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GKB Interim / Quarterly Report 2021

Nov 16, 2021

51890_rns_2021-11-16_97870aaf-ac08-479e-8fed-01e7266dc77f.pdf

Interim / Quarterly Report

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Grape King Bio Ltd. and Subsidiaries

Consolidated Financial Statements for the Three Months Ended March 31, 2021 and 2020 and Independent Auditors' Review Report

The engagement partners on the reviews resulting in this independent auditors' review report are Yu Feng Huang and Ming Yuan Chung.

Deloitte & Touche Taipei, Taiwan Republic of China

May 5, 2021

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 Republic of China and not those of any other jurisdictions. The standards, procedures and practices to review such consolidated financial statements are those generally applied in the Republic of China.

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 Republic of China. 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.

CONSOLIDATED BALANCE SHEETS (In Thousands of New Taiwan Dollars)

March 31, 2021
(Reviewed)
December 31, 2020
(Audited)
March 31, 2020
(Reviewed)
March 31, 2021
(Reviewed)
December 31, 2020
(Audited)
March 31, 2020
(Reviewed)
ASSETS Amount % Amount % Amount % LIABILITIES AND EQUITY Amount % Amount % Amount %
CURRENT ASSETS CURRENT LIABILITIES
Cash and cash equivalents (Note 6) \$
2,981,897
22 \$
2,927,029
22 \$
2,133,277
18 Short-term borrowings (Notes 19 and 32) \$
-
- \$
500,000
4 \$
500,000
4
Financial assets at fair value through profit or loss (Note 7) 300,094 2 - - - - Contract liabilities (Note 24) 98,654 1 96,240 1 73,425 1
Financial assets at amortized cost (Note 9) 57,713 - 77,662 1 86,110 1 Notes and accounts payable 239,395 2 255,318 2 243,512 2
Notes and accounts receivable, net (Notes 10 and 24) 200,614 2 199,448 1 217,397 2 Other payables (Note 20) 1,376,496 10 1,753,884 14 1,358,078 12
Accounts receivable from related parties (Notes 24 and 31) 3,293 - 2,248 - 3,584 - Other payables to related parties (Note 31) 43,530 1 37,641 - 44,261 -
Other receivables 3,503 - 3,533 - 5,318 - Current tax liabilities (Note 26) 791,689 6 723,261 6 371,008 3
Other receivables from related parties (Note 31) - - 12 - - - Lease liabilities (Notes 15 and 31) 39,267 - 41,796 - 47,137 1
Inventories (Note 11) 727,185 5 689,464 5 595,128 5 Other current liabilities (Notes 20 and 31) 40,831 - 43,323 - 46,990 -
Other current assets (Note 18) 72,502 1 72,028 1 90,244 1 Current portion of long-term borrowings (Notes 19 and 32) 14,536 - 49,111 - 7,304 -
Total current assets 4,346,801 32 3,971,424 30 3,131,058 27 Total current liabilities 2,644,398 20 3,500,574 27 2,691,715 23
NON-CURRENT ASSETS NON-CURRENT LIABILITIES
Financial assets at fair value through other comprehensive income Long-term borrowings (Notes 19 and 32) 202,186 1 1,372,150 10 817,407 7
(Note 8) 10,090 - 9,338 - 10,527 - Provisions (Note 21) 7,345 - 7,322 - 6,797 -
Financial assets at amortized cost (Notes 9 and 32) 13,320 - 13,320 - 15,180 - Deferred tax liabilities (Note 26) 68,804 1 68,804 1 68,675 1
Investments accounted for using the equity method (Note 13) 6,873 - 7,115 - 6,147 - Lease liabilities (Notes 15 and 31) 112,576 1 120,933 1 145,281 1
Property, plant and equipment (Notes 14, 32 and 33) 7,257,279 54 7,307,695 56 6,463,524 56 Other non-current liabilities (Notes 20, 22 and 31) 54,836 - 55,884 - 59,288 1
Right-of-use assets (Note 15) 189,213 2 202,113 2 232,368 2
Investment properties (Note 16) 1,465,022 11 1,467,018 11 1,473,353 13 Total non-current liabilities 445,747 3 1,625,093 12 1,097,448 10
Intangible assets (Note 17) 35,602 - 38,341 - 37,274 -
Deferred tax assets (Note 26) 10,040 - 10,872 - 12,620 - Total liabilities 3,090,145 23 5,125,667 39 3,789,163 33
Other non-current assets (Notes 18, 22 and 31) 92,252 1 76,885 1 261,926 2
EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY
Total non-current assets 9,079,691 68 9,132,697 70 8,512,919 73 (Note 23)
Share capital
Ordinary shares 1,481,374 11 1,362,864 11 1,362,864 12
Capital surplus 2,867,877 22 971,717 8 968,724 8
Retained earnings
Legal reserve 1,070,880 8 1,070,880 8 939,947 8
Special reserve 100,752 1 100,752 1 74,671 -
Unappropriated earnings 3,437,264 25 3,204,726 24 3,236,194 28
Total retained earnings 4,608,896 34 4,376,358 33 4,250,812 36
Other equity (93,531) (1) (86,465) (1) (112,323) (1)
Treasury stock - - - - (45,530) -
Total equity attributable to owners of the Company 8,864,616 66 6,624,474 51 6,424,547 55
NON-CONTROLLING INTERESTS (Notes 12 and 23) 1,471,731 11 1,353,980 10 1,430,267 12
Total equity 10,336,347 77 7,978,454 61 7,854,814 67
TOTAL \$ 13,426,492 100 \$ 13,104,121 100 \$ 11,643,977 100 TOTAL \$ 13,426,492 100 \$ 13,104,121 100 \$ 11,643,977 100

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

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

For the Three Months Ended March 31
2021 2020
Amount % Amount %
NET REVENUE (Notes 24 and 31) \$
1,972,200
100 \$
2,008,922
100
COST OF GOODS SOLD (Notes 11 and 25) (390,565) (20) (333,578) (17)
GROSS PROFIT 1,581,635 80 1,675,344 83
UNREALIZED GAIN ON TRANSACTIONS WITH
ASSOCIATE
(68) - (363) -
ADJUSTED GROSS PROFIT 1,581,567 80 1,674,981 83
OPERATING EXPENSES (Notes 22, 25 and 31)
Selling and marketing
General and administrative
Research and development
(979,252)
(122,384)
(66,123)
(50)
(6)
(3)
(1,034,749)
(121,889)
(50,723)
(51)
(6)
(3)
Total operating expenses (1,167,759) (59) (1,207,361) (60)
INCOME FROM OPERATIONS 413,808 21 467,620 23
NON-OPERATING INCOME AND EXPENSES
(Notes 13, 25 and 31)
Interest income
1,679 - 1,104 -
Other income 25,240 1 28,232 2
Other gains and losses 328 - 719 -
Finance costs (1,617) - (4,253) -
Share of profit or loss of associate 55 - 1,207 -
Total non-operating income 25,685 1 27,009 2
PROFIT BEFORE INCOME TAX 439,493 22 494,629 25
INCOME TAX EXPENSE (Note 26) (89,204) (4) (99,096) (5)
NET PROFIT FOR THE PERIOD 350,289 18 395,533 20

(Continued)

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

For the Three Months Ended March 31
2021 2020
Amount % Amount %
OTHER COMPREHENSIVE INCOME (LOSS) (Note
23)
Items that will not be reclassified subsequently to
profit or loss:
Unrealized gain (loss) on investments in equity
instruments at fair value through other
comprehensive income
Items that may be reclassified subsequently to profit
or loss:
\$
752
- \$
(1,255)
-
Exchange differences on translating the financial
statements of foreign operations
Exchange differences on translating the financial
(7,590) (1) (10,028) (1)
statements of foreign operations of associate (228) - (288) -
Other comprehensive income (loss) for the
period, net of income tax
(7,066) (1) (11,571) (1)
TOTAL COMPREHENSIVE INCOME FOR THE
PERIOD
\$
343,223
17 \$
383,962
19
NET PROFIT ATTRIBUTABLE TO:
Owners of the Company
Non-controlling interests
\$
232,538
117,751
\$
350,289
12
6
18
\$
262,697
132,836
\$
395,533
13
7
20
TOTAL COMPREHENSIVE INCOME
ATTRIBUTABLE TO:
Owners of the Company
Non-controlling interests
\$
225,472
117,751
11
6
\$
251,126
132,836
12
7
\$
343,223
17 \$
383,962
19
EARNINGS PER SHARE (Note 27)
Basic earnings per share
Diluted earnings per share
\$
1.60
\$
1.59
\$
1.93
\$
1.92

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

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

Equity Attributable to Owners of the Company
Others
Share Capital - Ordinary Shares
Share
(In Thousands)
Amount Capital Surplus Legal
Reserve
Retained Earnings
Special Reserve
Unappropriated
Earnings
Exchange
Differences on
Translating
the Financial
Statements of
Foreign
Operations
Unrealized
Gain (Loss) on
Financial Assets
at Fair Value
Through Other
Comprehensive
Income
Treasury Stock Total Non-controlling
Interests
Total Equity
BALANCE AT JANUARY 1, 2020 136,286 \$ 1,362,864 \$
968,724
\$
939,947
\$
74,671
\$ 2,973,497 \$
(84,506)
\$
(16,246)
\$
(45,530)
\$ 6,173,421 \$ 1,297,431 \$ 7,470,852
Net profit for the three months ended March 31, 2020 - - - - - 262,697 - - - 262,697 132,836 395,533
Other comprehensive income (loss) for the three months ended
March 31, 2020, net of income tax
- - - - - - (10,316) (1,255) - (11,571) - (11,571)
Total comprehensive income (loss) for the three months ended
March 31, 2020
- - - - - 262,697 (10,316) (1,255) - 251,126 132,836 383,962
BALANCE AT MARCH 31, 2020 136,286 \$ 1,362,864 \$
968,724
\$
939,947
\$
74,671
\$ 3,236,194 \$
(94,822)
\$
(17,501)
\$
(45,530)
\$ 6,424,547 \$ 1,430,267 \$ 7,854,814
BALANCE AT JANUARY 1, 2021 136,286 \$ 1,362,864 \$
971,717
\$ 1,070,880 \$
100,752
\$ 3,204,726 \$
(67,775)
\$
(18,690)
\$
-
\$ 6,624,474 \$ 1,353,980 \$ 7,978,454
Net profit for the three months ended March 31, 2021 - - - - - 232,538 - - - 232,538 117,751 350,289
Other comprehensive income (loss) for the three months ended
March 31, 2021, net of income tax
- - - - - - (7,818) 752 - (7,066) - (7,066)
Total comprehensive income (loss) for the three months ended
March 31, 2021
- - - - - 232,538 (7,818) 752 - 225,472 117,751 343,223
Issuance of ordinary shares for cash 11,851 118,510 1,896,160 - - - - - - 2,014,670 - 2,014,670
BALANCE AT MARCH 31, 2021 148,137 \$ 1,481,374 \$ 2,867,877 \$ 1,070,880 \$
100,752
\$ 3,437,264 \$
(75,593)
\$
(17,938)
\$
-
\$ 8,864,616 \$ 1,471,731 \$ 10,336,347

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

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

For the
Three
Months Ended
March
31
2021 2020
CASH FLOWS FROM OPERATING ACTIVITIES
Income before income tax \$
439,493
\$
494,629
Adjustments for:
Depreciation expenses 103,522 98,673
Amortization expenses 2,720 3,282
Net gain on financial assets at fair value through profit or loss (94) -
Finance costs 1,617 4,253
Interest income (1,679) (1,104)
Share of profit of associate (55) (1,207)
Loss on disposal of property, plant and equipment, net - 30
Unrealized gain on transactions with associate 68 363
Changes in operating assets and liabilities
Notes and accounts receivable, net (1,166) (17,944)
Accounts receivable from related parties (1,045) (981)
Other receivables 286 (3,015)
Other receivables from related parties 12 -
Inventories (37,721) (48,684)
Other current assets (474) (6,577)
Contract liabilities 2,414 8,411
Notes and accounts payable (15,923) 20,886
Other payables (373,953) (379,923)
Other payables to related parties 5,889 6,131
Other current liabilities (3,908) (15,045)
Net defined benefit liabilities (790) (908)
Cash generated from operations 119,213 161,270
Interest received 1,423 942
Interest paid (1,688) (3,602)
Income tax paid (19,944) (9,108)
Net cash generated from operating activities 99,004 149,502
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of financial assets at amortized cost - (3,720)
Proceeds from sale of financial assets at amortized cost 19,926 -
Acquisition of financial assets at fair value through profit or loss (300,000) -
Acquisition of property, plant and equipment (48,611) (285,221)
Proceeds from disposal of property, plant and equipment - 19
Increase in refundable deposits - (4,625)
Decrease in refundable deposits 8 3,970
Acquisition of intangible assets - (4,307)
(Increase) decrease in
other non-current assets
(10,245) 86
Net cash used in investing activities (338,922) (293,798)
(Continued)

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

For the
Three
Months Ended
March
31
2021 2020
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from short-term borrowings \$
-
\$
500,000
Repayments of short-term borrowings (500,000) (350,000)
Repayments of long-term borrowings (1,204,539) (1,834)
Proceeds from guarantee deposits received 504 -
Refund of guarantee deposits received (102) (1,700)
Repayment of the principal portion of lease liabilities (11,910) (10,327)
Proceeds from issuance of ordinary shares 2,014,670 -
Net cash generated from financing activities 298,623 136,139
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH
EQUIVALENTS
(3,837) (4,773)
NET INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS
54,868 (12,930)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 2,927,029 2,146,207
CASH AND CASH EQUIVALENTS, END OF PERIOD \$
2,981,897
\$
2,133,277

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

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED MARCH 31, 2021 AND 2020 (Amounts in Thousands of New Taiwan Dollars, Unless Specified Otherwise) (Reviewed, Not Audited)

1. GENERAL INFORMATION

Grape King Bio Ltd. (the "Company") was incorporated as a listed company limited by shares under the provisions of Company Act, the Securities and Exchange Act and other related regulations of the Republic of China ("ROC"). In April 1971, the Company was officially registered as Grape King Food Limited and started its operation. In 1979, the Company merged with China Fuso Seiko Pharmaceutical Industries Ltd. and was renamed as Grape King Inc. In 1981, the Company further merged with Head Fancy Cosmetics Co. Ltd. The Company's shares are listed and publicly traded on the Taiwan Stock Exchange (TWSE) since December 1982. In the annual shareholders' meeting held on June 12, 2002, the Company resolved to change its name to Grape King Bio Ltd. The Company is engaged in the production and sales of pharmaceutical preparation, patent medicine, liquid tonic, drink, healthy food, etc. The Company's registered office and main business location is at No. 402, Sec. 2, Jinling Rd., Pingzhen Dist., Taoyuan City 324, Taiwan, Republic of China.

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

2. APPROVAL OF CONSOLIDATED FINANCIAL STATEMENTS

The consolidated financial statements were approved by the Company's Board of Directors and issued on May 5, 2021.

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

a. Initial application of the amendments to the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) (collectively, the "IFRSs") endorsed and issued into effect by the Financial Supervisory Commission (FSC)

The initial application of the IFRSs endorsed and issued into effect by the FSC did not have a material impact on the Company and its subsidiaries' (collectively referred to as the "Group") accounting policies.

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

New IFRSs Effective Date
Announced by IASB (Note
1)
"Annual Improvements to IFRS Standards 2018–2020" January 1, 2022 (Note
2)
Amendments to IFRS 3 "Reference to the Conceptual Framework" January 1, 2022 (Note
3)
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 17 "Insurance Contracts" January 1, 2023
Amendments to IFRS 17 January 1, 2023
(Continued)
New IFRSs Effective Date
Announced by IASB (Note
1)
Amendments to IAS 1 "Classification of Liabilities as Current or January 1, 2023
Noncurrent"
Amendments to IAS 1
"Disclosure of Accounting Policies"
January 1, 2023
(Note
6)
Amendments to IAS 8
"Definition of Accounting Estimates"
January 1, 2023 (Note
7)
Amendments to IAS 16 "Property, Plant and Equipment
-
Proceeds
January 1, 2022 (Note
4)
before Intended Use"
Amendments to IAS 37
"Onerous Contracts–Cost of Fulfilling a
January 1, 2022 (Note
5)
Contract"
(Concluded)
  • Note 1: Unless stated otherwise, the above New IFRSs are effective for annual reporting periods beginning on or after their respective effective dates.
  • Note 2: The amendments to IFRS 9 will be applied prospectively to modifications and exchanges of financial liabilities that occur on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IAS 41 "Agriculture" will be applied prospectively to the fair value measurements on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IFRS 1 "First-time Adoptions of IFRSs" will be applied retrospectively for annual reporting periods beginning on or after January 1, 2022.
  • Note 3: The amendments are applicable to business combinations for which the acquisition date is on or after the beginning of the annual reporting period beginning on or after January 1, 2022.
  • Note 4: The amendments are applicable to property, plant and equipment that are brought to the location and condition necessary for them to be capable of operating in the manner intended by management on or after January 1, 2021.
  • Note 5: The amendments are applicable to contracts for which the entity has not yet fulfilled all its obligations on January 1, 2022.
  • Note 6: The amendments will be applied prospectively for annual reporting periods beginning on or after January 1, 2023.
  • Note 7: The amendments are applicable to changes in accounting estimates and changes in accounting policies that occur on or after the beginning of the annual reporting period beginning on or after January 1, 2023.

Amendments to IAS 1 "Disclosure of Accounting Policies"

The amendments specify that the Group should refer to the definition of material to determine its material accounting policy information to be disclosed. Accounting policy information is material if it can reasonably be expected to influence decisions that the primary users of general purpose financial statements make on the basis of those financial statements. The amendments also clarify that:

  • accounting policy information that relates to immaterial transactions, other events or conditions is immaterial and need not be disclosed;
  • the Group may consider the accounting policy information as material because of the nature of the related transactions, other events or conditions, even if the amounts are immaterial; and
  • not all accounting policy information relating to material transactions, other events or conditions is itself material.

The amendments also illustrate that accounting policy information is likely to be considered as material to the financial statements if that information relates to material transactions, other events or conditions and:

  • 1) the Group changed its accounting policy during the reporting period and this change resulted in a material change to the information in the financial statements;
  • 2) the Group chose the accounting policy from options permitted by the standards;
  • 3) the accounting policy was developed in accordance with IAS 8 "Accounting Policies, Changes in Accounting Estimates and Errors" in the absence of an IFRS that specifically applies;
  • 4) the accounting policy relates to an area for which the Group is required to make significant judgements or assumptions in applying an accounting policy, and the Group discloses those judgements or assumptions; or
  • 5) the accounting is complex and users of the financial statements would otherwise not understand those material transactions, other events or conditions.

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 and issued into effect by the FSC. Disclosure information included in these interim consolidated financial statements is less than the disclosure information required in a complete set of annual consolidated financial statements.

b. Basis of preparation

The consolidated financial statements have been prepared on the historical cost basis except for financial instruments which are measured at fair value, and net defined benefit assets (liabilities) which are measured at the present value of the defined benefit obligation less the fair value of plan assets.

The fair value measurements, which are grouped into Levels 1 to 3 based on the degree to which the fair value measurement inputs are observable and based on the significance of the inputs to the fair value measurement in its entirety, are described as follows:

  • 1) Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities;
  • 2) Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for an asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and
  • 3) Level 3 inputs are unobservable inputs for an asset or liability.

c. Basis of consolidation

The consolidated financial statements incorporate the financial statements of the Company and the entities controlled by the Company (i.e. its subsidiaries).

When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the Group.

All intra-group transactions, balances, income and expenses are eliminated in full upon consolidation. Total comprehensive income of subsidiaries is attributed to the owners of the Company and to the non-controlling interests even if this results in the non-controlling interests having a deficit balance.

See Note 12, Table 5 and Table 6 for detailed information on subsidiaries (including percentages of ownership and main businesses).

d. Other significant accounting policies

Except for the following, refer to Note 4 to the consolidated financial statements for the year ended December 31, 2020.

1) Financial assets at FVTPL

Financial assets are classified as at FVTPL when such financial assets are mandatorily classified or designated as at FVTPL. Financial assets mandatorily classified as at FVTPL include investments in equity instruments which are not designated as at FVTOCI.

Financial assets at FVTPL are subsequently measured at fair value, and any remeasurement gains or losses on such financial assets are recognized in other gains or losses. Fair value is determined in the manner described in Note 30.

2) 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.

3) 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 the tax rate that would be applicable to expected total annual earnings.

5. CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

Refer to Note 5 to the consolidated financial statements for the year ended December 31, 2020.

6. CASH AND CASH EQUIVALENTS

March 31,
2021
December 31,
2020
March 31,
2020
Cash on hand \$
2,835
\$
1,887
\$
3,717
Checking accounts and demand deposits 1,914,182 1,595,306 1,298,972
Cash equivalents (investments with original
maturities of less than 3 months)
Repurchase agreements collateralized by
commercial paper 848,767 1,167,799 179,817
Repurchase agreements collateralized
by bonds
216,113 162,037 650,771
\$
2,981,897
\$
2,927,029
\$
2,133,277

7. FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS

March 31,
2021
December 31,
2020
March 31,
2020
Financial assets at fair value
through profit or
Loss (FVTPL) -
current
Financial assets mandatorily classified as at
FVTPL
Non-derivative financial assets
-
Mutual funds
\$
300,094
\$
-
\$
-

Financial assets at fair value through profit or loss were not pledged.

8. FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME

March 31, December 31, March 31,
2021 2020 2020
Non-current -
investments in equity instruments
at FVTOCI
Unlisted shares
FU-Sheng International Inc.
(Samoa)
Hsin Tung Yang Co., Ltd.
\$
10,081
9
\$
9,330
8
\$
10,485
42
\$ \$ \$
10,090 9,338 10,527

The Company acquired ordinary shares of FU-Sheng International Inc. (Samoa) and Hsin Tung Yang Co., Ltd. for medium to long-term strategic purposes. Accordingly, the management elected to designate these investments in equity instruments as at FVTOCI as they believe that recognizing short-term fluctuations in these investments' fair value in profit or loss would not be consistent with the Company's strategy of holding these investments for long-term purposes.

Financial assets at fair value through other comprehensive income were not pledged.

9. FINANCIAL ASSETS AT AMORTIZED COST

March 31, December 31, March 31,
2021 2020 2020
Current
Time deposits with original maturities of more \$ \$ \$
than 3 months 57,713 77,662 86,110
Non-current
Pledged time deposit \$ \$ \$
13,320 13,320 15,180

Refer to Note 30 for information relating to the credit risk management and impairment of investments in financial assets at amortized cost.

Refer to Note 32 for information relating to investments in financial assets at amortized cost pledged as security.

10. NOTES AND ACCOUNTS RECEIVABLE, NET

March 31,
2021
December 31,
2020
March 31,
2020
Notes receivable
Notes receivable -
operating
\$
10,437
\$
17,732
\$
9,702
Accounts
receivable
At amortized cost
Gross carrying amount 193,356 184,895 211,026
Less: Loss allowance (3,179) (3,179) (3,331)
190,177 181,716 207,695
\$
200,614
\$
199,448
\$
217,397

The average credit period of sales of goods was 30-135 days. The Group adopted a policy of only dealing with entities that passed internal credit assessment and obtaining sufficient collateral, where appropriate, as a means of mitigating the risk of financial loss from defaults.

In order to minimize credit risk, the management of the Group has delegated a team responsible for determining credit limits, credit approvals and other monitoring procedures to ensure that follow-up action is taken to recover overdue debts. In addition, the Group reviews the recoverable amount of each individual trade debt at the end of the reporting period to ensure that adequate allowance is made for possible irrecoverable amounts. In this regard, the management believes the Group's credit risk was significantly reduced.

The Group measures the loss allowance for notes and accounts receivable at an amount equal to lifetime ECLs. The expected credit losses on notes and accounts receivable are estimated using a provision matrix by reference to the past default experience of the debtor and an analysis of the debtor's current financial position, adjusted for general economic conditions of the industry in which the debtors operate and an assessment of both the current as well as the forecasted direction of economic conditions at the reporting date. As the Group's historical credit loss experience does not show significantly different loss patterns for different customer segments, the provision for loss allowance based on past due status is not further distinguished according to the Group's different customer base.

The movements of the loss allowance of notes and accounts receivable were as follows:

March 31 For the Three Months Ended
2021
2020
Balance at January 1 and March 31 \$
3,179
\$
3,331

Aging analysis of notes and accounts receivable (net) held by the Group was as follows:

Past Due nor
Impaired
Within 90
Days
91 to 180
Days
Over 180
Days
Total
\$ 191,330 \$
8,912
\$
372
\$
-
\$ 200,614
189,899 9,074 475 - 199,448
217,397
Neither
199,565
17,302 Past Due but not Impaired
502
28

Notes and accounts receivable were not pledged.

11. INVENTORIES

March 31,
2021
December 31,
2020
March 31,
2020
Finished goods \$
245,633
\$
206,040
\$
179,795
Semi-finished goods and work in progress 259,596 276,903 186,073
Raw materials 174,133 162,529 197,278
Supplies 47,671 43,865 31,814
Merchandise 152 127 168
\$
727,185
\$
689,464
\$
595,128

The nature of the cost of goods sold is as follows:

For the Three Months Ended
March 31
2021 2020
Cost of inventories sold
Loss on retirement
Gain from physical counts
\$
390,565
\$
3,213
\$
(204)
\$
333,578
\$
783
\$
(645)

Inventories were not pledged.

12. SUBSIDIARIES

Proportion of Ownership
Investor Investee Nature of
Activities
March 31,
2021
December 31,
2020
March 31,
2020
The Company Pro-partner Inc. (Pro-partner) Sales 60% 60% 60%
The Company GRAPE KING INTERNATIONAL
INVESTMENT INC. (BVI)
(GKBVI)
Investment 100% 100% 100%
The Company Rivershine Ltd. (Rivershine) Sales 100% 100% 100%
The Company Dongpu Biotech Corporation Sales 100% 100% 100%
GKBVI Shanghai Grape King Enterprise Co.,
Ltd. (Shanghai Grape King)
Manufacturing and
Sales
100% 100% 100%
GKBVI Shanghai Rivershine Ltd. (Shanghai
Rivershine)
Sales 100% 100% 100%

a. Subsidiaries included in the consolidated financial statements

b. Details of subsidiaries that have material non-controlling interests

Proportion of Ownership and Voting Rights Held
by Non-controlling Interests
Name of Subsidiary Principal Place of Business March 31,
2021
December 31,
2020
March 31,
2020
Pro-partner Taiwan, Republic of China 40% 40% 40%
Non-controlling Interests Profit (Loss) Allocated to
For the Three Months Ended Accumulated Non-controlling Interests
March 31 March 31, December 31, March 31,
Name of Subsidiary 2021 2020 2021 2020 2020
Pro-partner \$
117,751
\$
132,836
\$ 1,471,731 \$ 1,353,980 \$ 1,430,267

Summarized financial information of the Group's subsidiary that has material non-controlling interests is set out below. The summarized financial information below represents amounts before intragroup eliminations.

Pro-partner

March 31, December 31, March 31,
2021 2020 2020
Current assets
Non-current assets
Current liabilities
Non-current liabilities
\$
2,145,852
3,713,578
(1,988,483)
(191,619)
\$
2,133,273
3,729,824
(2,292,051)
(186,095)
\$
1,616,048
3,761,678
(1,608,633)
(193,426)
Equity \$ \$ \$
3,679,328 3,384,951 3,575,667
Equity attributable to:
Owners of the Company
Non-controlling interests of Pro-partner
\$
2,207,597
1,471,731
\$
3,679,328
\$
2,030,971
1,353,980
\$
3,384,951
\$
2,145,400
1,430,267
\$
3,575,667
For the Three Months Ended
March 31
2021 2020
Revenue \$
1,597,609
\$
1,742,506
Profit and comprehensive income for the period \$
294,377
\$
332,091
Profit and total comprehensive income attributable to:
Owners of the Company
Non-controlling interests of Pro-partner
\$
176,626
117,751
\$
294,377
\$
199,255
132,836
\$
332,091
Net cash (outflow) inflow from:
Operating
activities
Investing activities
Financing activities
\$
8,864
(2,144)
(10,077)
\$
61,445
(12,541)
(8,201)
Net cash inflow \$
(3,357)
\$
40,703

13. INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD

March 31, December 31, March 31,
2021 2020 2020
Associates that is
not individually material
GK BIO INTERNATIONAL SDN. BHD. \$ \$ \$
6,873 7,115 6,147

Aggregate information of associates that are not individually material.

For the Three Months Ended
March 31
2021 2020
The Company's share of:
Net income \$
38
\$
1,120
Other comprehensive loss (228) (288)
Total comprehensive (loss)
income
\$
(190)
\$
832

The Company had neither contingent liabilities nor capital commitments to the associates as of March 31, 2021 and 2020.

Associate was not pledged.

14. PROPERTY, PLANT AND EQUIPMENT

March 31, December 31, March 31,
2021 2020 2020
Assets used by the Group \$ \$ \$
7,257,279 7,307,695 6,463,524

a. Assets used by the Group

Land Land
Improvements
Buildings Machinery
and
Equipment
Transportation
Equipment
Leasehold
Improvements
Other
Equipment
Construction
in Progress
Total
Cost
Balance at January 1, 2021
Additions
Disposals
Reclassified
Effects of foreign currency
exchange differences
\$ 2,964,613
-
-
-
-
\$
3,264
-
-
-
-
\$ 4,321,322
1,183
(670)
101
(3,349)
\$ 1,688,023
9,455
-
17,206
(1,978)
\$
20,889
-
-
-
(29)
\$
85,529
600
-
-
(21)
\$ 493,673
1,659
(21,079)
6,229
(144)
\$ 107,734
13,200
-
(8,268)
(58)
\$ 9,685,047
26,097
(21,749)
15,268
5,579
Balance at March 31, 2021 2,964,613 3,264 4,318,587 1,712,706 20,860 86,108 480,338 112,608 9,699,084
Accumulated depreciation
Balance at January 1, 2021
Depreciation expenses
Disposals
Effects of foreign currency
-
-
-
1,695
68
-
942,910
42,585
(670)
1,032,350
29,359
-
13,422
572
-
35,224
4,380
-
351,751
11,411
(21,079)
-
-
-
2,377,352
88,375
(21,749)
exchange differences
Balance at March 31, 2021
-
-
-
1,763
(1,016)
983,809
(1,009)
1,060,700
(16)
13,978
(11)
39,593
(121)
341,962
-
-
(2,173)
2,441,805
Carrying amounts at
January 1, 2021
Carrying amounts at
\$ 2,964,613 \$
1,569
\$ 3,378,412 \$ 655,673 \$
7,467
\$
50,305
\$ 141,922 \$ 107,734 \$ 7,307,695
March 31, 2021 \$ 2,964,613 \$
1,501
\$ 3,334,778 \$ 652,006 \$
6,882
\$
46,515
\$ 138,376 \$ 112,608 \$ 7,257,279
Cost
Balance at January 1, 2020
Additions
Disposals
Reclassified
Effects of foreign currency
exchange differences
\$ 2,067,958
-
-
-
-
\$
3,264
-
-
-
-
\$ 3,179,557
5,010
(88)
1,121,208
(4,877)
\$ 1,284,693
5,812
(4,613)
346,083
(2,747)
\$
18,714
951
-
1,175
(40)
\$
48,277
-
-
-
(32)
\$ 424,351
6,319
(803)
47,468
(226)
\$ 1,496,235
8,725
-
(1,443,950)
(172)
\$ 8,523,049
26,817
(5,504)
71,984
(8,094)
Balance at March 31, 2020
Accumulated depreciation
2,067,958 3,264 4,300,810 1,629,228 20,800 48,245 477,109 60,838 8,608,252
Balance at January 1, 2020
Depreciation expenses
Disposals
Effects of foreign currency
exchange differences
Balance at March 31, 2020
-
-
-
-
-
1,340
104
-
-
1,444
791,071
41,887
(39)
(1,409)
831,510
929,987
27,834
(4,613)
(1,444)
951,764
11,166
686
-
(22)
11,830
21,459
2,344
-
(14)
23,789
314,493
10,877
(803)
(176)
324,391
-
-
-
-
-
2,069,516
83,732
(5,455)
(3,065)
2,144,728
Carrying amounts at
March 31, 2020
\$ 2,067,958 \$
1,820
\$ 3,469,300 \$ 677,464 \$
8,970
\$
24,456
\$ 152,718 \$
60,838
\$ 6,463,524

The significant parts of the Group's buildings include main plants, air conditioning, electrical and waste water treatment equipment and decoration, and the related depreciation is calculated based on the economic lives as below:

Estimated
Significant Part of Buildings Economic Lives
Main plant 30 to 60 years
Air conditioning and electrical 5
to 22
years
Waste
water treatment equipment
10
to 15
years
Decoration 15 years

No impairment assessment was performed for the three months ended March 31, 2021 and 2020 as there was no indication of impairment.

Property, plant and equipment pledged as collateral for bank borrowings is set out in Note 32.

15. LEASE ARRANGEMENTS

a. Right-of-use assets

March 31,
2021
December 31,
2020
March 31,
2020
Carrying amounts
Land
Buildings
Transportation equipment
Other equipment
\$
83,298
96,788
6,974
2,153
\$
189,213
\$
84,382
107,418
8,008
2,305
\$
202,113
\$
98,873
119,240
11,494
2,761
\$
232,368
For the Three Months Ended
March 31
2021 2020
Additions to right-of-use assets
Depreciation charge for right-of-use assets
Land
Buildings
Transportation equipment
Other equipment
\$
547
\$
792
10,626
1,581
152
\$
37,985
\$
892
9,875
1,510
149

Except for the aforementioned additions and recognized depreciation, the Group did not have significant sublease or impairment of right-of-use assets during the three months ended March 31, 2021 and 2020.

b. Lease liabilities

March 31,
2021
December 31,
2020
March 31,
2020
Carrying amounts
Current
Non-current
\$
39,267
\$
112,576
\$
41,796
\$
120,933
\$
47,137
\$
145,281

Range of discount rate for lease liabilities was as follows:

March 31,
2021
December 31,
2020
March 31,
2020
Land 1.02%-4.75% 1.02%-4.75% 1.00%-4.75%
Buildings 1.00%-4.75% 1.00%-4.75% 1.00%-4.75%
Transportation equipment 1.00%-1.35% 1.00%-1.35% 1.00%-4.75%
Other equipment 1.00% 1.00% 1.00%

c. Material lease-in activities and terms

The Group leases certain land, buildings and transportation equipment with lease terms of 3 to 50 years. Lease payments for the lease contract of land will be adjusted on the basis of changes in announced land value prices. The Group does not have bargain purchase options to acquire the leasehold land and buildings at the end of the lease terms.

d. Subleases

In addition to the sublease transactions described in Note 16, other sublease transactions are set out below.

Sublease of right-of-use assets

Shanghai Grape King entered into an operating lease agreement for a term from June 2014 to May 2034 with a non-related party. As of March 31, 2021, December 31, 2020 and March 31, 2020 Shanghai Grape King had received prepaid rents, recorded under the advances received for the period of eight years and ten months, nine years and one month and nine years and ten months, respectively. The movement schedule of prepaid rents is listed as follows:

March 31, December 31, March 31,
2021 2020 2020
Beginning balance of prepaid rent
Rental income recognized in current period
\$
41,603
(1,145)
\$
45,423
(4,480)
\$
45,423
(1,127)
Effects of foreign currency exchange
differences
(305) 660 (514)
Ending balance of prepaid rent \$ \$ \$
40,153 41,603 43,782

Advances received for operating leases are as follows:

March 31, December 31, March 31,
2021 2020 2020
Other current liabilities
Other non-current liabilities
\$
4,546
35,607
\$
4,580
37,023
\$
4,453
39,329
Ending balance of prepaid rent \$ \$ \$
40,153 41,603 43,782

e. Other lease information

For the Three Months Ended
March 31
2021 2020
Expenses relating to short-term and low-value asset leases \$
3,847
\$
3,133
Total cash outflow for leases \$
(15,757)
\$
(13,460)

The Group leases certain land, transportation equipment and other equipment which qualify as short-term leases and low-value asset leases. The Group has elected to apply the recognition exemption and thus did not recognize right-of-use assets and lease liabilities for these leases.

16. INVESTMENT PROPERTIES

Land Buildings Total
Cost
Balance at January 1 and March 31, 2021 \$
1,173,942
\$
394,499
\$
1,568,441
Accumulated depreciation
Balance at January 1, 2021
Depreciation expenses
\$
-
-
\$
101,423
1,996
\$
101,423
1,996
Balance at March 31, 2021 \$
-
\$
103,419
\$
103,419
Carrying amounts at January 1, 2021
Carrying amounts at March 31,
2021
\$
1,173,942
\$
1,173,942
\$
293,076
\$
291,080
\$
1,467,018
\$
1,465,022
Cost
Balance at January 1 and March 31, 2020 \$
1,173,942
\$
394,499
\$
1,568,441
Accumulated depreciation
Balance at January 1, 2020
Depreciation expenses
\$
-
-
\$
92,573
2,515
\$
92,573
2,515
Balance at March 31, 2020 \$
-
\$
95,088
\$
95,088
Carrying amounts at March 31, 2020 \$
1,173,942
\$
299,411
\$
1,473,353

The investment properties were leased out for 3 to 10 years. The lease contracts contain market review clauses in the event that the lessees exercise their options to extend. The lessees do not have bargain purchase options to acquire the investment properties at the expiry of the lease periods.

The maturity analysis of lease payments receivable under operating leases of investment properties as of March 31, 2021 and December 31, 2020 and March 31, 2020 was as follows:

March 31,
2021
December 31,
2020
March 31,
2020
Year 1 \$
14,096
\$
13,921
\$
15,449
Year 2 13,253 13,253 13,435
Year 3 6,680 9,966 13,235
Year 4 108 108 6,662
Year 5 108 108 90
\$
34,245
\$
37,356
\$
48,871

Except for depreciation recognized, the Group did not have significant addition, disposal, or impairment of investment properties during the three months ended March 31, 2021 and 2020. Investment properties are depreciated using the straight-line method over their estimated useful lives of 5 of 50 years.

Investment properties held by the Group are not measured at fair value while its fair value is disclosed. The determination of fair value was not performed by independent qualified professional valuers. The valuation was arrived at by reference to announced land value prices and market evidence of transaction prices for similar properties.

March 31, December 31, March 31,
2021 2020 2020
Fair value \$ \$ \$
1,671,509 1,686,593 1,715,535

The investment property - land listed above includes a piece of agricultural land in the amount of NT\$5,600 thousand, which has been acquired due to a settlement of doubtful accounts by the Company but registered under the name of the Company's chairman, Mr. Tseng. The Company has obtained a guaranteed note amounting to NT\$5,600 thousand from Mr. Tseng for security purpose.

Investment properties were not pledged.

17. INTANGIBLE ASSETS

Computer
Software
Trademark Total
Cost
Balance at January 1, 2021
Effects of foreign currency exchange differences
\$
62,698
(24)
\$
16,070
-
\$
78,768
(24)
Balance at March 31, 2021 \$
62,674
\$
16,070
\$
78,744
Accumulated amortization
Balance at January 1, 2021
Amortization expenses
Effects of foreign currency exchange differences
\$
25,211
2,664
(5)
\$
15,216
56
-
\$
40,427
2,720
(5)
Balance at March 31, 2021 \$
27,870
\$
15,272
\$
43,142
Carrying amounts at
January 1, 2021
Carrying amounts at March 31, 2021
\$
37,487
\$
34,804
\$
854
\$
798
\$
38,341
\$
35,602
Cost
Balance at January 1, 2020
Additions
Reclassified
Effects of foreign currency exchange differences
\$
49,002
4,307
1,490
(31)
\$
15,049
-
-
-
\$
64,051
4,307
1,490
(31)
Balance at March 31, 2020 \$
54,768
\$
15,049
\$
69,817
(Continued)
Computer
Software
Trademark Total
Accumulated amortization
Balance at January 1, 2020
Amortization expenses
Effects of foreign currency exchange differences
\$
15,197
2,301
(4)
\$
14,068
981
-
\$
29,265
3,282
(4)
Balance at March 31, 2020 \$
17,494
\$
15,049
\$
32,543
Carrying amounts at March 31, 2020 \$
37,274
\$
-
\$
37,274
(Concluded)

Except for the aforementioned addition and recognized amortization, the Group did not have disposal or impairment of other intangible assets during the three months ended March 31, 2021 and 2020. Intangible assets are amortized on a straight-line basis over their estimated useful lives as follows:

Computer software 3-10 years
Trademark 4-5
years
For the Three Months Ended
March 31
2021 2020
\$
1,325
1,395
\$
2,720
\$
1,281
2,001
\$
3,282
March 31,
2021
December 31,
2020
March 31,
2020
\$
27,804
1,851
36,452
6,395
\$
30,314
1,274
34,270
6,170
\$
51,010
3,048
33,986
2,200
\$
90,244
\$
26,430
25,030
12,916
2,244
(2,244)
27,876
\$
22,044
25,050
12,160
2,244
(2,244)
17,631
\$
217,529
26,565
7,354
2,267
(2,267)
10,478
\$
261,926
\$
72,502
\$
92,252
\$
72,028
\$
76,885

Overdue receivables were those expected not to be collected within a year and the Group has provided a full allowance for doubtful debts to cover them. The Group holds collateral for other receivables in the amount of NT\$2,244 thousand.

19. BORROWINGS

a. Short-term borrowings

Interest rates
(%)
March 31,
2021
December 31,
2020
March 31,
2020
Unsecured borrowings
Line of credit borrowings 1.00-1.04 \$
-
\$
262,000
\$
300,000
Secured borrowings
Bank loans 1.00-1.02 - 238,000 200,000
\$
-
\$
500,000
\$
500,000

Refer to Note 32 for property, plant and equipment pledged as collateral for short-term borrowings.

b. Long-term borrowings

Details of long-term borrowings are as follows:

Lenders March 31,
2021
Interest rates
(%)
Maturity and terms
Secured borrowings
Secured Long-Term Loan
from Taiwan Cooperative
Bank
\$
117,114
1.19 Effective from May 27, 2015 to May 27,
2035. Principal is repaid with interest
payments due on a monthly basis.
Secured Long-Term Loan
from Hua Nan Commercial
Bank
99,608
216,722
1.02 Effective from June 8, 2020 to June 8,
2035. Principal is repaid with interest
payments due on a monthly basis.
Less: Current portions (14,536)
\$
202,186
Lenders December 31,
2020
Interest rates
(%)
Maturity and terms
Unsecured borrowings
Credit loans from Hua Nan
Commercial Bank
\$
250,000
1.12 Effective from July 27, 2020 to July 27,
2023. Interest is repayable monthly;
principal is repayable at maturity.
(Continued)
Lenders December 31,
2020
Interest rates
(%)
Maturity and terms
Secured borrowings
Secured Long-Term Loan
from Hua Nan Commercial
Bank
\$
602,233
1.02 Effective from June 8, 2020 to June 8,
2035. Principal is repaid with interest
payments due on a monthly basis.
Secured Long-Term Loan
from Hua Nan Commercial
Bank
350,000 1.02 Effective from July 22, 2019 to July 22,
2022. Interest is repayable monthly;
principal is repayable at maturity.
Secured Long-Term Loan
from Taiwan Cooperative
Bank
119,028 1.19 Effective from May 27, 2015 to May 27,
2035. Principal is repaid with interest
payments due on a monthly basis.
Secured Long-Term Loan
from Hua Nan Commercial
Bank
100,000 1.02 Effective from May 10, 2019 to May 10,
2022. Interest is repayable monthly;
principal is repayable at maturity.
Less: Current portions 1,421,261
(49,111)
\$
1,372,150
(Concluded)
Lenders March 31,
2020
Interest rates
(%)
Maturity and terms
Unsecured borrowings
Credit loans from Hua Nan
Commercial Bank
\$
250,000
1.40 Effective from July 22, 2019 to July 22,
2022. Interest is repayable monthly;
principal is repayable at maturity.
Secured borrowings
Secured Long-Term Loan
from Hua Nan Commercial
Bank
350,000 1.30 Effective from July 22, 2019 to July 22,
2022. Interest is repayable monthly;
principal is repayable at maturity.
Secured Long-Term Loan
from Taiwan Cooperative
Bank
124,711 1.44 Effective from May 27, 2015 to May 27,
2035. Principal is repaid with interest
payments due on a monthly basis.
Secured Long-Term Loan
from Hua Nan Commercial
Bank
100,000 1.30 Effective from May 10, 2019 to May 10,
2022. Interest is repayable monthly;
principal is repayable at maturity.
Less: Current portions 824,711
(7,304)
\$
817,407

Certain land and buildings were pledged as collaterals for secured bank loans. Refer to Note 32 for details.

20. OTHER LIABILITIES

March 31,
2021
December 31,
2020
March 31,
2020
Current
Other payables
Bonus to direct sellers \$
653,991
\$
1,043,099
\$
653,348
Bonus to employees 241,320 204,120 252,821
Salaries and incentive bonus 144,899 140,903 146,412
Bonus to directors and supervisors 34,870 29,633 36,964
Accrued VAT payable 34,462 82,255 25,333
Payables for purchases of equipment 15,566 18,426 40,864
Other accrued expenses
Others
245,402 232,284 197,653
5,986 3,164 4,683
\$
1,376,496
\$
1,753,884
\$
1,358,078
Other liabilities
Unearned rent \$
6,136
\$
6,006
\$
5,847
Guarantee deposits received 1,743 1,743 12,858
Other current liabilities 32,952 35,574 28,285
\$
40,831
\$
43,323
\$
46,990
Non-current
Guarantee deposits received \$
17,685
\$
17,283
\$
18,388
Net defined benefit liabilities 1,544 1,578 1,571
Other non-current liabilities -
other
35,607 37,023 39,329
\$
54,836
\$
55,884
\$\$
59,288
21.
PROVISIONS
March 31,
2021
December 31,
2020
March 31,
2020
Non-current
Decommissioning, restoration
and rehabilitation
\$
7,345
\$
7,322
\$
6,797

The movements of the provision for decommissioning, restoration and rehabilitation activities were as follows:

March 31 For the Three Months Ended
2021 2020
Balance at January 1
Additional provisions recognized
Discount rate adjustment and unwinding of discount from the
\$
7,322
-
\$
5,317
1,457
passage of time 23 23
Balance at March 31 \$
7,345
\$
6,797

The Group recognized provision for decommissioning of a factory site according to a contract.

22. RETIREMENT BENEFIT PLANS

a. Defined contribution plan

Expenses under the defined contribution plan for the three months ended March 31, 2021 and 2020 were NT\$7,911 thousand and NT\$7,598 thousand, respectively.

b. Defined benefit plans

Employee benefit expenses in respect of the Group's defined benefit retirement plans were calculated using the actuarially determined pension cost discount rate, expenses under the defined benefit plan for the three months ended March 31, 2021 and 2020 were NT\$49 thousand and NT\$47 thousand, respectively.

23. EQUITY

  • a. Share capital
  • 1) Ordinary shares
March 31, December 31, March 31,
2021 2020 2020
Shares authorized (in thousands of shares) 180,000 180,000 180,000
Shares authorized, par value \$10 (in \$ \$ \$
thousands of dollars) 1,800,000 1,800,000 1,800,000
Shares issued and fully paid (in thousands
of shares)
148,137 136,286 136,286
Shares issued through public \$ \$ \$
issue 1,362,864 1,362,864 1,362,864
Shares issued through private placement 118,510 - -
Shares issued and fully paid (in thousands \$ \$ \$
of dollars) 1,481,374 1,362,864 1,362,864

Each share possesses one voting right and a right to receive dividends.

On January 14, 2021, the Company held the fir extraodinary shareholders' meeting and a resolution was passed to increase cash capital by issuing ordinary shares through private placement with Uni-President Enterprise Co., Ltd., a strategic investor, as the subscriber. The purpose of the capital increase is to raise funds for capital expenditures, to enrich working capital and help strengthen the capital structure. On January 14, 2021, the Company's resolved to offer for subscription and issued 11,851 thousand ordinary shares of the Company. The subscription price was \$170 per share, and a total of \$2,014,670 thousand in cash was received. The record date of cash capital increase was January 19, 2021. The rights and obligations of the shareholders of the ordinary shares issued through this private placement are the same as those of the shareholders of the Company's issued ordinary shares. However, in accordance with Article 43-8 of the Securities and Exchange Act, the ordinary shares of this private placement shall not be freely transferred within three years from the date of subscription.

b. Capital surplus

March 31,
2021
December 31,
2020
March 31,
2020
May be used to offset a deficit, distributed as
cash dividends, or transferred to share
capital (1)
Additional paid-in capital
Treasury share transactions
\$
2,850,440
2,672
\$
954,280
2,672
\$
954,280
3,583
May only be used to offset a deficit
Convertible bonds -
expired share option
Treasury share transactions -
share option
Other
(2)
150
6,749
7,866
150
6,749
7,866
150
4,260
6,451
\$
2,867,877
\$
971,717
\$
968,724
  • 1) Such 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 to once a year).
  • 2) Other is unclaimed dividend.
  • c. Retained earnings and dividends policy

According to the Company's Articles of Incorporation, both the Company and Pro-partner Inc. shall distribute their annual earnings, if any, in the sequence listed below.

  • 1) Paying taxes;
  • 2) Offsetting losses of previous years;
  • 3) Setting aside as legal reserve 10% of the remaining profit;
  • 4) Setting aside or reversing a special reserve in accordance with the laws and regulations; and
  • 5) 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 shareholders' meeting for the distribution of dividends and bonuses to shareholders.

For the policies on the distribution of compensation of employees and remuneration of directors and supervisors after the amendment, refer to compensation of employees and remuneration of directors and supervisors in Note 25-h.

The Company's dividend policy shall be determined pursuant to the factors, such as the investment environment, capital requirement, domestic and overseas competition environment, current and future business development plan, as well as shareholders' interests. The distribution of shareholder dividends shall not be lower than 60% of the unappropriated earnings of the current year. However, the shareholders may resolve not to distribute dividends if the accumulated earnings were lower than 10% of the paid-in capital. Dividends can be distributed in the form of cash or share or a combination of both cash and share, out of which at least 10% of the total dividends distributed shall be in cash.

An appropriation of earnings to a legal reserve shall be made until the legal reserve equals the Company's paid-in capital. The legal reserve may be used to offset deficits. 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.

The appropriations of earnings for 2020 and 2019 that were proposed by the Board of Directors on February 25, 2021 and approved in the shareholders' meeting on May 28, 2020, were as follows:

For the Years Ended
December 31
2020 2019
Legal reserve \$
127,245
\$
130,933
Special
reserve
\$
(14,287)
\$
26,081
Cash dividends \$
948,079
\$
884,210
Cash dividends per share (NT\$) \$
6.4
\$
6.5

The appropriation of earnings for 2020 is subject to the resolution of the shareholders in the shareholders' meeting to be held on May 28, 2021.

Pro-Partner's appropriations of earnings for 2020 and 2019 that were approved in the shareholders' meetings on April 20, 2021 and April 14, 2020, respectively, were as follows:

For the Years Ended
December 31
2020 2019
Legal reserve \$
155,664
\$
157,328
Cash dividends
Cash dividends per share (NT\$)
\$
1,400,972
\$
79.60
\$
1,416,153
\$
80.463

d. Other equity items

1) Exchange differences on translating the financial statements of foreign operations

For the Three Months Ended
March 31
2021 2020
Balance
at
beginning of period
Recognized for the period
Exchange differences on translating the financial
\$
(67,775)
\$
(84,506)
statements of foreign operations (7,818) (10,316)
Balance
at
end of period
\$
(75,593)
\$
(94,822)

2) Unrealized gain (loss) on financial assets at FVTOCI

For the Three Months Ended
March 31
2021 2020
Balance
at
beginning of period
Recognized for the period
\$
(18,690)
\$
(16,246)
Unrealized gain (loss) -
equity instruments
752 (1,255)
Balance
at
end of period
\$
(17,938)
\$
(17,501)

e. Non-controlling interests

March 31 For the Three Months Ended
2021 2020
Balance
at
beginning of period
Profit for the period
\$
1,353,980
117,751
\$
1,297,431
132,836
Balance
at
end of period
\$
1,471,731
\$
1,430,267

f. Treasury shares

On January 3, 2017, the Company's Board of Directors resolved to buy its own shares as treasury shares for transferring to its employee. The repurchase period was from January 4, 2017 to March 3, 2017 and the number of shares to be brought back was 3,000,000 shares with the unit price interval of \$118 to \$349.5. As of the end of the repurchase period, the number of shares repurchased was 508,000 shares with the average repurchase unit price of \$179.26. The carrying value of treasury shares as of March 31, 2021 and 2020 was \$0 and \$45,530 thousand, respectively.

Shares
Transferred to
Employees
Number of shares at March 31
and January 1, 2021
-
Number of shares at March 31 and January 1, 2020 254,000

Under the Securities and Exchange Act, the Company shall neither pledge treasury shares nor exercise shareholders' rights on these shares, such as the rights to dividends and to vote.

24. REVENUE

For the Three Months Ended
March 31
2021 2020
Revenue from contracts with customers
Revenue from the sale of goods
\$
1,810,331
\$
1,890,032
Revenue from the rendering of services 161,869 118,890
\$
1,972,200
\$
2,008,922

a. Disaggregation of revenue

1) Type of goods or services and timing of revenue recognition:

For the three months ended March 31, 2021

Reportable Segments
Type of goods or services MLM Distribution ODM/OEM Total
Sale of goods
Rendering of services
\$
1,597,609
-
\$
160,256
-
\$
52,466
161,869
\$
1,810,331
161,869
\$
1,597,609
\$
160,256
\$
214,335
\$
1,972,200
Timing of revenue recognition
Satisfied at a point in time \$
1,597,609
\$
160,256
\$
214,335
\$
1,972,200

For the three months ended March 31, 2020

Reportable Segments
Type of goods or services MLM Distribution ODM/OEM Total
Sale of goods
Rendering of services
\$
1,742,506
-
\$
117,408
-
\$
30,118
118,890
\$
1,890,032
118,890
\$
1,742,506
\$
117,408
\$
149,008
\$
2,008,922
Timing of revenue recognition
Satisfied at a point in time \$
1,742,506
\$
117,408
\$
149,008
\$
2,008,922

2) Type of goods

For the Three Months Ended
March 31
2021 2020
Type of goods
Health food
ODM/OEM
Beverage
Others
(Note)
\$
1,653,710
214,335
49,877
54,278
\$
1,769,537
149,008
50,021
40,356
\$
1,972,200
\$
2,008,922

Note: Others include cosmetics, general food and pet food.

b. Contract balances

March 31, December 31, March 31, January 1,
2021 2020 2020 2020
Notes and accounts \$ \$ \$ \$
receivable, net 200,614 199,448 217,397 199,453
Accounts receivable from \$ \$ \$ \$
related parties 3,293 2,248 3,584 2,603
Contract liabilities
-
current
Sale of goods \$ \$ \$ \$
17,145 4,801 10,281 9,503
Rendering of services 81,509 91,439 63,144 55,511
\$ \$ \$ \$
98,654 96,240 73,425 65,014

The changes in the balance of contract liabilities primarily resulted from the timing difference between the Group's performance and the respective customer's payment.

25. NET PROFIT (LOSS) FROM CONTINUING OPERATIONS

a. Interest income

For the Three Months Ended
March 31
2021 2020
Financial assets at amortized cost \$
1,679
\$
1,104

b. Other income

For the Three Months Ended
March 31
2021 2020
Rental income
Others
\$
7,685
17,555
\$
7,154
21,078
\$
25,240
\$
28,232

c. Other gains and losses

For the Three Months Ended
March 31
2021 2020
Fair value changes of financial assets
and financial liabilities
Financial assets mandatorily
classified as at FVTPL
Net foreign exchange gain
Others
\$
94
269
(35)
\$
-
791
(72)
\$
328
\$
719

d. Finance costs

For the Three Months Ended
March 31
2021 2020
Interest on bank loans \$
1,810
\$
3,797
Interest on lease liabilities 481 579
Imputed interest on deposit 33 33
Unwinding of discount on provisions 23 23
Less: Amounts included in the cost of qualifying assets (730) (179)
\$
1,617
\$
4,253

Information about capitalized interest is as follows:

For the Three Months Ended
March 31
2021 2020
Capitalized
interest
amount
Capitalization rate
\$
730
1.03%
\$
179
1.22%

e. Depreciation and amortization

For the Three Months Ended
March 31
2021 2020
An analysis of depreciation by function
Operating costs \$
50,887
\$
50,455
Operating expenses 52,635 48,218
\$
103,522
\$
98,673
An analysis of amortization by function
Operating costs \$
-
\$
-
Operating expenses 2,720 3,282
\$
2,720
\$
3,282

f. Operating expenses directly related to investment properties

For the Three Months Ended
March 31
2021 2020
Direct operating expenses from investment properties generating
rental income
Direct operating expenses from investment properties not
\$
936
\$
1,359
generating rental income 1,060 1,156
\$
1,996
\$
2,515

g. Employee benefits expense

For the Three Months Ended
March 31
2021 2020
Short-term benefits \$
275,298
\$
276,015
Post-employment benefits (Note 22)
Defined contribution plan 7,911 7,598
Defined benefit plans 49 47
7,960 7,645
Other employee benefits 4,330 4,320
Total employee benefits expense \$
287,588
\$
287,980
An analysis of employee benefits expense
by function
Operating costs \$
64,301
\$
61,409
Operating expenses 223,287 226,571
\$
287,588
\$
287,980

h. Compensation of employees and remuneration of directors and supervisors

According to the resolution of the board of directors, 6%-8% of profit of the current year is distributable as compensation of employees and no higher than 2% of profit of the current year is distributable as remuneration of directors and supervisors. However, the Company has to first offset accumulated losses, if any. For the three months ended March 31, 2021 and 2020, the compensation of employees and the remuneration of directors and supervisors are as follows:

Accrual rate

For the Three Months Ended
March 31
2021 2020
Compensation of employees 8% 8%
Remuneration of directors and supervisors 2% 2%

Amount

For the Three Months Ended
March 31
2021 2020
Compensation of employees \$
20,946
\$
24,893
Remuneration of directors and supervisors 5,237 6,223

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

The appropriations of earnings for the compensation of employees and remuneration of directors and supervisors for 2020 and 2019 that were resolved by the Company's Board of Directors on February 25, 2021 and February 24, 2020, respectively, are as shown below:

For the Years Ended
December 31
2020 2019
Cash Cash
Compensation of employees \$
118,532
\$
122,964
Remuneration of directors and supervisors 29,633 30,741

There is no difference between the actual amounts of compensation of employees and remuneration of directors and supervisors paid and the amounts recognized in the consolidated financial statements for the years ended December 31, 2020 and 2019.

Information on the compensation of employees and remuneration of directors and supervisors resolved by the Company's Board of Directors is available at the Market Observation Post System website of the Taiwan Stock Exchange.

26. INCOME TAXES

a. Income tax recognized in profit or loss

Major components of income tax expense are as follows:

For the Three Months Ended
March 31
2021 2020
Current tax
In respect of the current period \$ 88,301 \$
102,379
Deferred tax
In respect of the current period - -
Tax expense (income) recognized in the period for previously
unrecognized tax loss, tax credit or temporary difference of
prior periods 903 (3,283)
Income tax expense recognized in profit or loss \$ 89,204 \$
99,096

b. Income tax assessments

The tax authorities have assessed the income tax returns of the Company through 2019.

27. EARNINGS PER SHARE

Unit: NT\$ per share

For the Three Months Ended
March 31
2021 2020
Basic earnings per share
Diluted earnings per share
\$
1.60
\$
1.59
\$
1.93
\$
1.92

The earnings and weighted average number of ordinary shares outstanding used in the computation of earnings per share are as follows:

Net profit for the period

For the Three Months Ended
March 31
2021 2020
Earnings used in the computation of basic and diluted earnings per
share
\$
232,538
\$
262,697
Weighted average number of ordinary shares outstanding Unit: In thousands of shares
For the Three Months Ended
March 31
2021 2020
Weighted average number of ordinary shares used in the
computation of basic earnings per share
145,767 136,032
Effect of potentially dilutive ordinary shares
Compensation of employees
528 477
Weighted average number of ordinary shares used in the

computation of diluted earnings per share 146,295 136,509

If the Company offered to settle the compensation or bonuses paid to employees in cash or shares, the Company assumed that the entire amount of the compensation or bonuses 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.

28. CASH FLOW INFORMATION

a. Non-cash transactions

The Group entered into the following non-cash investing and financing activities which were not reflected in the consolidated statements of cash flows for the three months ended March 31, 2021 and 2020:

For the Three Months Ended
March 31
2021 2020
Additions of
property, plant and equipment
Changes in prepayments for purchase
Changes in payables for purchase of equipment
Change in other financial assets
\$
(26,097)
(19,654)
(2,860)
-
\$
(26,817)
(251,796)
(7,472)
864
Payments for acquisition of property, plant and equipment \$
(48,611)
\$
(285,221)

b. Changes in liabilities arising from financing activities

For the three months ended March 31, 2021

Non-cash Changes
January 1,
2021
Cash Flows Lease Change Finance Costs Exchange
Rate Impact
March 31,
2021
Short-term borrowings \$
500,000
\$
(500,000)
\$
-
\$
-
\$
-
\$
-
Long-term borrowings 1,421,261 (1,204,539) - - - 216,722
Guarantee deposits received 19,026 402 - - - 19,428
Lease liabilities 162,729 (11,910) 547 481 (4) 151,843
\$ 2,103,016 \$ (1,716,047) \$
547
\$
481
\$
(4)
\$
387,993

For the three months ended March 31, 2020

Non-cash Changes
January 1,
2020
Cash Flows Lease Change Finance Costs Exchange
Rate Impact
March 31,
2020
Short-term borrowings \$
350,000
\$
150,000
\$ - \$
-
\$
-
\$
500,000
Long-term borrowings 826,545 (1,834) - - - 824,711
Guarantee deposits received 32,946 (1,700) - - - 31,246
Lease liabilities 165,670 (10,327) 36,528 579 (32) 192,418
\$ 1,375,161 \$
136,139
\$ 36,528 \$
579
\$
(32)
\$ 1,548,375

29. CAPITAL MANAGEMENT

The objective of the Group's capital management is maintaining a good capital structure and to ensure the ability to operate continuously, in order to provide returns to shareholders and the interests of other related parties, while maintaining the primal capital structure to reduce costs of capital. The Group's capital structure management strategies were based on the industry size of the Company and its subsidiaries, industry's future growth, product roadmaps, and changes in the external environment and other factors. The Group plans the required capacity and the necessary plant and equipment to achieve this capacity and the corresponding capital expenditure according to those strategies. The Group then calculates the required working capital and cash based on industry characteristics, and estimates the possible product margins, operating margin and cash flow. In order to determine the most appropriate capital structure, the Group takes into consideration cyclical fluctuations in industrial, product life cycle and other risk factors.

30. FINANCIAL INSTRUMENTS

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

The Group's management considers the book value of financial instruments that are not measured at fair value in the consolidated financial statements approximate the fair value.

  • b. Fair value of financial instruments measured at fair value on a recurring basis
  • 1) Fair value hierarchy
March 31, 2021 Level 1 Level 2 Level 3 Total
Financial assets at FVTPL
Mutual funds \$
300,094
\$
-
\$
-
\$
300,094
(Continued)
Level 1 Level 2 Level 3 Total
Financial assets at FVTOCI
Investments in equity instruments
-
unlisted
shares
\$
-
\$
-
\$
10,090
\$
10,090
(Concluded)
December 31, 2020
Level 1 Level 2 Level 3 Total
Financial assets at FVTOCI
Investments in equity instruments
-
unlisted
shares
\$
-
\$
-
\$
9,338
\$
9,338
March 31, 2020
Level 1 Level 2 Level 3 Total
Financial assets at FVTOCI
Investments in equity instruments
-
unlisted
shares
\$
-
\$
-
\$
10,527
\$
10,527

There were no transfers between Levels 1 and 2 in the current and prior periods.

2) Reconciliation of Level 3 fair value measurements of financial instruments

For the three months ended March 31, 2021

Financial Assets
at FVTOCI
Financial Assets Equity
Instruments
Balance
at
beginning of period
Recognized in other comprehensive income (included in unrealized gain (loss)
on financial assets at FVTOCI)
\$
9,338
752
Balance
at
end of period
\$
10,090
For the three months ended March 31, 2020
Financial Assets Financial Assets
at FVTOCI
Equity
Instruments
Balance
at
beginning of period
\$
11,782
Recognized in other comprehensive income (included in unrealized gain (loss)
on financial assets at FVTOCI)
(1,255)

Balance at end of period \$ 10,527

3) Valuation techniques and inputs applied for Level 3 fair value measurement

The fair values of unlisted equity securities were determined using the market approach. The market approach is used to arrive at their fair values, for which the recent financing activities of investees, the market transaction prices of the similar companies and market conditions are considered. The significant unobservable inputs are as follows. The lower the discount for lack of marketability, the higher the fair value of the shares.

March 31, December 31, March 31,
2021 2020 2020
Discount
for lack of marketability
30% 30% 30%

If the inputs to the valuation model were changed to reflect reasonably possible alternative assumptions while all the other variables were held constant, the fair value of the shares would increase (decrease) as follows:

March 31,
2021
December 31,
2020
March 31,
2020
Discount for lack of marketability
1% increase \$
(144)
\$
(133)
\$
(150)
1% decrease \$
144
\$
133
\$
150
c. Categories of financial instruments
March 31,
2021
December 31,
2020
March 31,
2020
Financial assets
FVTPL
Mandatorily classified as at FVTPL
Financial assets at amortized cost
\$
300,094
\$
-
\$
-
Cash and cash equivalents 2,981,897 2,927,029 2,133,277
Financial assets at amortized cost 71,033 90,982 101,290
Notes
and accounts receivable, net
200,614 199,448 217,397
Accounts receivable from related parties 3,293 2,248 3,584
Other receivables 3,503 3,533 5,318
Other receivables from related parties
Financial assets at FVTOCI
- 12 -
Equity instruments 10,090 9,338 10,527
\$
3,570,524
\$
3,232,590
\$
2,471,393
Financial liabilities
Financial liabilities at amortized cost
Short-term borrowings \$
-
\$
500,000
\$
500,000
Notes and accounts payable 239,395 255,318 243,512
Other payables 1,376,496 1,753,884 1,358,078
Other payables to related parties 43,530 37,641 44,261
Long-term borrowings
(current portion
included)
216,722 1,421,261 824,711
\$
1,876,143
\$
3,968,104
\$
2,970,562

d. Financial risk management objectives and policies

The Group's principal financial risk management objective is to manage the market risk, credit risk and liquidity risk related to its operating activates. The Group identifies, measures and manages the aforementioned risks based on the Group's policy and risk appetite.

The Group has established appropriate policies, procedures and internal controls for financial risk management. Before entering into significant transactions, approval process by the Board of Directors must be carried out based on related protocols and internal control procedures. The Group complies with its financial risk management policies.

1) Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of the changes in market prices. Market prices comprise currency risk (see (a) below) and interest rate risk (see (b) below).

In practice, it is rarely the case that a single risk variable will change independently from other risk variables. There are usually interdependencies between risk variables. However the sensitivity analysis disclosed below does not take into account the interdependencies between risk variables.

There has been no change to the Group's exposure to market risks or the manner in which these risks are managed and measured.

a) Foreign currency risk

The Group's exposure to the risk of changes in foreign exchange rates relates primarily to the Group's operating activities (when revenue or expense is denominated in a different currency from the Group's functional currency) and the Group's net investments in foreign subsidiaries. The purpose of the Group's management of the exchange rate risk is for the purpose of hedging and not for profit.

The Group has certain foreign currency receivables to be denominated in the same foreign currency with certain foreign currency payables, therefore natural hedge is applied. Furthermore, as net investments in foreign subsidiaries are for strategic purposes, they are not hedged by the Group.

The carrying amounts of the Group's foreign currency denominated monetary assets and monetary liabilities (including those eliminated on consolidation) are set out in Note 34.

Sensitivity analysis

The Group is mainly exposed to the USD.

The following table details the Group's sensitivity to a 10% change in the functional currency against the relevant foreign currencies. The sensitivity analysis included only outstanding foreign currency denominated monetary items, and adjusts their translation at the end of the reporting period for a 10% change in foreign currency rates. A positive number below indicates a change in pre-tax profit associated with the functional currency strengthening 10% against the relevant currency.

Currency USD Impact
For the Three Months Ended
March 31
2021 2020
Profit or loss \$
13,514
\$
12,410

b) Interest rate risk

Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Group is exposed to interest rate risk because entities in the Group borrow funds at both fixed and floating interest rates. The Group is also exposed to interest rate risk related to its investments in floating rate debt instruments. 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,
2021
December 31,
2020
March 31,
2020
Fair value interest rate risk
Financial assets \$
71,033
\$
90,982
\$
101,290
Financial liabilities 368,565 2,083,989 1,517,129
Cash flow interest rate risk
Financial assets
2,974,685 2,921,465 2,125,818

Sensitivity analysis

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

If interest rates had been changed by 10 basis points and all other variables were held constant, the Group's pre-tax profit for the three months ended March 31, 2021 and 2020 would change by NT\$744 thousand and NT\$531 thousand, respectively, which was mainly due to fluctuations in net asset's variable interest rate.

2) Credit risk

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in a financial loss to the Group. As at the end of the reporting period, the Group's maximum exposure to credit risk, which would cause a financial loss to the Group due to the failure of the counterparty to discharge its obligation, could be equal to the total of the carrying amount of the respective recognized financial assets as stated in the consolidated balance sheets.

Customer credit risk is managed by each business unit subject to the Group's established policy, procedures and control relating to customer credit risk management. Credit limits are established for all customers based on their financial position, rating from credit rating agencies, historical experience, prevailing economic condition and the Group's internal rating criteria etc. Certain customer's credit risk will also be managed by taking credit enhancing procedures, such as requesting for prepayment.

The Group transacts with a large number of unrelated customers and thus, credit risk is not highly concentrated.

Credit risk from balances with banks, fixed income securities and other financial instruments is managed by the Group's treasury in accordance with the Group's policy. The Group only transacts with counterparties approved by the internal control procedures, which are banks and financial institutions, companies and government entities with good credit rating and with no significant default risk. Consequently, there is no significant credit risk for these counterparties.

3) Liquidity risk

The Group's objective is to finance its operations and mitigate the effects of fluctuations in cash flows through the use of cash and cash equivalents and highly liquid equity investments. In addition, management monitors the utilization of bank borrowings and ensures compliance with loan covenants.

The Group relies on bank borrowings as a significant source of liquidity. As of March 31, 2021, December 31, 2020 and March 31, 2020, the Group had available unutilized short-term bank loan facilities set out in (b) below.

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

The following table details the Group's remaining contractual maturities for its non-derivative financial liabilities with agreed upon repayment periods. The table has been drawn up based on the undiscounted cash flows of financial liabilities from the earliest date on which the Group can be required to pay. The table includes both interest and principal cash flows. Specifically, bank loans with a repayment on demand clause were included in the earliest time band regardless of the probability of the banks choosing to exercise their rights. The maturity dates for other non-derivative financial liabilities were based on the agreed upon repayment dates.

March 31, 2021

On Demand or
Less than 6
Month
6-12 Months 1-2 Years 2-5 Years 5+ Years Total
Notes and accounts payable
Other payables (related
\$
239,395
\$
-
\$
-
\$
-
\$
-
\$
239,395
parties included)
Long-term borrowings
1,296,066 101,046 22,914 - - 1,420,026
(current portion included) 8,551 8,557 17,060 50,752 151,683 236,603
Lease liabilities 22,737 15,426 29,445 40,233 54,321 162,162
\$
1,566,749
\$
125,029
\$
69,419
\$
90,985
\$
206,004
\$
2,058,186

Additional information about the maturity analysis for lease liabilities:

Less than 1
Year
1-5 Years 5-10 Years 10-15 Years 15-20 Years 20+ Years
Lease liabilities \$
38,163
\$
69,678
\$
18,966
\$
8,802
\$
8,802
\$
17,751

December 31, 2020

On Demand or
Less than 6
Month
6-12 Months 1-2 Years 2-5 Years 5+ Years Total
Short-term borrowings \$
500,356
\$
-
\$
-
\$
-
\$
-
\$
500,356
Notes and accounts payable
Other payables (related
255,318 - - - - 255,318
parties included)
Long-term borrowings
1,591,625 199,900 - - - 1,791,525
(current portion included) 28,326 28,267 513,155 423,303 500,089 1,493,140
Lease liabilities 25,700 17,780 29,702 45,576 54,761 173,519
\$ 2,401,325 \$
245,947
\$
542,857
\$
468,879
\$
554,850
\$ 4,213,858

Additional information about the maturity analysis for lease liabilities:

Less than 1
Year
1-5 Years 5-10 Years 10-15 Years 15-20 Years 20+ Years
Lease liabilities \$ 43,480
\$
75,278 \$
18,966
\$
8,802
\$
8,802
\$
18,191

March 31, 2020

On Demand or
Less than 6
Month
6-12 Months 1-2 Years 2-5 Years 5+ Years Total
Short-term borrowings \$
500,620
\$
-
\$
-
\$
-
\$
-
\$
500,620
Notes and accounts payable 243,512 - - - - 243,512
Other payables (related
parties included)
1,265,030 111,459 25,850 - - 1,402,339
Long-term borrowings
(current portion included) 4,624 4,673 9,345 749,369 95,005 863,016
Lease liabilities 23,185 23,844 33,824 52,459 72,952 206,264
\$
2,036,971
\$
139,976
\$
69,019
\$
801,828
\$
167,957
\$
3,215,751

Additional information about the maturity analysis for lease liabilities:

Less than 1
Year
1-5 Years 5-10 Years 10-15 Years 15-20 Years 20+ Years
Lease liabilities \$
47,029
\$
86,283
\$
25,590
\$
11,232
\$
11,232
\$
24,898
b) Financing facilities
March 31,
2021
December 31,
2020
March 31,
2020
Short-term borrowings amount
Amount unused
\$ 1,738,000 \$
1,188,000
\$ 1,150,000

31. TRANSACTIONS WITH RELATED PARTIES

Balances and transactions between the Company and its subsidiaries, which are related parties of the Company, have been eliminated on consolidation and are not disclosed in this note. Besides information disclosed elsewhere in the other notes, details of transactions between the Group and other related parties are disclosed as follows.

a. Related party name and category

Related Party Name Related Party
Category
Relationship with the Group
Pu Hsing Enterprise Co., Ltd. (Pu
Hsing)
Other related party A director of Pro-partner
Taipei City Pro-partner Technology
and Human Development
Foundation (Pro-partner
Foundation)
Other related party Pro-partner is its sole founder
Gongju Co., Ltd. (Gongju) Other related party Supervisor of Pro-partner (from
June 3, 2018 to June 2, 2021)
Pu-Lin Ltd. (Pu-Lin) Other related party Related party in substance of
Pro-partner
Xinlin Enterprise Co., Ltd. (Xinlin) Other related party Related party in substance of
Pro-partner
Xinlin Investment Co., Ltd. (Xinlin
Investment)
Other related party Related party in substance of
Pro-partner
GK BIO INTERNATIONAL SDN.
BHD.
Associate Investees of the Company accounted
for using the equity method

b. Sales of goods

Related Party For the Three Months Ended
March 31
Line Item Category/Name 2021 2020
Sales Associate
Other related party
\$
3,250
389
\$
3,584
328
\$
3,639
\$
3,912

The sales price for the related parties and the price for the third-party MLM member customers were determined based on mutual consent. There is no significant difference regarding the terms and conditions for the related parties and for the third parties.

c. Receivables from related parties

Line Item Related Party
Category/Name
March 31,
2021
December 31,
2020
March 31,
2020
Accounts receivable
from
related parties
GK BIO
INTERNATIO
NAL SDN.
BHD.
\$
3,293
\$
2,248
\$
3,584
Other receivables from
related parties
Xinlin Investment \$
-
\$
12
\$
-
d. Payables to related parties
Line Item Related Party
Category/Name
March 31,
2021
December 31,
2020
March 31,
2020
Other payables to related
parties
Pu Hsing
Gongju
\$
21,218
22,312
\$
43,530
\$
17,848
19,793
\$
37,641
\$
21,843
22,418
\$
44,261
e. Lease arrangements
Line Item Related Party
Category/Name
March 31,
2021
December 31,
2020
March 31,
2020
Lease liabilities Pu-Lin \$
29,573
\$
29,466
\$
33,325
For the Three Months Ended
March 31
Related Party Category 2021 2020
Interest expense
Other related party \$
106
\$
120

The rental paid to the above related party is similar to general market rental prices, and rental is paid once every six months.

f. Other transactions with related parties

current liabilities)

Line Item Related Party March 31, December 31, March 31,
Category/Name 2021 2020 2020
Refundable deposits Other related party \$
1,068
\$
1,068
\$
1,068
Guarantee deposits Other related party \$ \$ \$
received 2 2 2
Temporary credits
(classified as other
current liabilities)
Associate \$
-
\$
-
\$
37
Advance receipts Other related party \$ \$ \$
(classified as other 29 29 13
Related Party For the Three Months Ended
March 31
Line Item Category/Name 2021 2020
Selling and
marketing expenses -
commissions expense
Other related party \$
1,310
\$
1,330
Rental income Other related party \$
3
\$
3
Other income Other related party \$
10
\$
8

Pu Hsing and Gongju are MLM members of subsidiary. The calculation and payment terms are the same as the general membership in accordance with the regulations of Business Manual.

The rental from the above related parties and normal rental prices were similar and comparable. The term of collection was either in a monthly installment or in full at the beginning of each year.

g. Remuneration of key management personnel

For the Three Months Ended
March 31
2021 2020
Short-term employee benefits
Post-employment benefits
\$
38,604
73
\$
42,047
81
\$
38,677
\$
42,128

The remuneration of directors and key executives, as determined by the remuneration committee, was based on the performance of individuals and market trends.

32. ASSETS PLEDGED AS COLLATERAL OR FOR SECURITY

The following assets were provided as collateral for long-term and short-term secured loans, Chinese Petroleum Corporation natural gas, leasing land and operating center from science-based parks:

March 31, December 31, March 31,
2021 2020 2020
Property, plant and equipment - \$ \$ \$
land 3,004,629 3,004,629 2,107,974
Property, plant and equipment -
building
1,040,371 1,050,018 1,072,063
Pledged time deposits (classified as financial
assets at amortized cost –
non-current)
13,320 13,320 15,180
\$ \$ \$
4,058,320 4,067,967 3,195,217

Secured bank facilities used in response to operating funds by the Group's property, plant and equipment land/building as of March 31, 2021 and December 31, 2020 and March 31, 2020, respectively, are as follows:

March 31, December 31, March 31,
2021 2020 2020
Short-term financing facilities
Medium and long-term financing facilities
\$
1,238,000
1,217,114
\$
1,238,000
1,219,028
\$
1,200,000
574,711
\$ \$ \$
2,455,114 2,457,028 1,774,711

33. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED COMMITMENTS

Significant contingencies and unrecognized commitments of the Group are as follows:

  • a. The Company's guarantee notes issued to banks for credit lines amounted to NT\$400,000 thousand as of March 31, 2021.
  • b. Details of significant constructions in progress and outstanding contracts of property, plant and equipment as of March 31, 2021 were as follows:
Nature of Contract Contract
Amount
Amount Paid Outstanding
Balance
Plant and machinery \$ \$ \$
1,067,616 984,559 83,057

c. For operational needs, Pro-partner established operational bases in Taoyuan, Hsinchu, Fengyuan, Taichung, Hualien, Tainan and Kaohsiung. The information concerning the operating leases as of March 31, 2021 is listed below:

Operating Location Lessor Lease Periods Monthly Rental
Taoyuan City Taoyuan Irrigation Association 2020.02.01-2025.01.31 \$
360
Taoyuan City Passion Technology Co., Ltd. 2020.05.01-2025.04.30 280
Hsinchu City Lin, Zhuang-Long, Wu, Yi-Wan 2016.11.01-2021.10.31 335
Fengyuan Dist. Lin, Fen-Ling 2020.06.01-2023.05.31 70
Taichung City Pu-Lin Ltd. 2007.11.01-2027.11.01 220
(Continued)
Operating Location Lessor Lease Periods Monthly Rental
Taichung City Pu-Lin Ltd. 2010.04.01-2030.03.31 \$
129
Hualien City Liou, Chuen-Hou, Liou,
Chuen-Lung
2019.09.01-2021.08.31 130
Tainan City Cathay Life Insurance Co., Ltd. 2016.03.21-2021.07.31 873
Kaohsiung City Global Intelligence Network Co.,
Ltd.
2020.03.01-2025.03.31 71

(Concluded)

34. SIGNIFICANT FINANCIAL ASSETS AND LIABILITIES DENOMINATED IN FOREIGN CURRENCIES

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

March 31, 2021

Foreign
Currencies
Exchange Rate Carrying
Amount
Financial assets
Monetary items
USD
USD
\$
3,005
2,044
28.535(USD:NTD)
6.571(USD:CNY)
\$
85,748
\$
58,326
Financial liabilities
Monetary items
USD
313 6.571(USD:CNY) \$
8,931
December 31, 2020
Foreign
Currencies
Exchange Rate Carrying
Amount
Financial assets
Monetary items
USD
USD
\$
3,276
1,896
28.48(USD:NTD)
6.525(USD:CNY)
\$
93,300
\$
53,998
Financial liabilities

March 31, 2020

Foreign
Currencies
Exchange Rate Carrying
Amount
Financial assets
Monetary items
USD
USD
\$
2,882
1,954
30.225
(USD:NTD)
7.103
(USD:CNY)
\$
87,108
\$
59,060
Financial liabilities
Monetary items
USD
730 7.103
(USD:CNY)
\$
22,064

For the three months ended March 31, 2021 and 2020, realized and unrealized net foreign exchange gains were NT\$269 thousand; and NT\$791 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 entities in the Group.

35. SEPARATELY DISCLOSED ITEMS

  • a. Information about significant transactions:
  • 1) Financing provided to others: None;
  • 2) Endorsements/guarantees provided: None;
  • 3) Marketable securities held (excluding investments in subsidiaries, associates and jointly controlled entities): Table 1;
  • 4) Marketable securities acquired or disposed of at costs or prices of at least NT\$300 million or 20% of the paid-in capital: None;
  • 5) Acquisition of individual real estate at costs 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;
  • 7) Total purchases from or sales to related parties of at least NT\$100 million or 20% of the paid-in capital: Table 2;
  • 8) Receivables from related parties amounting to at least NT\$100 million or 20% of the paid-in capital: Table 3;
  • 9) Trading in the derivative instruments: None;
  • 10) Intercompany relationships and significant intercompany transactions: Table 4;
  • b. Information on investees: Table 5;

  • c. Information on investment in mainland China

  • 1) The name of the investee in mainland China, the main businesses and products, its issued capital, method of investment, information on inflow or outflow of capital, percentage of ownership, net income (losses) of the investee, investment income (losses), ending balance, amount received as dividends from the investee, and the limitation on investee: Table 6.
  • 2) Significant direct or indirect transactions with the investee, its prices and terms of payment and unrealized gain or loss: None;
  • d. Information on major shareholders:

List all shareholders with ownership of 5% or greater showing the name of the shareholder, the number of shares owned, and percentage of ownership of each shareholder: Table 7;

36. SEGMENTS INFORMATION

The Group determined its operating segments based on business activities with discrete financial information regularly reported through the Group's internal reporting protocols to the Group's chief operating decision maker. The Group is organized into several business units based on its marketing channels and services. As of March 31, 2021 and 2020, the Group had the following segments: MLM (Multi-level marketing), Distributors, and ODM/OEM (Original Design Manufacturer/Original Equipment Manufacturer).

Management monitors the operating results of its business units separately for making decisions about resource allocation and performance assessment. Segment performance is evaluated based on operating profit or loss and is measured based on accounting policies consistent with those in the consolidated financial statements. However, non-operating income and expenses and income taxes are managed on a company basis and are not allocated to operating segments.

Transfer prices between operating segment are determined at arm's length basis in a manner similar to transactions with third parties.

Segment's description: MLM is a direct seller of Pro-partner Inc., including the Company's development and manufacturing products for Pro-partner Inc., Distributors includes GRAPE KING BIO's self-owned brand products and ODM/OEM includes ODM/OEM in Taiwan and Shanghai.

Inter-segment revenues refer to transactions between segments that have been eliminated in the consolidated financial statements.

Segment profit (loss) is profit from operation, segment gross margin, segment operating revenue minus segment operating costs, minus directly attributable segment operating expense and distributable common expenses of the Group.

Adjustment/elimination: Inter-segment revenues are eliminated on consolidation and recorded under the "adjustment and elimination" column. Other adjustments and eliminations which have no significant influence, are not disclosed.

Segment revenue and results

The following was an analysis of the Group's revenue and results from continuing operations by reportable segments:

For the Three Months Ended March 31, 2021

MLM Distribution ODM/OEM Adjustment/
Elimination
Total
Revenue from external customers \$ 1,597,609 \$
160,256
\$
214,335
(Note)
\$
-
\$ 1,972,200
Inter-segment revenue 311,190 46,824 33,024 (391,038) -
Segment revenue \$ 1,908,799 \$
207,080
\$
247,359
\$ (391,038) 1,972,200
Segment income \$
343,667
\$
18,215
\$
37,337
\$
14,589
\$
413,808

Note: ODM/OEM revenues come from external customers in Taiwan and Shanghai amounted to NT\$52,466 thousand and NT\$161,869 thousand, respectively.

For the Three Months Ended March 31, 2020

MLM Distribution ODM/OEM Adjustment/
Elimination
Total
Revenue from external customers \$ 1,742,506 \$
117,408
\$
149,008
(Note)
\$
-
\$ 2,008,922
Inter-segment revenue 354,333 33,395 44,693 (432,421) -
Segment revenue \$ 2,096,839 \$
150,803
\$
193,701
\$ (432,421) 2,008,922
Segment income \$
386,957
\$
9,813
\$
54,376
\$
16,474
\$
467,620

Note: ODM/OEM revenues come from external customers in Taiwan and Shanghai amounted to NT\$30,118 thousand and NT\$118,890 thousand, respectively.

GRAPE KING BIO LTD. AND SUBSIDIARIES

MARKETABLE SECURITIES HELD

MARCH 31, 2021 (Amounts in Thousands of New Taiwan Dollars, Unless Specified Otherwise)

March 31, 2021
Held Company Name Marketable Securities Type And Name Relationship with the
Company
Financial Statement Account Shares
(In Thousands)
Carrying
Amount
Percentage of
Ownership (%)
Fair Value Note
Grape King Bio Ltd. Share
FU-Sheng International Inc. (SAMOA) - Financial assets at fair value through other 917,700 \$
10,081
18.77 \$
10,081
-
comprehensive income -
non-current
Hsin Tung Yang Co., Ltd. - Financial assets at fair value through other
comprehensive income -
non-current
2,000 9 - 9 -
Mutual funds
Hua Nan Phoenix Money Market Fund - Financial assets at fair value through
profit
or loss
-
current
6,101,392.9 100,035 - 100,035 -
Hua Nan Kirin Money Market Fund - Financial assets at fair value through
profit
or loss
-
current
8,286,377.2 100,031 - 100,031 -
Franklin Templeton Sinoam Money Market
Fund
- Financial assets at fair value through
profit
or loss
-
current
9,584,833.14 100,028 - 100,028 -

GRAPE KING BIO LTD. AND SUBSIDIARIES

TOTAL PURCHASE FROM OR SALE TO RELATED PARTIES OF AT LEAST NT\$100 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE THREE MONTHS ENDED MARCH 31, 2021 (Amounts in Thousands of New Taiwan Dollars, Unless Specified Otherwise)

Nature of Transaction Details Abnormal Transaction (Note 1) Notes/Accounts Payable or Receivable
Company Name Related
Party
Relationship Purchases/Sales Amount % to Total Payment Terms Unit Price Payment Terms Ending Balance % to Total Note
Grape King Bio Ltd. Pro-partner Inc. Subsidiary Sales \$ 311,190 61.02 30 days after monthly
closing
By contract - \$ 144,836 58.59 Note 2
Pro-partner Inc. Grape King Bio Ltd. Parent company Purchases 311,190 100.00 30 days after monthly
closing
By contract - (144,836) 99.01 Note 2

Note 1: If the terms of transactions with the related parties are different from normal terms, the difference and the reason for the difference should be declared in the column of unit price or credit period.

Note 2: The transactions have been eliminated in the consolidated financial statements.

GRAPE KING BIO LTD. AND SUBSIDIARIES

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

MARCH 31, 2021

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

Overdue Amounts Received
Company Name Related Party Nature of Relationships Ending Balance
Turnover Days
Amount Action Taken in Subsequent
Period
Allowance for
Bad Debts
Grape King Bio Ltd. Pro-partner Inc. Subsidiary \$ 144,836 7.48 \$
-
- \$
144,836
\$ -

Note: The transactions have been eliminated in the consolidated financial statements.

GRAPE KING BIO LTD. AND SUBSIDIARIES

INTERCOMPANY RELATIONSHIPS AND SIGNIFICANT INTERCOMPANY TRANSACTIONS FOR THE THREE MONTHS ENDED MARCH 31, 2021 (Amounts in Thousands of New Taiwan Dollars, Unless Specified Otherwise)

Intercompany Transactions
No
(Note 1)
Company Name Counterparty Nature of Relationship
(Note 2)
Financial Statement Account Amount Terms Percentage to
Consolidated
Net Revenue or
Total Assets
(Note 3)
0
0
Grape King Bio Ltd.
Grape King Bio Ltd.
Pro-partner Inc.
Pro-partner Inc.
1
1
Net revenue from sale of goods
Accounts receivable
\$
311,190
By contract
144,836
By contract
15.78%
1.08%

Note 1: 0 is for the parent company. Subsidiaries are numbered from Arabic numerals 1.

  • Note 2: There are three types of relations between the parent company and the subsidiaries. Only categories should be identified (There is no need to declare the same interaction between the parent company and the subsidiary, or the same transaction among subsidiaries repeatedly. For example, if the parent company has declared the transaction from parent company to subsidiary, the subsidiary does not need to repeatedly declare the same transaction. If the transaction is between subsidiaries, when one subsidiary has declared the transaction, the other subsidiary does not need to declare the same transaction)
  • 1) Represents the transactions from parent company to subsidiary.
  • 2) Represents the transactions from subsidiary company to parent.
  • 3) Represents the transactions between subsidiaries.
  • Note 3: When calculating the amount of transaction as a proportion of the consolidated revenue or assets, if it is recognized as items of assets or liabilities, the ending balance should be divided by the consolidated assets; if it is recognized as income or loss, the midterm accumulated amount should be divided by the consolidated assets.
  • Note 4: The so-called significant transaction refers to those amount reaching NT\$100 million or over 20% of the paid-in capital of the parent company.

GRAPE KING BIO LTD. AND SUBSIDIARIES

INFORMATIONS ON INVESTEES FOR THE THREE MONTHS ENDED MARCH 31, 2021 (Amounts in Thousands of New Taiwan Dollars, Unless Specified Otherwise)

Original Investment Amount Balance as of March 31, 2021
Investor Company Investee Company Location Main Businesses and
Products
March 31,
2021
December 31,
2020
Shares Percentage of
Ownership
(%)
Carrying
Amount
Net Income
(Losses) of the
Investee
Investment
Income (Losses)
Note
Grape King Bio
Ltd.
GRAPE KING
INTERNATIONAL
INVESTMENT INC.
(BVI)
BVI Investment activities \$
1,198,018
\$
1,198,018
24,890,000 100 \$
992,731
\$
19,918
\$
19,504
Notes 1, 2 and 3
Pro-partner Inc. Taoyuan, Taiwan Import and selling of
health food, drink,
cosmetics, sports
apparatus, cleaning
products, etc.
15,000 15,000 10,560,000 60 2,187,596 294,377 176,214 Notes 1 and 2
Rivershine Ltd. Taoyuan, Taiwan Import and selling of
health food, drinks,
daily cosmetics,
appliances, etc.
30,000 30,000 3,000,000 100 39,776 6,259 6,259 Note 2
GK BIO INTERNATIONAL
SDN. BHD.
Malaysia Import and selling of
health products
6,810 6,810 900,000 30 6,873 128 55 Note 1

Note 1: The effect from the unrealized profit of the downstream transactions on income tax, which is NT\$(833) thousand has been adjusted.

Note 2: The book value at the end of the period and the current investment gain (loss) recognized have been eliminated in the consolidated financial statements.

Note 3: The current investment gain (loss) recognized by BVI includes the current profit of Shanghai Grape King and Shanghai Rivershine.

GRAPE KING BIO LTD. AND SUBSIDIARIES

INFORMATION ON INVESTMENT IN MAINLAND CHINA FOR THE THREE MONTHS ENDED MARCH 31, 2021 (Amounts in Thousands of New Taiwan Dollars, Unless Specified Otherwise)

Investment Flows Accumulated
Investee Company Main Businesses and
Products
Total Amount of
Paid-in Capital
Method of
Investment
(Note 1)
Accumulated
Outflow of
Investment from
Taiwan as of
January 1, 2021
Outflow Inflow Outflow of
Investment from
Taiwan
as of
March 31, 2021
Net Income
(Losses) of the
Investee
Company
Percentage of
Ownership
Investment Income
(Losses) (Note 2)
Carrying Amount
as of
March 31, 2021
Accumulated
Inward
Remittance of
Earnings as of
March 31, 2021
Shanghai Grape King Manufacturing and selling USD
27,900
Note 1(2) \$ 847,672 \$
-
\$
-
\$ 847,672 \$
19,811
100% \$
19,397
\$
949,222
\$
-
Enterprise Co., Ltd capsule, tablet, related
products and services.
Note 3 (USD 27,350) (USD 27,350) Note 2(2)B Note 2 (2)B
Shanghai Yusong Co., Stock management and related USD
4,890
Note 1(2) 26,794 - - 26,794 - 18.77% - 10,081 -
Ltd. services of the thermostatic Note 4 (USD 878) (USD 878) Note 2(3) Note 2(3) Note 2(3)
fresh freezing warehouse.
Shanghai Rivershine Ltd. Food distribution (except USD
650
Note 1(2) 4,060 14,230 - 18,290 40 100% 40 18,391 -
grain), food packaging Note 5 (USD 150) (USD 500) (USD 650) Note 2(2)B Note 2(2)B
materials, cosmetics Note 8
wholesale, import and
export, commission agents
(except auction), related
products and services.
Dongpu Biotech Biotechnology R&D and RMB
5,000
Note 1(1) 23,200 - - 23,200 (232) 100% (232) 28,058 -
Corporation transfer; sales of biological Note 6 (RMB 5,000) (RMB 5,000) Note 2(2)B Note 2(2)B
products, special foods
(health foods), food
materials, food packaging
materials, cosmetics, daily
necessities; commission
agents (excluding auctions);
import and export of goods.
Shanghai Changhong Biotechnology consultation, USD
700
Note 1(1) 7,273 - - 7,273 Note 7 35.1% Note 7 Note 7 -
Biotechnology Co., biotechnologyR&D and Note 7 Note 7 (USD 246) (USD 246)
Ltd. transfer, import and export
of goods or transfers of
technology, brand planning,
corporate image and
marketing planning,
conference services, social
and economic consulting
services, business
information consulting,
self-owned equipment
leasing, domestic cargo
transportation agent, sales
and online retail of knitted
textiles, etc.

(Continued)

Accumulated Investment in Mainland China Investment Amounts Authorized by
as of March 31, 2021
Investment Commission, MOEA
\$ \$ \$
923,229 908,999 6,201,808

Note 1: The methods for engaging in investment in mainland China include the following:

  • 1) Direct investment in mainland China.
  • 2) Indirect investment in mainland China through companies registered in a third region (specify the name of the company in third region).
  • 3) Other methods.
  • Note 2: The investment income (loss) recognized in current period:
    1. No investment income (loss) has been recognized due to the investment is still in the development stage.
    1. The investment income (loss) was determined based on the following basis:
    2. (A) The financial report was reviewed and certified by an international accounting firm in cooperation with an accounting firm in the ROC.
    3. (B) The financial statements were reviewed by the parent company's auditors.
    4. (C) Others.
    1. Recorded as financial assets at fair value through other comprehensive income.
  • Note 3: The Company invested in Shanghai Grape King Enterprise Co., Ltd. through subsidiary GRAPE KING INTERNATIONAL INVESTMENT INC. (BVI).
  • Note 4: The Company invested in Shanghai Yusong Co., Ltd. through Fu-Sheng International Inc. (SAMOA).
  • Note 5: The Company indirectly invested in Shanghai Rivershine Ltd. through its subsidiary, GRAPE KING INTERNATIONAL INVESTMENT INC. (BVI).
  • Note 6: The Company directly invested in Dongpu Biotech Corporation.
  • Note 7: The Company prepaid NT\$7,273 thousand (US\$246 thousand) to invest in Shanghai Changhong Biotechnology Co., Ltd. which has been approved by the Investment Commision, Ministry of Economic Affairs on December 17, 2020.
  • Note 8: The Company invested Shanghai Rivershine Ltd. with cash by increasing capital NT\$14,230 thousand (US\$500 thousand) through its subsidiary GRAPE KING INTERNATIONAL INVESTMENT INC. (BVI).

(Concluded)

GRAPE KING BIO LTD.

INFORMATION ON MAJOR SHAREHOLDERS March 31, 2021

Shares
Name of Major Shareholder Number of Shares Percentage of
Ownership (%)
Uni-President
Enterprises Corp.
Fubon Life Assurance Co., Ltd.
Nan Shan Life Assurance
Company
Ltd.
11,851,000
10,757,000
7,468,000
8.00
7.26
5.04
  • Note 1: The information of major shareholders presented in this table is provided by the Taiwan Depository & Clearing Corporation based on the number of ordinary shares and preferred shares held by shareholders with ownership of 5% or greater, that have been issued without physical registration (including treasury shares) by the Company as of the last business day for the current quarter. The share capital in the consolidated financial statements may differ from the actual number of shares that have been issued without physical registration because of different preparation basis.
  • Note 2: If a shareholder delivers the shareholdings to the trust, the above information will be disclosed by the individual truster who opened the trust account. For shareholders who declare insider shareholdings with ownership greater than 10% in accordance with the Security and Exchange Act, the shareholdings include shares held by shareholders and those delivered to the trust over which shareholders have rights to determine the use of trust property. For information relating to insider shareholding declaration, please refer to the Market Observation Post System.