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GEM Interim / Quarterly Report 2017

Nov 14, 2017

52099_rns_2017-11-14_8ac83667-6eca-485c-9281-23b97c75a092.pdf

Interim / Quarterly Report

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GEM Terminal Ind. Co., Ltd. and Subsidiaries

Consolidated Financial Statements for the Three Months Ended March 31, 2017 and 2016 and Independent Auditors’ Review Report

INDEPENDENT AUDITORS’ REVIEW REPORT

The Board of Directors and Stockholders GEM Terminal Ind. Co., Ltd.

We have reviewed the accompanying consolidated balance sheets of GEM Terminal Ind. Co., Ltd. (the “Company”) and its subsidiaries (collectively referred to as the “Group”) as of March 31, 2017 and 2016 and the related consolidated statements of comprehensive income, changes in equity and cash flows for the three months ended March 31, 2017 and 2016. These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to issue a report on these consolidated financial statements based on our reviews.

We conducted our reviews in accordance with Statement of Auditing Standards No. 36, “Review of Financial Statements” issued by the Auditing Standards Committee of the Accounting Research and Development Foundation of the Republic of China (ROC). A review consists principally of applying analytical procedures to financial data and of making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with auditing standards generally accepted in the ROC, the objective of which is the expression of an opinion regarding the consolidated financial statements taken as a whole. Accordingly, we do not express such an opinion.

Based on our reviews, we are not aware of any material modifications that should be made to the consolidated financial statements referred to above for them to be in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Accounting Standard 34 “Interim Financial Reporting” endorsed by the Financial Supervisory Commission of the Republic of China.

Deloitte & Touche Taipei, Taiwan Republic of China

May 10, 2017

Notice to Readers

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

For the convenience of readers, the independent auditors’ review report and the accompanying consolidated financial statements have been translated into English from the original Chinese version prepared and used in the ROC. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors’ review report and consolidated financial statements shall prevail.

  • 1 -

GEM TERMINAL IND. CO., LTD. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(In Thousands of New Taiwan Dollars)

ASSETS
CURRENT ASSETS
Cash and cash equivalents (Note 6)

Available-for-sale financial assets - current (Note 7)
Notes receivable (Note 8)
Accounts receivable, net (Note 8)
Other receivables
Current tax assets (Note 4)
Inventories (Note 10)
Other financial assets - current (Notes 9 and 25)
Other current assets (Notes 13 and 25)

Total current assets

NONCURRENT ASSETS
Property, plant and equipment (Notes 12, 25 and 26)
Deferred tax assets (Note 4)
Prepayments for equipment (Notes 12 and 26)
Other financial assets - noncurrent (Note 9)
Long-term prepayment for lease (Notes 13 and 25)
Other noncurrent assets

Total noncurrent assets
March 31, 2017
(Reviewed)
Amount
%
$ 1,184,289 20
19,741
-
134,341
2
923,212 16
1,386
-
307
-
840,823 15
433,553
8

124,895

2


3,662,547
63

1,866,919 32
117,029
2
54,185
1
3,138
-
93,514
2

6,486

-


2,141,271
37
December 31, 2016
(Audited)
Amount
%
$ 1,718,386 27

-
-

145,982
2

1,119,164 17

1,792
-

294
-

744,156 12

313,061
5

118,808

2


4,161,643
65


1,988,977 31

112,739
2

39,540
1

3,209
-

99,465
1

7,470

-


2,251,400
35
March 31, 2016
(Reviewed)




Amount
%
$ 1,719,343 28

7,289
-

129,801
2

786,302 13

3,069
-

2,296
-

568,378 10

359,034
6

97,382

2

3,672,894
61

2,133,373 35

107,146
2

34,601
-

3,328
-

99,337
2

7,206

-

2,384,991
39

TOTAL $ 5,803,818 100 $ 6,413,043 100 $ 6,057,885 100

LIABILITIES AND EQUITY
CURRENT LIABILITIES
Short-term borrowings (Notes 16 and 25)

Short-term bills payable (Note 16)
Notes payable (Note 14)
Accounts payable (Note 14)
Other payables (Note 15)
Current tax liabilities (Note 4)
Long-term borrowings - current portion (Notes 16 and 25)
Other current liabilities

Total current liabilities

NONCURRENT LIABILITIES
Long-term borrowings (Notes 16 and 25)
Deferred tax liabilities (Note 4)
Net defined benefit liabilities (Notes 4)

Total noncurrent liabilities

Total liabilities

EQUITY ATTRIBUTABLE TO OWNERS OF THE
COMPANY(Note 18)
Ordinary shares

Capital surplus

Retained earnings
Legal reserve
Unappropriated earnings

Total retained earnings

Others equity

Total equity

TOTAL
March 31, 2017
(Reviewed)
December 31, 2016
(Audited)
Amount
%
$ 843,215 13

50,000
1

198,220
3

530,916
8

193,170
3

13,353
-

625,036 10

4,490

-


2,458,400
38


1,007,366 16

105,086
1

44,414

1


1,156,866
18


3,615,266
56


1,692,000
26


271,315

4


338,662
6

391,565

6


730,227
12


104,235

2


2,797,777
44

$ 6,413,043
100
March 31, 2016
(Reviewed)












Amount
%
$ 779,639 13
50,000
1
150,476
3
374,735
6
154,184
3
2,156
-
656,990 11

3,895

-


2,172,075
37

872,157 15
99,196
2

44,260

1


1,015,613
18


3,187,688
55


1,692,000
29


271,315

5

338,662
6

373,437

6


712,099
12


(59,284)
(1)


2,616,130
45

$ 5,803,818
100





















Amount
%
$ 744,951 12

50,000
1

99,215
2

304,258
5

185,434
3

7,264
-

412,000
7

4,624

-

1,807,746
30

1,137,335 19

97,746
1

46,179

1

1,281,260
21

3,089,006
51

1,692,000
28

271,315

4

338,662
6

330,497

5

669,159
11

336,405

6

2,968,879
49
$ 6,057,885
100

The accompanying notes are an integral part of the consolidated financial statements.

  • 2 -

GEM TERMINAL IND. CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (In Thousands of New Taiwan Dollars, Except Net Loss Per Share) (Reviewed, Not Audited)

OPERATING REVENUE, NET

OPERATING COSTS (Notes 10, 19 and 24)

GROSS PROFIT

OPERATING EXPENSES (Notes 19 and 24)
Marketing
General and administrative
Research and development

Total operating expenses

LOSS FROM OPERATIONS

NON-OPERATING INCOME AND EXPENSES
(Note 19)
Other income
Other gains and losses
Finance costs

Total non-operating income and expenses

CONSOLIDATED LOSS BEFORE INCOME TAX
INCOME TAX EXPENSE (BENEFIT) (Notes 4 and
20)

CONSOLIDATED NET LOSS

OTHER COMPREHENSIVE INCOME (LOSS)
(Notes 18 and 20)
Items that may be reclassified subsequently to profit
or loss
Exchange differences on translating foreign
operations

Unrealized loss on available-for-sale financial
assets
**For the Three Months Ended March 31 ** **For the Three Months Ended March 31 ** **For the Three Months Ended March 31 **
2017
Amount
%
$ 794,379
100

710,494
89


83,885
11

33,246
4
51,904
7

6,198

1


91,348
12


(7,463)
(1)

7,058
1
(4,942)
(1)

(12,793)
(1)


(10,677)
(1)

(18,140)
(2)

(12)

-


(18,128)
(2)

(166,748)
(21)
(587)
-
2016


























Amount
%
$ 761,553
100

679,787
89

81,766
11

33,205
4

49,936
7

8,127

1

91,268
12

(9,502)
(1)

6,398
1

(1,235)
-

(10,493)
(2)

(5,330)
(1)

(14,832)
(2)

1,158

-

(15,990)
(2)

(21,514)
(3)

(172)
-
(Continued)
  • 3 -

GEM TERMINAL IND. CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (In Thousands of New Taiwan Dollars, Except Net Loss Per Share) (Reviewed, Not Audited)

Income tax relating to items that may be
reclassified subsequently to profit or loss

Other comprehensive loss for the period, net of
income tax

TOTAL COMPREHENSIVE LOSS FOR THE
PERIOD

NET LOSS ATTRIBUTABLE TO:
Owner of the Company

TOTAL COMPREHENSIVE LOSS ATTRIBUTABLE
TO:
Owner of the Company

NET LOSS PER SHARE (Note 21)
Basic
Diluted
**For the Three Months Ended March 31 ** **For the Three Months Ended March 31 ** **For the Three Months Ended March 31 **
2017
Amount
%
$ 3,816

-

(163,519)
(21)

$ (181,647)
(23)

$ (18,128)
(2)

$ (181,647)
(23)

$ (0.11)
$ (0.11)
2016








Amount
%
$ 3,719

1

(17,967)
(2)
$ (33,957)
(4)
$ (15,990)
(2)
$ (33,957)
(4)
$ (0.09)
$ (0.09)




The accompanying notes are an integral part of the consolidated financial statements.

(Concluded)

  • 4 -

GEM TERMINAL IND. CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (In Thousands of New Taiwan Dollars) (Reviewed, Not Audited)

BALANCE, JANUARY 1, 2017

Net loss for the three months ended March 31, 2017
Other comprehensive loss for the three months ended
March 31, 2017, net of income tax

Total comprehensive loss for the three months ended
March 31, 2017

BALANCE, MARCH 31, 2017

BALANCE, JANUARY 1, 2016

Net loss for the three months ended March 31, 2016
Other comprehensive loss for the three months ended
March 31, 2016, net of income tax

Total comprehensive loss for the three months ended
March 31, 2016

BALANCE, MARCH 31, 2016
**Equity Attributable to the Owners ** **Equity Attributable to the Owners ** of the Company Total
$ 104,235


-

(163,519)


(163,519)

$ (59,284)

$ 354,372


-

(17,967)


(17,967)

$ 336,405
Total Equity
$ 2,797,777

(18,128)

(163,519)

(181,647)
$ 2,616,130
$ 3,002,836

(15,990)

(17,967)

(33,957)
$ 2,968,879







Ordinary
Shares
$ 1,692,000

-

-


-

$ 1,692,000

$ 1,692,000

-

-


-

$ 1,692,000
Capital
Surplus

$ 271,315


-

-


-

$ 271,315

$ 271,315


-

-


-

$ 271,315
Retained Earnings Total

$ 730,227


(18,128)

-


(18,128)

$ 712,099

$ 685,149


(15,990)

-


(15,990)

$ 669,159
Other Equity
Unrealized Loss
on Available
Exchange
Differences on
Translating
Remeasurement
-for-sale
Foreign
of Defined
Financial Assets
Operations
benefit Plans
$ -
$ 97,341
$ 6,894


-
-
-

(439)

(163,080)

-


(439)

(163,080)

-

$ (439)
$ (65,739)
$ 6,894

$ (278)
$ 347,230
$ 7,420


-
-
-

(110)

(17,857)

-


(110)

(17,857)

-

$ (388)
$ 329,373
$ 7,420










Unappropriated
Legal Reserve
Earnings
$ 338,662
$ 391,565


-
(18,128)

-

-


-

(18,128)

$ 338,662
$ 373,437

$ 338,662
$ 346,487


-
(15,990)

-

-


-

(15,990)

$ 338,662
$ 330,497

The accompanying notes are an integral part of the consolidated financial statements.

  • 5 -

GEM TERMINAL IND. CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (In Thousands of New Taiwan Dollars) (Reviewed, Not Audited)


CASH FLOWS FROM OPERATING ACTIVITIES
Consolidated loss before income tax

Adjustments for:
Depreciation expense
Amortization expense
Allowonce (reversal of allowance) for doubtful accounts
Finance costs
Interest income
Loss on disposal of property, plant and equipment, net
Gain on sale of investments, net
Write-down of inventories
Other non-cash items
Changes in operating assets and liabilities
Notes receivable
Accounts receivable
Other receivables
Inventories
Other current assets
Notes payable
Accounts payable
Other payables
Other current liabilities
Net defined benefit liabilities

Cash generated from (used in) operations
Interest received
Income tax paid

Net cash generated from (used in) operating activities

CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of available-for-sale financial assets
Proceeds from disposal of available-for-sale financial assets
Acquisition of property, plant and equipment
Proceeds from disposal of property, plant and equipment
Decrease (increase) in other financial assets

Net cash generated from (used in) investing activities

CASH FLOWS FROM FINANCING ACTIVITIES
Increase in short-term borrowings
Decrease in short-term borrowings
Increase in short-term bills payable
Decrease in short-term bills payable
**Three Months Ended March 31 ** **Three Months Ended March 31 ** **Three Months Ended March 31 **





2017
$ (18,140)
61,222
1,358
1,098
12,793
(3,344)
432
(488)
6,445
1,247
11,641
195,479
(5)
(101,742)
(7,266)
(47,744)
(156,181)
(21,047)
(630)
(2,471)

(67,343)
3,755
(12,606)

(76,194)

(43,186)
23,334
(65,687)
648
(120,421)

(205,312)

746,279
(756,833)
150,000
(150,000)
2016
$ (14,832)
64,972
1,273
(2,534)
10,493

(3,505)
1,106

(996)
1,134
1,901
21,692
198,851

(1,405)

10,162

(2,263)

(148,860)

34,905

(15,842)

(45)

(30,030)

126,177
5,046

(16,060)

115,163

(98,266)
104,945

(82,246)
24

141,526

65,983
548,467

(455,789)
50,000

-
(Continued)
  • 6 -

GEM TERMINAL IND. CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (In Thousands of New Taiwan Dollars) (Reviewed, Not Audited)


Increase in long-term borrowings

Repayment of long-term borrowings
Interest paid

Net cash generated from (used in) financing activities

EFFECT OF EXCHANGE RATE CHANGES ON THE BALANCE OF
CASH AND CASH EQUIVALENTS
NET INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD

CASH AND CASH EQUIVALENTS, END OF PERIOD
**Three Months Ended March 31 ** **Three Months Ended March 31 ** **Three Months Ended March 31 **





2017
$ 100,000

(198,750)
(13,907)

(123,211)

(129,380)

(534,097)
1,718,386

$ 1,184,289
2016
$ 390,502

(302,500)

(11,697)

218,983

(4,102)

396,027

1,323,316
$ 1,719,343

The accompanying notes are an integral part of the consolidated financial statements.

(Concluded)

  • 7 -

GEM TERMINAL IND. CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED MARCH 31, 2017 AND 2016 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise) (Reviewed, Not Audited)

1. GENERAL INFORMATION

GEM Terminal Ind. Co., Ltd. (the “Company”) was incorporated in July 1993 under the laws of the Republic of China (ROC). The Company mainly manufactures and sells the following products:

  • Series terminals, plug inserts, housing and electronic connectors for AC and DC power cords.

  • Electric and motor parts terminal.

  • Electric and communication terminal.

  • Optical communication passive devices.

  • Lead frames.

The Company’s shares have been traded on the Taiwan Stock Exchange since September 2001.

The consolidated financial statements are presented in the Company’s functional currency, New Taiwan dollars.

2. APPROVAL OF FINANCIAL STATEMENTS

The consolidated financial statements were authorized for issue on May 10, 2017.

3. APPLICATION OF NEW, AMENDED AND REVISED STANDARDS AND INTERNATIONS

  • a. Initial application of the amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), Interpretations of IFRS (IFRIC), and Interpretations of IAS (SIC) (collectively, the “IFRSs”) endorsed and issued into effect by the Financial Supervisory Commission (FSC).

Except for the following, whenever applied, the initial application of the amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the IFRSs endorsed and issued into effect by the FSC would not have any material impact on the Group’s accounting policies:

1) Amendment to IFRS 8 “Operating Segments”

IFRS 8 was amended by the Annual Improvements to IFRSs: 2010-2012 Cycle to require disclosure of the judgments made by management in applying the aggregation criteria to operating segments, including a description of the operating segments aggregated and the economic indicators assessed in determining whether the operating segments have “similar economic characteristics”. The amendment also clarifies that a reconciliation of the total of the reportable segments’ assets to the entity’s assets should only be provided if the segments’ assets are regularly provided to the chief operating decision-maker. The judgements made in applying aggregation criteria should be

  • 8 -

disclosed retrospectively upon initial application of the amendment in 2017 (refer to Note 29).

  • 2) Amendments to IFRS 13 “Fair Value Measurement”

The basis for conclusions of IFRS 13 was amended by the Annual Improvements to IFRSs: 2010-2012 Cycle to clarify that when the amendment becomes effective in 2017, the short-term receivables and payables with no stated interest rate is measured at their invoice amounts without discounting, if the effect of not discounting is immaterial.

IFRS 13 was also amended by the Annual Improvements to IFRSs: 2011-2013 Cycle to clarify that the scope in IFRS 13 of the portfolio exception for measuring the fair value of a group of financial assets and financial liabilities on a net basis includes all contracts that are within the scope of, and accounted for in accordance with, IAS 39 or IFRS 9, even if those contracts do not meet the definitions of financial assets or financial liabilities within IAS 32.

  • 3) Amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers

The amendments include additions of several accounting items and requirements for disclosures of impairment of non-financial assets as a consequence of the IFRSs endorsed and issued into effect by the FSC. In addition, as a result of the post implementation review of IFRSs in Taiwan, the amendments also include emphasis on certain recognition and measurement considerations and add requirements for disclosures of related party transactions and goodwill.

The amendments stipulate that other companies or institutions of which the chairman of the board of directors or president serves as the chairman of the board of directors or the president, or is the spouse or second immediate family of the chairman of the board of directors or president of the Group are deemed to have a substantive related party relationship, unless it can be demonstrated that no control, joint control, or significant influence exists. Furthermore, the amendments require the disclosure of the names of the related parties and the relationship with whom the Group has significant transaction. If the transaction or balance with a specific related party is 10% or more of the Group’s respective total transaction or balance, such transaction should be separately disclosed by the name of each related party.

  • b. New IFRSs in issue but not yet endorsed and issued into effect by the FSC

The Group has not applied the following IFRSs issued by the IASB but not yet endorsed and issued into effect by the FSC.

The FSC announced that amendments to IFRS 9 and IFRS 15 will take effect starting January 1, 2018. As of the date the consolidated financial statements were authorized for issue, the FSC has not announced the effective dates of other new IFRSs.

Effective Date New IFRSs Announced by IASB (Note 1) Annual Improvements to IFRSs 2014-2016 Cycle Note 2 Amendment to IFRS 2 “Classification and Measurement of January 1, 2018 Share-based Payment Transactions” IFRS 9 “Financial Instruments” January 1, 2018 Amendments to IFRS 9 and IFRS 7 “Mandatory Effective Date of January 1, 2018 IFRS 9 and Transition Disclosures” Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets To be determined by IASB between an Investor and its Associate or Joint Venture” IFRS 15 “Revenue from Contracts with Customers” January 1, 2018 (Continued)

  • 9 -
New IFRSs
Amendments to IFRS 15 “Clarifications to IFRS15 Revenue from
Contracts with Customers”

IFRS 16 “Leases”

Amendment to IAS 7 “Disclosure Initiative”

Amendments to IAS 12 “Recognition of Deferred Tax Assets for
Unrealized Losses”

Amendments to IAS 40 “Transfers of investment property”

IFRIC 22 “Foreign Currency Transactions and Advance
Consideration”
Effective Date
Announced by IASB (Note 1)
January 1, 2018
January 1, 2019
January 1, 2017
January 1, 2017
January 1, 2018
January 1, 2018
(Concluded)
  • Note 1: Unless stated otherwise, the above New IFRSs are effective for annual periods beginning on or after their respective effective dates.

  • Note 2: The amendment to IFRS 12 is retrospectively applied for annual periods beginning on or after January 1, 2017; the amendment to IAS 28 is retrospectively applied for annual periods beginning on or after January 1, 2018.

The initial application of the above New IFRSs, whenever applied, would not have any material impact on the Group’s accounting policies, except for the following:

1) IFRS 9 “Financial Instruments”

Recognition and measurement of financial assets

With regards to financial assets, all recognized financial assets that are within the scope of IAS 39 “Financial Instruments: Recognition and Measurement” are subsequently measured at amortized cost or fair value. Under IFRS 9, the requirement for the classification of financial assets is stated below.

For the Group’s debt instruments that have contractual cash flows that are solely payments of principal and interest on the principal amount outstanding, their classification and measurement are as follows:

  • a) For debt instruments, if they are held within a business model whose objective is to collect the contractual cash flows, the financial assets are measured at amortized cost and are assessed for impairment continuously with impairment loss recognized in profit or loss, if any. Interest revenue is recognized in profit or loss by using the effective interest method;

  • b) For debt instruments, if they are held within a business model whose objective is achieved by both the collecting of contractual cash flows and the selling of financial assets, the financial assets are measured at fair value through other comprehensive income (FVTOCI) and are assessed for impairment. Interest revenue is recognized in profit or loss by using the effective interest method, and other gain or loss shall be recognized in other comprehensive income, except for impairment gains or losses and foreign exchange gains and losses. When the debt instruments are derecognized or reclassified, the cumulative gain or loss previously recognized in other comprehensive income is reclassified from equity to profit or loss.

Except for the above, all other financial assets are measured at fair value through profit or loss. However, the Group may make an irrevocable election to present subsequent changes in the fair value of an equity investment (that is not held for trading) in other comprehensive income, with only dividend income generally recognized in profit or loss. No subsequent impairment

  • 10 -

assessment is required, and the cumulative gain or loss previously recognized in other comprehensive income cannot be reclassified from equity to profit or loss.

Impairment of financial assets

IFRS 9 requires impairment loss on financial assets to be recognized by using the “Expected Credit Losses Model”. The credit loss allowance is required for financial assets measured at amortized cost, financial assets mandatorily measured at FVTOCI, lease receivables, contract assets arising from IFRS 15 “Revenue from Contracts with Customers”, certain written loan commitments and financial guarantee contracts. A loss allowance for the 12-month expected credit losses is required for a financial asset if its credit risk has not increased significantly since initial recognition. A loss allowance for full lifetime expected credit losses is required for a financial asset if its credit risk has increased significantly since initial recognition and is not low. However, a loss allowance for full lifetime expected credit losses is required for trade receivables that do not constitute a financing transaction.

For purchased or originated credit-impaired financial assets, the Group takes into account the expected credit losses on initial recognition in calculating the credit-adjusted effective interest rate. Subsequently, any changes in expected losses are recognized as a loss allowance with a corresponding gain or loss recognized in profit or loss.

Transition

Financial instruments that have been derecognized prior to the effective date of IFRS 9 cannot be reversed to apply IFRS 9 when it becomes effective. Under IFRS 9, the requirements for classification, measurement and impairment of financial assets are applied retrospectively with the difference between the previous carrying amount and the carrying amount at the date of initial application recognized in the current period and restatement of prior periods is not required.

  • 2) IFRS 15 “Revenue from Contracts with Customers” and related amendment

IFRS 15 establishes principles for recognizing revenue that apply to all contracts with customers, and will supersede IAS 18 “Revenue”, IAS 11 “Construction Contracts” and a number of revenue-related interpretations from January 1, 2018.

When applying IFRS 15, an entity shall recognize revenue by applying the following steps:

  • Identify the contract with the customer;

  • Identify the performance obligations in the contract;

  • Determine the transaction price;

  • Allocate the transaction price to the performance obligations in the contract; and

  • Recognize revenue when the entity satisfies a performance obligation.

When IFRS 15 and related amendment are effective, an entity may elect to apply this Standard either retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially applying this Standard recognized at the date of initial application.

  • 3) IFRS 16 “Leases”

IFRS 16 sets out the accounting standards for leases that will supersede IAS 17 and a number of related interpretations.

  • 11 -

Under IFRS 16, if the Group is a lessee, it shall recognize right-of-use assets and lease liabilities for all leases on the consolidated balance sheets except for low-value and short-term leases. The Group may elect to apply the accounting method similar to the accounting for operating lease under IAS 17 to the low-value and short-term leases. On the consolidated statements of comprehensive income, the Group should present the depreciation expense charged on the right-of-use asset separately from interest expense accrued on the lease liability; interest is computed by using effective interest method. On the consolidated statements of cash flows, cash payments for the principal portion and interest portion of the lease liability are classified within financing activities; cash payments for interest portion are classified within financing activities.

The application of IFRS 16 is not expected to have a material impact on the accounting of the Group as lessor.

When IFRS 16 becomes effective, the Group may elect to apply this Standard either retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of the initial application of this Standard recognized at the date of initial application.

  • 4) Amendments to IAS 12 “Recognition of Deferred Tax Assets for Unrealized Losses”

The amendment clarifies that unless the tax law restricts the utilization of losses to deduction against income of a specific type, the Group should assess a deductible temporary difference in combination with all of its other deductible temporary differences, in which case, a deductible temporary difference is assessed in combination only with other deductible temporary differences of the appropriate type. The amendment also stipulates that, when determining whether to recognize a deferred tax asset, the estimate of probable future taxable profit may include some of the Group’s assets for more than their carrying amount if there is sufficient evidence that it is probable that the Group will achieve this, and that the estimate for future taxable profit should exclude tax deductions resulting from the reversal of deductible temporary differences.

Except for the above impact, as of the date the consolidated financial statements were authorized for issue, the Group is continuously assessing the possible impact that the application of other standards and interpretations will have on the Group’s financial position and financial performance, and will disclose the relevant impact when the assessment is completed.

4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

  • a. Statement of Compliance

These interim consolidated financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IAS 34 “Interim Financial Reporting” as endorsed by the FSC. Disclosure information included in these interim consolidated financial statements is less than the disclosure information required in a complete set of IFRSs annual financial statements.

  • b. Basis of Consolidation

See Note 11, table 5 and 6 for the detailed information of subsidiaries (including percentage of ownership and main business).

  • c. Other significant accounting policy

Except for the following, please refer to the summary of significant accounting policy in the consolidated financial statements for the year ended December 31, 2016.

  • 12 -

1) Retirement benefits

Pension cost for an interim period is calculated on a year-to-date basis by using the actuarially determined pension cost rate at the end of the prior financial year, adjusted for significant market fluctuations since that time and for significant plan amendments, settlements, or other significant one-off events.

2) Taxation

Income tax expense represents the sum of the tax currently payable and deferred tax. Interim period income taxes are assessed on an annual basis and calculated by applying to an interim period’s pre-tax income by applying to the tax rate that would be applicable to expected total annual earnings.

5. CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

The same critical accounting judgments and key sources of estimation uncertainty of consolidated financial statements have been followed in these consolidated financial statements as those applied in the preparation of the consolidated financial statements for the year ended December 31, 2016.

6. CASH AND CASH EQUIVALENTS

Cash on hand

Checking accounts and demand deposits
Cash equivalent
Time deposits with original maturities less than
3 months

March 31,
2017
December 31,
2016
$ 2,982
$ 1,500

845,820
1,311,602

335,487

405,284

$ 1,184,289
$ 1,718,386
March 31,
2016
$ 1,877
1,303,724

413,742
$ 1,719,343

7. AVAILABLE-FOR-SALE FINANCIAL ASSETS - CURRENT

Domestic listed shares

Overseas listed shares

March 31,
2017
December 31,
2016
$ 369
$ -


19,372

-

$ 19,741
$ -
March 31,
2016
$ 2,385

4,904
$ 7,289
  • 13 -

8. NOTES AND ACCOUNTS RECEIVABLE, NET

Notes receivable
Notes receivable - operating

Accounts receivable
Accounts receivable

Less: Allowance for doubtful accounts

March 31,
2017
December 31,
2016
$ 134,341
$ 145,982

$ 936,673
$ 1,132,152


13,461

12,988

$ 923,212
$ 1,119,164
March 31,
2016
$ 129,081
$ 796,426

10,124
$ 786,302

a. Accounts receivable

The average credit period of sales of goods was 30-120 days. The Group considered any change in the credit quality of the accounts receivable since the date credit was initially granted to the end of the reporting period. The Group recognized an allowance for doubtful accounts of 100% against all receivables over 360 days because historical experience revealed that receivables that are past due beyond 360 days were not collectible. Allowance for doubtful accounts is recognized against accounts receivables between 0 days and 360 days based on estimated uncollectible amounts determined by reference to past default experience of the counterparties and an analysis of their current financial position.

There were no accounts receivable that were past due and not impaired at the end of the reporting period. Inspection on customers’ credit was taken regularly and aging analysis was preformed based on the past due date.

Aging analysis of accounts receivable was as follows:

Not past due

Past due 1-60 days
Past due 61-90 days
Past due 91-180 days
Past due over 181 days

March 31,
2017
December 31,
2016

$ 851,435
$ 1,042,293

79,064
81,935
1,462
3,629
238
377

4,474

3,918

$ 936,673
$ 1,132,152
March 31,
2016
$ 722,647
67,170
3,792
8

2,809
$ 796,426

Movements of the allowance for doubtful accounts on accounts receivable were as follows:

Balance, beginning of period
Collectively Assessed for
Impairment
For the Three Months
**Ended March 31 **
2017
2016
$ 12,988
$ 12,720
(Continued)
  • 14 -
Allowance (reversal of allowance) for doubtful accounts

Effect of foreign currency exchange differences

Balance, end of period
Collectively Assessed for
Impairment
Collectively Assessed for
Impairment
For the Three Months
Ended March 31


2017
$ 1,098


(625)

$ 13,461
2016
$ (2,534)

(62)
$ 10,124
(Concluded)
  • b. Credit risk of notes and accounts receivable

The Group’s receivables are significantly concentrated in certain individuals, most of which have similar business operations and economic features. Concentration of credit risk occurs when the counterparties to financial instrument transactions are individuals or groups engaged in similar activities or activities in the same region, which would cause their ability to meet contractual obligations to be similarly affected by changes in economic or other conditions.

The balances of the notes and accounts receivable from customers with carrying amounts that were 10% or more of the account totals as of each reporting date were as follows:

Group A

9. OTHER FINANCIAL ASSET
Time deposits with original maturities more than
3 months

Pledge time deposits
Refundable deposits


Current

Non-current

March 31,
2017
December 31,
2016

$ 180,293
$ 196,144

March 31,
2017
December 31,
2016
$ 240,485
$ 241,574

192,940
71,353

3,266

3,343

$ 436,691
$ 316,270

$ 433,553
$ 313,061


3,138

3,209

$ 436,691
$ 316,270
March 31,
2016
$ 170,822
March 31,
2016
$ 270,890
88,000

3,472
$ 362,362
$ 359,034

3,328
$ 362,362

The pledge information of other financial assets refer to Note 25.

  • 15 -

10. INVENTORIES

Finished goods

Work in process
Raw materials
Supplies

March 31,
2017
December 31,
2016

$ 302,508
$ 254,907

253,943
240,218
219,414
183,321

64,958

65,710

$ 840,823
$ 744,156
March 31,
2016
$ 243,901
156,954
109,778

57,745
$ 568,378

The cost of inventories recognized as costs of goods sold were $710,494 thousand and $679,787 thousand for the three months ended March 31, 2017 and 2016, respectively, which included the following items:

Write-down of inventories
Others
For the Three Months
**Ended March 31 **
For the Three Months
**Ended March 31 **
2017
$ 6,445

41
$ 6,486
2016
$ 1,134

860
$ 1,994

11. SUBSIDIARIES

Subsidiaries included in the consolidated financial statements were as follows:

Name of Investor
Name of Investee
Main Businesses and
Products
The Company
Global Electronics
Terminal (Cayman) Co.,
Ltd. (Global (Cayman))
Note 1
Genius Terminal Co., Ltd.
(Genius Terminal)
Notes 1 and 2
GEM Terminal (Cayman)
Co., Ltd. (GEM Terminal
(Cayman))
Note 1
Global (Cayman)
Vibo Gem International
Co., Ltd. (Vibo)
Notes 1 and 2
Global Electronics
Terminal (HK) Co., Ltd.
(Global (HK))
Note 2
Genius Terminal
Genius Terminal (HK)
Ltd. (Genius (HK))
Note 2
GEM Terminal (Cayman)
Vietnam Gem Electronic
and Metal Co., Ltd
(GEM (VN))
Note 3
Vibo
Suzhou Gem
Opto-Electronics
Terminal Co., Ltd. (GEM
(Suzhou))
Note 3
Dongguan Gem
Electronics & Metal Co.,
Ltd. (GEM (Dongguan))
Note 3
Percentage of Ownership
March 31,
2017
December 31,
2016
March 31,
2016
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100

Note 1: International investment.

Note 2: International trading.

  • 16 -

  • Note 3: Production of hardware; machine processing; electroplating for metal processing; production and processing of molds and related accessories; plastic products and related plastic accessory production.

12. PROPERTY, PLANT, AND EQUIPMENT

The Company purchased land for $7,908 thousand. On this land, a resort will be constructed for the employees. However, a part of the land is agricultural land that cannot be transferred to the Company because of statutory limitations; thus, the Company registered the property rights in the name of an individual temporarily, and in December 2014, its registration is transferred to chairman’s name. The land is mortgaged to the Company and the agreement stipulated unconditional conveyance of the land to the Company.

  • a. Movements of cost and accumulated depreciation were as follows:

Three months ended March 31, 2017


Cost
Balance at January 1, 2017

Additions
Disposal
Reclassification
Effect of foreign currency exchange differences
Balance at March 31, 2017

Accumulated depreciation
Balance at January 1, 2017

Depreciation expenses
Disposal
Effect of foreign currency exchange differences
Balance at March 31, 2017

Carrying amounts at January 1, 2017

Carrying amounts at March 31, 2017
Land
$ 146,218

-
-
-

-

$ 146,218

$ -

-
-

-

$ -

$ 146,218

$ 146,218
Buildings
Machinery and
Equipment
Transportation
Equipment
$ 1,049,205
$ 1,676,636
$ 56,535

821
6,576
109
(152 )
(7,928 )
(827 )
-
11,272
-

(47,370)

(56,352)

(2,064)

$ 1,002,504
$ 1,630,204
$ 53,753

$ (405,473 ) $ (956,901 ) $ (47,939 )
(11,058 )
(29,486 )
(757 )
138
6,975
789

16,529

16,517

1,705

$ (399,864)
$ (962,895)
$ (46,202)

$ 643,732
$ 719,735
$ 8,596

$ 602,640
$ 667,309
$ 7,551
Others

$ 731,408

8,817

(1,443 )
4,862

(33,756)

$ 709,888

$ (397,720 )

(19,921 )
1,368

18,897

$ (397,376)

$ 333,688

$ 312,512
Construction in
Progress and
Equipment to
be Inspected
$ 137,008

20,211

-
(16,156 )

(10,374)

$ 130,689

$ -


-
-

-

$ -

$ 137,008

$ 130,689
Total
$ 3,797,010
36,534
(10,350 )

(22 )

(149,916)
$ 3,673,256
$ (1,808,033 )
(61,222 )
9,270

53,648
$ (1,806,337)
$ 1,988,977
$ 1,866,919

Three months ended March 31, 2016


Cost
Balance at January 1, 2016

Additions
Disposal
Reclassification
Effect of foreign currency exchange differences
Balance at March 31, 2016

Accumulated depreciation
Balance at January 1, 2016

Depreciation expenses
Disposal
Effect of foreign currency exchange differences
Balance at March 31, 2016

Carrying amounts at March 31, 2016
Land
$ 146,218

-
-
-

-

$ 146,218

$ -

-
-

-

$ -

$ 146,218
Buildings
Machinery and
Equipment
Transportation
Equipment
$ 805,786
$ 1,801,237
$ 59,910

-
22,536
82
(300 )
(5,722 )
-
623
15,067
-

(5,819)

4,732

(263)

$ 800,290
$ 1,837,850
$ 59,729

$ (396,915 ) $ (988,068 ) $ (47,383 )
(9,124 )
(36,590 )
(987 )
271
4,949
-

4,028

(16,332)

209

$ (401,740)
$ (1,036,041)
$ (48,161)

$ 398,550
$ 801,809
$ 11,568
Others

$ 669,520

8,132
(1,922 )
9,336

(3,914)

$ 681,152

$ (371,758 )

(18,271 )
1,594

2,399

$ (386,036)

$ 295,116
Construction in
Progress and
Equipment to
be Inspected
$ 398,523

118,360

-
(29,138 )

(7,633)

$ 480,112

$ -


-
-

-

$ -

$ 480,112
Total
$ 3,881,194
149,110
(7,944 )

(4,112 )

(12,897)
$ 4,005,351
$ (1,804,124 )
(64,972 )
6,814

(9,696)
$ (1,871,978)
$ 2,133,373
  • 17 -

  • b. Estimated useful lives

Depreciation is provided on a straight-line basis over estimated useful lives as follows:

Buildings Factory 10-50 years Main building 5-25 years The major component part of the factory 10-20 years The major component part of the office 10-55 years Machinery and equipment 4.67-15 years Transportation equipment 3-12 years Others 3-20 years

Refer to Note 25 for the carrying amount of property, plant and equipment that had been pledged by the Group to secure borrowings/general banking facilities granted to the Group.

  • c. Investing activities affecting both cash and non-cash items
Acquisition of property, plant and equipment

Capitalized interest
Increase (decrease) in prepayments for equipment
Decrease (increase) in payable for purchased equipment

Cash paid for acquisition of property, plant and equipment
For the Three Months
**Ended March 31 **
For the Three Months
**Ended March 31 **


2017
$ 36,534

(956)
14,645

15,464

$ 65,687
2016
$ 149,110
(1,759)
(59,148)

(5,957)
$ 82,246

13. LONG-TERM PREPAYMENT FOR LEASE

Current (included in other current assets)

Noncurrent (included in long-term prepayment
for lease)

March 31,
2017
December 31,
2016

$ 1,879
$ 1,983


93,514

99,465

$ 95,393
$ 101,448
March 31,
2016
$ 2,035

99,337
$ 101,372

Prepayments for lease are for land use rights and property use rights in Mainland China and Vietnam, as of March 31, 2017, the remaining amortization year of land use rights in Mainland China is 30-44 years, the remaining amortization year of land use rights and property use rights in Vietnam is 37-48 years. Prepayment for lease with carrying amount of RMB 1,200 thousand is in the process of obtaining the land use right certificate.

Refer to Note 25 for the carrying amount of prepayments for lease that had been pledged by the Group to secure borrowings/general banking facilities granted to the Group.

14. NOTES PAYABLE AND ACCOUNTS PAYABLE

The Group’s notes payable and accounts payable were from operating activities and were not secured by collaterals.

  • 18 -

The Group has financial risk management policies in place to ensure that all payables are paid within the pre-agreed credit terms, therefore, no interest was charged on the outstanding trade payables.

15. OTHER PAYABLES

Payable for purchase of equipment

Payable for salaries and bonus

Payable for VAT and personal income tax

Payable for utilities expense

Payable for professional service fees

Payable for welfare

Payable for compensation to employees and
remuneration to directors and supervisors
Others


March 31,
2017
December 31,
2016

$ 47,865
$ 63,329


36,605

47,771


7,797

4,287


6,608

7,440


6,477

6,035


4,741

4,892

3,504

3,504


40,587

55,912



$ 154,184
$ 193,170
March 31,
2016
$ 68,189

38,632

4,049

8,457

3,934

5,957

-

56,216
$ 185,434

Other payables - others were payables for pension, annual leave, labor and health insurance, rent, and payable for parts purchased.

16. BORROWINGS

a. Short-term borrowings

March 31,
2017
December 31,
2016

Unsecured borrowings
$ 486,040
$ 436,025

Secured borrowings

293,599

407,190

$ 779,639
$ 843,215

Interest rates P.A. on short-term borrowings were as follows:
March 31,
2017
December 31,
2016
Unsecured borrowings (%)
1.50-4.35
1.26-4.35
Secured borrowings (%)
2.28-4.35
3.92-4.35
b Short-term bills payable
March 31,
2017
December 31,
2016

Commercial paper payable
$ 50,000
$ 50,000
March 31,
2016
$ 407,602

337,349
$ 744,951
March 31,
2016
1.25-5.35
3.92-4.35
March 31,
2016
$ 50,000
  • 19 -

Interest rates P.A. on short-term bills payable were as follows:

March 31, December 31, March 31,
2017 2016 2016
Short-term bills payable (%) 1.16
1.15
1.15

The commercial paper of $50,000 thousand and one year revolving credit facilities was issued and granted by DAH CHUNG Bills Finance Corporation.

  • c. Long-term borrowings
March 31,
2017
December 31,
2016

Unsecured borrowings
$ 1,458,000
$ 1,556,750

Secured borrowings

71,147

75,652

1,529,147
1,632,402
Less: Current portion

656,990

625,036

$ 872,157
$ 1,007,366

Interest rates P.A. on long-term borrowings were as follows:
March 31,
2017
December 31,
2016

Unsecured borrowings (%)
1.49-2.09
1.49-2.09
Secured borrowings (%)
2.75
2.70-2.93
March 31,
2016
$ 1,549,335

-
1,549,335

412,000
$ 1,137,335
March 31,
2016
1.66-2.75
-

Under the loan agreements with several banks, the Group should maintain certain financial ratios based on reviewed semiannual and audited annual consolidated financial statements. The financial ratio of the Group as of December 31, 2016 and 2015 were in compliance with the requirements stated in the loan agreements.

The Group had sufficient long term credit facility obtained before March 31, 2016, to refinance a portion of the loans on a long-term basis. Therefore, $238,000 thousand was not classified as current portion of long-term borrowings as of March 31, 2016.

17. RETIREMENT BENEFIT PLANS

For the three months ended March 31, 2017 and 2016, employee benefit expenses in respect of the Group’s defined benefit retirement plans were $371 thousand and $496 thousand, respectively, and were calculated using the actuarially determined pension cost discount rate as of December 31, 2016 and 2015.

18. EQUITY

a. Share capital
Number of shares authorized (in thousands)
March 31,
2017
December 31,
2016

221,000

221,000
March 31,
2016

221,000
(Continued)
  • 20 -
Shares authorized

Number of shares issued and fully paid (in
thousands)

Shares issued
March 31,
2017
December 31,
2016
$ 2,210,000
$ 2,210,000


169,200

169,200

$ 1,692,000
$ 1,692,000
March 31,
2016
$ 2,210,000

169,200
$ 1,692,000
(Concluded)

Fully paid ordinary shares, which have a par value of $10, carry one vote per share and carry a right to dividends.

b. Capital Surplus

May be used to offset a deficit, distributed as
cash dividends,or transferred to share capital
Arising from issuance of common shares

Arising from treasury share transactions


March 31,
2017
December 31,
2016


$ 266,411
$ 266,411

4,904

4,904

$ 271,315
$ 271,315
March 31,
2016
$ 266,411

4,904
$ 271,315

The capital surplus may be used to offset a deficit; in addition, when the Company has no deficit, such capital surplus may be distributed as cash dividends or transferred to share capital (limited to a certain percentage of the Company’s capital surplus and once a year).

c. Appropriation of Earnings and Dividend Policy

In accordance with the amendments to the Company Act in May 2015, the recipients of dividends and bonuses are limited to stockholders and do not include employees. The stockholders held their regular meeting on June 22, 2016 and, in that meeting, had resolved amendments to the Company’s Articles of Incorporation (the “Articles”), particularly the amendment to the policy on dividend distribution and the addition of the policy on distribution of employees’ compensation.

Under the dividend policy as set forth in the amended Articles, where the Company made profit in a fiscal year, the profit shall be first utilized for paying taxes, offsetting losses of previous years, setting aside as legal reserve 10% of the remaining profit, setting aside or reversing special reserve in accordance with the laws and regulations, and then any remaining profit together with any undistributed retained earnings shall be used by the Company’s board of directors as the basis for proposing a distribution plan, which should be resolved in the stockholders’ meeting for distribution of dividends and bonus to stockholders. For the policies on distribution of employees’ compensation and remuneration to directors and supervisors before and after amendment, please refer to (e) Employee benefits expense in Note 19.

The Company’s dividend policy is in line with the Company’s operating scale and research and development needs as well as the status of the economy and industry in order to maintain sound management and promote stockholders’ long-term interests. Thus, the Company adopted Residual dividend policy as its stockholders dividends’ policy. Company’s profits may be distributed in the form of cash and/or stock. However, distribution of profits should preferably be in the form of cash dividend. Cash dividends should be at least 10% of total dividends. But if a cash dividend is less than NT$0.2, the Company may choose to appropriate stock dividends instead.

  • 21 -

Appropriation of earnings to legal reserve shall be made until the legal reserve equals the Company’s paid-in capital. Legal reserve may be used to offset deficit. If the Company has no deficit and the legal reserve has exceeded 25% of the Company’s paid-in capital, the excess may be transferred to capital or distributed in cash.

Under Rule No. 1010012865, Rule No. 1010047490 and Rule No. 1030006415 issued by the FSC and the directive titled “Questions and Answers for Special Reserves Appropriated Following Adoption of IFRSs”, the Company should appropriate or reverse to a special reserve.

Except for non-ROC resident stockholders all shareholders receiving the dividends are allowed a tax credit equal to their proportionate share of the income tax paid by the Company.

The appropriations of earnings for 2016 and 2015 had been approved in the board of directors on March 23, 2017 and the stockholders’ meeting on June 22, 2016, respectively. The appropriations of earnings for 2016 and 2015 were as follows:

Legal reserve

Cash dividends
Appropriation of Earnings
2016
2015
$ 4,508
$ 8,784
-
34,320
Dividends Per Share (NT$)
2016
2015
$ -
$ 0.2

The appropriations of earnings for 2016 are subject to the resolution of the stockholders’ meeting to be held on June 14, 2017.

d. Other Equity Items

  • 1) Exchange differences on translating foreign operations
Balance, beginning of period
Exchange differences arising on translating the foreign
operations
Related income tax
Balance, end of period
For the Three Months
Ended March 31
For the Three Months
Ended March 31



2017
$ 97,341

(166,748)

3,668
$ (65,739)
2016
$ 347,230
(21,514)
3,657
$ 329,373

2) Unrealized gain (loss) from available-for-sale financial assets

Balance, beginning of period
Unrealized gain (loss) arising on revaluation of
available-for-sale financial assets
Related income tax
Cumulative gain reclassified to profit or loss on sale of
available-for-sale financial assets
Related income tax
Balance, end of period
For the Three Months
Ended March 31
For the Three Months
Ended March 31



2017
$ -

(99)
33
(488)


115

$ (439)
2016
$ (278)
824
478
(996)
(416)
$ (388)
  • 22 -

19. CONSOLIDATED LOSS BEFORE INCOME TAX

Consolidated loss before income tax was as follows:

a. Other income

Interest income
Others
b. Other gains and losses
Foreign exchange losses, net
Loss on disposal of property, plant and equipment, net
Gain on disposal of investments, net
Others
c. Finance costs
Interest expense of borrowings

Less: Amounts included in the cost of qualifying assets


Information about capitalized interest was as follows:
Capitalized interest (classified under property, plant and
equipment and prepayments for equipment)
Capitalization rate (%)
For the Three Months
Ended March 31
2017
2016
$ 3,344
$ 3,505

3,714

2,893
$ 7,058
$ 6,398
For the Three Months
**Ended March 31 **
2017
2016
$ (4,823)
$ (747)
(432)
(1,106)
488
996

(175)

(378)
$ (4,942)
$ (1,235)
For the Three Months
Ended March 31


2017
2016
$ 13,749
$ 12,252

956

1,759
$ 12,793
$ 10,493
For the Three Months
**Ended March 31 **
2017
2016
$ 956
$ 1,759
1.63-4.08
1.79-5.10
  • 23 -

d. Depreciation and amortization

Property, plant and equipment
Prepayments for lease (current/noncurrent)
Other assets
Other assets were long-term prepayments for computer software, etc.
Analysis of depreciation by function
Operating costs
Operating expenses
Analysis of amortization by function
Operating costs
Operating expenses
e. Employee benefits expense
Short-term employee benefits
Salary

Labor and health insurance
Others


Post-employment benefits
Defined contribution plans
Defined benefit plans (Note 17)



An analysis of employee benefits expense by function
Operating costs

Operating expenses

For the Three Months
Ended March 31
For the Three Months
Ended March 31


2017
2016
$ 61,222
$ 64,972
593
626

765

647
$ 62,580
$ 66,245
For the Three Months
**Ended March 31 **





2017
2016
$ 51,104
$ 54,878

10,118

10,094
$ 61,222
$ 64,972
$ 89
$ 100

1,269

1,173
$ 1,358
$ 1,273
For the Three Months
Ended March 31








2017
$ 115,969

5,533

7,500


129,002

7,731

371


8,102

$ 137,104

$ 102,501


34,603

$ 137,104
2016
$ 113,443
6,243

5,823

125,509
8,937

496

9,433
$ 134,942
$ 99,560

35,382
$ 134,942
  • 24 -

In compliance with the amended articles of incorporation of company approved by the stockholders in the meeting in June, 2016 the company accrued employees’ compensation and remuneration to directors and supervisors at the rates no less than 3% and no higher than $4,000 thousand, respectively, of net profit before income tax, employees’ compensation, and remuneration to directors and supervisors. For the three months ended March 31, 2017 and 2016, the Group had incurred net loss, hence, no employees’ compensation and remuneration of directors and supervisors were accrued for the period.

If there is a change in the proposed amounts after the annual consolidated financial statements were authorized for issue, the differences are recorded as a change in accounting estimate.

The bonus to employees and remuneration to directors and supervisors for 2016 which were approved in the board of directors’ meeting on March 23, 2017 were as follows:

For the Year
Ended
December 31,
2016
Employees’ compensation $ 1,404
Remuneration to directors and supervisors 2,100

There was no difference between the amounts of employees’ compensation and the remuneration of directors and supervisors paid and the amounts recognized in the consolidated financial statements for the year ended December 31, 2016.

Information on the employees’ compensation and remuneration of directors and supervisors resolved by the company’s board of directors is available on the Market Observation Post System website of the Taiwan Stock Exchange.

  • f. Gain or loss on foreign currency exchange
Foreign exchange gains
Foreign exchange losses
Foreign exchange losses, net
For the Three Months
**Ended March 31 **
For the Three Months
**Ended March 31 **


2017
$ 16,628

(21,451)

$ (4,823)
2016
$ 13,638
(14,385)
$ (747)

20. INCOME TAX

  • a. Income tax recognized in profit or loss

The major components of tax expense (income) were as follows:

Current tax
In respect of the current period
For the Three Months
Ended March 31
2017
2016
$ 1,396
$ 6,911
(Continued)
  • 25 -
Adjustments for prior periods


Deferred tax
In respect of the current period
Exchange rate influence


Income tax expense (income) recognized in profit or loss
For the Three Months
Ended March 31
For the Three Months
Ended March 31




2017
$ -


1,396

(6,363)

4,955


(1,408)

$ (12)
2016
$ 839

7,750
(8,216)

1,624

(6,592)
$ 1,158
(Concluded)

b. Income tax recognized in other comprehensive income (loss)

Deferred tax
Translation of foreign operations
Unrealized loss (gain) on available-for-sale financial asset
Integrated income tax
March 31,
2017
Unappropriated earnings
Unappropriated earnings generated before
January 1, 1998
$ 6,684

Unappropriated earnings generated on and
after January 1, 1998

366,753

$ 373,437

Imputation credits accounts
$ 37,779
For the Three Months
Ended March 31
For the Three Months
Ended March 31
2017
$ 3,668

148
$ 3,816
December 31,
2016
$ 6,684


384,881

$ 391,565

$ 37,779
2016
$ 3,657

62
$ 3,719
March 31,
2016
$ 6,684

323,813
$ 330,497
$ 25,469

c. Integrated income tax

The Company had incurred net loss for 2015, according to the resolution approved in the stockholders’ meeting on June 22, 2016, the earnings were not distributed. The creditable ratio for the distribution of earning for 2016 was 9.81% (estimated).

d. Income tax assessments

The tax returns of the Company as of 2014 have been assessed by the tax authorities.

GEM (Dongguan) and GEM (Suzhou) had completed the filing of their income tax returns through 2015 with the tax authorities.

  • 26 -

21. NET LOSS PER SHARE (EPS)

There is no diluted effect for the three months ended March 31, 2017 and 2016 for net loss incurred in the reporting period.

The net loss and weighted average number of ordinary shares outstanding in the computation of basic and diluted EPS were as follows:

Net loss for the periods ended

Net loss used in the computation of basic/diluted net loss per share For the Three Months
**Ended March 31 **
For the Three Months
**Ended March 31 **
2017
$ (18,128)
2016
$ (15,990)

Weighted average number of ordinary shares outstanding (in thousand shares)

Weighted average number of ordinary shares in computation of
diluted net loss per share
For the Three Months
Ended March 31
For the Three Months
Ended March 31
2017
169,200
2016

169,200

If the Group offered to settle compensation paid to employees in cash or shares, the Group assumed the entire amount of the compensation will be settled in shares and the resulting potential shares were included in the weighted average number of shares outstanding used in the computation of diluted earnings per share, as the effect is dilutive. Such dilutive effect of the potential shares is included in the computation of diluted earnings per share until the number of shares to be distributed to employees is resolved in the following year.

22. CAPITAL MANAGEMENT

The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns through the optimization of the debt and equity balance. The capital structure of the Group consists of net debt and equity of the Group. The Group is not subject to any externally imposed capital requirements, except to maintain certain financial ratios specified under loan agreements. (Refer to Note 16)

Key management personnel of the Group review the capital structure on a quarterly basis. Based on recommendations of the key management personnel, in order to balance the overall capital structure, the Group may adjust the amount of liabilities paid and current assets management to balance its entire capital structure.

23. FINANCIAL INSTRUMENTS

a. Fair value - fair value of financial instruments not measured at fair value

The Group’s management believes that the carrying amounts of financial assets and financial liabilities recognized in the consolidated financial statements approximate their fair values.

  • 27 -

  • b. Fair value - fair value of financial instruments that are measured at fair value on a recurring basis

March 31, 2017

Available-for-sale financial
assets
Domestic listed shares

Overseas listed shares


December 31, 2016:None.
March 31, 2016
Available-for-sale financial
assets
Domestic listed shares

Overseas listed shares

Level 1
$ 369


19,372

$ 19,741

Level 1
$ 2,385


4,904

$ 7,289
Level 2
$ -

-

$ -

Level 2
$ -

-

$ -
Level 3
$ -

-

$ -

Level 3
$ -

-

$ -
Total
$ 369

19,372
$ 19,741
Total
$ 2,385

4,904
$ 7,289

There were no transfers between Level 1 and Level 2 for the three months ended March 31, 2017 and 2016.

  • c. Categories of financial instruments
March 31, December 31, March 31,
2017 2016 2016
Financial assets
Loans and receivables (Note 1) $ 2,679,919 $ 3,301,594
$ 3,000,877
Available-for-sale financial assets 19,741 - 7,289
Financial liabilities
Measured at amortized cost (Note 2) 3,038,181 3,447,923 2,933,193
  • Note 1: The balances included in loans and receivables measured at amortized cost, which comprise cash and cash equivalents, notes receivable, accounts receivable, net, other receivables and other financial assets-current and non-current.

  • Note 2: The balances included in financial liabilities measured at amortized cost, which comprise short-term borrowings, short-term bills payable, notes and accounts payable, other payables, and long-term borrowings (including current portion).

d. Financial risk management objectives and policies

The Group’s major financial instruments include equity investments, notes receivable, accounts receivable, other financial assets, borrowings, notes payable and accounts payable. The Corporate Treasury function provides services to the business, coordinates access to domestic and international

  • 28 -

financial markets, monitors and manages the financial risks relating to the operations of the Group through internal risk reports which analyze exposures by degree and magnitude of risks. These risks include market risk (including currency risk and interest rate risk), credit risk and liquidity risk.

The Corporate Treasury function reports monthly to the Group's risk management committee.

1) Market risk

The Group's activities expose it primarily to the financial risks of changes in foreign currency exchange rates (see (a) below) and interest rates (see (b) below).

  • a) Foreign currency risk

The Group had foreign currency sales and purchases, which exposed the Group to foreign currency risk.

The carrying amounts of the Group’s foreign currency denominated monetary assets and monetary liabilities and of the derivatives exposing to foreign currency risk at the end of the reporting period are set out in Note 27.

Sensitivity analysis

The Group was mainly exposed to the risks from the fluctuations of USD and HKD.

The following table details the sensitivity to a 1% increase and decrease in the functional currency rate against the relevant foreign currencies of the Group’s outstanding foreign currency denominated monetary items at the end of the reporting period. A positive number below indicates an decrease in pre-tax loss associated with the functional currency.

Profit or loss
USD impact
For the Three Months
Ended March 31
2017
2016
$ 2,561
$ 4,509
HKD impact
For the Three Months
Ended March 31
2016
2015
$ 1,017
$ 480

b) Interest rate risk

The Group was exposed to interest rate risk because entities in the Group borrowed funds at both fixed and floating interest rates. The risk is managed by the Group by maintaining an appropriate mix of fixed and floating rate borrowings.

The carrying amounts of the Group's financial assets and financial liabilities with exposure to interest rates at the end of the reporting period were as follows:

March 31, December 31, December 31, March 31,
2017 2016 2016
Fair value interest rate risk
Financial liabilities $
435,000
$ 478,750
$
662,500
Cash flow interest rate risk
Financial assets 845,717 1,311,499 1,303,621
Financial liabilities 815,532 841,349 399,335
  • 29 -

Sensitivity analysis

The sensitivity analysis below was based on the Group’s exposure to interest rates for non-derivative instruments at the end of the reporting period. For floating rate assets and liabilities, the analysis was prepared assuming the amount of the liability outstanding at the end of the reporting period was outstanding for the whole period.

If interest rates had been 1% higher/lower and all other variables were held constant, the Group’s pre-tax loss for the three months ended March 31, 2017 and 2016 would have been higher/lower by $75 thousand and $2,261 thousand, respectively, which was mainly a result of the changes in floating rate bank deposits and borrowings.

2) Credit risk

Credit risk refers to the risk that counterparty will default on its contractual obligations resulting in financial loss to the Group. At the end of the reporting period, the Group’s maximum exposure to credit risk which will cause a financial loss to the Group due to the counterparties’ failure to discharge an obligation and because of financial guarantees provided by the Group is the carrying amount of the respective recognized financial assets as stated in the consolidated balance sheets.

The Group adopted a policy of only dealing with creditworthy counterparties, and continuously monitoring the credit exposure and credit rating of the counterparties besides, controlling the credit exposure through the credit line limit of counterparties.

The Group’s receivables are significantly concentrated in certain individuals, most of which have similar business operations and economic features. Credit risk concentration occurs when the counterparties to financial instrument transactions are individuals or groups engaged in similar activities or activities in the same region, which would cause their ability to meet contractual obligations to be similarly affected by changes in economic or other conditions. Accounts receivable from customers with carrying amounts that were 10% or more of the account total are disclosed in Note 8.

3) Liquidity risk

Ultimate responsibility for liquidity risk management rests with the board of directors, which has built an appropriate liquidity risk management framework for the Group’s funding and liquidity management requirements.

The Group manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities, and continuously monitoring forecast and actual cash flows as well as matching the maturity profiles of financial assets and liabilities.

Liquidity and interest risk rate tables for non-derivative financial liabilities

The following table details the analysis of maturity dates for Group’s non-derivative financial liabilities based on the agreed repayment dates, it’s based on the earliest date that the Group may be required to repay, without considering the probability of execution of the right, and the tables had been drawn up based on the undiscounted cash flows of financial liabilities. The tables included both interest and principal cash flows.

  • 30 -
Weighted
Average
Effective
Interest Rate
(%)
On Demand
or Less than
1 Month

March 31,2017
Fixed interest rate liabilities
1.16-4.35
$ 83,184
Variable interest rate liabilities
1.49-2.75
1,611
Non-interest bearing
-

358,529

$ 443,324

December 31,2016
Fixed interest rate liabilities
1.15-4.35
$ 415,640
Variable interest rate liabilities
1.49-2.93
19,159
Non-interest bearing
-

486,469

$ 921,268

March 31,2016
Fixed interest rate liabilities
1.15-5.35
$ 242,712
Variable interest rate liabilities
1.69-2.57
974
Non-interest bearing
-

345,530

$ 589,216
1-3 Months
3 Months to
1 Year
$ 218,043 $ 833,147

46,863
342,005
253,457

62,858

$ 518,363
$ 1,238,010

$ 160,586 $ 650,880

27,161
280,035
366,826

66,840

$ 554,573
$ 997,755

$ 129,582 $ 773,117

1,229
97,573
206,694

34,692

$ 337,505
$ 905,382
1-5 Years
$ 440,956

443,498
525
$ 884,979

$ 483,572

537,204
-
$ 1,020,776

$ 842,214

309,767
-
$ 1,151,981

Taking into account the Group's financial position, management does not believe that it is probable that the banks will exercise their discretionary rights to demand immediate repayment. Management believes that such bank loans will be repaid in one year after the end of reporting period in compliance with the scheduled repayment dates set out in the loan agreements.

The amounts included above for variable interest rate non-derivative financial liabilities were subject to change if changes in variable interest rates differ from those estimates of interest rates determined at the end of the reporting period.

24. TRANSACTIONS WITH RELATED PARTIES

All transactions, balances, revenues and expenses among the Group are eliminated on consolidation, so the information is not disclosed in this note. The details of transactions between the Group and other related parties are disclosed below.

a. Compensation of key management personnel

Short-term benefits
Post-employment benefits
For the Three Months
Ended March 31
For the Three Months
Ended March 31


2017
$ 2,192


68

$ 2,260
2016
$ 2,253

69
$ 2,322

The remuneration of directors and other members of key management personnel is determined by the remuneration committee having regard to the performance of individuals and market trends.

  • 31 -

b. Property lease

The Company leased its Taipei office, factories and storehouse from general manager, Su, Tun-Jen, Su, Tun-Li, and Su, Tun-Yi (second-degree relatives of the Company’s chairman), under one-year operating lease contracts. The rentals for the three months ended March 31, 2017 and 2016 were both $415 thousand, and were recorded as operating expenses and manufacturing cost.

The rental terms were determined by negotiation. The rental rates were similar to the local market rate and the payment terms were at arm’s length.

c. Guarantees

The Company’s chairman, Su, Chung-Hong, and Su, Tun-Li jointly provided the guarantee for the loans of GEM and GEM (Cayman). The Company’s chairman, Su Chung-Hong, provided the guarantee for the loans of Genius (HK), Su, Tun-Li provided the guarantee for the loans of Global (HK) and GEM (VN).

25. ASSETS PLEDGED AS COLLATERAL FOR SECURITY

The Group provided the following assets as collateral for the banks’ short-term and long-term borrowings:

Property, plant and equipment

Deposit account (under other financial assets-
current)
Prepaid rent (including current portion)

March 31,
2017
December 31,
2016
$ 389,231
$ 418,103

192,940
71,353

34,246

36,141

$ 616,417
$ 525,597
March 31,
2016
$ 393,135
88,000

39,721
$ 520,856

26. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED COMMITMENTS

The Group’s significant commitments and contingencies as of March 31, 2017 were as follows:

  • a. The amounts of contracts for the Group’s purchases of properties and materials were $321,753 thousand, of which $120,027 thousand had not been paid.

  • b. Unused letters of credit for purchasing raw materials amounts to $11,904 thousand.

27. SIGNIFICANT ASSETS AND LIABILITIES DENOMINATED IN FOREIGN CURRENCIES

The Group entities’ significant financial assets and liabilities denominated in foreign currencies aggregated by the foreign currencies other than functional currencies and the related exchange rates between foreign currencies and respective functional currencies were as follows:

  • 32 -
Foreign
Currencies
Exchange Rate
March31,2017
Financial assets
Monetary items
USD
$ 5,559
30.330
(USD:NTD)

USD
10,280
6.882
(USD:RMB)
USD
10,623
7.765
(USD:HKD)
USD
2,458
22,753
(USD:VND)
HKD
4,477
3.906
(HKD:NTD)
HKD
34,747
0.886
(HKD:RMB)
HKD
947
0.129
(HKD: USD)


Financial liabilities
Monetary items
USD
545
30.330
(USD:NTD)

USD
6,588
6.882
(USD:RMB)
USD
4,165
7.765
(USD:HKD)
USD
9,182
22,753
(USD:VND)
HKD
14,026
3.906
(HKD:NTD)
HKD
111
0.886
(HKD:RMB)


December 31,2016
Financial assets
Monetary items
USD
4,848
32.250
(USD:NTD)

USD
7,322
6.984
(USD:RMB)
USD
12,325
7.751
(USD:HKD)
USD
2,445
22,743
(USD:VND)
HKD
5,885
4,161
(HKD:NTD)
HKD
27,986
0.901
(HKD:RMB)
HKD
944
0.129
(HKD:USD)


Financial liabilities
Monetary items
USD
556
32.250
(USD:NTD)

USD
6,121
6.984
(USD:RMB)
USD
4,945
7.751
(USD:HKD)
USD
7,673
22,743
(USD:VND)
HKD
15,472
4.161
(HKD:NTD)
HKD
332
0.901
(HKD:RMB)

Carrying
Amount
$ 168,610
311,803
322,198
74,560
17,489
135,720

3,697
$ 1,034,077
$ 16,519
199,802
126,316
278,480
54,784

435
$ 676,336
$ 156,334
236,147
397,469
78,841
24,487
116,452

3,928
$ 1,013,658
$ 17,933
197,404
159,462
247,440
64,379

1,382
$ 688,000

(Continued)

  • 33 -
Foreign
Currencies
Exchange Rate
March 31,2016
Financial assets
Monetary items
USD
$ 5,120
32.180
(USD:NTD)

USD
10,012
6.476
(USD:RMB)
USD
9,319
7.751
(USD:HKD)
USD
1,180
22,301
(USD:VND)
HKD
8,049
4.152
(HKD:NTD)
HKD
32,844
0.836
(HKD:RMB)
HKD
940
0.129
(HKD:USD)


Financial liabilities
Monetary items
USD
617
32.180
(USD:NTD)

USD
4,103
6.476
(USD:RMB)
USD
3,289
7.751
(USD:HKD)
USD
3,609
22,301
(USD:VND)
HKD
29,923
4.152
(HKD: NTD)
HKD
342
0.836
(HKD:RMB)

Carrying
Amount
$ 164,761
322,205
299,891
37,979
33,420
136,370

3,902
$ 998,528
$ 19,862
132,040
105,832
116,166
124,239

1,419
$ 499,558

(Concluded)

For the three months ended March 31, 2017 and 2016, realized and unrealized net foreign exchange losses were $4,823 thousand and 747 thousand, respectively. It is impractical to disclose net foreign exchange gains (losses) by each significant foreign currency due to the variety of the foreign currency transactions and functional currencies of the Group’s entities.

28. ADDITIONAL DISCLOSURES

  • a. Information about significant transactions and investees:

  • 1) Financing provided to others: Table 1 (attached).

  • 2) Endorsement/guarantee provided: None.

  • 3) Marketable securities held: Table 2 (attached).

  • 4) Marketable securities acquired and disposed at cost or price at least NT$300 million or 20% of the paid-in capital: None.

  • 5) Acquisition of individual real estate at cost of at least NT$300 million or 20% of the paid-in capital: None.

  • 6) Disposal of individual real estate at prices of at least NT$300 million or 20% of the paid-in capital: None.

  • 34 -

  • 7) Total purchases from or sales to related parties amounting to at least NT$100 million or 20% of the paid-in capital: Table 3 (attached).

  • 8) Receivables from related parties amounting to at least NT$100 million or 20% of the paid-in capital: Table 4 (attached).

  • 9) Trading in derivative instruments: None.

10) Inter - Company business relationship and material transactions and its amount: Table 8 (attached).

  • 11) Information on investees: Table 5 (attached).

  • b. Information on investments in Mainland China

Information on any investee company in Mainland China, showing the name, principal business activities, paid-in capital, method of investment, inward and outward remittance of funds, ownership percentage, net income of investees, investment income or loss, carrying amount of the investment at the end of the period, repatriations of investment income, and limit on the amount of investment in the Mainland China areas: Table 6 (attached).

Any of the following significant transactions with investee companies in Mainland China, either directly or indirectly through a third area, and their prices, payment terms, and unrealized gains or losses:

  • 1) The amount and percentage of purchases and the balance and percentage of the related payables at the end of the period: Table 7 (attached).

  • 2) The amount and percentage of sales and the balance and percentage of the related receivables at the end of the period: Table 3 and Table 7 (attached).

  • 3) The amount of property transactions and the amount of the resultant gains or losses: Table 7 (attached).

  • 4) The balance of negotiable instrument endorsements or guarantees or pledges of collateral at the end of the period and the purposes: None.

  • 5) The highest balance, the end of period balance, the interest rates range, and total current period interest with respect to financing of funds: Table 1 (attached).

  • 6) Other transactions that have a material effect on the profit or loss for the period or on the financial position, such as the rendering or receiving of services: Table 7 and Table 8 (attached).

29. SEGMENT INFORMATION

Information reported to the Group’s chief operating decision maker for the purposes of resource allocation and assessment of segment performance focuses on type of goods or services delivered or provided.

Each entity of the Group is considered separate operating segment by the chief operating decision maker (CODM). For financial statements presentation purposes, these individual operating segments have been aggregated into a single operating segment taking into account the following factors:

  • a. these operating segments have similar production and sales processes;

  • b. these operating segments have similar main businesses and products; and

  • 35 -

  • c. the finance and business of these operating segments as to the consolidated financial statements are not material.

The Group’s reportable segments were as follows:

  • GEM Terminal

  • GEM (Dongguan) and Genius (HK) consolidated information

  • GEM (Suzhou) and Global (HK) consolidated information

  • Others

Segment revenues and results, segment assets and liabilities

The following was an analysis of the Group’s revenue and results from operations by reportable segment:

For the Three months
ended March 31,2017
Revenues from external customers

Inter - segment revenues

Segment revenues

Segment income (loss)

Other income
Other gains and losses
Finance cost
Consolidated loss before income tax
Income tax
Consolidated net loss
March 31,2017
Segment assets

Segment liabilities

For the Three months
ended March 31,2016
Revenues from external customers

Inter-segment revenues

Segment revenues

Segment income (loss)

Other income
Other gains and losses
Finance costs
Consolidated loss before income tax
Income tax
Consolidated net loss
March 31,2016
Segment assets

Segment liabilities
GEM
Terminal
GEM
(Dongguan)&
Genius (HK)
$ 111,703
$ 321,649


37,369

66,385

$ 149,072
$ 388,034

$ (4,232)
$ 267

$ 4,344,975
$ 1,854,142

$ 1,728,845
$ 862,279

$ 123,807
$ 319,517


18,820

78,591

$ 142,627
$ 398,108

$ (3,766)
$ (27,187)

$ 4,795,110
$ 2,051,398

$ 1,826,231
$ 841,016
GEM
(Suzhou)&
Global (HK)
$ 360,831


358,615

$ 719,446

$ (10,937)

$ 2,820,425

$ 868,477

$ 318,229


256,099

$ 574,328

$ 30,720

$ 2,856,246

$ 707,000
Others
$ 196


67,774

$ 67,970

$ 4,570

$ 774,689

$ 379,352

$ -


2,278

$ 2,278

$ (3,038)

$ 475,330

$ 222,291
Adjustment
and
Elimination
$ -


(530,143)

$ (530,143)

$ 2,869




$ (3,990,413)

$ (651,265)

$ -


(355,788)

$ (355,788)

$ (6,231)




$ (4,120,199)

$ (507,532)
Consolidated
Amount
$ 794,379

-
$ 794,379
$ (7,463 )
7,058
(4,942 )

(12,793)
(18,140 )

(12)
$ (18,128)
$ 5,803,818
$ 3,187,688
$ 761,553

-
$ 761,553
$ (9,502 )
6,398
(1,235 )

(10,493)
(14,832 )

1,158
$ (15,990)
$ 6,057,885
$ 3,089,006
  • 36 -

TABLE 1

GEM TERMINAL IND. CO., LTD. AND SUBSIDIARIES

FINANCING PROVIDED TO OTHERS FOR THE THREE MONTHS ENDED MARCH 31, 2017 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

No. Lender Borrower Financial
Statement
Account
Related
Parties
Highest Balance
for the Period
Ending Balance
(Note 2)
Actual
Borrowing
Amount
(Notes 2 and 3)
Interest
Rate
Nature of
Financing
Business
Transaction
Amounts
Reason for
Short-term
Financing
Allowance for
Impairment
Loss
Collateral Collateral Financing Limit
for Each
Borrower
Aggregate
Financing Limits
Note
Item Value
0
0
0
1
2
3
The Company
The Company
The Company
Vibo
Global (Cayman)
GEM (Cayman)
GEM (VN)
GEM (VN)
GEM (Suzhou)
GEM (Dongguan)
Global (HK)
GEM (VN)
Other receivables
- related parties
Other receivables
- related parties
Other receivables
- related parties
Other receivables
- related parties
Other receivables
- related parties
Other receivables
- related parties
Yes
Yes
Yes
Yes
Yes
Yes
$ 97,845
90,990
151,650
32,615
13,046
32,250
$ 90,990
90,990
151,650
30,330
12,132
30,330
$ 30,330
-
-
30,330
12,132
30,330
2.10
2.10
2.10
2.00
2.00
2.10
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
$ -
-
-
-
-
-
Business
development
Business
development
Business
development
Business
development
Business
development
Business
development
$ -
-
-
-
-
-
-
-
-
-
-
-
$ -
-
-
-
-
-
$ 523,226
523,226
523,226
575,174
579,808
67,205
$ 1,046,452
1,046,452
1,046,452
1,150,348
1,159,617
134,410
Note 1
Note 1
Note 1
Note 1
Note 1
Note 1

Note 1: Under the Company’s and the subsidiaries’ “Operational Procedures for Loaning Funds to Others,” if short-term financing is needed, total amounts of these financings should not exceed 40 percent of the Company’s and the subsidiaries’ stockholders’ equity, and individual financing should not exceed 20 percent of the Company’s and the subsidiaries’ stockholders’ equity.

Note 2: The conversion rates on March 31, 2017 were US$ 1: NT$30.33.

Note 3: It was eliminated on consolidation.

  • 37 -

TABLE 2

GEM TERMINAL IND. CO., LTD. AND SUBSIDIARIES

MARKETABLE SECURITIES HELD MARCH 31, 2017

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Holding Company Name Type and Name of Marketable Securities Relationship
with the Holding
Company
Financial Statement Account March 31, 2017 March 31, 2017 Note
Shares Carrying
Amount
Percentage of
Ownership
Fair Value
The Company
GEM (Suzhou)
Stock
E. Sun Financial Holding Co., Ltd.
Stock
Shanxi Xinghuacun Fen Wine Factory Co., Ltd.
China Minsheng Banking Corp., Ltd.
Bank of Beijing Co., Ltd.
Jiugui Liquor Co., Ltd.
Shanghai Pudong Developement Bank Co., Ltd.
Industrial Bank Co., Ltd.
Ningbo Boway Alloy Material Co., Ltd.
Yantai Changyu Pioneer Wine Co., Ltd.
Zhejiang Gu Yue Long Shan Shaoxing Wine Co.,
Ltd.
Tsingtao Brewery Co., Ltd
-
-
-
-
-
-
-
-
-
-
-
Available-for-sale financial assets - current
Available-for-sale financial assets - current
Available-for-sale financial assets - current
Available-for-sale financial assets - current
Available-for-sale financial assets - current
Available-for-sale financial assets - current
Available-for-sale financial assets - current
Available-for-sale financial assets - current
Available-for-sale financial assets - current
Available-for-sale financial assets - current
Available-for-sale financial assets - current
20,000
27,000
84,000
68,000
29,000
28,000
19,000
20,000
7,000
24,000
2,000



$ 369
3,485
3,139
2,880
2,827
1,976
1,357
1,200
1,138
1,080

290

19,372
$ 19,741
-
-
-
-
-
-
-
-
-
-
-



$ 369
3,485
3,139
2,880
2,827
1,976
1,357
1,200
1,138
1,080

290

19,372
$ 19,741
  • 38 -

TABLE 3

GEM TERMINAL IND. CO., LTD. AND SUBSIDIARIES

TOTAL PURCHASES FROM OR SALES TO RELATED PARTIES AMOUNTING TO AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE THREE MONTHS ENDED MARCH 31, 2017

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Buyer Related Party Relationship Transaction Details Transaction Details Transaction Details Abnormal Transaction Abnormal Transaction Notes/Accounts Receivable
(Payable)
Notes/Accounts Receivable
(Payable)
Note
Purchases/Sales Amount % to Total Payment Terms Unit Price Payment Term Ending Balance % to Total
GEM (Dongguan)
GEM (Suzhou)
Genius (HK)
GEM (Dongguan)
Affiliate
Affiliate
Sales
Sales
$ 148,880
(HK$35,604 thousand
and US$183
thousand)
281,577
(RMB$62,179
thousand)
39
39
120 days after monthly closing
120 days after monthly closing
Note 2
Note 2
Note 3
Note 3
$ 118,685
(HK$29,173 thousand
and US$149
thousand)
221,805
(RMB$50,329
thousand)
26
30
Note 1
Note 1

Note 1: It was eliminated on consolidation.

Note 2: The sales price of finished goods is not significantly different from those to third parties, except for the stated sales price of finished goods, other types of sales price have no comparable transactions with those in the market.

Note 3: The sales payment terms of intercompany sales are not significantly different from those to third parties.

  • 39 -

TABLE 4

GEM TERMINAL IND. CO., LTD. AND SUBSIDIARIES

RECEIVABLES FROM RELATED PARTIES AMOUNTING TO AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL MARCH 31, 2017

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Company Name Related Party Relationship Ending Balance (Note) Turnover Rate Overdue Amounts Received
in Subsequent
Period
Allowance for
Impairment Loss
Amount Actions Taken
GEM (Suzhou)
GEM (Dongguan)
GEM (Dongguan)
Genius (HK)
Affiliate
Affiliate
$ 221,805
( RMB$ 50,329 thousand )
118,685
( HK$ 29,173 thousand
and US$ 149 thousand )
4.57
6.41
$ -
-
-
-
$ 151,883
37,901
$ -
-

Note: It was eliminated on consolidation.

  • 40 -

TABLE 5

GEM TERMINAL IND. CO., LTD. AND SUBSIDIARIES

INFORMATION ON INVESTEES FOR THE THREE MONTHS ENDED MARCH 31, 2017 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Investor Company Investee Company Location Main Businesses and Products Original Investment Amount Original Investment Amount As of March 31, 2017 of March 31, 2017 Net Income
(Loss) of the
Investee
Share of
profit (Loss)
Note
March 31,
2017
December 31,
2016
Shares / Units
%
Carrying
Amount
The Company
The Company
The Company
Genius Terminal
Global (Cayman)
Global (Cayman)
GEM (Cayman)
Global (Cayman)
GEM (Cayman)
Genius Terminal
Genius (HK)
Vibo
Global (HK)
GEM (VN)
Grand Cayman, Cayman Islands
Grand Cayman, Cayman Islands
British Virgin Islands
Hong Kong
Hong Kong
Hong Kong
Vietnam
International investment
International investment
International investment and trading, etc.
International trading
Trading and investment
International trading
Production of hardware; machine processing;
electroplating for hardware processing;
production and processing of molds and related
accessories; plastic products and related plastic
accessory production;
$ 1,295,208
392,669
23,282
90,134
1,541,063
3,747
386,780
$ 1,295,208

392,669

23,282

90,134

1,541,063

3,747

386,780
40,137,184
12,598,333
750,000
21,999,998
359,972,616
1,000,000
386,780
100
100
100
100
100
100
100
$ 2,774,604
332,035
69,422
77,040
2,875,860
8,115
332,720
$ (5,926)

(3,964)

2,359

2,324

(6,220)

304

4,257
$ (5,637)

(4,081)

2,359

2,337

(6,220)

389

(3,832)
Notes 1 and 2
Notes 1 and 2
Note 1
Notes 1 and 2
Note 1
Notes 1 and 2
Notes 1 and 2

Note 1: It was eliminated on consolidation.

Note 2: Net of unrealized profits.

  • 41 -

TABLE 6

GEM TERMINAL IND. CO., LTD. AND SUBSIDIARIES

INFORMATION ON INVESTMENTS IN MAINLAND CHINA FOR THE THREE MONTHS ENDED MARCH 31, 2017 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Investee Company Main Businesses and Products Main Businesses and Products Paid-in Capital Method of
Investment
Accumulated
Outward Remittance
for Investment from
Taiwan as of January
1, 2017
Remittance of Funds Remittance of Funds Remittance of Funds Accumulated
Outward Remittance
for Investment from
Taiwan as of
March 31, 2017
Net Income (Loss)of
the Investee
% of
Ownership of
Direct or
Indirect
Investment
Investment Gain
(Loss) (Notes 1 and 3)
Carrying Amount as
of March 31, 2017
(Notes 1 and 3)
Accumulated
Repatriation of
Investment Income as
of March 31, 2017
Note
Outward Inward
GEM (Dongguan)
GEM (Suzhou)
Production of hardware; machine
processing; electroplating for metal
processing; production and
processing of molds and related
accessories; plastic products and
related plastic accessory production.
Production of hardware; machine
processing; electroplating for metal
processing; production and
processing of molds and related
accessories; plastic products and
related plastic accessory production.
$ 746,841
1,104,742
The investment
was made
through a
corporation
established
in a third
country to
invest in
companies
located in
Mainland
China.
The investment
was made
through a
corporation
established
in a third
country to
invest in
companies
located in
Mainland
China.
$ 452,130
741,320
$ -
-
$ -

-

$ 452,130

741,320
$ (368 )
(10,203 )
100
100
$ 4,396
(10,558 )
$ 864,077
1,933,398
$ -
-
Investor Company Accumulated Outward Remittance for
Investment in Mainland China as of
March 31, 2017
Investment Amounts Authorized by
Investment Commission, MOEA
Upper Limit on the Amount of
Investment Stipulated by Investment
Commission, MOEA (Note 2)
The Company $1,193,450 $1,719,711
(US$56,700 thousand)
$1,569,678

Note 1: Amount was recognized based on the reviewed financial statement.

  • Note 2: Under the “Principles Governing the Review of Investments or Technical Cooperation in Mainland China” issued by the Investment Commission on August 29, 2008, the maximum amount that can be invested in companies located in mainland China is 60% of the Company’s net value.

Note 3: It was eliminated on consolidation.

  • 42 -

TABLE 7

GEM TERMINAL IND. CO., LTD. AND SUBSIDIARIES

SIGNIFICANT TRANSACTIONS WITH INVESTEE COMPANIES IN MAINLAND CHINA, EITHER DIRECTLY OR INDIRECTLY THROUGH A THIRD PARTY, AND THEIR PRICES, PAYMENT TERMS, AND UNREALIZED GAINS OR LOSSES FOR THE THREE MONTHS ENDED MARCH 31, 2017 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Investee Company Counterparty Transaction Type Price Transaction Details Transaction Details Notes/Accounts Receivable
(Payable)
Notes/Accounts Receivable
(Payable)
Unrealized
(Gain) Loss
Note
Payment Term **Comparison with Normal Transaction ** Ending Balance %
The Company
Genius (HK)
Global (HK)
GEM (Suzhou)
GEM (Dongguan)
GEM (Suzhou)
Sales
Purchase
Property, plant, and
equipment for sale
Sales
Purchase
Sales
Purchase
$ 22,588
2,349
10,887
70,731
148,880
909
96,175
120 days after monthly closing
120 days after monthly closing
120 days after monthly closing
120 days after monthly closing
120 days after monthly closing
120 days after monthly closing
120 days after monthly closing
No significant difference with those to third
parties
No significant difference with those to third
parties
No comparable transactions with those in
the market
No significant difference with those to third
parties
No comparable transactions with those in
the market
No significant difference with those to third
parties
No comparable transactions with those in
the market
$ 6,933
(2,285)
6,034
43,261
(118,685)
-
(85,456)
4
2
16
18
77
-
100
$ 11,671
24
3,740
-
(672)
-
263
  • 43 -

TABLE 8

GEM TERMINAL IND. CO., LTD. AND SUBSIDIARIES

INTERCOMPANY BUSINESS RELATIONSHIPS AND SIGNIFICANT TRANSACTIONS FOR THE THREE MONTHS ENDED MARCH 31, 2017 (In Thousands of New Taiwan Dollars, Unless Specified Otherwise)

No.
Investee Company
Counterparty Nature of
Relationship
(Note 2)
Intercompany Transactions Intercompany Transactions

Financial Statement Item
Amount
(Note 1)
Terms Percentage of
Consolidated
Total Gross
Sales or Total
Assets
0 The Company Genius (HK)
Genius (HK)
GEM (Suzhou)
GEM (Suzhou)
GEM (Suzhou)
GEM (Suzhou)
GEM (VN)
GEM (VN)
GEM (VN)
GEM (VN)
GEM (VN)
GEM (VN)
Global (HK)
Global (HK)
1
1
1
1
1
1
1
1
1
1
1
1
1
1
Sales
Accounts receivable
Sales
Accounts receivable
Property, plant and equipment for sale - current
Other receivables
Sales
Accounts receivable
Property, plant and equipment for sale - current
Other receivables
Interest income
Other receivables
Sales
Property, plant and equipment for sale - current
$ 2,026
1,955
22,588
6,933
10,887
6,034
12,250
11,899
5,902
5,726
152
30,566
505
400
Payment terms are four months
Payment terms are four months
Payment terms are four months
Payment terms are four months
Payment terms are four months
Payment terms are four months
Payment terms are four months
Payment terms are four months
Payment terms are four months
Payment terms are four months
Interest rate P.A. 2.1%
According to working, capital conditions to change payment
deeding
Payment terms are four months
Payment terms are four months
-
-
3
-
1
-
2
-
1
-
-
1
-
-
1 GEM (Dongguan) Genius (HK)
Genius (HK)
Genius (HK)
Genius (HK)
GEM (Suzhou)
GEM (Suzhou)
3
3
3
3
3
3
Sales
Accounts receivable
Property, plant and equipment
Other income
Sales
Accounts receivable
148,880
118,685
110
422
15,473
25,487
Payment terms are four months
Payment terms are four months
Payment terms are four months
Payment terms are four months
Payment terms are four months
Payment terms are four months
19
2
-
-
2
-
2 Genius (HK) The Company
The Company
The Company
GEM (Dongguan)
GEM (Dongguan)
GEM (Dongguan)
GEM (VN)
GEM (VN)
2
2
2
3
3
3
3
3
Sales
Accounts receivable
Other receivables
Sales
Accounts receivable
Other receivables
Sales
Accounts receivable
40,279
41,281
13,503
70,731
43,261
429
10,633
10,361
Payment terms are four months
Payment terms are four months
Payment terms are four months
Payment terms are four months
Payment terms are four months
Payment terms are four months
Payment terms are four months
Payment terms are four months
5
1
-
9
1
-
1
-
3 Global (HK) The Company
The Company
GEM (Suzhou)
GEM (VN)
GEM (VN)
2
2
3
3
3
Sales
Accounts receivable
Sales
Sales
Accounts receivable
32,229
14,239
909
42,460
59,661
Payment terms are four months
Payment terms are four months
Payment terms are four months
Payment terms are four months
Payment terms are four months
4
-
-
5
1
4 GEM (Suzhou) The Company
The Company
Global (HK)
Global (HK)
Global (HK)
Global (HK)
Global (HK)
2
2
3
3
3
3
3
Sales
Accounts receivable
Sales
Accounts receivable
Property, plant and equipment
Other receivables
Other income
2,349
2,285
92,591
81,963
3,584
3,493
107
Payment terms are four months
Payment terms are four months
Payment terms are four months
Payment terms are four months
Payment terms are four months
Payment terms are four months
Payment terms are four months
-
-
12
1
-
-
-
(Continued)
  • 44 -
No.
Investee Company
Counterparty Nature of
Relationship
(Note 2)
Intercompany Transactions Intercompany Transactions Intercompany Transactions

Financial Statement Item
Amount
(Note 1)
Terms Percentage of
Consolidated
Total Gross
Sales or Total
Assets
GEM (Dongguan)
GEM (Dongguan)
GEM (Dongguan)
GEM (Dongguan)
3
3
3
3
Sales
Accounts receivable
Property, plant and equipment
Other receivables
$ 281,577
221,805
739
842
Payment terms are four months
Payment terms are four months
Payment terms are four months
Payment terms are four months
35
4
-
-
5 Vibo GEM (Dongguan)
GEM (Dongguan)
1
1
Other receivables
Interest income
30,827
154
According to working, capital conditions to change payment
deeding
Interest rate P.A. 2.0%

1
-
6 Global (Cayman) Global (HK)
Global (HK)
1
1
Other receivables
Interest income
12,339
61
According to working, capital conditions to change payment
deeding
Interest rate P.A. 2.0%

-
-
7 GEM (Cayman) GEM (VN)
GEM (VN)
1
1
Other receivables
Interest income
30,508
161
According to working, capital conditions to change payment
deeding
Interest rate P.A. 2.1%

1
-
8 GEM (VN) Genius (HK)
Genius (HK)
3
3
Sales
Accounts receivable
67,774
27,454
Payment terms are four months
Payment terms are four months
9
-

(Concluded)

Note 1: It was eliminated on consolidation.

  • Note 2: 1) Parent to subsidiary

  • 2) Subsidiary to parent

  • 3) Subsidiary to subsidiary

  • 45 -