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FSC Interim / Quarterly Report 2019

Nov 14, 2019

52157_rns_2019-11-14_49c93813-7aa7-4c3b-a8e4-8933aa37f703.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 Nine Months Ended September 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
11~19
20
20~64
65~67
67
68~70
70
70
70~71
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 September 30, 2019 and 2018, the related consolidated statements of comprehensive income for the three months and nine months ended September 30, 2019 and 2018, as well as the changes in equity and cash flows for the nine months ended September 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 $ 6,659 thousand and $ 1,522,226 thousand as of September 30, 2019 and 2018. And its equity in net earnings (losses) on these investee companies of $ 48 thousand, $ 521 thousand, $ 17,885 thousand and $ (62,340) thousand for the three months and nine months ended September 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 September 30, 2019 and 2018, and of its consolidated financial performance for the three months and nine months ended September 30, 2019 and 2018, as well as its consolidated cash flows for the nine months ended September 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) November 13, 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, 2019 and 2018

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Consolidated Balance Sheets

September 30, 2019, December 31, 2018, and September 30, 2018

(Expressed in Thousands of New Taiwan Dollars)

September 30, 2019
Assets
Amount
%
Current assets:
1100
Cash and cash equivalents (Note 6(a))
$ 4,160,915
11
1110
Current financial assets at fair value through profit
or loss (Note 6(b))
498,787
1
1136
Current financial assets at amortized cost, net (Notes
6(c) , 8)
-
-
1170
Accounts receivable, net (Notes 6(d), (y) and 8)
905,642
2
1200
Other receivables, net (Notes 6(e))
168,456 -
1220
Current tax assets
-
-
1300
Inventories, net
349,601
1
1320
Inventories (for construction business), net (Note 8
and 9)
640,258
2
1461
Non-current assets classified as held for sale(Notes
6(f) and 8)
252,228
1
1476
Other current financial assets (Notes 6(x) and 8)
803,472
2
1479
Other current assets, others (Notes 6(t), (w), 7 and 9)
366,725
1
8,146,084
21
Non-current assets:
1550
Investments accounted for using equity method, net
(Notes 6(f) and (g))
246,593 1
1600
Property, plant and equipment (Notes 6(j), 7 and 8)
13,046,782
35
1755
Right-of-use assets (Notes 6(k) , 7 and 8)
9,934,914
27
1760
Investment property, net (Notes 6(f), (l) and 8)
144,252 -
1780
Intangible assets (Note 6(m))
2,191,803
6
1840
Deferred tax assets
842,180
2
1915
Prepayments for business facilities (Notes 7 and 9)
1,005,445
3
1935
Long-term lease payments receivable (Note 6(d))
581,498
2
1980
Other non-current financial assets (Notes 6(e),(n), 7
and 8)
933,364
2
1985
Long-term prepaid rents (Notes 6(t) and 8)
-
-
1990
Other non-current assets(Notes 6(w) and 7)
277,441
1
29,204,272
79
Total assets
$
37,350,356
100
September 30, 2019
Assets
Amount
%
Current assets:
1100
Cash and cash equivalents (Note 6(a))
$ 4,160,915
11
1110
Current financial assets at fair value through profit
or loss (Note 6(b))
498,787
1
1136
Current financial assets at amortized cost, net (Notes
6(c) , 8)
-
-
1170
Accounts receivable, net (Notes 6(d), (y) and 8)
905,642
2
1200
Other receivables, net (Notes 6(e))
168,456 -
1220
Current tax assets
-
-
1300
Inventories, net
349,601
1
1320
Inventories (for construction business), net (Note 8
and 9)
640,258
2
1461
Non-current assets classified as held for sale(Notes
6(f) and 8)
252,228
1
1476
Other current financial assets (Notes 6(x) and 8)
803,472
2
1479
Other current assets, others (Notes 6(t), (w), 7 and 9)
366,725
1
8,146,084
21
Non-current assets:
1550
Investments accounted for using equity method, net
(Notes 6(f) and (g))
246,593 1
1600
Property, plant and equipment (Notes 6(j), 7 and 8)
13,046,782
35
1755
Right-of-use assets (Notes 6(k) , 7 and 8)
9,934,914
27
1760
Investment property, net (Notes 6(f), (l) and 8)
144,252 -
1780
Intangible assets (Note 6(m))
2,191,803
6
1840
Deferred tax assets
842,180
2
1915
Prepayments for business facilities (Notes 7 and 9)
1,005,445
3
1935
Long-term lease payments receivable (Note 6(d))
581,498
2
1980
Other non-current financial assets (Notes 6(e),(n), 7
and 8)
933,364
2
1985
Long-term prepaid rents (Notes 6(t) and 8)
-
-
1990
Other non-current assets(Notes 6(w) and 7)
277,441
1
29,204,272
79
Total assets
$
37,350,356
100
September 30, 2019
Assets
Amount
%
Current assets:
1100
Cash and cash equivalents (Note 6(a))
$ 4,160,915
11
1110
Current financial assets at fair value through profit
or loss (Note 6(b))
498,787
1
1136
Current financial assets at amortized cost, net (Notes
6(c) , 8)
-
-
1170
Accounts receivable, net (Notes 6(d), (y) and 8)
905,642
2
1200
Other receivables, net (Notes 6(e))
168,456 -
1220
Current tax assets
-
-
1300
Inventories, net
349,601
1
1320
Inventories (for construction business), net (Note 8
and 9)
640,258
2
1461
Non-current assets classified as held for sale(Notes
6(f) and 8)
252,228
1
1476
Other current financial assets (Notes 6(x) and 8)
803,472
2
1479
Other current assets, others (Notes 6(t), (w), 7 and 9)
366,725
1
8,146,084
21
Non-current assets:
1550
Investments accounted for using equity method, net
(Notes 6(f) and (g))
246,593 1
1600
Property, plant and equipment (Notes 6(j), 7 and 8)
13,046,782
35
1755
Right-of-use assets (Notes 6(k) , 7 and 8)
9,934,914
27
1760
Investment property, net (Notes 6(f), (l) and 8)
144,252 -
1780
Intangible assets (Note 6(m))
2,191,803
6
1840
Deferred tax assets
842,180
2
1915
Prepayments for business facilities (Notes 7 and 9)
1,005,445
3
1935
Long-term lease payments receivable (Note 6(d))
581,498
2
1980
Other non-current financial assets (Notes 6(e),(n), 7
and 8)
933,364
2
1985
Long-term prepaid rents (Notes 6(t) and 8)
-
-
1990
Other non-current assets(Notes 6(w) and 7)
277,441
1
29,204,272
79
Total assets
$
37,350,356
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
September 30, 2018
Amount
%

3,758,494
11

158,669
-

915,900
3

978,841
3

874,943
3

-
-

291,884
1

570,982
2

-
-

767,689
2
739,092
3
9,056,494
28

1,658,514
5

13,548,237
41

-
-
391,663
1

2,192,054
7

407,643
1

820,492
2

921,980
3

505,964
2

3,298,169
10
36,434
-

23,781,150
72
32,837,644
100
September 30, 2019
Liabilities and Equity
Amount
%
Current liabilities:
2100
Short-term borrowings (Notes 6(d) and (o))
$ 3,155,482
8
2110
Short-term notes and bills payable
49,982 -
2120
Current financial liabilities at fair value through
profit or loss (Note 6(b) and (q))
2,468 -
2130
Current contract liabilities (Notes 6(y) and 9)
3,204 -
2170
Accounts payable (Note 6(r))
1,875,184
6
2200
Other payables (Notes 6(c), (j), (r), (z)and 9)
911,693
2
2230
Current tax liabilities
52,310 -
2280
Current lease liabilities (Notes 6(s) and 7)
907,317
2
2321
Current portion of bonds payable (Note 6(q))
999,223
3
2322
Current portion of long-term borrowings (Note 6(p))
1,972,169
6
2323
Long-term notes and accounts payable, current
portion (Note 6(t))
-
-
2399
Other current liabilities (Note 6(n) and (u))
113,428
-

10,042,460
27
Non-Current liabilities:
2530
Bonds payable (Note 6(q))
1,313,806
4
2540
Long-term borrowings (Note 6(p))
3,274,461
9
2570
Deferred tax liabilities
78,827 -
2580
Non-current lease liabilities (Notes 6(s) and 7)
8,492,498
23
2612
Long-term accounts payable (Note 6(t))
28,281 -
2640
Net defined benefit liability, non-current
1,637 -
2645
Guarantee deposits
814,627
2

14,004,137
38
Total liabilities
24,046,597
65
Equity attributable to owners of parent
(Notes 6(f) , (g), (q)and (w):
3100
Capital stock
6,308,832
17
3200
Capital surplus
1,950,918
5
3300
Retained earnings
1,261,625
3
3400
Other equity interest
(274,594)
(1)
Total equity attributable to owners of parent:
9,246,781
24
36XX
Non-controlling interests (Notes 6(i)and (w)
4,056,978
11
Total equity
13,303,759
35
Total liabilities and equity
$
37,350,356
100
September 30, 2018
Amount
%

3,758,494
11

158,669
-

915,900
3

978,841
3

874,943
3

-
-

291,884
1

570,982
2

-
-

767,689
2
739,092
3
9,056,494
28

1,658,514
5

13,548,237
41

-
-
391,663
1

2,192,054
7

407,643
1

820,492
2

921,980
3

505,964
2

3,298,169
10
36,434
-

23,781,150
72
32,837,644
100
September 30, 2019
Liabilities and Equity
Amount
%
Current liabilities:
2100
Short-term borrowings (Notes 6(d) and (o))
$ 3,155,482
8
2110
Short-term notes and bills payable
49,982 -
2120
Current financial liabilities at fair value through
profit or loss (Note 6(b) and (q))
2,468 -
2130
Current contract liabilities (Notes 6(y) and 9)
3,204 -
2170
Accounts payable (Note 6(r))
1,875,184
6
2200
Other payables (Notes 6(c), (j), (r), (z)and 9)
911,693
2
2230
Current tax liabilities
52,310 -
2280
Current lease liabilities (Notes 6(s) and 7)
907,317
2
2321
Current portion of bonds payable (Note 6(q))
999,223
3
2322
Current portion of long-term borrowings (Note 6(p))
1,972,169
6
2323
Long-term notes and accounts payable, current
portion (Note 6(t))
-
-
2399
Other current liabilities (Note 6(n) and (u))
113,428
-

10,042,460
27
Non-Current liabilities:
2530
Bonds payable (Note 6(q))
1,313,806
4
2540
Long-term borrowings (Note 6(p))
3,274,461
9
2570
Deferred tax liabilities
78,827 -
2580
Non-current lease liabilities (Notes 6(s) and 7)
8,492,498
23
2612
Long-term accounts payable (Note 6(t))
28,281 -
2640
Net defined benefit liability, non-current
1,637 -
2645
Guarantee deposits
814,627
2

14,004,137
38
Total liabilities
24,046,597
65
Equity attributable to owners of parent
(Notes 6(f) , (g), (q)and (w):
3100
Capital stock
6,308,832
17
3200
Capital surplus
1,950,918
5
3300
Retained earnings
1,261,625
3
3400
Other equity interest
(274,594)
(1)
Total equity attributable to owners of parent:
9,246,781
24
36XX
Non-controlling interests (Notes 6(i)and (w)
4,056,978
11
Total equity
13,303,759
35
Total liabilities and equity
$
37,350,356
100
December 31, 2018 December 31, 2018 September 30,
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

10,042,460
27

12,342,157
36

11,280,445
35


8,146,084


21

11,379,427
34
1,313,806
4
3,274,461
9
78,827 -
8,492,498
23
28,281 -
1,637 -
814,627
2

997,668
3

5,632,493
16

68,973 -

-
-

1,399,021
4

1,650 -
953,419
3

997,279
3

5,227,685
16
159,169 -

-
-

1,401,208
4

4,145 -
935,172
3

246,593

13,046,782
9,934,914
144,252
2,191,803
842,180

1,005,445
581,498
933,364
-
277,441

1

35

27
-

6

2

3

2

2
-

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
-

14,004,137
38

9,053,224
26

8,724,658
26

24,046,597
65

21,395,381
62

20,005,103
61

6,308,832
17
1,950,918
5
1,261,625
3
(274,594)
(1)


6,308,832
18

1,953,436
6

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


6,308,832
19

1,929,320
6

665,837
2
(317,637)
(1)

29,204,272


79


23,095,666
66


9,246,781
24
4,056,978
11



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



8,586,352
26
4,246,189
13

13,303,759
35

13,079,712
38

12,832,541
39

$
37,350,356
100

34,475,093
100

32,837,644
100
$
37,350,356

100
34,475,093
100

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 nine months ended September 30, 2019 and 2018

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

4000
Operating revenues (Notes 6(y) and 7)
5000
Operating costs (Notes 6(j), (l) and (t))
Gross profit from operations
6000
Operating expenses (Notes 6(j), (k), (m), (s), (t), (u),
(w) , (z) and 7)
6450
Impairment loss determined in accordance with IFRS
9 (Note 6(d))
Net operating income
Non-operating income and expenses:
7010
Other income(Notes 6(aa))
7020
Other gains and losses, net (Notes 6(f), (g), (h), (j) ,
(q)and (aa))
7050
Finance costs(Notes 6 (q), (s) and (aa) and 7)
7055
Impairment loss determined in accordance with IFRS
9(Notes 6(e))
7060
Share of profit (loss) of associates accounted for
using equity method, net(Notes 6(g))
7900
Profit (loss) from continuing operations before tax
7950
Less: Tax expense (Note 6(v))
Profit (loss)
8300
Other comprehensive income:
Components of other comprehensive income that
will not be reclassified to profit or loss
Share of other comprehensive income of associates
accounted for using equity method, components of
other comprehensive income that will not be
reclassified to profit or loss
Income tax related to components of other
comprehensive income that will not be reclassified to
profit or loss
8360
Components of other comprehensive income that
will be reclassified to profit or loss
8361
Exchange differences on translation of foreign financial
statements
8365
Equity related to non-current assets or disposal groups
classified as held for sale
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
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
8300
Other comprehensive income, net
Comprehensive income (loss)
Profit (loss), attributable to:
Owners of parent
Non-controlling interests
Comprehensive income (loss) attributable to:
Owners of parent
Non-controlling interests
Earnings per share (Note 6(x))
Basic earnings per share (NT dollars)
Diluted earnings per share(NT dollars)
For the three months ended
September 30
For the three months ended
September 30
For the three months ended
September 30
For the nine months ended
September 30
For the nine months ended
September 30
For the nine months ended
September 30
%

100

29
2019 %

100
33
2018 %

100

33
2019
Amount
%

5,830,439 100

1,916,636
33
2018
Amount
$ 1,746,163
579,171
Amount Amount

5,663,997
1,662,378

1,793,956
585,113

1,166,992
924,812
15,121

67

53
1


1,208,843

1,043,927
2,337


67

58

-


3,913,803 67

2,924,817
50
51,906
1

937,080
16


4,001,619

3,113,929
2,337


71

55
-

227,059
13 162,579
9
885,353
16

11,866
(90,909)
(216,122)

-
(1,896)

-

(6)
(12)
-
-


21,289

(22,421)

(98,601)
190
(8,569)


1

(2)

(5)

-

-


73,491 -

1,286,513 22

(726,714) (12)
-
-
5,518
-


58,443

(118,694)

(314,417)
(19,087)
(80,859)


1

(3)

(6)

-

(1)

(297,061)
(18)
(108,112)


(6)


638,808
10

(474,614)



(9)


(70,002)
51,985


(5)
3


54,467
59,634



3

3



1,575,888 26

246,305
4


410,739
289,497



7

5

(121,987)
(8)
(5,167)


-

1,329,583
22

121,242


2

-

-
-

(322,331)
(533)
(312)
-
-
-

33,625
-

2
-


-
-
-
-

33,625
-


1
-
- 33,625 2
-
-
33,625
1
(18)

-

-
-

(415,836)
-
13,426
-
(24)
-

1
-

(166,141) (3)
2,523
-

15,216
-
-
-


(173,279)
-
38,930
-


(3)
-

1
-
(323,176)
(18) (402,410)
(23)
(148,402)
(3)
(134,349)
(2)


(323,176)

(18)

(368,785)



(21)



(148,402)
(3)

(100,724)



(1)


$
(445,163)

(26)

(373,952)



(21)




1,181,181
19

20,518



1


$ (120,235)
(1,752)


(8)
-


1,761
(6,928)



-

-


1,204,321 20
125,262
2


(7,293)
128,535


-

2

$
(121,987)
(8)
(5,167)


-

1,329,583


22

121,242


2

$ (307,584)
(137,579)

(18)
(8)


(193,505)
(180,447)

(11)

(10)


1,160,579
19

20,602
-


11,206
9,312


-

1

$
(445,163)

(26)

(373,852)



(21)



1,181,181
19

20,518


1


$

(0.19)


0.00



1.91

(0.01)
$ (0.19) 0.00
1.69

(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 nine months ended September 30, 2019 and 2018

(Expressed in Thousands of New Taiwan Dollars)

Balance at January 1, 2018
Profit (loss) for the nine months ended September 30, 2018
Other comprehensive income for the nine months ended September 30, 2018
Total comprehensive income for the nine months ended September 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 September 30, 2018
Balance at January 1, 2019
Effects of retrospective application and retrospective restatement
Equity at beginning of period after adjustments
Profit for the nine months ended September 30, 2019
Other comprehensive income for the nine months ended September 30, 2019
Total comprehensive income for the nine months ended September 30, 2019
Appropriation and distribution of retained earnings:
Legal reserve appropriated
Cash dividends of ordinary share
Reversal of special reserve
Due to recognition of equity component of convertible bonds issued
Changes in equity of associates accounted for using equity method
Proceeds from disposal of investments accounted for using equity method
Changes in ownership interests in subsidiaries
Changes in non-controlling interests
Balance at September 30, 2019
Equityattributable to o Equityattributable to o Equityattributable to o wners ofparent wners ofparent wners ofparent

Non-controll
inginterests
Share capital Capital
surplus
Retained earnings Total other equityinterest Total equity
attributable to
owners of
parent
Common
stock
Legal
reserve
Special
reserve
Unappropriated
retained
earnings

Total
retained
earnings
Exchange
differences on
translation of
foreign
financial
statements
Revaluation
surplus
Equity related
to non-current
assets
classified as
held for sale
$ 6,308,832 1,898,430
107,468
-
565,662
673,130
(336,136)
-
-

-
-


-
-
-
-
-
-



(7,293)
(7,293)
-
-
-
-
-
(13,306)
31,805
-
- -
-
-


(7,293)
(7,293)
(13,306)
31,805
-
-
-
-
-
-
-




-
-
56,496
-
(56,496)
-
-
-
-
-
-
336,136
(336,136)
-
-
-
-
3,332
-
-
-
-
-
-
-
2,358
-
-
-
-
-
-
-
25,200
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
$
6,308,832
1,929,320
163,964
336,136
165,737
665,837
(349,442)
31,805
-

$ 6,308,832
-
6,308,832 1,953,436
163,964
336,136



(373,644)
126,456
(266,508)
-
35,656

-
-



-
-
-
-
-
-
- -
-
-



1,204,321
1,204,321
(46,123)
-
2,381
1,160,579
-
-
-
-
-
-
-
-
$
6,308,832

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 nine months ended September 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
Impairment loss on non-current assets classified as held for sale
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
Gain on disposal of share of profit of associates accounted for using equity method
Impairment loss on non-financial assets
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
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 nine months ended
September 30
2019
2018
$ 1,575,888
410,739
1,516,298
676,681
30,592
38,995
51,906
21,424
(12,321)
13,844
726,714
314,417
7,738
-
(70,187)
(52,842)
(3,304)
(5,601)
30,604
-
(5,518)
80,859
9,491
9,357
(217,213)
-
(2,950)
8,297
(1,002,072)
-
-
89,909
-
115,355
For the nine months ended
September 30
2019
2018
$ 1,575,888
410,739
1,516,298
676,681
30,592
38,995
51,906
21,424
(12,321)
13,844
726,714
314,417
7,738
-
(70,187)
(52,842)
(3,304)
(5,601)
30,604
-
(5,518)
80,859
9,491
9,357
(217,213)
-
(2,950)
8,297
(1,002,072)
-
-
89,909
-
115,355
2019
$ 1,575,888
1,516,298
30,592
51,906
(12,321)
726,714
7,738
(70,187)
(3,304)
30,604
(5,518)
9,491
(217,213)
(2,950)
(1,002,072)
-
-
1,059,778
1,310,695

(343,986)
531,629
14,820
25,483
47,514
(3,128)
(1,969)
(1,759,658)
(184,597)
(10,892)
(13)
-


319,390

(353,381)

(39,004)

14,642

(33,067)

(7,067)

70,296

(1,894,796)

(80,939)

13,042

(3,530)
(75,533)
(625,019)
(759,252)

950,869
107,003
3,304
(716,207)
(345,807)


(348,513)

40,370

5,601

(313,805)
(329,985)

(838)

(946,332)

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 nine months ended September 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
Proceeds from disposal 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 subsidiaries
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
Increase in other receivables
Decrease in other receivables
Acquisition of intangible assets
Proceeds from disposal of intangible assets
Decrease in receivables (transfer of stock equity and prepaid investment)
Decrease 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 (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
subsidiaries'cash dividends paid
subsidiaries'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
-
(440,109)
458,426
-
(147,424)
(751,594)
1,872,546
134,670
6,183
-
463,360
-
(502,633)
(637,442)
22,088
42,732
(40,268)
-
-
208,523
(17,430)
(126,558)
-
675
-
17,449
(197,797)
(167,917)
(21,418)
(27,627)
(411,281)
(287,494)
-
(10,330)

1,484,352
(2,045,022)


(362,475)
831,908
35
31
1,542,300
-
(1,000,000)
-
863,613
2,532,176
(2,913,885)
(3,644,602)
(123,453)
166,900
(665,594)
-
(150,582)
(99,642)
31,402
-
-
(20,667)
-
3,332

(2,778,639)
(230,564)


(12,467)
829

(1,307,592)
(3,221,089)
5,468,507
6,979,583


$
4,160,915
3,758,494

(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

September 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 November 13, 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.

In addition, the Group has transition to IFRS 16 using the following expediency practices:

  • (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:

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

(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:

Effective date per New, Revised or Amended Standards and Interpretations IASB Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets Effective date to be Between an Investor and Its Associate or Joint Venture” determined by IASB IFRS 17 “Insurance Contracts” January 1, 2021 Amendments to IFRS 9, IAS 39 and IFRS 7“Interest Rate Benchmark January 1, 2020 Reform”

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 Shareholding Note
September
30, 2019
December
31, 2018
September
30, 2018
First Steamship Co.,
Ltd.
First Steamship Co.,
Ltd.
First Steamship Co.,
Ltd.
First Steamship Co.,
Ltd.
First Steamship Co.,
Ltd.
First Steamship Co.,
Ltd.
First Steamship Co.,
Ltd.
Yee Shin
Investment Co., Ltd
Royal Sunway
Development Co.,
Ltd.
First Steamship
S.A.
First Steamship
S.A.
First Steamship
S.A.
First Steamship
S.A.
First Steamship
S.A.

Yee Shin Investment
Co., Ltd.

Yee young Co., Ltd.

Royal Sunway
Development Co., Ltd.

First Steamship S.A.

Grand Ocean Retail
Group Ltd.

First Mariner Holding
Ltd.

New Urban Investments
Ltd.
Grand Ocean Retail
Group Ltd.
Lan Hai Engineering
Consultants Ltd.
Longevity Navigation
S.A.
Praise Maritime S.A.
Best Steamship S.A.
Grand Steamship S.A.
Ahead Capital Ltd.
General investing
Real estate
development, rental
and leasing of
building
Real estate
development, rental
and leasing of
building
International
transportation and
shipping agency
Investment holding
company
Investment holding
company
Investment holding
company
Investment holding
company
Engineering
Consultancy
International
transportation and
shipping agency
International
transportation and
shipping agency
International
transportation and
shipping agency
International
transportation and
shipping agency
Investment holding
company
100.00%

- %

55.00%
100.00%
3.70%
100.00%
100.00%
2.21%
- %
100.00%
100.00%
100.00%
100.00%
100.00%

100.00%
100.00%

100.00%
100.00%

55.00%
55.00%

100.00%
100.00%

3.82%
3.82%

100.00%
100.00%

100.00%
100.00%

2.29%
2.29%

70.00%
70.00%

100.00%
100.00%

100.00%
100.00%

100.00%
100.00%

100.00%
100.00%

100.00%
100.00%
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries. On July 1, 2019, it
has being merged, which has
completed the registration
process.
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries. In May 2019, it
decided to reduce the capital of
1,090 shares.
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries and it also disposed
on July 25, 2019
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries
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 Shareholding Note
September
30, 2019
December
31, 2018
September
30, 2018
First Steamship
S.A.
First Steamship
S.A.
First Steamship
S.A.
First Steamship
S.A.
First Steamship
S.A.
First Steamship
S.A.
First Steamship
S.A.
First Steamship
S.A.
First Steamship
S.A.
First Steamship
S.A.
First Steamship
S.A.
Ahead Capital Ltd.
First Mariner
Holding Ltd.
First Mariner
Holding Ltd.
First Mariner
Capital Ltd.
First Mariner
Capital Ltd.
First Mariner
Capital Ltd.
Mariner Capital Ltd.
Media Assets Global
Ltd.
Black Sea Steamship
S.A.
Ship Bulker Steamship
S.A.
Nature Sources Ltd.
Grand Ocean Retail
Group Ltd.
Reliance Steamship S.A.
Alliance Steamship S.A.
Sure Success Steamship
S.A.
Heritage Riches Ltd.
Shining Steamship
International S.A.
Excellent Steamship
International S.A.
Grand Ocean Retail
Group Ltd.
First Mariner Capital
Ltd.
Mariner Far East Ltd.
Mariner Capital Ltd.
Mariner Finance Ltd.
Morton Securities Ltd.
Mariner Finance Ltd.
Investment holding
company
International
transportation and
shipping agency
International
transportation and
shipping agency
Investment holding
company
Investment holding
company
International
transportation and
shipping agency
International
transportation and
shipping agency
International
transportation and
shipping agency
Investment holding
company
International
transportation and
shipping agency
International
transportation and
shipping agency
Investment holding
company
Investment holding
company
Investment holding
company
Investment holding
company
Loan company
Securities and
Securities
underwriting
company
Automobile
Finance leasing
company
100.00%
100.00%
100.00%
100.00%
46.83%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
1.79%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%

100.00%

100.00%

100.00%

100.00%

48.38%

100.00%

100.00%

100.00%

100.00%

- %

- %

1.85%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

48.38%

100.00%

100.00%

100.00%

100.00%

- %

- %

1.85%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries and reduced 19,500
shares on April 29, 2019
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries

13

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

Name of
Investor
Name of
Subsidiary
Principal
activity
Shareholding Shareholding Note
September
30, 2019
December
31, 2018
September
30, 2018
Mariner Finance
Ltd.
Mariner Finance
Ltd.
Mariner Finance
Ltd.
Mariner Finance
Ltd.
Mariner Finance
Ltd.
Mariner Finance
Ltd.
Mariner Finance
Ltd.
Mariner Finance
Ltd.
Mariner Finance
Ltd.
Mariner Finance
Ltd.
Mariner Finance
Ltd.
Mariner Finance
Ltd.
Mariner Finance
Ltd.
Mariner Finance
Ltd.
Mariner Finance
Ltd.
Mariner Finance
Ltd.
Mariner Finance
Ltd.
Mariner Finance
Ltd.
Mariner Finance
Ltd.
Shanghai Youxin Car
Leasing Ltd.
Suzhou Youcheng Car
Leasing Ltd.
Nanjing Youcheng Car
Leasing Ltd.
Nantong Youcheng Car
Leasing Ltd.
Huaian Youcheng Car
Leasing Ltd.
Hefei Youxin Car
Leasing Ltd.
Wuhan Youxin Car
Leasing Ltd.
Qingdao Youcheng Car
Leasing Ltd.
Weifang Youcheng Car
Leasing Ltd.
Chongqing Youren Car
Leasing Ltd.
Fuzhou Youli Car
Leasing Ltd.
Dongguan Youcheng
Car Leasing Ltd.
Guangzhou Youqiang
Car Leasing Ltd.
Ningbo Youren Car
Leasing Ltd.
Changsha Youli Car
Service Ltd.
Xian Youcheng Car
Leasing Ltd.
Xiamen Youhon Car
Leasing Ltd.
Chengdu Youcheng Car
Leasing Ltd.
Xuzhou Youhon Car
Leasing Ltd.
Automobile
Finance leasing
company
Automobile
Finance leasing
company
Automobile
Finance leasing
company
Automobile
Finance leasing
company
Automobile
Finance leasing
company
Automobile
Finance leasing
company
Automobile
Finance leasing
company
Automobile
Finance leasing
company
Automobile
Finance leasing
company
Automobile
Finance leasing
company
Automobile
Finance leasing
company
Automobile
Finance leasing
company
Automobile
Finance leasing
company
Automobile
Finance leasing
company
Automobile
Finance leasing
company
Automobile
Finance leasing
company
Automobile
Finance leasing
company
Automobile
Finance leasing
company
Automobile
Finance leasing
company
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

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

14

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

Name of
Investor
Name of
Subsidiary
Principal
activity
Shareholding Shareholding Shareholding Note
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries and it also completed
liquidation in October 2018
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries
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.
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries
The company directly (indirectly)
holds more than 50% of its
subsidiaries
September
30, 2019
December
31, 2018
September
30, 2018
Mariner Finance
Ltd.
Mariner Finance
Ltd.
Mariner Finance
Ltd.
Mariner Finance
Ltd.
Mariner Finance
Ltd.
Mariner Finance
Ltd.
Mariner Finance
Ltd.
Grand Ocean Retail
Group Ltd.
Grand Citi Ltd.
Grand Ocean
Department Store
Group Ltd.
Grand Ocean
Department Store
Group Ltd.
Grand Ocean
Department Store
Group Ltd.
Grand Ocean
Department Store
Group Ltd.
Grand Ocean
Department Store
Group Ltd.
Grand Ocean
Department Store
Group Ltd.
Zayton Grand
Ocean Department
Store Co., Ltd.
Lianyungang Youren
Car Service Ltd.
Jinhua Youcheng Car
Leasing Ltd.
Suqian Youcheng Car
Leasing Ltd.
Jinan Youli Car Leasing
Ltd.
Yancheng Youcheng
Car Leasing Ltd.
Zhuzhou Youcheng Car
Leasing Ltd.
Zhongshan Youcheng
Car Rental Co., Ltd.
Grand Citi Ltd.
Grand Ocean
Department Store Group
Ltd.
Suzhou Grand Ocean
Department Store Co.,
Ltd.
Nanjing Grand Ocean
Department Store Co.,
Ltd.
Fuzhou Zhongcheng
Grand Ocean
Department Store Co.,
Ltd.
Zayton Grand Ocean
Department Store Co.,
Ltd.
Shanghai Jing Xuan
Business Management
Co., Ltd.
Fuzhou Jiaruixing
Commercial
Management Co., Ltd.
Wuhan Zhongshan
Grand Ocean
Department Store Co.,
Ltd.
Automobile
Finance leasing
company
Automobile
Finance leasing
company
Automobile
Finance leasing
company

Automobile
Finance leasing
company
Automobile
Finance leasing
company
Automobile
Finance leasing
company
Automobile
Finance leasing
company
Investment holding
company
Trading of
cosmetics,
furnishings, etc.
Trading of
cosmetics,
furnishings, etc.
Trading of
cosmetics,
furnishings, etc.
Trading of
cosmetics,
furnishings, etc.
Trading of
cosmetics,
furnishings, etc.
Trading of
cosmetics,
furnishings, etc.
Management
consulting
business, and
trading of
cosmetics,
furnishings, etc.
Trading of
cosmetics,
furnishings, etc.
100.00%
100.00%
100.00%
100.00%
100.00%
- %
100.00%
100.00%
100.00%
86.67%
100.00%
100.00%
100.00%
100.00%
100.00%
30.00%

100.00%

100.00%

100.00%

100.00%

100.00%

- %

100.00%

100.00%

100.00%

86.67%

100.00%

100.00%

100.00%

100.00%

100.00%

30.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

100.00%

86.67%

100.00%

100.00%

100.00%
100.00%

100.00%

30.00%

15

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

Name of
Investor
Name of
Subsidiary
Principal
activity
Shareholding Shareholding Note
September
30, 2019
December
31, 2018
September
30, 2018
Nanjing Grand
Ocean Department
Store Co., Ltd.
Nanjing Grand
Ocean Department
Store Co., Ltd.
Nanjing Grand
Ocean Department
Store Co., Ltd.
Fuzhou Zhongcheng
Grand Ocean
Department Store
Co., Ltd.
Fuzhou Zhongcheng
Grand Ocean
Department Store
Co., Ltd.
Fuzhou Zhongcheng
Grand Ocean
Department Store
Co., Ltd.
Fuzhou Grand
Ocean Department
Store Co., Ltd.
Wuhan Zhongshan
Grand Ocean
Department Store
Co., Ltd.
Wuhan Zhongshan
Grand Ocean
Department Store
Co., Ltd.
Wuhan Zhongshan
Grand Ocean
Department Store
Co., Ltd.
Wuhan Zhongshan
Grand Ocean
Department Store
Co., Ltd.
Wuhan Zhongshan
Grand Ocean
Department Store
Co., Ltd.
Wuhan Zhongshan
Grand Ocean
Department Store
Co., Ltd.
Wuhan Guanggu
Grand Ocean
Department Store
Co., Ltd.
Suzhou Grand Ocean
Department Store Co.,
Ltd
Nanjing Grand Ocean
Department Hefei Store
Co., Ltd.
Fuzhou Tiandi Grand
Ocean Department Store
Co., Ltd.

Fuzhou Grand Ocean
Department Store Co.,
Ltd.

Fuzhou Tiandi Grand
Ocean Department Store
Co., Ltd.

Wuhan Zhongshan
Grand Ocean
Department Store Co.,
Ltd.
Fuzhou Tiandi Grand
Ocean Department Store
Co., Ltd.
Wuhan Guanggu Grand
Ocean Department Store
Co., Ltd.
Xiangtan Grand Ocean
Department Store Co.,
Ltd.
Chongqing Guanggu
Grand Ocean
Department Store Co.,
Ltd.
Wuhan Longyang Grand
Ocean Department Store
Co., Ltd.
Hengyang Grand Ocean
Department Store Co.,
Ltd.
Shiyan Ocean Modern
Shopping Co., Ltd.
Xiangtan Grand Ocean
Department Store Co.,
Ltd.
Trading of
cosmetics,
furnishings, etc.
Trading of
cosmetics,
furnishings, etc.
Trading of
cosmetics,
furnishings, etc.
Trading of
cosmetics,
furnishings, etc.
Trading of
cosmetics,
furnishings, etc.
Trading of
cosmetics,
furnishings, etc.
Trading of
cosmetics,
furnishings, etc.
Trading of
cosmetics,
furnishings, etc.
Trading of
cosmetics,
furnishings, etc.
Trading of
cosmetics,
furnishings, etc.

Trading of
cosmetics,
furnishings, etc.
Trading of
cosmetics,
furnishings, etc.
Trading of
cosmetics,
furnishings, etc.
Trading of
cosmetics,
furnishings, etc.
6.66%
100.00%
57.13%
100.00%
14.29%
70.00%
14.29%
100.00%
50.00%
50.00%
50.00%
100.00%
100.00%
50.00%

6.66%

100.00%

- %

100.00%

50.00%

70.00%

50.00%

100.00%

50.00%

50.00%

50.00%

100.00%

100.00%

50.00%

6.66%

100.00%

- %

100.00%

50.00%

70.00%

50.00%

100.00%

50.00%

50.00%

50.00%

100.00%

100.00%

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

Name of
Investor
Name of
Subsidiary
Principal
activity
Shareholding Shareholding Note
September
30, 2019
December
31, 2018
September
30, 2018
Wuhan Guanggu
Grand Ocean
Department Store
Co., Ltd.
Wuhan Guanggu
Grand Ocean
Department Store
Co., Ltd.
Wuhan Guanggu
Grand Ocean
Department Store
Co., Ltd.
Wuhan Longyang
Grand Ocean
Department Store
Co., Ltd.
Nanjing Grand
Ocean Department
Hefei Store Co.,
Ltd.
Chongqing Guanggu
Grand Ocean
Department Store Co.,
Ltd.
Wuhan Longyang Grand
Ocean Department Store
Co., Ltd.
Yichang Grand Ocean
Department Store Co.,
Ltd.
Yichang Grand Ocean
Department Store Co.,
Ltd.
Fuzhou Tiandi Grand
Ocean Department Store
Co., Ltd.
Trading of
cosmetics,
furnishings, etc.

Trading of
cosmetics,
furnishings, etc.
Trading of
cosmetics,
furnishings, etc.
Trading of
cosmetics,
furnishings, etc.
Trading of
cosmetics,
furnishings, etc.
50.00%
50.00%
99.00%
1.00%
14.29%

50.00%

50.00%

99.00%

1.00%

- %

50.00%

50.00%

99.00%

1.00%

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

2. 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
Cash equivalents
Total
September 30,
2019
$ 34,075
3,884,240
176,814
65,786
$
4,160,915
December 31,
2018
49,601
5,397,402
21,504
-
5,468,507
September 30,
2018
55,895
3,681,228
21,371
-
3,758,494

Please refer to note 6(ab) 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
Financial products of bank
Total
Financial liabilities held-for-trading
Embedded derivatives
Call and put rights of convertible
bonds
September 30,
2019
$ 350,594
12,234
135,959
$
498,787
$ 2,468
December
31, 2018
140,466
11,502
-
September 30,
2018
145,605
13,064
-
158,669
-
151,968
-

20

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

  • (ii) The Group was resolved by the board of directors on July 22, 2019, through the subsidiary Mariner Far East Limited to invest in 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. As of September 30, 2019, the Group had completed the procedure of settlement.

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

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

  • (c) Current financial assets at amortized cost

Corporate bond September 30,
2019
$
-
December 31,
2018
921,600
September 30,
2018
**915,900 **
  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 and July 22, 2019, the Group's Board of Directors had agreed to Skyfame Realty Holdings Ltd. redemption US$ 12,800 thousand and US$ 17,200 thousand of unsecured corporate bond in advance. Moreover, the aforesaid amount in financing was zero, $ 468,163 thousand (US$ 15,240 thousand) and $ 462,390 thousand (US$ 15,145 thousand) as of September 30, 2019, December 31, 2018 and September 30, 2018.

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

21

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(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
September 30,
2019
$ 117,077
-
117,077
1,007,568
(156,213)
(62,790)
788,565
905,642
673,909
(53,987)
(38,424)
581,498
$
1,487,140
December 31,
2018
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
September 30,
2018

143,468
-
143,468



1,006,934

(161,088)
(10,473)

835,373

978,841



1,023,490

(90,865)
(10,645)

921,980

1,900,821

(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)
September 30, 2019 September 30, 2019 Loss allowance
provision
1,699
1,317
1,395
2,398
94,405
Gross carrying
amount of leases
payment receivable
Weighted-average
loss rate
$ 1,256,837
57,953
9,839
8,047
138,601
$
1,471,277
0.14%
2.27%
14.18%
29.8%
68.11%

101,214

22

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

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)
December 31, 2018 December 31, 2018 Loss allowance
provision
2,438
1,826
1,770
1,759
44,232
Gross carrying
amount of leases
payment receivable

52,025
Loss allowance
provision
8,261
391
35
1,188
11,243
Gross carrying
amount of leases
payment receivable
Weighted-average
loss rate
0.5%
0.5%
0.5%
10%
38.37%
$ 1,652,226
78,085
6,976
11,879
29,305
$
1,778,471

21,118
  • Note: As of September 30, 2019, December 31, 2018 and September 30, 2018 ,the Group had filed lawsuits for colleting the overdue receivables from leasing business with total amount of $ 73,115 thousand (CNY 16,671 thousand), $ 62,494 thousand (CNY 13,962 thousand) and $35,025 thousand (CNY 7,892 thousand). The Group assessed the recoverability of those overdue receivables, and recognized provision for allowance of $48,521 thousand (CNY 10,708 thousand), $ 36,143 thousand (CNY 7,927 thousand) and $ 8,021 thousand (CNY 1,747 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
September 30, 2019 September 30, 2019 September 30, 2019 Loss allowance
provision
-
Gross carrying
amount
Weighted-average
loss rate
$
90,791
-
December 31, 2018
Weighted-average
loss rate
Loss allowance
provision
-
Gross carrying
amount
Weighted-average
loss rate
$
339,792
-
September 30, 2018
Weighted-average
loss rate
Loss allowance
provision
-
Gross carrying
amount
$
82,457
Weighted-average
loss rate
-

23

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

  • 3) The loss allowance provision in shipping business department was determined as follows:
Current
Current
Current
September 30, 2019 September 30, 2019
Loss allowance
provision
-
Gross carrying
amount
Weighted-average
loss rate
$
24,402
-
December 31, 2018
Weighted-average
loss rate

Loss allowance
provision
-
Gross carrying
amount
Weighted-average
loss rate
$
24,718
-
September 30, 2018
Weighted-average
loss rate

Loss allowance
provision
-
Gross carrying
amount
$
31,730
Weighted-average
loss rate
-
  • 4) The loss allowance provision in Taiwan as of was determined as follows:
Current
Current
Current
September 30, 2019 September 30, 2019
Loss allowance
provision
-
Gross carrying
amount
Weighted-average
loss rate
$
1,884
-
December 31, 2018
Weighted-average
loss rate

Loss allowance
provision
-
Gross carrying
amount
Weighted-average
loss rate
$
20,992
-
September 30, 2018
Weighted-average
loss rate
Loss allowance
provision
-
Gross carrying
amount
Weighted-average
loss rate
$
29,281
-
  • (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 September 30, 2019 and 2018
For the nine months ended
September 30
2019
2018
$ 52,025
19,366
51,906
2,337
(2,717)
(585)
$
101,214
21,118
For the nine months ended
September 30
2019
2018
$ 52,025
19,366
51,906
2,337
(2,717)
(585)
$
101,214
21,118
For the nine months ended
September 30
2019
2018
$ 52,025
19,366
51,906
2,337
(2,717)
(585)
$
101,214
21,118
2019


$ 52,025
51,906
(2,717)

$
101,214

21,118

24

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

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

Below 1 year
to 2 year past due
to 3 year past due
Gross investment in the lease
Unearned revenue
Present value of minimum lease payments receivable
September 30,
2019
$ 1,007,568
533,857
140,052

1,681,477
(210,200)

$
1,471,277

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

December 31, 2018
Within operating cycle
Between operating cycle and 5 year
September 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

$
2,014,217

(247,693)

1,766,524

$ 1,006,934

1,023,490

(161,088)
(90,865)


845,846
932,625

$
2,030,424

(251,953)

1,778,471

(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:

September 30,2019

Resale company
CDIB International
Leasing Corp.
Transferred
accounts
receivable
amount
$
39,397
Credit
lines
43,858
Advanced
amount(recognized
under Short-term
borrowings)
30,169
Range of
interest
rates
Guarantee
item
6.5%
Accounts
receivables
Guarantee
item

25

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(e) Other receivables

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
September 30,
2019
$ 18,233
50,874
-
117,582
(18,233)
$
168,456
December 31,
2018
18,608
71,616
725,119
109,780
(18,608)
September 30,
2018
18,450
26,925
718,960
129,058
(18,450)
874,943
906,515
  • (i) The other receivables–loans arise from the demand of short-term financing by the car rental platform, and obtain collateral when necessary. 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 September 30, 2019 December 31, 2018 and September 30, 2018, the outstanding receivables were CNY 162,000 thousand ($ 710,492 thousand ,$ 725,119 thousand and $ 718,960 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.

27

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

  • (iii) 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 September 30, 2019、December 31, 2018 and September 30, 2018, the transfer amount that has not yet been received is $ 18,233 thousand (CNY 4,157 thousand), $ 18,608 thousand (CNY 4,157 thousand) and $ 18,450 thousand (CNY 4,175 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, on February 27, 2019 , the court first sentenced the Group to win the case. As the recovery of the aforementioned amount is still subject to the implementation of the award and the circumstances in which the debtor can be executed and after the Group’s assessment of recoverability of other receivables, the Group recognized all impairment loss in 、

    1. As of September 30, 2019 December 31, 2018 and September 30, 2018, the Group recognized impairment loss is CNY 4,157 thousand.

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 September 30, 2019 and 2018
For the nine months ended
September 30
2019
2018
$ 18,608
-
-
19,087
(375)
(637)
$
18,233
18,450
For the nine months ended
September 30
2019
2018
$ 18,608
-
-
19,087
(375)
(637)
$
18,233
18,450
2019
$ 18,608
-
(375)

$
18,233

18,450

(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 (aa).

  • (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 September 30, 2019 and December 31, 2018, the amount of the non-current assets to be disposed of and the related interests are as follows:

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
September 30,
2019
$ -
252,228
$
252,228
$ 5,504

33,894
$
39,398
December31,
2018
246,147
257,443
503,590
2,981
33,894
36,875

For the three months ended September 30, 2019, and for the nine months ended September 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 impairment loss of $ 92,067 thousand (US$ 2,971 thousand), and $7,738 thousand (US$ 249 thousand), under the other interests and losses of the consolidated income statement. Please refer to Note 6 (aa) for details.

The non-repetitive fair value and investment using the equity method is measured at $ 252,228 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 September 30, 2019, December 31, 2018 and September 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 September 30,
2019

$ 6,659
239,934
-
-
$
246,593
December 31,
2018
6,742
120,745
-
1,196,611
1,324,098
September 30,
2018

6,666

136,288
393,874
1,121,686
Beijing ShouHai International Economics
and Technology Consultant Service Co.,
Ltd.
Taiwan Environment Scientific Co., Ltd.
Sandmartin International Holdings Ltd.
Summit Ascent Holdings Ltd.

1,658,514

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:


are individually insignificant were as

follows:

follows:

follows:

follows:

follows:

follows:
Carrying amount of individually
insignificant associates’ equity
Attributable to the Group:
Gain(Loss) from continuing operations
Other comprehensive income
Total comprehensive income
September 30,
2019
December 31,
2018
September 30,
2018
$
246,593
1,324,098
1,658,514
For the three months ended
September 30
For the nine months ended
September 30
2019
2018
2019
2018
$ (1,896)
(8,569)
5,518
(80,859)
(312)
47,051
15,216
72,555
$
(2,208)
38,482
20,734
(8,304)
2018
(8,569)
47,051
2019
5,518
15,216

38,482

20,734
(8,304)
  • (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 $ 2,209,633 thousand (HKD 554,934 thousand), with par value of HKD 1.94, deduct the financing of $ 337,087 thousand when purchased, net cash flow in $ 1,872,546 thousand, and the gain on disposal was $ 1,002,072 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 $ 4,258 thousand that the Group will be reclassified as profit or loss in relation to the related enterprise and recognized in other comprehensive income statement and capital surplus $ 22,233 thousand.

  • (v) On August 30, 2019 and March 5, 2018, the Group subscribed to the private equity and the issuance of new shares of the investee, Taiwan Environment Scientific Co., Ltd., amounting to $ 147,424 thousand and $ 12,127 thousand. The Group recognizes increase of capital surplus due to not subscribing by shareholding percentage amounting to $ (9,804) thousand , retain earnings amounting to $(6,064) thousand and capital surplus to $ 2,358 thousand.

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

As of September 30, 2019 and 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. Except for Taiwan Environment Scientific Co., Ltd. has reviewed by CPA.

  • (vii) Guarantees

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

(h) Loss of control of subsidiaries

On July 25, 2019 the Group lost controlling power on Lan Hai Engineering Consultants Ltd. by selling 70% of the equity. The proceeds from disposal were $10,900 thousand, with gain on disposal of $2,950 thousand, the payment was received.

The carrying amount of the assets and liabilities of Lan Hai Engineering Consultants Ltd. on July 25, 2019 were as follows:

Cash and cash equivalents
Accounts receivable
Other receivable
Current tax assets
Other current assets
Property, plant and equipment
Other non-current financial assets
Other payables
Current tax liabilities
Carry amount of net assets of former subsidiary
$ 4,717
9,124
6
229
28
488
221
(3,112)
(344)

$
11,357

(i) Material non-controlling interests of subsidiaries

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

Name of Subsidiary
GRAND OCEAN RETAIL
GROUP LTD.
Mainoperation/ Percentage of non-controlling interests Percentage of non-controlling interests Percentage of non-controlling interests
place September 30,
2019

45.47%
December 31,
2018
September 30,
2018
China/Cayman Islands 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.

31

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(i) Collective financial information of Grand Ocean Retail Group Ltd.

September 30,
2019
December 31,
2018
September 30,
2018
Current assets
$ 4,454,456
7,695,337
5,727,477
Non-current assets
20,906,783
13,239,338
13,266,707
Current liabilities
(6,428,875)
(7,194,719)
(5,818,705)
Non-current liabilities
(10,168,068)
(3,910,056)
(3,613,095)
Non-controlling interests
(1,996)
(304)
(2,942)
Net assets
$
8,762,300
9,829,596
9,559,442
Non-controlling interests
$
3,984,218
4,291,602
4,173,652
For the three months ended
September 30
For the nine months ended
September 30
2019
2018
2019
2018
Sales revenue
$
1,391,295
1,347,883
4,722,915
4,515,909
Profit
$ 78
(17,130)
286,769
306,805
Other comprehensive income
(298,331)
(395,887)
(223,574)
(272,164)
Comprehensive income (loss)
$
(298,253)
(413,017)
63,195
34,641
Profit (loss), attributable to non-controlling interests
$
(1,785)
(9,428)
125,265
133,226
Comprehensive income (loss), attributable to
non-controlling interests
$
(137,548)
(182,885)
20,669
14,002
For the nine months ended
September 30
2019
2018
Net cash flows from operating activities
$ (223,366)
(831,371)
Net cash flows from investing activities
(403,784)
(1,181,733)
Net cash flows from financing activities
(1,068,528)
(953,219)
Effect of exchange rate changes
(48,314)
(70,547)
Net decrease in cash and cash equivalents
$
(1,743,992)
(3,036,870)
September 30,
2018
5,727,477
13,266,707
(5,818,705)
(3,613,095)
(2,942)

9,559,442

32

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(j) Property, plant and equipment

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

Cost or deemed cost:
Balance at January 1, 2019
Additions
Other reclassifications
Disposals and obsolescence
Effect of change in foreign
exchange rates
Balance at September 30, 2019
Balance at January 1, 2018
Additions
Other reclassifications
Disposals and obsolescence
Effect of change in foreign
exchange rates
Balance at September 30, 2018
Depreciation and impairment loss:
Balance at January 1, 2019
Depreciation
Disposals and obsolescence
Effect of change in foreign
exchange rates
Balance at September 30, 2019
Balance at January 1, 2018
Depreciation
Disposals and obsolescence
Impairment loss
Effect of change in foreign
exchange rates
Balance at September 30, 2018
Carrying amounts:
Balance at January 1, 2019
Balance at September 30, 2019
Balance at January 1, 2018
Balance at September 30 2018
Land
$ 126,409
-
-
-
-
Buildings
3,795,849
92
26,288
-
(75,660)
3,746,569
3,869,781
7,541
-
-
(100,012)
3,777,310
398,011
70,604
-
(9,785)
458,830
330,525
57,992
-
-
(9,872)
378,645
3,397,838
3,287,739
3,539,256
3,398,665
Transportation
equipment

118,527
56,637
-
(55,809)
(2,115)
117,240
183,662
32,151
-
(72,375)
(3,068)
140,370
71,629
17,684
(35,390)
(692)
53,231
91,496
20,572
(29,665)
189
(1,823)
80,769
46,898
64,009
92,166
59,601
Vessels
8,152,699
-
-
-
79,616
Office
equipment
320,672
12,505
1,309
(72,818)
(4,330)
257,338
323,543
11,451
332
(12,315)
(8,054)
314,957

238,024
19,282
(71,203)
(2,911)
Leasehold
Improvement
7,485,417
101,390
131,880
(510,234)
(141,669)
Construction
inprogress
129,957
230,373
(159,477)
-
(5,158)
195,695
201,690
320,427
(326,419)
-
(5,090)
190,607

-
-

-
-
-

-

-
-

-
-
-
129,957
195,695
201,690
190,608
Total

20,129,530
400,997

-
(638,861)
(149,316)
$
126,409
8,232,315 7,066,784 19,742,350
$ 126,409
-
-
-
-
7,902,335
905
-
-
199,036
6,906,844
181,701

326,087

(19,787)
(196,760)
19,514,264
554,176
-
(104,477)
(113,948)
$
126,409
$ -
-
-
-
8,102,276 7,198,086 19,850,015
1,577,649
253,633
-
15,096

4,416,711
320,342
(500,201)
(82,915)
4,153,937
6,702,024
681,545
(606,794)
(81,207)
$
-
1,846,378 183,192

228,357
19,987
(10,741)
-
(6,021)
231,582
82,648
6,695,568
$ -
-
-
-
-
1,205,218
244,339
-
-
35,226

3,830,145
331,676
(11,982)
89,720
(113,560)
5,685,741
674,566
(52,388)
89,909
(96,050)
$
-
1,484,783 4,125,999
3,068,706
2,912,847
3,076,699
3,072,086
6,301,778
$
126,409
6,575,050 13,427,506
$
126,409
6,385,937
74,146
95,186
13,046,782
$
126,409
6,697,117 13,828,523
$
126,409
6,617,493
83,375
13,548,237
  • (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 $ 89,909 thousand (CNY 19,583 thousand).

  • (ii) As of September 30, 2019, December 31, 2018 and September 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 $ 182,498 thousand, $ 286,652 thousand and $ 249,158 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(aa) 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 September 30, 2019, December 31, 2018 and September 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.

(k) 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 September 30, 2019
Depreciation:
Balance at January 1, 2019
Depreciation
Lease modifications
Effect of change in foreign
exchange rates
Balance at September 30, 2019
Carrying amounts::
Balance at September 30, 2019
Land Buildings Machine and
transportation
equipment
-
55,964
6,052
-
(1,279)
60,737
-
5,332
-
(157)
5,175
55,562
Total
-
11,009,298
10,671
(57,822)
(219,853)
$ -
3,378,465
-
-
(68,151)
$
3,310,314
$ -
75,211
-
(2,416)
$72,795
$ 3,237,519
-
7,574,869
4,619
(57,822)
(150,423)
7,371,243
-
753,480
(140)
(23,930)
729,410
6,641,833

10,742,294
-
834,023
(140)
(26,503)

807,380
9,934,914

(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 $ 57,136 thousand for the right-of-use asset cost and lease liability, please refer to Note 6 (s) 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 September 30, 2018,please refer to note 6(t) for further detail.

34

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

(l) Investment properties

Cost or deemed cost:
Balance at January 1, 2019
Balance at September 30, 2019
Balance at January 1, 2018
Balance at September 30, 2018
Accumulated depreciation and impairment
losses:
Balance at January 1, 2019
Depreciation
Balance at September 30, 2019
Balance at January 1, 2018
Depreciation
Balance at September 30, 2018
Carrying amounts:
Balance at January 1, 2019
Balance at September 30, 2019
Balance at January 1, 2018
Balance at September 30, 2018
Owned property property Total
166,020
Land and
improvement
Buildings
$ 115,769 50,251
50,251
135,322
135,322
21,038
730
21,768
54,549
2,115
56,664
29,213
28,483
80,773
78,658
$
115,769
166,020
$ 313,005 448,327
$
313,005
448,327
$ -
-
21,038
730
$
-
21,768
$ -
-
54,549
2,115
$
-
56,664
$
115,769
144,982

$
115,769

144,252

$
313,005

393,778

$
313,005

391,663

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 September 30, 2019, December 31, 2018 and September 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

(m) 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 September 30, 2019
Balance at January 1, 2018
Additions-parent company only
Disposals
Effect of change in foreign
exchange rates
Balance at September 30, 2018
Accumulated amortization and
impairment loss:
Balance at January 1, 2019
Amortization
Effect of change in foreign
exchange rates
Balance at September 30, 2019
Balance at January 1, 2018
Amortization
Effect of change in foreign
exchange rates
Balance at September 30, 2018
Carrying amounts:
Balance at January 1, 2019
Balance at September 30, 2019
Balance at January 1, 2018
Balance at September 30, 2018
Goodwill Trademark License Plate Other

80,545
17,430
(2,039)
95,936

60,716
16,658
-
(1,907)
75,467

58,710
6,954
(1,263)
64,401

51,147
6,399
(1,313)
56,233
21,835
30,535
9,569
19,234
Total
2,283,692
17,430
(33,402)
$ 1,396,645

-
(27,984)

430,575
-
4,204
434,779

417,399
-
-
10,513
427,912
-
-
-
-
-
-
-
-
430,575
434,779
417,399
427,912

375,927
-
(7,583)
368,344

273,176
109,900
(675)
(10,810)
371,591
5,242
-
(106)
5,136
5,337
-
(140)
5,197
370,685
363,208
267,839
366,394

$
1,368,661
2,267,720

$ 1,421,771

-
-
(36,978)
2,173,062
126,558
(675)
(39,182)

$
1,384,793
2,259,763

$ 6,318
-
62
70,270
6,954
(1,307)
$
6,380
75,917

$ 6,125
-
154
62,609
6,399
(1,299)
$
6,279
67,709

$
1,390,327
2,213,422

$
1,362,281
$
1,415,646
2,191,803
2,110,453

$
1,378,514
2,192,054

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 September 30, 2019 and 2018, and for the nine months ended September 30, 2019 and 2018:

Operating expenses For the three months ended
September 30
For the three months ended
September 30
For the nine months ended
September 30
For the nine months ended
September 30
2019
$
2,876
2018 2019
6,954
2018
6,399
  • (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.

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

Other financial assets-current
Deposits-out for lease
Restricted deposits
Time deposits
Deposits-ready to transaction
Others
Other financial assets-non-current
Deposits-out for lease
Restricted deposits
Investment and guarantee deposits
Others
Time deposits
September 30,
2019
$ 69,069
529,982
198,528
4,287
1,606
$
803,472
$ 167,092
33,021
710,492
22,759
$
933,364
December 31,
2018
3,900
296,279
-
310,028
3,707
613,914
239,621
255,084
-
31,355
526,060
September 30,
2018
September 30,
2018
3,122
427,939
-
314,074
22,554
767,689
225,087
255,075
-
25,802
505,964

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

  • (ii) As of September 30, 2019, December 31, 2018 and September 30, 2018, the Group has collected receipts in advance for securities brokerage business, amounting to $ 4,287 thousand, $ 310,028 thousand and $ 314,074 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

(o) Short-term borrowings

(o)
Short-term borrowings
Unsecured bank loans
Secured bank loans
Other unsecured loans
Other secured loans
Total
Unused credit lines
Range of interest rates
September 30,
2019
$ 1,071,583
1,714,553
234,639
134,707
$
3,155,482
$
870,730
1.35%~9.5%
December 31,
2018
1,253,516
1,694,854
591,918
-
3,540,288
750,000
1.5%~7%
September 30,
2018
1,453,685
1,621,055
545,027
-
3,619,767
689,469
1.5%~7%

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

(p) 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
September 30,
2019
$ 2,908,518
2,338,112
(1,972,169)
$
3,274,461
$
2,208,778
1.35%~9.5%

(i) Lending and repayment of loans

For the nine months ended September 30, 2019 and 2018, the Group proceeded from long-term borrowings amounting to $863,613 thousand and $2,532,176 thousand, respectively and the repayment amounted to $2,913,885 thousand and $3,644,602 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). On August 13, 2019, the Group has repaid the loan in advance.

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(ab).

(q) Bonds payable

The information of bonds of the Group were as follows:

Total ordinary bonds issued
Total convertible bonds issued
Less: Current portion
September 30,
2019
December 31,
2018
2,000,000
-
(997,668)
-
(4,664)
997,668
-
-
September 30,
2018
2,000,000
-
(997,279)
-
(5,442)
Cumulative redeemed amount

997,279

-
-
Embedded derivative instruments – call and put
rights, included in financial liabilities(at fair value
through profit or loss)
Interest expense
For the three months ended
September 30
For the three months ended
September 30
For the nine months ended
September 30
For the nine months ended
September 30
2019 2018
-
2019 2018
-
(27,457)
$ 1,388
$ ( 27,343)
4,010

(9,152)

(76,448)
  • (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

Item Overseas Guaranteed Convertible Bonds 2018
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 Trading
Days 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 early
redemption 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 usingtheprevailingexchange rate forpayment 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.

  • (r) 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
September 30,
2019
December 31,
2018
156,481
3,452,100
72,014
3,680,595
801,582
-
286,652
725,178
1,813,412
September 30,
2018
$ 168,568
1,632,530
102,367
$
1,903,465
$ -
63,088
182,498
666,107
$
911,693
70,442
2,081,588
84,059
2,236,089
737,839
-
249,158
446,212
1,433,209

41

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

(s) Lease liabilities

The information of lease liabilities of the Group were as follows:

September 30, 2019


September 30, 2019
Current
Non- Current
Expiration analysis, please refer to Note 6 (ab) for financial instruments.
$
907,317

$
8,492,498

For the nine months ended September 30, 2019, the Group increase of the lease liability for $ 10,671 thousand, decrease of lease modification for $ 57,682 thousand, please refer to Note 6 (k) for right-of-use assets.

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
September 30,2019
For the nine months end
September 30,2019
For the nine months end
September 30,2019
$
117,950
$
22,912
$
1,487
$
369,331
$
86,597
$
3,570

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

Total cash outflow for leases For the nine months end
September 30,2019
For the nine months end
September 30,2019
$
1,125,092

(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.

(t) Operating lease

(i) Long-term prepaid rental

Current
Non-current
Total
December 31,
2018
$ 190,207
3,279,198
$
3,469,405
September 30,
2018
231,174
3,298,169
3,529,343

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. This amount was transferred to the right-of-use asset when the IFRS16 was first applied on January 1, 2019.

(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
September 30,
2018
1,444,750
(43,542)
1,401,208
$ 1,445,566
(46,545)
$
1,399,021

As stated in Note6 (f), the subsidiary, Suzhou Grand Ocean Department Store Co., Ltd. lease expires early on February 15, 2019. Therefore, the long-term accounts payables of $ 98,709 thousand (CNY 21,449 thousand) were reversed and recognized as the deduction of the rental expenses for the second quarter of 2018.

(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 (j) 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
September 30,
2019
$ 549,848
299,475
164,153
137,000
137,000
190,674

$
1,478,150

September 30,
2019
$ 43,235
30,693
6,867

$
80,795

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
September 30,
2018
618,203
885,884
324,680
1,828,767
September 30,
2018
24,509
15,883

40,392

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:


ollows:
Bulk carriers For the three months end
September 30
2019
2018
$
8,761
5,140
For the nine months end
September 30
2018 2019
19,754
2018
5,140 15,627

(u) 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
September 30
For the three months end
September 30
For the nine months end
September 30
For the nine months end
September 30
2019
$
49
2018 2019 2018
968
291 148

(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 $ 15,146 thousand, $ 19,954 thousand, $ 47,878 thousand and $ 54,702 thousand for the three months ended September 30, 2019 and 2018 and the nine months ended September 30, 2019 and 2018, respectively.

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

Vacation liability September 30,
2019
December 31,
2018
11,171
September 30,
2018
$
10,946
11,076

45

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

(v) 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
September 30
For the three months ended
September 30
For the three months ended
September 30
For the nine months ended
September 30
For the nine months ended
September 30
2019
$ 52,108
-
-
42
52,150
2018 2019
237,687

13,767
2,469
(5,155)
248,768
2018

244,316
465

17,303
(421)
261,663

62,393
465
-
-
62,858

(6,613)
3,389

(165)
-

(2,463)
-
(2,463)
246,305


17,669
10,165
(165)
(3,224)

27,834

$
51,985

59,634

289,497

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 Development Co., Ltd.
**Approved year **
2016
2017
2017
2017

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

  • (w) 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 September 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
September 30,
2019
December 31,
2018
561,458
748,921
-
13,838
15,967
32,037
430,844
147,039
3,332
1,953,436
September 30,
2018
$ 561,458
748,921
96,902
13,838
15,967
-
430,844
79,656
3,332
$
1,950,918
561,458
748,921
-
13,838
15,967
8,175
430,590
147,039
3,332
1,929,320

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(q) for further details.

From January 1 to March 31, 2018, the Group 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

On June 28, 2019, the shareholder's meetings resolved to distribute the 2018 earnings. These earnings were appropriated as follows:

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

48

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

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 thousand 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 thousand 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.

The subsidiary Grand Ocean Retail Group Ltd., the transfer price deducting taxes was $ 153,776 thousand from January 1 to September 30, 2019 and were recognized as cost of share-based payments awards of $ 30,604 thousand , and capital surplus of $ 28,957 thousand .

  • 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 nine months ended
September 30
2019 2018

6,370
-
6,370
6,350
6,282

12,632

The proceeds from transferring treasury shares were recognized as prepaid salary for employees to execute subscription. As of September 30, 2019, December 31, 2018, and September 30, 2018, these prepaid salary amounting to $ 231,453 thousand, $ 115,276 thousand and $ 120,907 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

Exchange
differences on
translation of
foreign financial
statements
Equity
related to
non-current
assets
classified as
held for sale
Revaluation
surplus
Balance at January 1, 2019
$ (266,508)
35,656
-
Effects of retrospective application
-
-
-
Profit of non-controlling interests
-
-
-
Subsidiaries dividend declared
-
-
-
Changes in equity of subsidiaries
-
-
-
Exchange differences on
subsidiaries accounted for using
equity method
10,958
-
-
Reclassified to profit or loss on
disposal of subsidiaries accounted
for using equity method
4,258
-
-
Disposal of subsidiaries
-
-
-
Equity related to non-current assets
classified as held for sale
-
2,381
-
Exchange differences on foreign
operations
(61,339)
-
-
Balance at September 30, 2019
$ (312,631)
38,037
-
Balance at January 1, 2018
$ (336,136)
-
-
Profit of non-controlling interests
-
-
-
Subsidiary declares dividends
-
-
-
Difference between consideration
and carrying amount of
subsidiaries acquired or disposal
-
-
-
Exchange differences on
subsidiaries accounted for using
equity method
38,750
-
-
Real estate revaluation appreciation
of affiliates using equity method
-
-
31,805
Exchange differences on foreign
operations
(52,056)
-
-
Balance at September 30, 2018
$
(349,442)
-
31,805
Exchange
differences on
translation of
foreign financial
statements
Equity
related to
non-current
assets
classified as
held for sale
Exchange
differences on
translation of
foreign financial
statements
Equity
related to
non-current
assets
classified as
held for sale
Revaluation
surplus
Non-controlling
Interest
Total
4,367,340
(428,738)
125,262
(150,582)
251,763
-
-
(3,407)
142
(104,802)
4,056,978









4,136,488
(428,738)
125,262
(150,582)
251,763
10,958
4,258
(3,407)
2,523
(166,141)


38,037
-







3,782,384


$ (336,136)
-
-
-
-
-
-
-
38,750
-

-
-
(52,056)
-
-
-
-
-
-
31,805
-

4,382,386
128,535
(99,642)
(45,867)
180
1,820
(121,223)

4,246,189

4,046,250
128,535
(99,642)
(45,867)
38,930
33,625
(173,279)

$
(349,442)
**- **
31,805
3,928,552

51

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

(x) 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
September 30
2019
2018
$ (120,235)
1,761
For the three months ended
September 30
2019
2018
$ (120,235)
1,761
For the nine months ended
September 30
2019
2018
1,204,321
(7,293)
630,883
630,883
1.91
(0.01)
1,204,321
(7,293)
38,092
-
1,242,413
(7,293)
630,883
630,883
648
(Note)
102,588
-
734,119
630,883
1.69
(0.01)
For the nine months ended
September 30
2019
2018
1,204,321
(7,293)
630,883
630,883
1.91
(0.01)
1,204,321
(7,293)
38,092
-
1,242,413
(7,293)
630,883
630,883
648
(Note)
102,588
-
734,119
630,883
1.69
(0.01)
2019
1,204,321
630,883
1.91
1,204,321
38,092
1,242,413
630,883
648
102,588
734,119
1.69
$ (120,235)

630,883


630,883
0.00

$ (0.19)

(120,235)


(Note)
1,761
-
$ (120,235)
1,761
630,883
30
-
(7,293)
630,883
(Note)
-

630,883
(Note)
(Note)
630,883 630,913 630,883

$
(0.19)

0.00

(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

(y) Revenue from contracts with customers

(i) Disaggregation of revenue

For the three months ended September 30, 2019
Freight
department
Invest
department
Retail
department
Lease
department
Other
department
Primary geographical markets
Taiwan
$ -
1,208
-
-
-
China
-
-
1,391,295
70,883
-

Other
274,507
8,270
-
-
-
$
274,507
9,478
1,391,295
70,883
-

Major products/services lines

Commissions revenue (Retail
revenue – concessionaire
sales)
$ -
-
477,576
-
-
Commodity sales (Retail
revenue – direct sales)
-
-
415,060
-
-
Lease revenue (Note)
274,507
1,208
230,118
13,085
-
Financial lease interest income
(Note)
-
-
-
54,023
-
Service revenue and others
-
8,270
268,541
3,775
-
$
274,507
9,478
1,391,295
70,883
-

For the three months ended September 30, 2018
Freight
department
Invest
department
Retail
department
Lease
department
Other
department
Primary geographical markets
Taiwan
$ 888
-
-
1,974
32,375
China
-
-
1,347,883
77,944
-

Other
277,051
55,841
-
-
-
$
277,939
55,841
1,347,883
79,918
32,375

Major products/services lines
Commissions revenue (Retail
revenue – concessionaire
sales)
$ -
-
560,552
-
-
Commodity sales (Retail
revenue – direct sales)
-
-
354,799
-
-
Lease revenue (Note)
277,939
-
198,963
26,243
-
Financial lease interest income
(Note)
-
-
-
46,419
-
Service revenue and others
-
55,841
233,569
7,256
32,375
$
277,939
55,841
1,347,883
79,918
32,375
For the three months ended September 30, 2019 For the three months ended September 30, 2019 For the three months ended September 30, 2019 For the three months ended September 30, 2019 For the three months ended September 30, 2019 Total
1,208
1,462,178
282,777
Freight
department
$ -
-
274,507
Invest
department
1,208
-

8,270
Retail
department

-
1,391,295

-
Lease
department
-

70,883
-
Other
department
-

-

-

$
274,507



9,478


1,391,295

70,883

-

1,746,163


-
-

1,208
-
8,270


477,576
415,060

230,118
-

268,541




-

-

13,085
54,023

3,775



-
-

-

-

-

477,576
415,060
518,918
54,023
280,586
$
274,507


9,478



1,391,295



70,883


-

1,746,163





For the three months ended September 30, 2018

Total

35,237
1,425,827
332,892
Freight
department
$ 888
-
277,051
Invest
department
Retail
department
-
1,347,883

-
Lease
department
1,974

77,944
-
Other
department

32,375

-

-

-
-

55,841

$
277,939



55,841


1,347,883

79,918

32,375

1,793,956


-
-

-
-
55,841


560,552
354,799
198,963
-
233,569



-

-

26,243
46,419

7,256



-
-

-

-

32,375

560,552
354,799
503,145
46,419
329,041
$
277,939

55,841


1,347,883



79,918



32,375

1,793,956

53

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

Freight
department
Primary geographical markets
Taiwan
$ -
China
-
Other
778,613
$
778,613
Major products/services lines
Commissions revenue (Retail
revenue – concessionaire
sales)
$ -
Commodity sales (Retail
revenue – direct sales)
-
Lease revenue (Note)
778,613
Financial lease interest income
(Note)
-
Service revenue and others
-
$
778,613
Freight
department
Primary geographical markets
Taiwan
$ 2,559
China
-
Other
811,235
$
813,794
Major products/services lines
Commissions revenue (Retail
revenue – concessionaire
sales)
$ -
Commodity sales (Retail
revenue – direct sales)
-
Lease revenue (Note)
813,794
Financial lease interest income
(Note)
-
Service revenue and others
-
$
813,794
For the nine months ended September 30,2019 For the nine months ended September 30,2019 For the nine months ended September 30,2019 For the nine months ended September 30,2019 Total

53,943
4,954,465
822,031
Freight
department
$ -
-
778,613
Invest
department
3,458
-


43,418
Retail
department

-
4,722,915

-
Lease
department
3,058

231,550
-
Other
department

47,427

-

-

$
778,613



46,876


4,722,915

234,608

47,427

5,830,439



-

-


3,458
-
43,418


1,734,295
1,381,095

664,704
-

942,821



-

-

51,206
168,225

15,177



-

-


-


-

47,427

1,734,295
1,381,095
1,497,981
168,225
1,048,843
$
778,613


46,876



4,722,915



234,608




47,427

5,830,439






For the nine months ended September 30,2018

Total

45,966
4,749,440
868,591
Freight
department
$ 2,559
-
811,235
Invest
department

-
-


57,356
Retail
department
-
4,515,909

-
Lease
department
6,190

233,531
-
Other
department

37,217

-

-

$
813,794



57,356


4,515,909

239,721

37,217

5,663,997



-

-


-
-
57,356


2,002,627
1,158,329
572,565
-

782,388



-

-

53,926
165,773

20,022



-

-


-


-

37,217

2,002,627
1,158,329
1,440,285
165,773
896,983
$
813,794


57,356



4,515,909



239,721



37,217

5,663,997

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
September 30,
2019
$ 1,884
-
$
1,884
$
3,204
December 31,
2018
20,992
-
September 30,
2018
29,281
-
29,281
225,687
20,992 29,281

5,173
225,687

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 nine months ended September 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 September 30, 2019 and 2018.

(z) 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 $(2,062) thousand, $57 thousand, $8,002 thousand and $335 thousand, respectively, for the three months and the nine months ended September 30, 2019 and 2018. The remunerations to directors and supervisors amounted to zero, $57 thousand, $1,393 thousand and $335 thousand, respectively, for the three months and the nine months ended September 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.

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.

55

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

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. The information is available on the Market Observation Post System website.

  • (aa) 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
Dividend income
Total
For the three months ended
September 30
For the three months ended
September 30
For the nine months ended
September 30
For the nine months ended
September 30
2019 2018 2019 2018
$ (269)
2,285
261
283
7,874
10,790
3,786
7,484
214
447
$
11,866
21,289
4,281
7,160
806
827
29,526
37,371
35,574
7,484
3,304
5,601
73,491
58,443

73,491
  • (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 non-financial assets
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
September 30
2019
2018
$ (21,722)
(38,907)
5,338
(108)
(10,052)
1,312
-
(1)
1,388
-
-
894
(92,067)
-
-
-
(7,665)
(5,479)
33,871
19,868
$ (90,909)
(22,421)
For the three months ended
September 30
2019
2018
$ (21,722)
(38,907)
5,338
(108)
(10,052)
1,312
-
(1)
1,388
-
-
894
(92,067)
-
-
-
(7,665)
(5,479)
33,871
19,868
$ (90,909)
(22,421)
For the three months ended
September 30
2019
2018
$ (21,722)
(38,907)
5,338
(108)
(10,052)
1,312
-
(1)
1,388
-
-
894
(92,067)
-
-
-
(7,665)
(5,479)
33,871
19,868
$ (90,909)
(22,421)
For the nine months ended
September 30
2019
2018
(45,998) (82,662)
1,005,022 (8,297)
8,311 (13,754)
-
(90)
4,010
-
-
(89,909)
(7,738)
-
217,213
-

(9,491)
(9,357)
115,184
85,375
1,286,513
(118,694)
For the nine months ended
September 30
2019
2018
(45,998) (82,662)
1,005,022 (8,297)
8,311 (13,754)
-
(90)
4,010
-
-
(89,909)
(7,738)
-
217,213
-

(9,491)
(9,357)
115,184
85,375
1,286,513
(118,694)


2018
(82,662)
(8,297)
(13,754)
(90)
-
(89,909)
-
-

(9,357)
85,375
(118,694)
$ (21,722)
5,338
(10,052)
-
1,388
-
(92,067)
-
(7,665)
33,871
(38,907)
(108)

1,312
(1)
-
894
-
-

(5,479)
19,868
(22,421)

$ (90,909)

56

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
September 30
2019
2018
$ 67,346
76,662
4,187
8,376
23,156
776
117,950
-
-
1,357
3,483
11,430
$
216,122
98,601
For the nine months ended
September 30
For the nine months ended
September 30
2019
$ 67,346
4,187
23,156
117,950
-
3,483
$
216,122
2019
264,409
20,937
55,511
369,331
-
16,526
726,714
2018
245,321
25,126
2,331
-
13,337
28,302
314,417

(ab) 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 September 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.

57

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

September 30, 2019
Non-derivative financial liabilities
Non-interest bearing liabilities
Floating rate instrument
Fixed rate instruments
Leases liabilities
December 31, 2018
Non-derivative financial liabilities
Non-interest bearing liabilities
Floating rate instrument
Fixed rate instruments
September 30, 2018
Non-derivative financial liabilities
Non-interest bearing liabilities
Floating rate instrument
Fixed rate instruments
Carrying
amount
$ 3,581,867
8,005,763
2,807,278
9,399,815
Contractual
cash flows
3,581,867
8,465,905
3,081,951
11,814,382
1years
2,774,695
5,270,730
1,486,607
1,343,159
1 to 5
years

245,161
3,195,175
1,595,344
5,071,400
Over 5years
562,011
-
-
5,399,823
$
23,794,723
26,944,105 10,875,191
10,107,080

5,961,834
$ 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
-
-
$
20,740,671
21,428,488 12,470,362
7,395,860
1,562,266
$ 5,311,381
10,093,557
3,712,874
5,311,381
10,771,238
3,834,249
2,995,962
5,311,880
2,800,749


1,294,192

5,459,358
1,033,500

1,021,227
-
-
$
19,117,812
19,916,868 11,108,591
7,787,050
1,021,227

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
NTD:USD
HKD:USD
AUD:USD
EUR:USD
Non-monetary items
Non-current assets
classified as held for
sale
Investments accounted
for using equity method
HKD:USD
September 30, 2019 September 30, 2019 September 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

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

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

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

NTD
Foreign
currency
Exchange
rate

18,860

156,956

62,836
-

13,386

252,228
-



533

-

10,740
40

551

65,624
304,957

30.72
-

0.1277

0.7050

1.1465

0.1277

0.1277

16,374
-

42,145

861

19,391

257,443
1,196,611







58

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

Financial liabilities
Monetary items
USD:CNY
HKD:USD
EUR:USD
CNY:USD
September 30, 2019 September 30, 2019 September 30, 2019 December 31, 2018 December 31, 2018 December 31, 2018 **September 30, ** **September 30, ** 2018
NTD

671,658

1,186,844

589,153

310,661
Foreign
currency
Exchange
rate
NTD Foreign
currency
Exchange
rate
NTD Foreign
currency
Exchange
rate
22,700
-
-
-

7.0729
-
-
-


704,161
-
-
-


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

22,000

303,845

16,600

70,000

6.8792

0.1279

1.1625

0.1454




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 September 30, 2019 and 2018 would have increased or decreased the profit before tax by $ 4,521 thousand and $ 27,233 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 nine months ended September 30, 2019 and 2018, foreign exchange gain (loss) (including realized and unrealized portions) amounted to $ (21,722) thousand, $ (38,907) thousand, $ (45,998) thousand and $ (82,662) 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 $ 12,562 thousand and $ 21,485 thousand for the nine months ended September 30, 2019 and 2018 with all other variable factors remaining constant.

59

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 nine months ended September 30 For the nine months ended September 30 For the nine months ended September 30
Net income
7,280
2019 Net income
17,530
(17,530)
2018
Other comprehensive
income after tax
$
-
Other comprehensive
income after tax
Increase 5%
Decrease 5%
-
$
-
-
(7,280)
  • (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
September 30, 2019 September 30, 2019 September 30, 2019 September 30, 2019 September 30, 2019 Total
498,787
Carrying
amount
Fair Value
Level 1 Level 2 Level 3
$
498,787
$
2,468
135,959 -

-

2,468

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

Total
158,669
Carrying
amount
Fair Value
Level 1 Level 2 Level 3
$
158,669
158,669 - -

60

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, September 30, 2019
Financial liabilities held for
trading
Embedded derivative
instruments
$ -
6,478
(4,010)

$
2,468

61

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

For the nine months ended September 30, 2019, total gains and losses that were

included in other gains and losses and the financial liabilities were as follows:


Total gains and losses recognized:
In profit or loss, and presented in
“other gains and losses”
For the three months ended
September 30, 2019
$
(1,388)
For the nine months ended
September 30, 2019
For the nine months ended
September 30, 2019
(4,010)
  • 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 30.28% at The estimated fair value would
decrease if the volatility were
higher
put right September 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:

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

62

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

  • (ac) 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.

  • (ad) 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
September 30,
2019
$ 24,046,597
(4,160,915)
$
19,885,682
$
13,303,759
149%
December 31,
2018
21,395,381
(5,468,507)
15,926,874
13,079,712
122%
September 30,
2018
20,005,103
(3,758,494)

16,246,609

12,832,541

127%

The increase in the ratio of debt to equity in September 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.

  • (ae) 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 nine months ended September 30, 2019 and 2018 were as follows:

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

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

63

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
Short-term borrowings
Short-term notes and bills payable
Bonds payable
Long-term borrowings
Guarantee deposits
Total liabilities from financing
activities
January 1,
2019
Cash flows
(362,475)
35
542,300
(2,048,656)
(665,594)
(123,453)
(2,657,843)
Non-cash changes
Other
(Note1)
Foreign
exchange
movement

-
(22,331)

-
-
(224,607)
-

-
33,178
(47,011) (186,671)
-
(15,339)
(271, 618)
(271, 618)
Non-cash changes
Other
(Note2)
Foreign
exchange
movement

-
(25,520)

-
-
2,331
-

-
108,995
-
(26,350)
2,331
57,125
September 30,
2019
$ 3,540,288
49,947
1,995,336
7,262,108
10,297,999
953,419
$ 4,099,097
January 1,
2018
3,155,482
49,982
2,313,029
5,246,630
9,399,815
814,627
20,979,565
September 30,
2018


Cash flows

831,908

31

-

(1,112,426)

166,900
Other
(Note2)

-

-
2,331

-
-
$ 2,813,379
49,916
1,992,227
8,407,751
794,622
3,619,767
49,947
1,994,558
7,404,320
935,172

$
14,057,895



(113,587)
2,331
14,003,764

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.

64

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
Technology Co., Ltd.
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
  • (c) Significant transactions with related parties

  • (i) Leases

1) Lease liabilities

Relationship Purpose Right-of-use
assets
Lease liabilities
September 30,
2019
January 1,
2019
84,060 105,591
56,727 54,577
**Interest ** expense
January 1,
2019
September 30,
2019
84,060
56,727
For the three
months ended
September
30,2019
For the nine
months ended
September
30,2019
Other related
parties
Other related
parties
office building and
department store
Energy-saving
renovation engineering
equipment
$ 98,562
55,018
1,057
715
3,472
2,154

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.

65

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

2) Operating Leases

Relationship Account
office building and
department store
Account
office building and
department store
Rent expense Rent expense
For the three
months ended
September
30,2019
For the three
months ended
September
30,2018
For the nine
months ended
September
30,2019
For the nine
months ended
September
30,2018
Other related
parties
Relationship
$-
31,683
Payments that are not
included in the measurement
of the lease liability
-
100,583

Property management fee
For the three
months ended
September
30,2019
For the nine
months ended
September
30,2019
For the three
months ended
September
30,2019
For the nine
months ended
September
30,2019
Other related
parties
$ 22,912 86,597 327 966

Note:These leases are short-term lease, and the Group chooses to apply the exemption recognition requirement without recognizing its related right-of-use and liabilities.

As of September 30, 2019, December 31, 2018, and September 30, 2018 the balance of Group's rental security deposit to other related parties amounted to $ 9,012 thousand, $ 9,192 thousand, and $ 9,243 thousand.

  • (ii) Prepayments
Other related parties September 30,
2019
$ 49,527
December 31,
2018
-
September 30,
2018
**- **

Note:It is a short-term prepaid lease fee and a monthly fixed prepaid variable rent of the Group, which is settled at the end of the year.

  • (iii) Others

  • 1) The Group provided management consulting services and signed service contracts with other related parties. For the three months and the nine months ended September 30, 2019 and 2018, the revenue from consulting services was $ 5,254 thousand, $ 7,073 thousand, $ 16,031 thousand and $ 16,243 thousand, respectively. On September 30, 2019, December 31, 2018, and September 30, 2018, the outstanding amounts were $ 27,411 thousand (CNY 6,250 thousand), $ 11,190 thousand (CNY 2,500 thousand) and $ 11,095 thousand (CNY 2,500 thousand) and which reported as other receivables.

  • 2) The Group had signed an energy-saving reconstruction contract was CNY 35,000 thousand with other related parties in 2018. The total amount of the contract was $155,331 thousand (CNY 35,000 thousand) and which reported as prepaid equipment. 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. For the three months and the nine months ended September 30, 2019 and 2018, the Group purchased energy-saving equipment for zero, zero, $ 406 thousand (CNY 93 thousand) and zero from other related parties and which reported as property, plant and equipment

66

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

accounts.

  - 3) The energy management fee for other related parties from January 1 to September 30, 2018 is $ 6,812 thousand.
  • (d) Key management personnel compensation

  • (i) Key management personnel compensation

Key management personnel compensation comprised:

Short-term employee benefits For the three months ended
September 30
For the three months ended
September 30
For the nine months ended
September 30
For the nine months ended
September 30
2019 2018
15,273
2019 2018
37,927
$
14,566
50,847
  • (ii) The Group granted key management personnel rights to subscribe treasury shares as prepaid salaries. As of September 30, 2019, December 31, 2018 and September 30, 2018, those prepaid salaries amounting to $ 49,206 thousand (CNY 11,220 thousand), $ 25,484 thousand (CNY 5,693 thousand) and $ 26,630 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 September
30,2019
$ -
106,377
563,003
39,397
10,069,954
144,252
-
December
31, 2018
921,600
117,552
551,363
-
10,201,012
144,982
246,147
12,182,656
September
30, 2018
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
915,900
117,587
683,014
-
10,256,020
391,638
-
$ 10,922,983 12,364,159
  • 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.

67

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

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

  • (ii) The total contract price of the combined company for the purchase of commercial real estate as a department store base on December 7, 2017 and July 5, 2019 was CNY 141,416 thousand and CNY 57,124 thousand. As of September 30, 2019, December 31, 2018 and September 30, 2018 the unpaid amount were $ 67,554 thousand (CNY 15,403 thousand), $ 72,410 thousand (CNY 16,177 thousand) and $ 18,682 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 $ 202,250 thousand (US$ 6,520 thousand) was paid on April, 2019, it is expected to complete the delivery in 2020.

  • (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
Contract price for building an office
building
Prepaid
Sales contract of land
Advance receipts
September 30,
2019
December 31,
2018
665,331
108,309
57,156
48,134
-
-
40,196
5,173
September 30,
2018
355,650
51,428
-
-
309,681
$
665,331
$
108,309
$
12,112
$
10,964
$
-
$
-
$
29,972
$
3,204
56,881
106,059
58,010
  • (v) The Group provided guarantees for banks loans as follows:
Guarantees September 30,
2019
$
-
December 31,
2018
-
September 30,
2018
822,000

68

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

  • (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.

  • (ii) On July 16, 2018, Securities and Futures Investors Protection Center (SFIPC) filed a civil lawsuit against the ex-chairman of the company 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.

69

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

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 case was filed by the Taipei District Court of Taiwan on October 7, 2019. The responsible person should pay the company $ 2,103 thousand from August 31, 2019 to the date of liquidation, interest calculated at 5% per annum, the case can still be appealed.

(10) Losses due to major disasters: None

(11) Subsequent events

  • (a) The board of directors of the Group has been approved to increase its holding of Hong Kong listed company Da Yu Financial Holdings Co., Ltd. (Original name: China Agrutech Holding Co., Ltd.). It is expected to obtain 331,660 thousand shares at a price of not more than HK$0.55 per unit. The transaction price is HKD 179,503 thousand.

  • (b) On July 22, 2019, the board of directors of the Group agreed a resolution during the meeting to purchase the bulk ship for operation. The estimated transaction price does not exceed US$ 33,500 thousand, and it is still in the process of ship purchase.

(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 September 30
By function
By item

2019
2018
Operating
Cost
Operating
expense
Total Operating
Cost
Operating
expense
Total
Employee benefits
Salary 46,106
130,121

176,227

47,467

152,431

199,898
Health and labor insurance
-
1,326
1,326

286

1,105

1,391
Pension - 15,195
15,195

392

19,853

20,245
Others 4,060
32,279

36,339

4,057

28,336

32,393
Depreciation 90,284
402,081

492,365

102,291

121,134

223,425
Depletion - - - - - -
Amortization 8,761
3,934

12,695

5,140

6,454

11,594

70

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

For the nine months ended September 30 For the nine months ended September 30 For the nine months ended September 30 For the nine months ended September 30 For the nine months ended September 30 For the nine months ended September 30
By function
**By item **

2019
2018
Operating
Cost
Operating
expense
**Total ** Operating
Cost
Operating
expense
**Total **
Employee benefits
Salary 134,228
485,020

619,248

139,046

506,921

645,967
Health and labor insurance
-
4,166
4,166

856

3,358

4,214
Pension - 48,026
48,026

1,176

54,494

55,670
Others 12,083
94,853

106,936

11,831

95,648

107,479
Depreciation 269,969 1,246,329 1,516,298
264,433

412,248

676,681
Depletion - - - - - -
Amortization 19,754
10,838

30,592

15,627

23,368

38,995

(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.

(13) Segment information:

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

For the three months ended
September 30, 2019
Revenue:
Revenue from external customers
Intersegment revenues
Total revenue
Reportable segment profit or loss
For the three months ended
September 30, 2018
Revenue:
Revenue from external customers
Intersegment revenues
Total revenue
Reportable segment profit or loss
Freight
department
$ 274,507
-
$ 274,507
$ 41,706
$ 277,939
10,351
$ 288,290
$ 231
Invest
department
9,478
17,220
26,698
(133,875)
55,841
-
55,841
30,380
Retail
department
1,391,295
-
1,391,295
51,675
1,347,883
-
1,347,883
37,424
Lease
department
70,883
-
70,883
(25,679)
79,918
57
79,975
(17,125)
Other
segment
-
-
Reconciliation
and elimination
-
(17,220)
(17,220)
-
-
(10,408)
(10,408)
-
Total
1,746,163
-
- 1,746,163
(3,829)
(70,002)
32,375
-
1,793,956
-
32,375
3,557
1,793,956
54,467

71

FIRST STEAMSHIP COMPANY LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

For the nine months ended
September 30, 2019
Revenue:
Revenue from external customers
Intersegment revenues
Total revenue
Reportable segment profit or loss
For the nine months ended
September 30, 2018
Revenue:
Revenue from external customers
Intersegment revenues
Total revenue
Reportable segment profit or loss
Freight
department
$ 778,613
-
Invest
department
46,876
50,713
97,589
792,763
57,356
-
Retail
department
4,722,915
-
4,722,915
516,315
4,515,909
-
4,515,909
555,047
Lease
department
234,608
557
235,165
184,717
239,721
514
Other
segment
47,427
-
47,427
(4,200)
37,217
-
37,217
(9,150)
Reconciliation
and elimination
-
(51,270)
Total
5,830,439
-
$
778,613
$
86,293
$ 813,794
32,766
$
846,560
$
(24,501)
(51,270) 5,830,439
- 1,575,888
-
(33,280)
5,663,997
-
57,356
(95,293)
240,235 (33,280) 5,663,997

(15,364)
-
410,739

72