833 thousand) the gain of disposal had already been reported to other gains and losses in the consolidated statements of comprehensive income. The disposal benefit includes the amount of $ 17,931 thousand that the Group will be reclassified as profit or loss in relation to the related enterprise and recognized in other comprehensive income statement.

  • (v) On March 5, 2018, the Group subscribed to the issuance of new shares of the investee, Taiwan Environment Scientific Co., Ltd., amounting to $ 12,127 thousand. The Group recognizes increase of capital surplus due to not subscribing by shareholding percentage amounting to $ 2,330 thousand. Moreover, the Group recognized the capital surplus by shareholding percentage of $ 299 thousand due to the change in investee's capital surplus.

30

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

  • (vi) The unreviewed financial statements of investments accounted for using equity method

Except for Taiwan Environment Scientific Co., Ltd. as of June 30, 2019, investments were accounted for by the equity method, and the share of profit or loss and other comprehensive income of those investments were calculated based on the financial statements that had not been reviewed.

As of June 30, 2018, investments were accounted for by the equity method, and the share of profit or loss and other comprehensive income of those investments were calculated based on the financial statements that had not been reviewed.

  • (vii) Guarantees

There is no guarantee in investments using equity methods of the Group.

  • (h) Material non-controlling interests of subsidiaries

The material non-controlling interests of a subsidiary were as follows:

Name of Subsidiary Mainoperation/
Percentage of non-controlling interests
place
June 30,
2018
December 31,
2018
June 30,
2018
GRAND OCEAN RETAIL
GROUP LTD.
China/Cayman Islands
45.47%
43.66%
43.66%

The following information of the aforementioned subsidiary has been prepared in accordance with the IFRSs endorsed by the FSC. Intra-group transactions were not eliminated in this information.

  • (i) Collective financial information of Grand Ocean Retail Group Ltd.
Current assets
Non-current assets
Current liabilities
Non-current liabilities
Non-controlling interests
Net assets
Non-controlling interests
June 30,
2019
$ 6,037,324
20,814,242
(6,393,816)
(11,395,201)
(2,096)
$
9,060,453
$
4,120,300
December 31,
2018
7,695,337
13,239,338
(7,194,719)
(3,910,056)
(304)
9,829,596
4,291,602
June 30,
2018
5,576,713
13,759,456
(5,866,514)
(3,494,254)
(3,759)
9,971,642
4,353,618
31

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

Sales revenue
Profit
Other comprehensive income
Comprehensive income (loss)
Profit (loss), attributable to non-controlling interests
Comprehensive income (loss), attributable to
non-controlling interests
Net cash flows from operating activities
Net cash flows from investing activities
Net cash flows from financing activities
Effect of exchange rate changes
Net decrease in cash and cash equivalents
For the three months ended
June 30
For the six months ended
June 30
2019
2018
2019
2018
$
1,551,941
1,476,863
3,331,620
3,168,026
$ 84,520
161,057
286,691
323,935
(141,851)
(111,700)
74,757
123,723
$
(57,331)
49,357
361,448
447,658
$
39,251
70,831
127,050
142,654
$
(24,157)
21,490
158,217
196,887
For the six months ended
June 30
2019
2018
$ (572,896)
(818,124)
(308,225)
(761,898)
(452,927)
(1,298,000)
58,513
47,595
$
(1,275,535)
(2,830,427)
For the three months ended
June 30
For the six months ended
June 30
2019
2018
2019
2018
$
1,551,941
1,476,863
3,331,620
3,168,026
$ 84,520
161,057
286,691
323,935
(141,851)
(111,700)
74,757
123,723
$
(57,331)
49,357
361,448
447,658
$
39,251
70,831
127,050
142,654
$
(24,157)
21,490
158,217
196,887
For the six months ended
June 30
2019
2018
$ (572,896)
(818,124)
(308,225)
(761,898)
(452,927)
(1,298,000)
58,513
47,595
$
(1,275,535)
(2,830,427)
For the three months ended
June 30
For the six months ended
June 30
2019
2018
2019
2018
$
1,551,941
1,476,863
3,331,620
3,168,026
$ 84,520
161,057
286,691
323,935
(141,851)
(111,700)
74,757
123,723
$
(57,331)
49,357
361,448
447,658
$
39,251
70,831
127,050
142,654
$
(24,157)
21,490
158,217
196,887
For the six months ended
June 30
2019
2018
$ (572,896)
(818,124)
(308,225)
(761,898)
(452,927)
(1,298,000)
58,513
47,595
$
(1,275,535)
(2,830,427)
For the three months ended
June 30
For the six months ended
June 30
2019
2018
2019
2018
$
1,551,941
1,476,863
3,331,620
3,168,026
$ 84,520
161,057
286,691
323,935
(141,851)
(111,700)
74,757
123,723
$
(57,331)
49,357
361,448
447,658
$
39,251
70,831
127,050
142,654
$
(24,157)
21,490
158,217
196,887
For the six months ended
June 30
2019
2018
$ (572,896)
(818,124)
(308,225)
(761,898)
(452,927)
(1,298,000)
58,513
47,595
$
(1,275,535)
(2,830,427)
For the three months ended
June 30
For the six months ended
June 30
2019
2018
2019
2018
$
1,551,941
1,476,863
3,331,620
3,168,026
$ 84,520
161,057
286,691
323,935
(141,851)
(111,700)
74,757
123,723
$
(57,331)
49,357
361,448
447,658
$
39,251
70,831
127,050
142,654
$
(24,157)
21,490
158,217
196,887
For the six months ended
June 30
2019
2018
$ (572,896)
(818,124)
(308,225)
(761,898)
(452,927)
(1,298,000)
58,513
47,595
$
(1,275,535)
(2,830,427)
For the three months ended
June 30
For the six months ended
June 30
2019
2018
2019
2018
$
1,551,941
1,476,863
3,331,620
3,168,026
$ 84,520
161,057
286,691
323,935
(141,851)
(111,700)
74,757
123,723
$
(57,331)
49,357
361,448
447,658
$
39,251
70,831
127,050
142,654
$
(24,157)
21,490
158,217
196,887
For the six months ended
June 30
2019
2018
$ (572,896)
(818,124)
(308,225)
(761,898)
(452,927)
(1,298,000)
58,513
47,595
$
(1,275,535)
(2,830,427)
For the three months ended
June 30
For the six months ended
June 30
2019
2018
2019
2018
$
1,551,941
1,476,863
3,331,620
3,168,026
$ 84,520
161,057
286,691
323,935
(141,851)
(111,700)
74,757
123,723
$
(57,331)
49,357
361,448
447,658
$
39,251
70,831
127,050
142,654
$
(24,157)
21,490
158,217
196,887
For the six months ended
June 30
2019
2018
$ (572,896)
(818,124)
(308,225)
(761,898)
(452,927)
(1,298,000)
58,513
47,595
$
(1,275,535)
(2,830,427)
2019
$
1,551,941
$ 84,520
(141,851)
$
(57,331)
$
39,251
$
(24,157)
$ $
$ 2019
(572,896)
(308,225)
(452,927)
58,513
2018
$
(1,275,535)

(i) Property, plant and equipment

The cost, depreciation, and impairment of the property, plant and equipment of the Group were as follows:

32

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

Cost or deemed cost:
Balance at January 1, 2019
Additions
Other reclassifications
Disposals and obsolescence
Effect of change in foreign
exchange rates
Balance at June 30, 2019
Balance at January 1, 2018
Additions
Other reclassifications
Disposals and obsolescence
Effect of change in foreign
exchange rates
Balance at June 30, 2018
Depreciation and impairment loss:
Balance at January 1, 2019
Depreciation
Disposals and obsolescence
Effect of change in foreign
exchange rates
Balance at June 30, 2019
Balance at January 1, 2018
Depreciation
Disposals and obsolescence
Impairment loss
Effect of change in foreign
exchange rates
Balance at June 30, 2018
Carrying amounts:
Balance at January 1, 2019
Balance at June 30, 2019
Balance at January 1, 2018
Balance at June 30 2018
Land
$ 126,409
-
-
-
-
$
126,409
Buildings
3,795,849
92
22,387
-
35,092
3,853,420
3,869,781
-
-
-
40,922
3,910,703
398,011
46,854
-
3,021
447,886
330,525
48,853
-
-
2,955
382,333
3,397,838
3,405,534
3,539,256
3,528,370
Transportation
equipment
118,527
43,630
-
(40,181)
1,138
123,114
183,662
12,346
-
(46,168)
2,262
152,102

71,629
11,860
(27,381)
875
56,983
91,496
15,747
(21,093)
190
1,086
87,426
46,898
66,131
92,166
64,676
Vessels
8,152,699
-
-
-
90,232
Office
equipment
320,672
8,652
1,320
(41,470)
3,376
Leasehold
Improvement
7,485,417
55,686
84,044
(360,938)
72,668
Construction
inprogress
129,957
106,373
(107,751)
-
786
129,365

201,690
217,885
(312,876)
-
2,790
109,489

-
-
-
-
-
-
-
-
-
-
-
129,957
129,365
201,690
109,489
Total
20,129,530
214,433
-
(442,589)
203,292

8,242,931
292,550

323,543
7,211
-
(7,824)
3,542
7,336,877

20,104,666

$ 126,409
-
-
-
-
$
126,409
$ -
-
-
-

7,902,335
179
-
-
185,756

6,906,844

136,492
312,876

(8,040)
71,505

19,514,264
374,113
-
(62,032)
306,777

8,088,270
326,472
7,419,677

20,133,122

1,577,649
168,686
-
17,875
238,024
13,330
(43,374)
2,593

4,416,711
221,895
(356,519)
42,932
4,325,019

6,702,024
462,625
(427,274)
67,296
$
-

1,764,210
210,573

6,804,671
$ -
-
-
-
-

1,205,218
160,731
-
-
33,433
228,357
13,612
(6,675)
-
2,466

3,830,145
212,901
(5,288)
90,613
39,356
4,167,727

3,068,706

3,011,858
3,076,699

3,251,950

5,685,741
451,844
(33,056)
90,803
79,296
$
-

1,399,382
237,760

6,274,628
$
126,409

6,575,050
82,648

13,427,506

$
126,409

6,478,721

81,977

13,299,995

$
126,409

6,697,117

95,186
13,828,523

$
126,409

6,688,888

88,712

13,858,494
  • (i) On June 4, 2018, the Board of Directors of Suzhou Grand Ocean Department Store Co., Ltd. resolved during the meeting to signed agreements with lessors to terminate in advance the original rental contracts which will be expired on February 15, 2019. Therefore, the Group recognized impairment losses of all its relevant property, plant and equipment amounting to $ 90,803 thousand.

  • (ii) As of June 30, 2019, December 31, 2018 and June 30, 2018, due to payments to stores maintenance to acquire property, plant and equipment, and payments to land use rights, the subsidiary recognized other payables amounting to $ 194,918 thousand, $ 286,652 thousand and $ 250,922 thousand, respectively.

  • (iii) The significant components of the buildings include the main building, machinery and air conditioner with their own estimated useful lives.

  • (iv) Please refer to note 6(z) for gains (loss) on disposal of property, plant and equipment.

33

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(v) Guarantee

As of June 30, 2019, December 31, 2018 and June 30, 2018, the property, plant and equipment of the Group had been pledged as collateral for bank borrowings. Please refer to note 8 for further detail.

(j) Right-of-use assets

The cost and depreciation of the land, building, machine and transportation equipment of the Group were as follows

Cost
Balance at January 1, 2019
Effects of retrospective
application
Addition
Lease modifications
Effect of change in foreign
exchange rates
Balance at June 30, 2019
Depreciation
Balance at January 1, 2019
Depreciation
Lease modifications
Effect of change in foreign
exchange rates
Balance at June 30, 2019
Carrying amounts:
Balance at June 30, 2019
Land Buildings Machine and
transportation
equipment
Machine and
transportation
equipment
Total
-
11,009,298
9,049
(58,307)
103,874
11,063,914
-
560,822
(140)
(6,198)
554,484
10,509,430
$ -
3,378,465
-
-
31,678
$ 3,410,143
$ -
50,669
-
(570)
$50,099

$ 3,360,044
-

7,574,869
3710
(58,307)
71,740
7,592,012
-

506,336
(140)
(5,588)
500,608
7,091,404
-
55,964
5,339
-
456
61,759
-
3,817
-
(40)
3,777
57,982
  • (i) The subsidiary, Wuhan Longyang Grand Ocean Department Store, signed an agreement for the partial annual fee reduction of the department store building, resulting in a decrease of $ 57,616 thousand for the right-of-use asset cost and lease liability, please refer to Note 6 (r) for the lease liabilities.

  • (ii) The Group of the department store building, office space, staff quarters and transportation equipment used for business leases from January 1 to June 30, 2019 please refer to note 6(s) for further detail.

34

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(k) Investment properties

Cost or deemed cost:
Balance at January 1, 2019
Balance at June 30, 2019
Balance at January 1, 2018
Balance at June 30, 2018
Accumulated depreciation and impairment
losses:
Balance at January 1, 2019
Depreciation
Balance at June 30, 2019
Balance at January 1, 2018
Depreciation
Balance at June 30, 2018
Carrying amounts:
Balance at January 1, 2019
Balance at June 30, 2019
Balance at January 1, 2018
Balance at June 30, 2018
Owned property property Total
166,020
Land and
improvement
Buildings
$ 115,769 50,251
50,251
135,322
135,322
21,038
486
21,524
54,549
1,412
55,961
29,213
28,727
80,773
79,361

$
115,769

166,020

$ 313,005

448,327

$
313,005

448,327

$ -
-

21,038
486
$
-
21,524
$ -
-

54,549
1,412
$
-

55,961
$
115,769

144,982

$
115,769

144,496

$
313,005

393,778

$
313,005

392,366

The fair value of the investment property was not significantly different from those disclosed in the Note 6 (j) of the annual consolidated financial statements for the year ended December 31, 2018.

For the case where the investment properties of the Group is transferred to the non-current assets classified as held for sale, please refer to note 6(f) for further detail.

As of June 30, 2019, December 31, 2018 and June 30, 2018, the investment properties of the Group had been pledged as collateral for bank borrowings; please refer to note 8 for further details.

35

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(i) Intangible assets

The costs, amortization, and impairment loss of intangible assets were as follows:

Cost:
Balance at January 1, 2019
Additions-parent company only
Effect of change in foreign
exchange rates
Balance at June 30, 2019
Balance at January 1, 2018
Additions-parent company only
Effect of change in foreign
exchange rates
Balance at June 30, 2018
Accumulated amortization and
impairment loss:
Balance at January 1, 2019
Amortization
Effect of change in foreign
exchange rates
Balance at June 30, 2019
Balance at January 1, 2018
Amortization
Effect of change in foreign
exchange rates
Balance at June 30, 2018
Carrying amounts:
Balance at January 1, 2019
Balance at June 30, 2019
Balance at January 1, 2018
Balance at June 30, 2018
Goodwill Trademark License Plate Other
80,545
12,493
623
93,661
60,716
8,441
658
69,815
58,710
4,078
512
63,300
51,147
4,594
581
56,322
21,835
30,361
9,569
13,493
Total

2,283,692

12,493
22,019
$ 1,396,645
-
13,106
430,575
-
4,765
435,340
417,399
-
9,812
427,211
-
-
-
-
-
-
-
-
430,575
435,340
417,399
427,211
375,927
-
3,525
379,452
273,176
52,295
2,598
328,069
5,242
-
49
5,291
5,337
-
57
5,394
370,685
374,161
267,839
322,675

$
1,429,751

2,318,204

$ 1,421,771
-
15,376


2,173,062

60,736
28,444

$
1,437,147

2,262,242

$ 6,318
-
70


70,270

4,078
631
$
6,388
74,979

$ 6,125
-
144


62,609

4,594
782
$
6,269
67,985

$
1,390,327

2,213,422

$
1,403,363
$
1,415,646

2,243,225

2,110,453

$
1,430,878

2,194,257
36

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • (i) Recognition of amortization and impairment

The amortization and impairment loss of intangible assets are included in the consolidated statements of comprehensive income for the three months ended June 30, 2019 and 2018, and for the six months ended June 30, 2019 and 2018:

Operating expenses For the three months ended
June 30
For the three months ended
June 30
For the six months ended
June 30
2019
2018
4,078
4,594
2019
$
2,242
2018
923
2019
4,078
  • (ii) Goodwill

Management believes that the recoverable amount of CGU in retail business and the use of key assumptions has been applied consistently with those described in the consolidated financial statements for the year ended December 31, 2018. Also, management believes that there were no significant changes. Please refer to note 6(k) of the annual consolidated financial statements for the year ended December 31, 2018.

  • (m) Other financial assets current and non-current

Other financial assets-current
Deposits-out for lease
Restricted deposits
Deposits-ready to transaction
Others
Other financial assets-non-current
Deposits-out for lease
Restricted deposits
Investment and guarantee deposits
Others
June 30,
2019
$ 71,089
889,445
14,360
1,723
$
976,617
$ 172,341
33,021
731,918
23,235
$
960,515
December 31,
2018
3,900
296,279
310,028
3,707
613,914
239,621
255,084
-
31,355
526,060
June 30,
2018
3,919
453,961
24,500
3,645

486,025

233,590
215,075
-
25,919

474,584
  • (i) Deposits out for lease is leasing deposit from lessee, please refer to note 6(e) of investment and guarantee deposits.

  • (ii) As of June 30, 2019, December 31, 2018 and June 30, 2018, the Group has collected receipts in advance for securities brokerage business, amounting to $ 17,655 thousand, $ 310,028 thousand and $ 24,500 thousand, respectively. The receipts in advance are reported as other current liabilities.

37

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(n) Short-term borrowings

Short-term borrowings
Unsecured bank loans
Secured bank loans
Other unsecured loans
Other secured loans
Total
Unused credit lines
Range of interest rates
June 30,
2019
$ 883,915
2,032,854
241,714
40,585
$
3,199,068
$
1,342,869
1.35%~8.4%
December 31,
2018
1,253,516
1,694,854
591,918
-
3,540,288
750,000
1.5%~7%
June 30,
2018
2,407,072
289,593
322,462
-
3,019,127
1,435,156
1.5%~6%

For the collateral of short-term borrowings, please refer to note 8.

(o) Long-term borrowings

The list, terms and conditions of long-term borrowings of the Group were as follows:

Secured bank loans
Unsecured bank loans
Less: current portion
Total
Unused credit lines
Range of interest rates
June 30,
2019
$ 3,784,863
1,621,971
(1,073,501)
$ 4,333,333
$ 2,459,890
1.35%~5.35%
December 31,
2018
  • (i) Lending and repayment of loans

For the six months ended June 30, 2019 and 2018, the Group proceeded from long-term borrowings amounting to $743,350 thousand and $1,468,913 thousand, respectively and the repayment amounted to $2,664,283 thousand and $2,882,484 thousand, respectively.

(ii) Collateral of bank loans

For the collateral of long term borrowings, please refer to note 8.

(iii) Syndicated loan contract

On October 23, 2015, the Group signed a syndicated loan agreement with a total credit line of EUR 66,000 thousand, and the period was from November 23, 2015 to November 22, 2018, a total of three years' agreement with the banks, the Group should repay the loan in five installments from November 2016. Furthermore, the credit period was extended for two years in November 2018, to November 23, 2020 , hence it shall be repaid in four installments starting in November 2018. The Group must comply with certain financial covenants based on its audited annual and reviewed semiannual consolidated financial statements (June 30 and December 31).

38

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(iv) For the information of interest risk, currency risk and liquidity risk, please refer to note 6(aa).

  • (p) Bonds payable

The information of bonds of the Group were as follows:

Total ordinary bonds issued
Total convertible bonds issued
Less: Current portion
June 30,
2019
December 31,
2018
June 30,
2018
2,000,000
2,000,000
2,000,000
1,542,300
-
-
(998,445)
(997,668) (996,891)
(1,000,000) -
-
(252,427)
(4,664)
(6,218)
1,291,428
997,668
996,891
3,856
-
-
96,902
-
-
For the three months ended
June 30
For the six months ended
June 30
2019
2018
2019
2018
$ 1,388
-
2,622
-
$ (33,057)
(9,153)
(49,105)
(18,305)
June 30,
2019
December 31,
2018
June 30,
2018
2,000,000
2,000,000
2,000,000
1,542,300
-
-
(998,445)
(997,668) (996,891)
(1,000,000) -
-
(252,427)
(4,664)
(6,218)
1,291,428
997,668
996,891
3,856
-
-
96,902
-
-
For the three months ended
June 30
For the six months ended
June 30
2019
2018
2019
2018
$ 1,388
-
2,622
-
$ (33,057)
(9,153)
(49,105)
(18,305)
June 30,
2019
December 31,
2018
June 30,
2018
2,000,000
2,000,000
2,000,000
1,542,300
-
-
(998,445)
(997,668) (996,891)
(1,000,000) -
-
(252,427)
(4,664)
(6,218)
1,291,428
997,668
996,891
3,856
-
-
96,902
-
-
For the three months ended
June 30
For the six months ended
June 30
2019
2018
2019
2018
$ 1,388
-
2,622
-
$ (33,057)
(9,153)
(49,105)
(18,305)
June 30,
2019
December 31,
2018
June 30,
2018
2,000,000
2,000,000
2,000,000
1,542,300
-
-
(998,445)
(997,668) (996,891)
(1,000,000) -
-
(252,427)
(4,664)
(6,218)
1,291,428
997,668
996,891
3,856
-
-
96,902
-
-
For the three months ended
June 30
For the six months ended
June 30
2019
2018
2019
2018
$ 1,388
-
2,622
-
$ (33,057)
(9,153)
(49,105)
(18,305)
June 30,
2019
December 31,
2018
June 30,
2018
2,000,000
2,000,000
2,000,000
1,542,300
-
-
(998,445)
(997,668) (996,891)
(1,000,000) -
-
(252,427)
(4,664)
(6,218)
1,291,428
997,668
996,891
3,856
-
-
96,902
-
-
For the three months ended
June 30
For the six months ended
June 30
2019
2018
2019
2018
$ 1,388
-
2,622
-
$ (33,057)
(9,153)
(49,105)
(18,305)
$
Cumulative redeemed amount
$

$
2019 2018
-
2019
$ 1,388
$ (33,057)
2,622
(49,105)
(9,153) (18,305)
  • (i) As of February 26, 2019, the key terms and conditions of the outstanding overseas guaranteed convertible bonds issued by the Group were as follows:
Item Overseas Guaranteed Convertible Bonds 2018
Issue Size NT$ 1,542.30 million (equivalent to US$ 50 million)
The Bonds will be issued as guaranteed convertible bonds, in registered
form at face value in denomination of US$200,000 or in any integral
multiples thereof.
The USD par value of the Bonds will be translated based on NT$30.846 /
US$1 according to Taipei Forex Inc.Taiwan Dollar 11:00am Fixing on 19
February 2019, “TRY11 Index” on Bloomberg (the "Fixed Exchange
Rate")
Issue Date 26 February 2019
Maturity Date 26 January 2022 (2 years + 11 months)
Listing Venue Tentatively the Bonds are to be listed on the Singapore Stock Exchange.
Coupon Zero
39

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

SBLC Bank The Bank of East Asia Limited, Taipei Branch
Early Redemption at
Option of Issuer

Issuer Call – After year 2, the Issuer may redeem in whole but not in part,
at the US Dollar Linked Amount of the Early Redemption Amount on the
date of redemption if the Market Price of the Shares (translated into US
Dollars at the Prevailing Rate) for each of 30 consecutive Trading Days,
the last of which occurs not more than 10 trading days prior to the date of
the redemption notice, shall have been at least 130% of the quotient of the
Early Redemption Amount divided by the number of Shares to be issued
per Bond
Clean up Call – Callable at any time, in whole but not in part, at the US
Dollar Linked amount of the Early Redemption Amount if more than 90%
in principal amount of the Bonds originally outstanding has been
redeemed, repurchased and cancelled or converted
Tax Call – Yes, in whole but not in part, at the US Dollar Linked amount
of the Early Redemption Amount if, as a result of changes relating to tax
laws in the ROC, the Issuer becomes obligated to pay additional amounts.
Bondholders have the right to elect for their Bonds not to be redeemed but
with no entitlement to any additional amounts
The Early Redemption Amount for each US$ 200,000 of Bonds is
determined so that it represents for the Bondholder a gross yield of 0.50%
per annum on an annual basis.
Redemption at the
Option of the
Bondholder
Bondholders’ Put – At the end of year 2, Bondholders may exercise the
put option in relation to their Bonds in whole but not in part, at the US
Dollar Linked amount of the Early Redemption Amount.
Change of Control Put – Yes, at the US Dollar Linked Amount of the
Early Redemption Amount upon the occurrence of a Change of Control.
Delisting Put – Yes, at the US Dollar Linked Amount of the Early
Redemption Amount, if the Shares cease to be listed or admitted for
trading or are suspended for a period equal to or exceeding 30 consecutive
TradingDays on the TWSE
Conversion Procedure Conversion Period
The Bonds may be converted into newly issued common shares of the
Issuer at any time after ninety (90) days from the Issue Date (exclusive),
and ending on: (1) the seventh (7th) day prior to the Maturity Date or (2)
the fifth (5th) Trading Day prior to any date where the Issuer exercises its
earlyredemption rightpursuant to the applicable laws and the Trust Deed.
Conversion Price
The initial Conversion Price is NT$11.95. The exchange rate used for the
Conversion Price calculation is the Fixed Exchange Rate, NT$30.846 /
US$1 according to Taipei Forex Inc.Taiwan Dollar 11:00am Fixing on 19
February2019,“TRY11 Index” on Bloomberg.
Redemption at
Maturity
Unless previously redeemed, repurchased and cancelled or converted, the
Bonds will be redeemed on the Maturity Date at an amount equal to the
principal amount of the Bonds plus a gross yield of 0.5% per annum,
calculated on an annual basis (the "Redemption Amount"). The
Redemption Amount will be 101.47% of the face value and converted into
NT dollars based on the Fixed Exchange Rate, and this fixed NT dollar
amount will be converted using the prevailing exchange rate for payment
in US dollars.
40

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

  • (ii) As of June 29, 2015, the key terms and conditions of the outstanding convertible bonds issued by the Group were as follows:
Terms 1st secured convertible bonds issued in 2015
OfferingAmount $2,000,000 thousand
Issue Date June 29, 2015
Issue Period June 29, 2015 ~ June 29, 2020
Coupon Rate 1.675%
LC Bank ChangHwa Commercial Bank
Entrusted Bank Mega International Commercial Bank
Final Redemption The Company can exercise the right to redeem one half of issued
amount in the fourth and fifthyear.

In June, 2019, according to the issuance method, the group has repaid $1,000,000 thousand ordinary bonds with one-half of the total amount issued.

  • (q) Accounts payable and other payables
Accounts payable
Arising from direct sales
Arising from concessionaire sales
Others
Total
Other payables
Securities payable
Dividend payable
Construction payables
Others
Total
June 30,
2019
$ 114,542
2,033,161
99,474
$
2,247,177
$ 147,727
213,698
194,918
643,961
$
1,200,304
December 31,
2018
156,481
3,452,100
72,014
3,680,595
801,582
-
286,652
725,178
1,813,412
June 30,
2018
30,530
2,474,566
55,517
2,560,613
293,025
99,165
250,922
534,214
1,177,326
41

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(r) Lease liabilities

The information of lease liabilities of the Group were as follows

June 30, 2019

June 30, 2019
Less than one year
Between one and five years
More than five years
Current
Non-current
Future minimum
rent payment
$ 1,436,594
5,252,603
5,884,812
$
12,574,009
$
1,436,594
$
11,137,415
Interest
Minimum rent
payment
present value
975,749
3,883,309
5,107,980
9,967,038
975,749
8,991,289

460,845

1,369,294
776,832

2,606,971

460,845

2,146,126

There were no significant issues, repurchases and repayments of finance lease liabilities for the six months ended June 30, 2019.

The amounts recognized in profit or loss as follows:

Interest expense of lease liabilities
Variable leases payments not included in
the measurement of lease liabilities
Expenses relating to short-term leases
For the three months end
June 30,2019
For the six months end
June 30,2019
For the six months end
June 30,2019
$
124,192
$
24,278
$
1,185
$
251,381
$
63,685
$
2,083

Total cash flow for the Group’s leases as follows:

Total cash outflow for leases For the six months
end June 30,2019
$
699,688

(i) Lease of land, housing and construction

The Group's lease of land use rights, housing and buildings as office space, staff quarters and department stores for business. The lease period of office premises is usually three years, the staff quarters are usually one year, and the department store building is usually ten to twenty years. Some leases include the option to extend the lease period at the end of the lease term.

The lease payments for certain contracts are subject to changes in the local price index or based on the sales amount leased by the Group during the lease term.

(ii) Other lease

The lease period of the Group leased transportation and machinery and equipment is two to ten years. Some lease contracts stipulate that the Group has the option to purchase the leased assets when the lease term expires.

42

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

In addition, the period in which the Group leases part of the office is one year, and the leases are short-term leases. The Group chooses to apply the exemption recognition requirement without recognizing its related right-of-use assets and lease liabilities.

(s) Operating lease

  • (i) Long-term prepaid rental
Current
Non-current
Total
December 31,
2018
June 30,
2018
235,381
3,472,498
$ 190,207
3,279,198
$
3,469,405

3,707,879

Long-term prepaid rental consisted of advance payment of the right to use a piece of land, advance rental payment for the lease of space in the shopping mall. The land use right covers a period ranging from forty to fifty years.

(ii) Leases as lessee

Rental payables from non-cancellable operating leases, please refer to Note 6 (q) of the consolidated financial report of the end December 31, 2018.

The lease payments for the above lease contracts are recognized on a straight-line basis over the lease term and the rent payable is as follow:

Long-term payables
Less: current portion
December 31,
2018
June 30,
2018
1,490,232
(47,032)
1,443,200
$ 1,445,566
(46,545)
$
1,399,021
  • (iii) Leases as lessor

The Group leases its marine equipment and transportation equipment. Since it does not transfer almost all the risks and rewards of ownership of the assets attached to the underlying assets, these lease contracts are classified as operating leases. Please refer to Note 6 (i) for property, plant and equipment.

The maturity analysis of the lease payments is reported in the following table for the total amount of undiscounted lease payments to be received in the future

43

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

Bulk carriers
Less than one year
Between one and two years
Between two and three years
Between three and four years
Between four and five years
More than five years
Total undiscounted lease payments
Transportation equipments
Less than one year
Between one and two years
Between two and three years
Total undiscounted lease payments
June 30,
2019
$ 704,792
299,861
205,370
137,176
137,176
225,496

$
1,709,871

June 30,
2019
$ 65,343
46,719
16,634

$
128,696

The future minimum lease payments under non-cancellable leases were as follows:

Bulk carriers
Less than one year
Between one and five years
Over five years
Transportation equipments
Less than one year
Between one and five years
December 31,
2018
$ 557,048
835,691
304,527
$
1,697,266
December 31,
2018
$ 42,305
38,942
$
81,247
June 30,
2018
752,548
924,674
446,151

2,123,373

June 30,
2018
52,347
25,937

78,284

The Group leases a number of bulk carriers under operating leases. These leases typically cover a period of 1 to 7 years. As all of the risks and rewards of ownership over the lease object are substantially retained within the Group, such leases are treated as operating leases. For the financing leases of the minibuses, please refer to note 6(d) for further details.

44

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

The direct expenses including repairs and maintenance arising from bulk carriers were as follows:

Bulk carriers For the three months end
June 30
2019
2018
$
5,254
5,780
For the three months end
June 30
2019
2018
$
5,254
5,780
For the six months end
June 30
For the six months end
June 30
2018 2019
10,993
2018
5,780 10,487

(t) Employee benefits

  • (i) Defined benefit plans

Management believes that there was no material volatility of the market, no material reimbursement and settlement or other material onetime events since prior fiscal year. As a result, the pension cost in the accompanying interim period was measured and disclosed according to the actuarial report as of December 31, 2019 and 2018.

The expenses recognized in profit or loss for the Group were as follows:

Operating expenses For the three months end
June 30
For the three months end
June 30
For the six months end
June 30
For the six months end
June 30
2019
$
50
2018 2019 2018
677
338
99
  • (ii) Defined contribution plans

Under these defined contribution plans, the Group allocates 6% of each employee's monthly wages in Taiwan to the labor pension personal account at the Bureau of Labor Insurance in accordance with the provisions of the Labor Pension Act, without additional legal or constructive obligation.

The subsidiaries in China also adopt defined contribution pension plans for their employees. These companies contribute amounts proportionate to each employ's salary level to personal accounts. The amounts contributed by the employees but minus the amounts withdrawn by them in advance are returned to them as they resign or retire. Also, the amounts contributed by these companies are returned to the employees based on the service years but minus the amounts withdrawn by them in advance.

The pension costs incurred from defined contribution plans amounting to $ 15,518 thousand, $ 15,107 thousand, $ 32,732 thousand and $ 34,748 thousand for the three months ended June 30, 2019 and 2018 and the six months ended June 30, 2019 and 2018, respectively.

(iii) Short-term employee benefits (reported as other current liabilities-other)

Vacation liability June 30,
2019
December 31,
2018
June 30,
2018
11,497
$
11,276
11,171
45

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(u) Income Tax

The components of income tax were as follows:

Current tax expense
Current period
Land value increment tax
Undistributed surplus plus tax
Adjustment for prior periods
Deferred tax expense
Origination and reversal of temporary
differences
Change in tax rate
Income tax expense from continuing operations
For the three months ended
June 30
For the three months ended
June 30
For the six months ended
June 30
For the six months ended
June 30
2019
$ 81,789
13,690
2,469
(5,197)
2018 2019
185,579
13,767

2,469
(5,197)
196,618
2018

181,923

-

17,303
(421)

83,662

-

17,303
(421)

100,544


92,751

198,805

(75)
-
(75)

14,613
3,388


(2,298)
-
(2,298)
194,320


24,282
6,776
31,058

18,001

$
92,676

118,545

229,863

The years of ROC subsidiaries’tax returns which were examined and approved by the national tax authorities were as follows:

authorities were as follows:
First Steamship Co., Ltd.
Yee Shin Investment Co., Ltd.
Yee Young Co., Ltd.
Royal Sunway Co., Ltd.
Lan Hai Engineering Consultants Ltd.
**Approved year **
2016
2017
2017
2017
2016

The annual tax returns of subsidiaries in China and Hong Kong through 2018 were examined and approved by the tax authority.

  • (v) Capital and other equity

Except for the following disclosure, there was no significant change for capital and other equity for the periods from January 1 to June 30, 2019 and 2018. For the related information, please refer to note 6(t) of the consolidated financial statements for the year ended December 31, 2018.

46

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(i) Capital surplus

The components of the capital surplus were as follows:

Share capital
Stock option from convertible
corporate bonds
Share options
Forfeited share options
Treasury share transactions
Stock options-fair value differences
of associates under equity method
Difference arising from subsidiary’s
share price and its carrying value
Changes in a parent's ownership
interest in a subsidiary
Donation from shareholders
June 30,
2019
December 31,
2018
June 30,
2018
$ 561,458
748,921
96,902
13,838
15,967
9,559

430,844
79,798
3,332
$
1,960,619
561,458
748,921
-
13,838
15,967
32,037
430,844
147,039
3,332
1,953,436
561,458
748,921
-
13,838
15,967
1,580
431,432
147,039
3,332
1,923,567

According to the ROC Company Act, capital surplus can only be used to offset a deficit, and only the realized capital surplus can be used to increase the common stock or be distributed as cash dividends. The aforementioned realized capital surplus includes capital surplus resulting from premium on issuance of capital stock and earnings from donated assets received. According to the Regulations Governing the Offering and Issuance of Securities by Securities Issuers, capital increases by transferring paid-in capital in excess of par value should not exceed 10% of the total common stock outstanding.

The Group issued overseas guaranteed convertible bonds for the year ended December 31, 2019. Please refer to note 6(p) for further details.

The Company collected the expired unclaimed dividends of the period from 2008 to 2012 and - recognized capital surplus donation from shareholders of $3,332 thousand in accordance with regulation with Ruling No. 10602420200 from the Ministry of Economic Affairs.

(ii) Retained earnings

According to the Articles of Association, the Company is required to appropriate earnings every accounting year. The after tax earnings are initially used to offset cumulative losses. Of the remaining balance, 10% is to be appropriated as legal reserve, and then any remaining profit together with any undistributed retained earnings shall be distributed according to the distribution plan proposed by the Board of Directors and submitted to the stockholders’ meeting for approval.

47

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

According to the Company's articles of incorporation, the dividend policy of the Company is based on the principle of prudence, which considers the Company's future funding needs and financial structure by reserving a certain amount of earnings, and distributing stock dividends and cash dividends from the remaining earnings. In order to maintain stable dividend distribution, in principle, the distribution of cash dividends shall not be less than 10% of the total dividends. If the distribution of cash dividends is less than NT$0.1 dollars per share, the Board of Directors can pass a resolution to distribute stock dividends instead, but it will be subject to a resolution by the shareholders during their shareholders' meeting.

  • 1) Legal reserve

According to the ROC Company Act, the Company must retain 10% of its after-tax annual earnings as legal reserve until such retention equals the amount of total capital. When a company incurs no loss, it may, pursuant to a resolution by a shareholders' meeting, distribute its legal reserve by issuing new shares or by distributing cash, and only the portion of legal reserve which exceeds 25% of capital may be distributed.

  • 2) Special reserve

The Group chose to apply the exemption under the IFRS1 “First-time adoption of IFRS”; therefore, a portion of cumulative translation adjustments amounting to thousand was reclassified as special earnings reserve. The net increase in retained earnings due to this reclassification is not covered by the Ruling No. 1010012865 issued by the FSC on April 6, 2012 for purposes of appropriating the same amount of special earnings reserve.

In accordance with the aforementioned Ruling No. 1010012865, a portion of current-period earnings and undistributed prior-period earnings shall be reclassified as special earnings reserve during earnings distribution. The amount to be reclassified should equal the current-period total net reduction of other shareholders' equity. Similarly, a portion of undistributed prior-period earnings shall be reclassified as special earnings reserve (and does not qualify for earnings distribution) to account for cumulative changes to other shareholders' equity pertaining to prior periods. Amounts of subsequent reversals pertaining to the net reduction of other shareholders' equity shall qualify for additional distributions. A resolution was passed during the shareholders' meeting held on June 29, 2018 for the reclassification of special earnings reserve of $ 336,136 thousand. Then a resolution was passed during the shareholders' meeting held on June 28, 2019 for the revolving of special earnings reserve of $ 105,284 thousand.

  • 3) Earnings distribution

  • a ) On June 28, 2019, the shareholder's meetings resolved to distribute the 2018 earnings. As of June 30, 2019, the date of ex-rights/ex-dividend has not yet decided. These earnings were appropriated as follows:

For the year ended December 31,2018 Dividends distributed to ordinary shareholders Cash $ 63,088

48

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • b) On June 29, 2018, the shareholder's meeting had passed a resolution not to distribute the earnings of 2017.

  • (iii) Treasury stock

A resolution for transferring 6,370,000 treasury shares to employees was passed during the board meeting of the subsidiary, Grand Ocean Retail Group Ltd., held on August 11, 2017. The recipients include the senior level management, and employees nominated by the general manager or Board of Directors. The grant-date fair value was $ 0.052, $ 0.076 and $ 0.051, respectively.

  • 1) The employees must comply with rules below after shares have been granted:

  • a) The employees cannot apply for these shares to be traded until the 24th month period has elapsed from the subscription date.

  • b) Within the 24th to the 36th month period from the subscription date, the employees can choose to sell up to 30% of the original shares subscripted or postpone the sale.

  • c) Within the 36th month to the 48th month period from the subscription date, the employees can choose to sell the remaining 30% of the original shares subscripted (i.e. accumulated shares sold cannot exceed 60% of the original shares subscripted) or postpone the sale.

  • d) After the 48th month period from the subscription date, the employees can choose to sell the remaining 40% of the original shares subscripted (i.e. accumulated shares sold up to 100% of the original shares subscripted) or postpone the sale.

A resolution for transferring 6,282,000 treasury shares to employees was passed during the board meeting of the subsidiary, Grand Ocean Retail Group Ltd., held on May 14, 2019. The recipients include the senior level management, and employees nominated by the general manager or Board of Directors. The grant-date fair value was $ 4.99 and $ 4.70, respectively. The subscription price per share was $ 24.43 and $ 24.73, respectively.

  • 1) The employees must comply with rules below after shares have been granted:

  • a) The employees cannot apply for these shares to be traded until the 24th month period has elapsed from the subscription date.

  • b) Within the 24th to the 36th month period from the subscription date, the employees can choose to sell up to 30% of the original shares subscripted or postpone the sale.

  • c) Within the 36th month to the 48th month period from the subscription date, the employees can choose to sell the remaining 70% of the original shares subscripted (i.e. accumulated shares sold up to 100% of the original shares subscripted) or postpone the sale.

49

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • 2) The details for transferring treasury shares to employees:

(In thousands of shares)

(Inthousands of shares (Inthousands of shares
Outstanding at January 1
Exercised during the year
Outstanding at June 30
For the six months ended
June 30
2019 2018
6,370
-
6,370
6,350
6,282
12,632

For the six months ended June 30, 2019 and 2018, the subsidiary, Grand Ocean Retail Group Ltd. the transfer price deducting the tax was $ 153,766 thousand and recognized the share-based employee expenses amounting $ 30,604 thousand and special reserve $ 28,957 thousand.

The proceeds from transferring treasury shares were recognized as prepaid salary for employees to execute subscription. As of June 30, 2019, December 31, 2018, and June 30, 2018, these prepaid salary amounting to $ 238,568 thousand, $ 115,276 thousand and $ 125,499 thousand were recognized under other current assets and non-current assets, respectively.

50

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(iv) Other equity interests

Balance at January 1, 2019
Effects ofretrospective application
Profit of non-controlling interests
Subsidiaries dividend declared
Changes in equity of subsidiaries
Exchange differences on subsidiaries
accounted for using equity method
Reclassified to profit or loss on disposal
of subsidiaries accounted for using
equity method
Equity related to non-current assets
classified as held for sale
Exchange differences on foreign
operations
Balance at June 30, 2019
Balance at January 1, 2018
Profit of non-controlling interests
Difference between consideration and
carrying amount of subsidiaries
acquired or disposal
Exchange differences on subsidiaries
accounted for using equity method
Subsidiary declares dividends
Exchange differences on foreign
operations
Balance at June 30, 2018
Exchange
differences on
translation of
foreign financial
statements
Equity related to
non-current assets
classified as held
for sale
Non-controlling
Interest
Total
4,136,468
(428,738)
127,015
(150,610)
251,621
11,280
4,248
3,056
156,190
4,110,550
4,046,250
135,463
(46,709)
25,504
(99,151)
242,557
4,303,914
$

$

(266,508)
-
-
-
-
11,280
4,248
-
25,024

(125,956)


(336,136)
-
-
25,504
-
188,261

(122,371)
35,656
-
-
-
-
-
-
3,056
-
38,712

-
-
-

-
-
-
-
4,367,340
(428,738)
127,015
(150,610)
251,621
-
-
-
31,166
197,794
$

4,382,386
135,463
(46,709)
-
(99,151)
54,296
4,426,285
$
51

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

  • (w) Earnings per share

The Group's earnings per share were calculated as follows:

Basic earnings per share
Profit/(loss) attributable to ordinary
shareholders of the Company
Weighted-average number of ordinary
shares
Earnings (loss) per share (dollars)
Diluted earnings per share
Profit/(loss) attributable to ordinary
shareholders of the Company
Effect of dilutive potential ordinary shares
Effect of conversion of convertible bonds
Profit/(loss) attributable to ordinary
shareholders of the Company (diluted)
Weighted-average number of ordinary
shares
Effect of dilutive potential ordinary shares
Effect of issuance of share option
Effect of conversion of convertible bonds
Weighted-average number of ordinary
shares (diluted)
Earnings (loss) per share (dollars)
For the three months ended
June 30
2019
2018
$
1,185,212
(93,684)
For the three months ended
June 30
2019
2018
$
1,185,212
(93,684)
For the three months ended
June 30
2019
2018
$
1,185,212
(93,684)
For the six months ended
June 30
2019
2018
1,324,555
(9,054)
630,883
630,883
2.10
0.01
1,324,555
(9,054)
21,299
-
1,345,854
(9,054)
630,883
630,883
839
(Note)
89,132
-
720,854
630,883
1.87
(0.01)
For the six months ended
June 30
2019
2018
1,324,555
(9,054)
630,883
630,883
2.10
0.01
1,324,555
(9,054)
21,299
-
1,345,854
(9,054)
630,883
630,883
839
(Note)
89,132
-
720,854
630,883
1.87
(0.01)
2018 2019
1,324,555
630,883
2.10
1,324,555
21,299
1,345,854
630,883
839
89,132
720,854
1.87
$
1,185,212
(93,684)

630,883
$
1.88
1,185,212
16,769
$ 1,201,981
630,883
839
129,063
760,785
$
1.58

630,883

(0.15)
(9,054)
630,883
(Note)
-
630,883
(0.01)

Note: The conversion of convertible bonds was not included in the calculation of the weighted-average number of shares (diluted) due to the anti-dilutive effect.

52

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(x) Revenue from contracts with customers

(i) Disaggregation of revenue

Freight
department
Primary geographical markets
Taiwan
$ -
China
-
Other
247,635
$
247,635
Major products/services lines
Commissions revenue (Retail
revenue – concessionaire
sales)
$ -
Commodity sales (Retail
revenue – direct sales)
-
Lease revenue (Note)
247,635
Financial lease interest income
(Note)
-
Service revenue and others
-
$
247,635
Freight
department
Primary geographical markets
Taiwan
$ 690
China
-
Other
278,915
$
279,605
Major products/services lines
Commissions revenue (Retail
revenue – concessionaire
sales)
$ -
Commodity sales (Retail
revenue – direct sales)
-
Lease revenue (Note)
279,605
Financial lease interest income
(Note)
-
Service revenue and others
-
$
279,605
**For the three months ** **For the three months ** **ended June ** 30, 2019 Total

32,912
1,633,770
276,172
1,942,854
535,407
433,818
480,678
59,827
433,124
1,942,854
Total

3,559
1,554,269
279,654
1,837,482
606,537
370,058
478,121
62,142
320,624
1,837,482
Freight
department
$ -
-
247,635
Invest
department
1,133
-

28,537
Retail
department

-
1,551,941

-
Lease
department
1,218

81,829
-
Other
department

30,561

-

-

$
247,635



29,670


1,551,941

83,047

30,561


-
-

1,133
-
28,537


535,407
433,818

212,741
-

369,975



-

-

19,169
59,827

4,051



-
-

-

-

30,561
$
247,635


29,670



1,551,941



83,047



30,561



**For the three months **


**ended June **



30, 2018
Freight
department
$ 690
-
278,915
Invest
department

-
-

739
Retail
department
-
1,476,863

-
Lease
department
2,101

77,406
-
Other
department

768

-

-

$
279,605


739

1,476,863

79,507

768

-
-

-
-
739

606,537
370,058
185,675
-

314,593



-

-

12,841
62,142

4,524


-
-

-

-

768
$
279,605

739


1,476,863



79,507


768
53

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

Freight
department
Primary geographical markets
Taiwan
$ -
China
-
Other
504,106
$
504,106
Major products/services lines
Commissions revenue (Retail
revenue – concessionaire
sales)
$ -
Commodity sales (Retail
revenue – direct sales)
-
Lease revenue (Note)
504,106
Financial lease interest income
(Note)
-
Service revenue and others
-
$
504,106
Freight
department
Primary geographical markets
Taiwan
$ 1,671
China
-
Other
534,184
$
535,855
Major products/services lines
Commissions revenue (Retail
revenue – concessionaire
sales)
$ -
Commodity sales (Retail
revenue – direct sales)
-
Lease revenue (Note)
535,855
Financial lease interest income
(Note)
-
Service revenue and others
-
$
535,855
**For the ** six months ended June 30,2019 six months ended June 30,2019 six months ended June 30,2019 Total

52,735
3,492,287
539,254
4,084,276
1,256,719
966,035
979,063
114,202
768,257
4,084,276
Total

10,729
3,323,613
535,699
3,870,041
1,442,075
803,530
937,140
119,354
567,942
3,870,041
Freight
department
$ -
-
504,106
Invest
department
2,250
-

35,148
Retail
department

-
3,331,620

-
Lease
department
3,058

160,667
-
Other
department

47,427

-

-

$
504,106



37,398


3,331,620

163,725

47,427


-
-

2,250
-
35,148


1,256,719
966,035

434,586
-

674,280



-

-

38,121
114,202

11,402



-

-

-

-

47,427
$
504,106


37,398



3,331,620



163,725



47,427


**For the **





six months ended June 30,2018
Freight
department
$ 1,671
-
534,184
Invest
department

-
-

1,515
Retail
department
-
3,168,026

-
Lease
department
4,216

155,587
-
Other
department

4,842

-

-

$
535,855



1,515


3,168,026

159,803

4,842


-
-

-
-
1,515


1,442,075
803,530
373,602
-

548,819



-

-

27,683
119,354

12,766



-

-

-

-

4,842
$
535,855


1,515



3,168,026



159,803



4,842

Note: The lease revenue and financial lease interest income of the Group are under accounting policies of IFRS 16 and IAS 17.

54

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(ii) Contract balances

Contract balances
Accounts receivable
Less: allowance for impairment
Total
Contract liabilities
June 30,
2019
$ 9,124
-

$
9,124

$
1,352
December
31, 2018
20,992
-
20,992
5,173
June 30,
2018
12,223
-
12,223
160,272

For details on accounts receivable and allowance for impairment, please refer to note 6(d).

The balance of the contractual liabilities in the January 1, 2019 and 2018. The amounts recognized as income were $4,353 thousand and zero for the six months ended June 30, 2019 and 2018.

The major change in the balance of contract liabilities is the difference between the time frame in the performance obligation to be satisfied and the payment to be received. There were no other significant changes during the period from January 1 to June 30, 2019 and 2018.

(y) Employee compensation and directors' and supervisors' remuneration

According to the Articles of Association, once the Company has annual profit, it should appropriate no less than 1% of the profit to its employees and 3% or less as directors' and supervisor's remuneration. However, if the Company has accumulated deficits, the profit should be reserved to offset the deficit. The pervading target given via shares or cash includes dependent employees of the Company's subsidiaries under certain requirements approved by Board of Directors. However, directors' and supervisors' remuneration could only be paid by cash.

The compensation to employees amounted to $8,671 thousand, $(680) thousand, $10,064 thousand and $278 thousand, respectively, for the three months and the six months ended June 30, 2019 and 2018. The remunerations to directors and supervisors amounted to zero, $(680) thousand, $1,393 thousand and $278 thousand, respectively, for the three months and the six months ended June 30, 2019 and 2018. These amounts were calculated using the Company's net profit before tax without the remunerations to employees and directors for each period, multiplied by the proposed percentage which is stated under the Company's proposed Article of Incorporation. These remunerations were expensed under operating costs or expenses for each period. If there are any subsequent adjustments to the actual remuneration amounts after the annual shareholder' meeting, the adjustment will be regarded as changes in accounting estimates and will be reflected in profit or loss in the following year. Shares distributed to employees as employees' remuneration are calculated based on the closing price of the Company's shares on the day before the approval by the Board of Directors.

55

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

For the year ended December 31, 2018, the Company loss before tax. The company was unestimated its employee compensation and directors' and supervisors' remuneration amounting. The information is available on the Market Observation Post System website.

For the year ended December 31, 2017, the Company estimated its employee compensation and directors' and supervisors' remuneration amounting to $6,800 thousand and $3,000 thousand, respectively. There is no difference between actual amount distributed and the estimated amount in the consolidated financial statements of 2017 for the employee compensation and directors' and supervisors' remuneration. The information is available on the Market Observation Post System website.

  • (z) Non-operating income and expenses

(i) Other income

The details of other income were as follows:

Interest income
Loan to unrelated parties
Open-end fund
Bank deposits
Amortized cost financial assets
Assets
Dividend income
Total
For the three months ended
June 30
For the three months ended
June 30
For the six months ended
June 30
For the six months ended
June 30
2019 2018 2019 2018
4,875
544
26,581
-
5,154
37,154
$ 2,085
261
13,347
13,493
3,090

$
32,276
708
274
22,980
-
5,154

29,116
4,550
545
21,652
31,788
3,090

61,625
56

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(ii) Other gains and losses

The details of other gains and losses were as follows:

Foreign exchange gains (loss)
Gain (loss) on disposal of investment
Gain (loss) on financial assets (liabilities)
at fair value through profit or loss
Open-end fund and shares of stock of
listed companies
Non-derivative instruments-
accumulator and decumulator
Embedded derivative instruments-call
and put rights of convertible bonds
Impairment loss of property and plant and
equipment
Reversal of impairment loss on
non-current asset classified as held for
sale
Gain on disposal of non-current assets
classified as held for sale
Gain (loss) on disposal of property, plant
and equipment
Other income
For the three months ended
June 30
2019
2018
$ (45,921)
(35,839)
999,684 (8,189)
9,211
(16,204)
-
-
1,388
-
-
(90,803)
43,796
-
217,213
-

914
(3,920)
29,254
23,200

$ 1,255,539
(131,755)
For the six months ended
June 30
2019
2018
(24,276) (43,755)
999,684 (8,189)
18,363 (15,066)
-
(89)
2,622
-
-
(90,803)
84,329
-
217,213
-
(1,826)
(3,878)
81,313
65,507
1,377,422
(96,273)
2019
(24,276)
999,684
18,363
-
2,622
-
84,329
217,213
(1,826)
81,313
1,377,422

$ 1,255,539
57

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(iii) Finance costs

The details of finance costs were as follows:

Interest expense
Bank loans
Interest on corporate bonds
Amortization on discount of corporate bonds
Lease liabilities
Other interest
Financial expenditures
For the three months ended
June 30
2019
2018
$ 89,236
91,837
8,375
8,375
24,682
778
124,192
-
-
5,912
6,607
8,489
$
253,092
115,391
For the six months ended
June 30
For the six months ended
June 30
2019
$ 89,236
8,375
24,682
124,192
-
6,607
$
253,092
2019
197,063
16,750
32,355
251,381
-
13,043
510,592
2018
168,659
16,750
1,555
-
11,980
16,872
215,816

(aa) Financial instruments

Except for the contention mentioned below, there was no significant change in the fair value of the Group's financial instruments and degree of exposure to credit risk, liquidity risk and market risk arising from financial instruments. For the related information, please refer to note 6(z) of the consolidated financial statements for the year ended December 31, 2018.

(i) Credit risk

1) Account receivable and Debt securities of credit risk

Please refer to Note 6 (d) for credit risk information of the lease receivables and account receivable. Other amortized costs of financial assets include other receivables and invested corporate bonds. Please refer to Note 6 (c), (d) and (e) for details. For the expected credit loss of 12 month or the expected credit loss at the loan duration, the above-mentioned financial assets are listed on June 30, 2019 and 2018 as credit losses are presented. Please refer to Note 6 (d) and (e) for credit impairment status.

(ii) Liquidity risks

The following table shows the contractual maturities of financial liabilities, including estimated interest payments and excluding the impact of netting agreements.

58

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

June 30, 2019
Non-derivative financial liabilities
Non-interest bearing liabilities
Floating rate instrument
Leases liabilities
Fixed rate instruments
December 31, 2018
Non-derivative financial liabilities
Non-interest bearing liabilities
Floating rate instrument
Fixed rate instruments
June 30, 2018
Non-derivative financial liabilities
Non-interest bearing liabilities
Floating rate instrument
Fixed rate instruments
Carrying
amount
$ 4,151,621
8,000,811
3,133,455
9,967,038
Contractual
cash flows
4,151,621
8,481,762
3,427,967
12,574,009
1years
3,268,488
4,136,376
1,843,362
1,436,594
1 to 5
years
316,319
4,345,386
1,584,605
5,252,603
Over 5years
566,814
-
-
5,884,812

$
25,252,925

28,635,359

10,684,820

11,498,913
6,451,626

$ 7,091,410
10,079,572
3,569,689

7,091,410
10,639,068
3,698,010

4,758,900
5,046,952
2,664,510

770,244
5,592,116
1,033,500
1,562,266
-
-
1,562,266
1,064,390
397,969
-
1,462,359

$
20,740,671

21,428,488

12,470,362

7,395,860

$ 5,883,806
9,631,834
2,836,567

5,883,806
10,416,875
2,934,144

3,518,201
4,899,679
1,900,644

1,301,215
5,119,227
1,033,500

$
18,352,207

19,234,825

10,318,524

7,453,942

The Group does not expect the cash flows included in the maturity analysis to occur significantly earlier or at significantly different amounts.

(iii) Market risk

  • 1) Currency risk

The Group's significant exposure to foreign currency risk was as follows:

Financial assets
Monetary items
USD:NTD
HKD:USD
AUD:USD
EUR:USD
NTD:USD
Non-monetary items
Non-current assets
classified as held for
sale
Investments accounted
for using equity method
HKD:USD
June 30, 2019 June 30, 2019 June 30, 2019 December 31, 2018
Foreign
currency
Exchange
rate
NTD

533
30.72
16,374

10,740
0.1277
42,145

40
0.7050
861

551
1.1465
19,391

5,273
0.0326
5,273

65,624
0.1277
257,443
304,957
0.1277 1,196,611
December 31, 2018
Foreign
currency
Exchange
rate
NTD

533
30.72
16,374

10,740
0.1277
42,145

40
0.7050
861

551
1.1465
19,391

5,273
0.0326
5,273

65,624
0.1277
257,443
304,957
0.1277 1,196,611
December 31, 2018
Foreign
currency
Exchange
rate
NTD

533
30.72
16,374

10,740
0.1277
42,145

40
0.7050
861

551
1.1465
19,391

5,273
0.0326
5,273

65,624
0.1277
257,443
304,957
0.1277 1,196,611
June 30, 2018
Foreign
currency
Exchange
rate
NTD

-
-
-

697
0.1275
2,710

40
0.7390
895

766
1.1631
27,165

-
-
-

-
-
-

309,084
0.1275
1,201,338
June 30, 2018
Foreign
currency
Exchange
rate
NTD

-
-
-

697
0.1275
2,710

40
0.7390
895

766
1.1631
27,165

-
-
-

-
-
-

309,084
0.1275
1,201,338
Foreign
currency
Exchange
rate
NTD Exchange
rate

NTD
Foreign
currency
Exchange
rate

23,295

172,323

867

12,370

4,585

344,828
-

533

10,740

40

551

5,273

65,624
304,957

30.72

0.1277

0.7050

1.1465

0.0326

0.1277

0.1277

16,374

42,145

861

19,391

5,273

257,443
1,196,611

-

697

40

766

-

-

309,084
-

0.1275

0.7390

1.1631
-
-

0.1275
59

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

Financial liabilities
Monetary items
USD:CNY
HKD:USD
EUR:USD
CNY:USD
June 30, 2019 June 30, 2019 June 30, 2019 December 31, 2018 December 31, 2018 December 31, 2018 June 30, 2018
Foreign
currency
Exchange
rate
NTD

16,750
6.6166
510,540

130,341
0.1275
506,603

16,600
1.1631
588,491

70,000
0.1511
322,462
June 30, 2018
Foreign
currency
Exchange
rate
NTD

16,750
6.6166
510,540

130,341
0.1275
506,603

16,600
1.1631
588,491

70,000
0.1511
322,462
Foreign
currency
Exchange
rate
NTD Foreign
currency
Exchange
rate
NTD Foreign
currency
Exchange
rate
21,675
37,117
8,511
-

6.8747

0.1281

1.1391
-

673,223

147,727

301,133
-

13,000

259,234

11,348
70,000

6.8632

0.1277

1.1465

0.1457

399,356
1,017,199

399,695

313,323

16,750

130,341

16,600

70,000

6.6166

0.1275

1.1631

0.1511

2) Sensitivity analysis

The Group's exposure to foreign currency risk arises from cash and cash equivalents, financial assets at fair value though profit or loss, loans and borrowings; and trade and other payables that are denominated in foreign currency. A weakening (strengthening) of 1% of the NTD against the USD, EUR, HKD, AUD and CNY as of June 30, 2019 and 2018 would have decreased or increased the profit before tax by $ 9,086 thousand and $ 18,973 thousand, respectively. This analysis is based on foreign currency exchange rate variances that the Group considered to be reasonably possible at the reporting date.

Since the Group has several functional currencies, the information on foreign exchange gain (loss) on foreign currency denominated monetary items is disclosed by the total amount thereof. For the three months and six months ended June 30, 2019 and 2018, foreign exchange gain (loss) (including realized and unrealized portions) amounted to $ (45,921) thousand, $ (35,839) thousand, $ (24,276) thousand and $ (43,755) thousand, respectively.

3) Interest rate analysis

Please refer to the notes on liquidity risk management and interest rate exposure of the Group's financial assets and liabilities.

The following sensitivity analysis is based on the exposure to the interest rate risk of derivative and non-derivative financial instruments on the reporting date. Regarding liabilities with variable interest rates, the analysis is based on the assumption that the amount of liabilities outstanding at the reporting date was outstanding throughout the year. The rate of change is expressed as the interest rate increases or decreases by 0.5% when reporting to management internally, which also represents the Group's management's assessment of the reasonably possible interest rate change.

If the interest rate had increased / decreased by 0.5%, the Group's profit before tax would have decreased / increased by $ 6,637 thousand and $ 13,071 thousand for the six months ended June 30, 2019 and 2018 with all other variable factors remaining constant.

60

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

4) Other market price risk

The sensitivity analyses for the changes in the securities price at the reporting date were performed using the same basis for the profit and loss as illustrated below:

Prices of securities
at the reporting date
For the six months endedJune 30 For the six months endedJune 30
Net income
8,395
2019 Net income
7,960

(7,960)
2018
Other comprehensive
income after tax
$
-
Other comprehensive
income after tax
Increase 5%
Decrease 5%
-
$
-
-
(8,395)
  • (iv) Fair value of financial instruments

1) Fair value hierarchy

The carrying amount and fair value of the Group's financial assets and liabilities, including the information on fair value hierarchy were as follows; however, except as described in the following paragraphs, for financial instruments not measured at fair value whose carrying amount is reasonably close to the fair value, and for equity investments that has no quoted prices in the active markets and whose fair value cannot be reliably measured, disclosure of fair value information is not required :

Financial assets at fair value
through profit or loss
Non-derivative financial assets
mandatorily measured at fair
value through profit or loss
Financial liabilities at fair value
through profit or loss
Financial liabilities
held-for-trading
Financial assets at fair value
through profit or loss
Non-derivative financial assets
mandatorily measured at fair
value through profit or loss
Financial assets at fair value
through profit or loss
Non-derivative financial assets
mandatorily measured at fair
value through profit or loss
June 30, 2019 June 30, 2019 June 30, 2019 June 30, 2019 Total
171,759
Carrying
amount
Fair Value
Level 1 Level 2
-
Level 3
$
171,759
$
3,856
-
-
3,856

Total
151,968
Carrying
amount
Fair Value
Level 1 Level 2
-
Level 3
$
151,968
-

Total
180,777
Carrying
amount
Fair Value
Level 1 Level 2
-
Level 3
$
180,777
180,777 -
61

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • 2) Valuation techniques for financial instruments not measured at fair value

The Group's valuation techniques and assumptions used for financial instruments not measured at fair value are as follows:

  • a) Financial assets measured at amortized cost (debt investment that has no active markets) and financial liabilities measured at amortized cost.

If there is quoted price generated by transactions, the recent transaction price and quoted price data is used as the basis for fair value measurement. However, if no quoted prices are available, the discounted cash flows are used to estimate fair values.

  • 3) Valuation techniques for financial instruments measured at fair value

  • a) Non-derivative financial instruments

A financial instrument is regarded as being quoted in an active market if quoted prices are readily and regularly available from an exchange, dealer, broker, industry group, pricing service, or regulatory agency and those prices represent actual and regularly occurring market transactions on an arm's length basis. Whether transactions are taking place ‘regularly’ is a matter of judgment and depends on the facts and circumstances of the market for the instrument.

Quoted market prices may not be indicative of the fair value of an instrument if the activity in the market is infrequent, the market is not well established, only small volumes are traded, or bid ask spreads are very wide. Determining whether a market is active involves judgment.

  • b) Derivative financial instruments

Measurement of the fair value of derivative instruments is based on the valuation techniques. The details of the valuation model used by the Group for each derivative financial instrument were as follows:

Adjusted Binary tree

Call and put right of corporate bond

  • 4) Reconciliation of Level 3 fair values
Opening balance, January 1, 2019
Issued
Total gains and losses recognized in profit or loss
Ending balance, June 30, 2019
Financial liabilities held for
trading
Embedded derivative
instruments
$ -
6,478
(2,622)
$
3,856
62

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

For the six months ended June 30, 2019, total gains and losses that were included in

other gains and losses and the financialliabilitieswere as follows
three months ended
June 30, 2019
Six months ended
June 30, 2019
Total gains and losses recognized:
In profit or loss, and presented
in “other gains and losses”
$
(1,388)
(2,622)
other gains and losses and the financialliabilitieswere as follows
three months ended
June 30, 2019
Six months ended
June 30, 2019
Total gains and losses recognized:
In profit or loss, and presented
in “other gains and losses”
$
(1,388)
(2,622)
other gains and losses and the financialliabilitieswere as follows
three months ended
June 30, 2019
Six months ended
June 30, 2019
Total gains and losses recognized:
In profit or loss, and presented
in “other gains and losses”
$
(1,388)
(2,622)
(2,622)
  • 5) Quantified information on significant unobservable inputs (Level 3) used in fair value measurement

The Group’s financial instruments that use Level 3 inputs to measure fair value is embedded derivative instruments.

Quantified information of significant unobservable inputs was as follows:

Inter-relationship between
significant unobservable
inputs and fair value
Item Valuation technique Significant unobservable inputs measurement
Embedded derivative
instruments- call and
Adjusted binary tree Volatility (The volatility is 35.50% at The estimated fair value would
decrease if the volatility were
higher
put right June 30,2019)
  • 6) Fair value measurements in Level 3 – sensitivity analysis of reasonably possible alternative assumptions

The fair value measurement of financial instruments by the Group is reasonable, but the use of different evaluation models or evaluation parameters may result in different evaluation results. For fair value measurements in Level 3, changing one or more of the assumptions would have the following effects to net income:

June 30, 2019
Financial liabilities at fair value through
profit or loss
Embedded derivative instruments-
call and put right
Inputs Increase
or
decrease
Fair value at Net income
Favour-
able
Unfavour-
able
-
-
154
-

Volatility
5%
-5%

The favourable and unfavourable effects represent the changes in fair value, and fair value is based on a variety of unobservable inputs calculated using a valuation technique. The analysis above only reflects the effects of changes in a single input, and it does not include the interrelationships with another input.

63

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(ab) Financial risk management

There were no significant changes in the Group's financial risk management and policies as disclosed in Note 6(aa) of the consolidated financial statements for the year ended December 31, 2018.

  • (ac) Capital management

The Group's objectives for managing capital are ensuring the ability to operate continuously, providing returns to shareholders and other stakeholders, and maintaining an optimal capital structure to reduce the cost of capital.

In order to maintain or adjust the capital structure, the Group may adjust the dividend payment to the shareholders, reduce the capital for redistribution to shareholders, issue new shares, or sell assets to settle any liabilities.

The Group and other entities in the same industry use the debt-to-equity ratio to manage capital. This ratio is the total net debt divided by the total capital. The net debt from the balance sheet is derived from the total liabilities less cash and cash equivalents. The total capital and equity include share capital, capital surplus, retained earnings, and other equity plus net debt.

The Group's debt to adjusted capital ratios at the end of the reporting period were as follows:

Total liabilities
Less: cash and cash equivalents
Net debt
Total equity
Debt-to-equity ratio
June 30,
2019
December 31,
2018
June 30,
2018
18,905,401
(3,836,987)
15,068,414
13,200,389
114%
$ 25,526,078
(4,818,865)
$
20,707,213
$
13,767,924
150%
21,395,381
(5,468,507)
15,926,874
13,079,712
122%

The increase in the ratio of debt to equity in June 30, 2019 is due to the Group's overseas guaranteed convertible corporate bonds and the transition to IFRS 16 and in the amount of net debt.

  • (ad) Investment in non-cash transaction and rising from financing activities

The Group's financing activities which did not affect the current cash flow in the six months ended June 30, 2019 and 2018 were as follows:

  • 1) Acquisition of right-of-use assets by lease. Please refer to Note 6 (j) for details.

  • 2) Adjustment of liabilities from financing activities were as follows:

64

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

Short-term borrowings
Short-term notes and bills payable
Bonds payable
Long-term borrowings
Leases liabilities
Guarantee deposits
Total liabilities from financing
activities
January 1,
2019
$ 3,540,288
49,947
1,995,336
7,262,108
10,297,999
953,419
$ 24,099,097
Cash flows

(371,408)

2

542,300
(1,920,933)

(382,539)
(70,420)
(2,202,998)
Non-cash Non-cash changes June 30,
2019
3,199,068
49,949
2,289,873
5,406,834
9,967,038
892,682
21,805,444
Other
(Note1)

-

-

(247,763)

-
(49,118)
-
(296,881)
Foreign
exchange
movement
30,188
-
-
65,659
100,696
9,683
206,226
Short-term borrowings
Short-term notes and bills payable
Bonds payable
Long-term borrowings
Guarantee deposits
Total liabilities from financing
activities
January 1,
2018
Cash flows
$ 2,813,379
186,367
49,916
28
1,992,227
-
8,407,751
(1,413,571)
794,622
146,478
Non-cash changes Non-cash changes June 30,
2018
3,019,127
49,944
1,993,782
7,112,523
948,660
Other
(Note2)

-

-
1,555

-
-

1,555
Foreign
exchange
movement
19,381
-

-
118,343
7,560
145,284


$
14,057,895
(1,080,698)

13,124,036

Note1: The impact of the lease liability on the rental, new and discontinued leases and the amortization of the issuance costs of corporate bonds.

Note2: The amount of amortization of corporate bond issuance costs.

65

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(7) Related-party transactions:

  • (a) Parent company and ultimate controlling company

First Steamship Company Ltd. is the ultimate controlling company of the Group.

  • (b) Names and relationship with related parties

The followings are entities that have had transactions with related party during the periods covered in the consolidated financial statements:

Name of related party
Nanjing Tiandu Co., Ltd.
Shanghai Tian An Tower Co., Ltd.
Huizhou Tianan Xinghe CityManagement Co., Ltd.
HuiyangTamsui New Sun City Construction Co., Ltd.
Shanghai Guorui Tongshun Environmental Protection
Relationship with the Group
The Group's manager is the company’s
chairman
The Group's manager is the company’s
director
A substantial related party
A substantial related party
A substantial related party

Huizhou Tianan Xinghe City Management Co., Ltd. Huiyang Tamsui New Sun City Construction Co., Ltd. Shanghai Guorui Tongshun Environmental Protection Technology Co., Ltd.

  • (c) Significant transactions with related parties

  • (i) Leases

1) Lease liabilities

Relationship Purpose Right-of-use
assets
January 1,
2019
$ 98,562
55,018
Lease liabilities
June 30,
2019
January 1,
2019
93,196 105,591
59,661 54,577
**Interest ** expense
For the three
months ended
June 30,2019
1,505
743
June 30,
2019
93,196
59,661
For the six
months ended
June 30,2019
Other related
parties
Other related
parties
office building and
department store
Energy-saving
renovation
engineering
equipment
2,415
1,439

The Group are under accounting policies of IFRS 16 from January 1, 2019, operating lease contracts entered into with the related parties are recognized as right-of-use assets and lease liabilities.

66

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

2) Operating Leases

Relationship Account Rent expense Rent expense
For the three
months ended
June 30,2019
For the three
months ended
June 30,2018
For the six
months ended
June 30,2019
For the six
months ended
June 30,2018
Other related
parties
Relationship
office building and
department store
Account
-
30,375
-
68,900
Payments that are not
included in the measurement
of the lease liability
Property management fee
For the six
months ended
June 30,2019
For the three
months ended
June 30,2019
For the six
months ended
June 30,2019
For the three
months ended
June 30,2019
Other related
parties
office building and
department store
$ 63,685 25,160 669 334

As of June 30, 2019, December 31, 2018, and June 30, 2018 the balance of Group's rental security deposit to other related parties amounted to $ 9,036 thousand, $ 8,952 thousand, and $ 9,213 thousand.

(ii) Others

  - 1) The Group provided management consulting services and signed service contracts with other related parties. For the three months and the six months ended June 30, 2019 and 2018, the revenue from consulting services was $ 5,389 thousand, $ 3,741 thousand, $ 10,777 thousand and $ 9,170 thousand, respectively.

  - 2) The Group had signed an energy-saving reconstruction contract with other related parties. The total amount of the contract was CNY 35,000 thousand. As of December 31, 2018, the pre-paid amount of energy saving projects was not suitable and re-assessed after the evaluation, and then was rejected due to the uncertainty of US-China trade war. In addition, on June 30, 2018, the amount of prepaid energy-saving projects was $ 161,231 thousand (CNY 35,000 thousand) and which reported as prepaid equipment. For the three months and the six months ended June 30, 2019 and 2018, the Group purchased energy-saving equipment for zero, zero, $ 418 thousand (CNY 93 thousand) and zero from other related parties and which reported as Property, plant and equipment accounts.
  • (d) Key management personnel compensation

  • (i) Key management personnel compensation

Key management personnel compensation comprised:

Short-term employee benefits For the three months ended
June 30
For the three months ended
June 30

For the six months ended
June 30

For the six months ended
June 30
2019 2018
8,550
2019 2018
22,654
$ 18,654 36,281
67

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

  • (ii) The Group granted key management personnel rights to subscribe treasury shares as prepaid salaries. As of June 30, 2019, December 31, 2018 and June 30, 2018, those prepaid salaries amounting to $ 50,643 thousand (CNY 11,209 thousand), $ 25,484 thousand (CNY 5,693 thousand) and $ 27,824 thousand (CNY 6,001 thousand), which were recognized under other current assets and other non-current assets accounts.

(8) Pledged assets:

The carrying amount of pledged assets were as follows:

Pledged assets Object June 30,
2019
$ 534,232
106,377
922,466
40,585
10,105,618
144,496
-
$ 11,853,774
December
31, 2018
921,600
117,552
551,363
-
10,201,012
144,982
246,147

12,182,656
June 30,
2018

-

275,776

669,036
-

10,516,354

392,290
-
Current financial assets at
amortised cost
Inventories (for construction
business)
Other financial assets-
current and non-current
(Note 1)
Accounts receivable
Property, plant and
equipment (Note 2)
Investment Property
Non-current assets classified
as held for sale
Securities payable
Bank loans
Bank loans, bank depository funds and
ordinary bonds payable
Bank loans
Bank loans and ordinary bonds payable
Bank loans and ordinary bonds payable

Bank loans


11,853,456
  • Note 1: The credit line of the above pledged assets has been made, with some are actually appropriated.

  • Note 2: Including the land use rights, which are recognized as Right-of-use assets and long-term prepaid rentals.

(9) Significant commitments and contingencies:

Except for those described in note 6, the Group's other significant commitments and contingencies were as follows:

  • (a) Unrecognized contractual commitments

  • (i) As of June 30, 2019, December 31, 2018 and June 30, 2018, the Group leased a number of offices and department stores with rental commitments in future years, please refer to note 6(r) and (s)

  • (ii) The total amount of the Group's contracts to purchase commercial real estate as department store business office was CNY 148,487 thousand. As of June 30, 2019, December 31, 2018 and June 30, 2018 the unpaid amount were $ 73,089 thousand (CNY 16,177 thousand), $ 72,410 thousand (CNY 16,177 thousand) and $ 19,391 thousand (CNY 4,209 thousand).

  • (iii) The Group signed the contract for the purchase of the vessel on March 29, 2019. The total contract price was $ 1,012,556 thousand (US$ 32,600 thousand) and the initial payment of $ 202,511 thousand (US$ 6,520 thousand) was paid on April, 2019, it is expected to complete the delivery in 2020 .

68

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

  • (iv) The unrecognized contractual commitments of the Group were as follows:
Acquisition of land and building
Prepaid of land and building
Purchase contract of vehicle for rent
Prepaid
Sales contract of land
Advance receipts
June 30,
2019
December 31,
2018
665,331
108,309
57,156
48,134
40,196
5,173
June 30,
2018
665,331
$
665,331
$
108,309
$
82,897
$
32,403
$
20,552
$
1,352

108,309

26,334

3,926
103,369

25,363
  • (v) The Group provided guarantees for banks loans as follows:
Guarantees June 30,
2019
December 31,
2018
-
June 30,
2018
$
-
822,000
  • (vi) The Group signed the joint construction contracts with other companies as follows:
Item
Joint construction with allocation of buildings, Joint
construction with selling separately
Joint investing and developing on construction site,
Joint construction with allocation of buildings,
construction on self-owned land
Joint construction with allocation of buildings
Joint construction with allocation of buildings
Joint investing and developing on construction site
Construction name
Me island phase1
Me island phaseII B3
Me island phaseII B4
Me island phaseIIIB1
Nan Jing Jian Kang
  • (b) Contingencies

  • (i) The subsidiary, Mariner Finance Ltd. (MFL) purchased property from Changzhou HuiRun Asset Management Ltd. (CHAML) in 2016. The consideration was CNY 100,000 thousand. Meanwhile, MFL had signed a lease contract with CHAML. The leasing fee would be collected in six installments with amount of CNY 19,167 thousand for each nominal installment plus interest. CHAML had fulfilled payment obligations in 2016. However, in January 2018, CHAML requested MFL to return excess interest paid with amount of CNY 7,928 thousand for the reason that the interest rate being charged was too high. As of April 24, 2018, MFL had signed a settlement agreement with CHAML. The agreement had been submitted to the court, and the Company had acquired the document of MFL and CHAML withdrawing the lawsuit.

69

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

  • (ii) On July 16, 2018, Securities and Futures Investors Protection Center (SFIPC) filed a civil lawsuit against the ex-chairman of the subsidiary, Lion Shin Investment Co., (LSICL), and claimed $ 24,153 thousand for violating Securities Exchange Act. LSICL shall be liable jointly and separately. In accordance with the lawyer's opinion, the ex-chairman was sentenced for violating insider-trading of Securities Exchange Act on criminal lawsuit. According to No. 473 of the Code of Criminal Procedure and other relevant regulations, within one year after the criminal judgment becomes irrevocable, SFIPC could motion the Procuratorate to return or pay the amount of proceeds, $ 17,797 thousand, of the crime confiscated to cover the amount claimed from civil lawsuit.

After that, the company, the ex-chairman and the SFIPC have reached a settlement on January 18, 2019. The settlement amount was $ 19,900 thousand and the agreement of $ 17,797 thousand should be from the reimbursement that have been confiscated in criminal cases and to repay the investors, requesting by the SFIPC to the Taiwan Taipei District Prosecutors Office; and the remaining $ 2,103 thousand shall be repaid by the company and the former responsible person of the company. The company had paid $ 2,103 thousand on January 18, 2019.

On the basis of Article 23 of the Company Act, and Articles 184 and 544 of the Civil Code, the company also claimed on January 4, 2019 that the ex-chairman to compensate the paid $ 2,103 thousand by the company. The lawsuit was just filed, and the final outcome of the lawsuit will be based on the subsequent process and circumstances

(10) Losses due to major disasters: None

(11) Subsequent events

  • (a) On July 22, 2019, the board of directors of the Group passed a resolution during the meeting to invested on Da Yu Financial Holding Ltd. (Original name: China Agrotech Holdings Limited) for 96,990 thousand shares with par value of HKD 0.52, amounting to HKD 50,435 thousand. Until the issuance date of the consolidated financial statements, the Group had completed the procedure of settlement.

  • (a) On July 22, 2019 the board of directors of the Group agreed a resolution during the meeting to has redeemed unsecured corporate bonds in advance by Skyfame Realty Holding Ltd. At par value of US$ 17,200 thousand. Until the issuance date of the consolidated financial statements, the Group had completed the procedure of redeemed.

70

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(12) Other:

(a) A summary of current-period employee benefits, depreciation, depletion and amortization, by function, is as follows:

function, is as follows:
For the three months ended June 30
By function
By item

2019
2018
Operating
Cost
Operating
expense
Total Operating
Cost
Operating
expense
Total
Employee benefits
Salary
Health and labor insurance
Pension
Others
Depreciation
Depletion
Amortization
45,129
-
-
4,063
95,397
-
5,254

194,269
1,332
15,568

30,216

417,709
-

3,182

239,398

1,332

15,568

34,279

513,106
-

8,436

45,730

286

393

3,929

81,745
-

5,780

162,088

1,114

15,052

32,878

149,765
-

4,858

207,818

1,400

15,445

36,807

231,510
-

10,638
For the six months ended June 30 For the six months ended June 30 For the six months ended June 30 For the six months ended June 30 For the six months ended June 30 For the six months ended June 30
By function
**By item **

2019
2018
Operating
Cost
Operating
expense
**Total ** Operating
Cost
Operating
expense
**Total **
Employee benefits
Salary
Health and labor insurance
Pension
Others
Depreciation
Depletion
Amortization
88,122
-
-
8,023
179,685
-
10,993

354,899
2,840
32,831

62,574

844,248
-

6,904

443,021

2,840

32,831

70,597

1,023,933
-

17,897

91,579

570

784

7,774

162,142
-

10,487

354,490

2,253

34,641

67,312

291,114
-

16,914

446,069

2,823

35,425

75,086

453,256
-

27,401

(b) Seasonality of operations

The Group's retail business is subject to seasonal fluctuations as a result of vacation. Thus, this industry typically has higher revenues and results for the first and fourth quarter of the year.

71

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES Notes to the Consolidated Financial Statements

(13) Segment information:

The Group's operating segment information and reconciliation were as follows:

For the three months ended
June 30, 2019
Revenue:
Revenue from external customers
Intersegment revenues
Total revenue
Reportable segment profit or loss
For the three months ended
June 30, 2018
Revenue:
Revenue from external customers
Intersegment revenues
Total revenue
Reportable segment profit or loss
For the six months ended
June 30, 2019
Revenue:
Revenue from external customers
Intersegment revenues
Total revenue
Reportable segment profit or loss
For the six months ended
June 30, 2018
Revenue:
Revenue from external customers
Intersegment revenues
Total revenue
Reportable segment profit or loss
Freight
department
$ 247,635
-
$ 247,635
$
21,578

$ 279,605
10,371
$ 289,976
$ (72,349)

Freight
department
$ 504,106
-
Invest
department
29,670
16,929
46,599

932,381

739
-
739

(69,563)

Invest
department
37,398
33,493
Retail
department
1,551,941
-
1,551,941
160,945
1,476,863
-
1,476,863
252,723

Retail
department
3,331,620
-

3,331,620
464,640

3,168,026
-

3,168,026
517,623
Lease
department
83,047
214

83,261

200,837

79,507
114

79,621

(11,905)

Lease
department
163,725
557

164,282

210,396

159,803
457
Other
segment
30,561
-
Reconciliation
and elimination

-
(17,143)
(17,143)

-

-
(10,485)
(10,485)

-
Reconciliation
and elimination
-
(34,050)
(34,050)
-
-
(22,872)
(22,872)
-
Total
1,942,854
-
1,942,854
1,318,522
1,837,482
-
1,837,482
90,832
Total
4,084,276
-
4,084,276
1,645,890
3,870,041
-
3,870,041
356,272
30,561
2,781
768
-
768
(8,074)
Other
segment
47,427
-
47,427
(371)
4,842
-
4,842
(12,707)
$ 504,106
$
44,587

$ 535,855
22,415
$ 558,270
$ (24,732)
70,891

926,638
1,515
-
1,515
160,260

(125,673)

1,761
72