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GKB — Interim / Quarterly Report 2021
Nov 16, 2021
51890_rns_2021-11-16_bad300a3-dfbc-442d-b608-9ee0a5885fe4.pdf
Interim / Quarterly Report
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Grape King Bio Ltd. and Subsidiaries
Consolidated Financial Statements for the Six Months Ended June 30, 2021 and 2020 and Independent Auditors' Review Report

CONSOLIDATED BALANCE SHEETS (In Thousands of New Taiwan Dollars)
| June 30, 2021 (Reviewed) |
December 31, 2020 (Audited) |
June 30, 2020 (Reviewed) |
June 30, 2021 (Reviewed) |
December 31, 2020 (Audited) |
June 30, 2020 (Reviewed) |
||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| ASSETS | Amount | % | Amount | % | Amount | % | LIABILITIES AND EQUITY | Amount | % | Amount | % | Amount | % |
| CURRENT ASSETS | CURRENT LIABILITIES | ||||||||||||
| Cash and cash equivalents (Note 6) | \$ 2,131,162 |
16 | \$ 2,927,029 |
22 | \$ 1,420,294 |
12 | Short-term borrowings (Notes 19 and 32) | \$ - |
- | \$ 500,000 |
4 | \$ - |
- |
| Financial assets at fair value through profit or loss (Note 7) | 1,200,331 | 9 | - | - | - | - | Contract liabilities (Note 24) | 126,637 | 1 | 96,240 | 1 | 62,108 | 1 |
| Financial assets at amortized cost (Note 9) | 56,968 | - | 77,662 | 1 | 85,030 | 1 | Notes and accounts payable | 353,230 | 3 | 255,318 | 2 | 268,604 | 2 |
| Notes and accounts receivable, net (Notes 10 and 24) | 289,828 | 2 | 199,448 | 1 | 245,800 | 2 | Other payables (Note 20) | 1,614,760 | 12 | 1,753,884 | 14 | 2,551,843 | 22 |
| Accounts receivable from related parties (Notes 24 and 31) | 5,111 | - | 2,248 | - | 5,957 | - | Other payables to related parties (Note 31) | 15,181 | - | 37,641 | - | 15,949 | - |
| Other receivables | 5,006 | - | 3,533 | - | 3,199 | - | Current tax liabilities (Note 26) | 666,493 | 5 | 723,261 | 6 | 466,267 | 4 |
| Other receivables from related parties (Note 31) | - | - | 12 | - | - | - | Lease liabilities (Notes 15 and 31) | 37,728 | - | 41,796 | - | 50,619 | 1 |
| Inventories (Note 11) | 750,990 | 5 | 689,464 | 5 | 662,880 | 5 | Other current liabilities (Notes 20 and 31) | 52,909 | - | 43,323 | - | 45,086 | - |
| Other current assets (Note 18) | 88,829 | 1 | 72,028 | 1 | 79,164 | 1 | Current portion of long-term borrowings (Notes 19 and 32) | 14,726 | - | 49,111 | - | 49,178 | - |
| Total current assets | 4,528,225 | 33 | 3,971,424 | 30 | 2,502,324 | 21 | Total current liabilities | 2,881,664 | 21 | 3,500,574 | 27 | 3,509,654 | 30 |
| NON-CURRENT ASSETS | NON-CURRENT LIABILITIES | ||||||||||||
| Financial assets at fair value through other comprehensive income | Long-term borrowings (Notes 19 and 32) | 198,328 | 1 | 1,372,150 | 10 | 1,146,661 | 10 | ||||||
| (Note 8) | 10,561 | - | 9,338 | - | 10,516 | - | Provisions (Note 21) | 7,369 | - | 7,322 | - | 8,027 | - |
| 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) | 23,702 | - | 7,115 | - | 5,791 | - | Lease liabilities (Notes 15 and 31) | 106,704 | 1 | 120,933 | 1 | 136,188 | 1 |
| Property, plant and equipment (Notes 14, 32 and 33) | 7,189,843 | 53 | 7,307,695 | 56 | 7,373,163 | 63 | Other non-current liabilities (Notes 20 and 31) | 52,005 | - | 55,884 | - | 57,542 | - |
| Right-of-use assets (Note 15) | 179,895 | 2 | 202,113 | 2 | 226,367 | 2 | |||||||
| Investment properties (Note 16) | 1,463,026 | 11 | 1,467,018 | 11 | 1,471,010 | 13 | Total non-current liabilities | 433,210 | 3 | 1,625,093 | 12 | 1,417,093 | 12 |
| Intangible assets (Note 17) | 33,809 | - | 38,341 | - | 38,067 | - | |||||||
| Deferred tax assets (Note 26) | 8,733 | - | 10,872 | - | 11,619 | - | Total liabilities | 3,314,874 | 24 | 5,125,667 | 39 | 4,926,747 | 42 |
| Other non-current assets (Notes 18, 22 and 31) | 104,571 | 1 | 76,885 | 1 | 78,543 | 1 | |||||||
| EQUITY ATTRIBUTABLE TO OWNERS OF THE | |||||||||||||
| Total non-current assets | 9,027,460 | 67 | 9,132,697 | 70 | 9,230,256 | 79 | COMPANY (Note 23) | ||||||
| Share capital | |||||||||||||
| Ordinary shares | 1,481,374 | 11 | 1,362,864 | 11 | 1,362,864 | 12 | |||||||
| Capital surplus | 2,869,691 | 21 | 971,717 | 8 | 970,139 | 8 | |||||||
| Retained earnings | |||||||||||||
| Legal reserve | 1,070,880 | 8 | 1,070,880 | 8 | 1,070,880 | 9 | |||||||
| Special reserve | 100,752 | 1 | 100,752 | 1 | 100,752 | 1 | |||||||
| Unappropriated earnings | 3,763,088 | 28 | 3,204,726 | 24 | 2,479,776 | 21 | |||||||
| Total retained earnings | 4,934,720 | 37 | 4,376,358 | 33 | 3,651,408 | 31 | |||||||
| Other equity | (101,422) | (1) | (86,465) | (1) | (125,535) | (1) | |||||||
| Treasury stock | - | - | - | - | (45,530) | - | |||||||
| Total equity attributable to owners of the Company | 9,184,363 | 68 | 6,624,474 | 51 | 5,813,346 | 50 | |||||||
| NON-CONTROLLING INTERESTS (Notes 12 and 23) | 1,056,448 | 8 | 1,353,980 | 10 | 992,487 | 8 | |||||||
| Total equity | 10,240,811 | 76 | 7,978,454 | 61 | 6,805,833 | 58 | |||||||
| TOTAL | \$ 13,555,685 | 100 | \$ 13,104,121 | 100 | \$ 11,732,580 | 100 | TOTAL | \$ 13,555,685 | 100 | \$ 13,104,121 | 100 | \$ 11,732,580 | 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 June 30 | For the Six Months Ended June 30 | |||||||
|---|---|---|---|---|---|---|---|---|
| 2021 Amount |
% | 2020 Amount |
% | 2021 Amount |
% | 2020 Amount |
% | |
| NET REVENUE (Notes 24 and 31) | \$ 2,503,867 | 100 | \$ 2,248,254 | 100 | \$ 4,476,067 | 100 | \$ 4,257,176 | 100 |
| COST OF GOODS SOLD (Notes 11 and 25) |
(535,328) | (21 ) | (427,738) | (19 ) | (925,893) | (21 ) | (761,316) | (18 ) |
| GROSS PROFIT | 1,968,539 | 79 | 1,820,516 | 81 | 3,550,174 | 79 | 3,495,860 | 82 |
| UNREALIZED GAIN ON TRANSACTIONS WITH |
||||||||
| ASSOCIATE | (210) | - | (306) | - | (278) | - | (669) | - |
| ADJUSTED GROSS PROFIT | 1,968,329 | 79 | 1,820,210 | 81 | 3,549,896 | 79 | 3,495,191 | 82 |
| OPERATING EXPENSES (Notes 22, 25 and 31) |
||||||||
| Selling and marketing | (1,190,177) | (48 ) | (1,121,962) | (50 ) | (2,169,429) | (49 ) | (2,156,711) | (51 ) |
| General and administrative | (153,072) | (6 ) | (125,315) | (5 ) | (275,456) | (6 ) | (247,204) | (6 ) |
| Research and development | (72,957) | (3 ) | (62,442) | (3 ) | (139,080) | (3 ) | (113,165) | (2 ) |
| Total operating expenses | (1,416,206) | (57 ) | (1,309,719) | (58 ) | (2,583,965) | (58 ) | (2,517,080) | (59 ) |
| INCOME FROM OPERATIONS | 552,123 | 22 | 510,491 | 23 | 965,931 | 21 | 978,111 | 23 |
| NON-OPERATING INCOME AND EXPENSES (Notes 13, 25 and 31) |
||||||||
| Interest income | 1,506 | - | 1,774 | - | 3,185 | - | 2,878 | - |
| Other income | 16,093 | 1 | 13,111 | - | 41,333 | 1 | 41,343 | 1 |
| Other gains and losses | (1,501) | - | (1,737) | - | (1,173) | - | (1,018) | - |
| Finance costs Share of profit of associate |
(730) 233 |
- - |
(3,635) 39 |
- - |
(2,347) 288 |
- - |
(7,888) 1,246 |
- - |
| Total non-operating income | 15,601 | 1 | 9,552 | - | 41,286 | 1 | 36,561 | 1 |
| PROFIT BEFORE INCOME TAX | 567,724 | 23 | 520,043 | 23 | 1,007,217 | 22 | 1,014,672 | 24 |
| INCOME TAX EXPENSE (Note 26) | (96,794) | (4 ) | (106,555) | (5 ) | (185,998) | (4 ) | (205,651) | (5 ) |
| NET PROFIT FOR THE PERIOD | 470,930 | 19 | 413,488 | 18 | 821,219 | 18 | 809,021 | 19 |
| 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: Exchange differences on translating the financial |
471 | - | (11) | - | 1,223 | - | (1,266) | - |
| statements of foreign operations Exchange differences on translating the financial statements of foreign operations |
(8,199) | (1 ) | (13,113) | - | (15,789) | - | (23,141) | (1 ) |
| of associate | (163) | - | (88) | - | (391) | - | (376) | - |
| Other comprehensive income (loss) for the period, net of income tax |
(7,891) | (1 ) | (13,212) | - | (14,957) | - | (24,783) | (1 ) |
| TOTAL COMPREHENSIVE INCOME FOR THE PERIOD |
\$ 463,039 |
18 | \$ 400,276 |
18 | \$ 806,262 |
18 | \$ 784,238 |
18 (Continued) |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (In Thousands of New Taiwan Dollars, Except Earnings Per Share) (Reviewed, Not Audited)
| For the Three Months Ended June 30 | For the Six Months Ended June 30 | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| 2021 | 2021 | 2020 | |||||||
| Amount | % | 2020 Amount |
% | Amount | % | Amount | % | ||
| NET PROFIT ATTRIBUTABLE TO: Owners of the Company |
\$ 325,824 |
13 | \$ 284,806 |
12 | \$ 558,362 |
12 | \$ 547,503 |
13 | |
| Non-controlling interests | 145,106 \$ 470,930 |
6 19 |
128,682 \$ 413,488 |
6 18 |
262,857 \$ 821,219 |
6 18 |
261,518 \$ 809,021 |
6 19 |
|
| TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO: |
|||||||||
| Owners of the Company Non-controlling interests |
\$ 317,933 145,106 |
12 6 |
\$ 271,594 128,682 |
12 6 |
\$ 543,405 262,857 |
12 6 |
\$ 522,720 261,518 |
12 6 |
|
| \$ 463,039 |
18 | \$ 400,276 |
18 | \$ 806,262 |
18 | \$ 784,238 |
18 | ||
| EARNINGS PER SHARE (Note 27) Basic earnings per share Diluted earnings per share |
\$ 2.20 \$ 2.20 |
\$ 2.09 \$ 2.09 |
\$ 3.80 \$ 3.79 |
\$ 4.02 \$ 4.01 |
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 | Retained Earnings | Exchange Differences on Translating the Financial Statements of |
Unrealized Gain (Loss) on Financial Assets at Fair Value Through Other |
|||||||||
| Share (In Thousands) |
Amount | Capital Surplus | Legal Reserve |
Special Reserve | Unappropriated Earnings |
Foreign Operations |
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 |
| Appropriation of 2019 earnings Legal reserve Special reserve Cash dividends distributed by the Company |
- - - |
- - - |
- - - |
130,933 - - |
- 26,081 - |
(130,933) (26,081) (884,210) |
- - - |
- - - |
- - - |
- - (884,210) |
- - - |
- - (884,210) |
| Cash dividends distributed by subsidiary | - | - | - | - | - | - | - | - | - | - | (566,462) | (566,462) |
| Change in other capital surplus | - | - | 1,415 | - | - | - | - | - | - | 1,415 | - | 1,415 |
| Net profit for the six months ended June 30, 2020 | - | - | - | - | - | 547,503 | - | - | - | 547,503 | 261,518 | 809,021 |
| Other comprehensive income (loss) for the six months ended June 30, 2020, net of income tax |
- | - | - | - | - | - | (23,517) | (1,266) | - | (24,783) | - | (24,783) |
| Total comprehensive income (loss) for the six months ended June 30, 2020 |
- | - | - | - | - | 547,503 | (23,517) | (1,266) | - | 522,720 | 261,518 | 784,238 |
| BALANCE AT JUNE 30, 2020 | 136,286 | \$ 1,362,864 | \$ 970,139 |
\$ 1,070,880 | \$ 100,752 |
\$ 2,479,776 | \$ (108,023) | \$ (17,512) |
\$ (45,530) |
\$ 5,813,346 | \$ 992,487 |
\$ 6,805,833 |
| 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 |
| Cash dividends distributed by subsidiary | - | - | - | - | - | - | - | - | - | - | (560,389) | (560,389) |
| Change in other capital surplus | - | - | 1,814 | - | - | - | - | - | - | 1,814 | - | 1,814 |
| Net profit for the six months ended June 30, 2021 | - | - | - | - | - | 558,362 | - | - | - | 558,362 | 262,857 | 821,219 |
| Other comprehensive income (loss) for the six months ended June 30, 2021, net of income tax |
- | - | - | - | - | - | (16,180) | 1,223 | - | (14,957) | - | (14,957) |
| Total comprehensive income (loss) for the six months ended June 30, 2021 |
- | - | - | - | - | 558,362 | (16,180) | 1,223 | - | 543,405 | 262,857 | 806,262 |
| Issuance of ordinary shares for cash | 11,851 | 118,510 | 1,896,160 | - | - | - | - | - | - | 2,014,670 | - | 2,014,670 |
| BALANCE AT JUNE 30, 2021 | 148,137 | \$ 1,481,374 | \$ 2,869,691 | \$ 1,070,880 | \$ 100,752 |
\$ 3,763,088 | \$ (83,955) |
\$ (17,467) |
\$ - |
\$ 9,184,363 | \$ 1,056,448 | \$ 10,240,811 |
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 Six Months Ended June 30 |
||
|---|---|---|
| 2021 | 2020 | |
| CASH FLOWS FROM OPERATING ACTIVITIES | ||
| Income before income tax | \$ 1,007,217 |
\$ 1,014,672 |
| Adjustments for: | ||
| Depreciation expenses | 207,248 | 199,431 |
| Amortization expenses | 5,472 | 5,718 |
| Net gain on financial assets at fair value through profit or loss | (331) | - |
| Finance costs | 2,347 | 7,888 |
| Interest income | (3,185) | (2,878) |
| Share of profit of associate | (288) | (1,246) |
| Loss on disposal of property, plant and equipment, net | 179 | 417 |
| Unrealized gain on transactions with associate | 278 | 669 |
| Changes in operating assets and liabilities | ||
| Notes and accounts receivable, net | (90,380) | (46,347) |
| Accounts receivable from related parties | (2,863) | (3,354) |
| Other receivables | (1,602) | (1,088) |
| Other receivables from related parties | 12 | - |
| Inventories | (61,526) | (116,436) |
| Other current assets | (16,801) | 4,503 |
| Contract liabilities | 30,397 | (2,906) |
| Notes and accounts payable | 97,912 | 45,978 |
| Other payables | (133,787) | (97,618) |
| Other payables to related parties | (22,460) | (22,181) |
| Other current liabilities | 5,261 | (17,543) |
| Net defined benefit liabilities | (1,931) | (1,599) |
| Cash generated from operations | 1,021,169 | 966,080 |
| Interest received | 3,314 | 2,908 |
| Interest paid | (1,965) | (6,543) |
| Income tax paid | (240,627) | (19,403) |
| Net cash generated from operating activities | 781,891 | 943,042 |
| 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 | (1,200,000) | - |
| Acquisition of investments accounted for using the equity method | (9,722) | - |
| Acquisition of property, plant and equipment | (110,450) | (1,077,493) |
| Proceeds from disposal of property, plant and equipment | 10 | 19 |
| Increase in refundable deposits | (1,300) | (4,625) |
| Decrease in refundable deposits | 5,037 | 5,182 |
| Acquisition of intangible assets | (980) | (6,769) |
| Decrease in other non-current assets | 2,501 | 178 |
| Net cash used in investing activities | (1,294,978) | (1,087,228) |
| (Continued) |
CONSOLIDATED STATEMENTS OF CASH FLOWS (In Thousands of New Taiwan Dollars) (Reviewed, Not Audited)
| For the Six Months Ended June 30 |
||||
|---|---|---|---|---|
| 2021 | 2020 | |||
| CASH FLOWS FROM FINANCING ACTIVITIES | ||||
| Proceeds from short-term borrowings | \$ - |
\$ 1,100,000 |
||
| Repayments of short-term borrowings | (500,000) | (1,450,000) | ||
| Proceeds from long-term borrowings | - | 623,000 | ||
| Repayments of long-term borrowings | (1,208,207) | (253,706) | ||
| Proceeds from guarantee deposits received | 604 | 495 | ||
| Refund of guarantee deposits received | (102) | (3,288) | ||
| Repayment of the principal portion of lease liabilities | (23,817) | (23,446) | ||
| Proceeds from issuance of ordinary shares | 2,014,670 | - | ||
| Dividends paid to non-controlling interests | (560,389) | (566,462) | ||
| Other financing activities | 1,814 | 1,415 | ||
| Net cash used in financing activities | (275,427) | (571,992) | ||
| EFFECTS OF EXCHANGE RATE CHANGES ON CASH AND CASH | ||||
| EQUIVALENTS | (7,353) | (9,735) | ||
| NET DECREASE IN CASH AND CASH EQUIVALENTS | (795,867) | (725,913) | ||
| CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 2,927,029 | 2,146,207 | ||
| CASH AND CASH EQUIVALENTS, END OF PERIOD | \$ 2,131,162 |
\$ 1,420,294 |
The accompanying notes are an integral part of the consolidated financial statements. (Concluded)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED JUNE 30, 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 August 2, 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. The IFRSs endorsed by the FSC for application starting from 2022
| New IFRSs | Effective Date Announced by IASB |
|---|---|
| "Annual Improvements to IFRS Standards 2018–2020" Amendments to IFRS 3 "Reference to the Conceptual Framework" |
January 1, 2022 (Note 1) January 1, 2022 (Note 2) |
| Amendments to IAS 16 "Property, Plant and Equipment - Proceeds before Intended Use" |
January 1, 2022 (Note 3) |
| Amendments to IAS 37 "Onerous Contracts–Cost of Fulfilling a Contract" |
January 1, 2022 (Note 4) |
- Note 1: 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 2: 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 3: 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 4: The amendments are applicable to contracts for which the entity has not yet fulfilled all its obligations on January 1, 2022.
- c. New IFRSs in issue but not yet endorsed and issued into effect by the FSC
| New IFRSs | Effective Date Announced by IASB (Note 1) |
|||
|---|---|---|---|---|
| Amendments to IFRS 10 and IAS 28 "Sale or Contribution of Assets between An Investor and Its Associate or Joint Venture" |
To be determined by IASB | |||
| IFRS 17 "Insurance Contracts" | January 1, 2023 | |||
| Amendments to IFRS 17 | January 1, 2023 | |||
| Amendments to IAS 1 "Classification of Liabilities as Current or | January 1, 2023 | |||
| Non-current" | ||||
| Amendments to IAS 1 "Disclosure of Accounting Policies" |
January 1, 2023 (Note 2) |
|||
| Amendments to IAS 8 "Definition of Accounting Estimates" |
January 1, 2023 (Note 3) |
|||
| Amendments to IAS 12 "Deferred Tax related to Assets and | January 1, 2023 (Note 4) | |||
| Liabilities arising from a Single Transaction" |
- 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 will be applied prospectively for annual reporting periods beginning on or after January 1, 2023.
- Note 3: 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.
- Note 4: Except that deferred taxes will be recognized on January 1, 2022 for temporary differences associated with leases and decommissioning obligations, the amendments will be applied prospectively to transactions that occur on or after January 1, 2022.
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, Tables 6 and 7 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
The Group considers the recent development of the COVID-19 in Taiwan and its economic environment implications. The estimates and underlying assumptions are reviewed on an ongoing basis. For other-related information, refer to Note 5 to the statements of critical accounting judgments and key sources of estimation uncertainty to the consolidated financial statements for the year ended December 31, 2020.
6. CASH AND CASH EQUIVALENTS
| June 30, 2021 |
December 31, 2020 |
June 30, 2020 |
||
|---|---|---|---|---|
| Cash on hand | \$ 1,915 |
\$ 1,887 |
\$ 3,236 |
|
| Checking accounts and demand deposits | 1,761,000 | 1,595,306 | 1,277,144 | |
| Cash equivalents (investments with original | ||||
| maturities of less than 3 months) | ||||
| Repurchase agreements collateralized by | ||||
| commercial paper | 268,247 | 1,167,799 | 139,914 | |
| Repurchase agreements collateralized by bonds | 100,000 | 162,037 | - | |
| \$ 2,131,162 |
\$ 2,927,029 |
\$ 1,420,294 |
7. FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS
| June 30, 2021 |
December 31, 2020 |
June 30, 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 |
\$ 1,200,331 |
\$ - |
\$ - |
Financial assets at fair value through profit or loss were not pledged.
8. FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME
| June 30, | December 31, | June 30, | |
|---|---|---|---|
| 2021 | 2020 | 2020 | |
| Non-current - investments in equity instruments at FVTOCI |
|||
| Unlisted shares FU-Sheng International Inc. (Samoa) Hsin Tung Yang Co., Ltd. |
\$ 10,559 2 |
\$ 9,330 8 |
\$ 10,468 48 |
| \$ | \$ | \$ | |
| 10,561 | 9,338 | 10,516 |
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
| June 30, | December 31, | June 30, | |
|---|---|---|---|
| 2021 | 2020 | 2020 | |
| Current | |||
| Time deposits with original maturities of more | \$ | \$ | \$ |
| than 3 months | 56,968 | 77,662 | 85,030 |
| Non-current | |||
| Pledged time deposits | \$ | \$ | \$ |
| 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
| June 30, | December 31, | June 30, | |||
|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | |||
| Notes receivable | |||||
| Notes receivable - | \$ | \$ | \$ | ||
| operating | 7,795 | 17,732 | 7,363 | ||
| Accounts receivable |
|||||
| At amortized cost | 285,212 | 184,895 | 241,768 | ||
| Gross carrying amount | (3,179) | (3,179) | (3,331) | ||
| Less: Loss allowance | 282,033 | 181,716 | 238,437 | ||
| \$ | \$ | \$ | |||
| 289,828 | 199,448 | 245,800 |
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:
| For the Six Months Ended June 30 |
||||
|---|---|---|---|---|
| 2021 | 2020 | |||
| Balance at January 1 and June 30 | \$ 3,179 |
\$ 3,331 |
Aging analysis of notes and accounts receivable (net) held by the Group was as follows:
| Neither | Past Due but not Impaired | ||||||
|---|---|---|---|---|---|---|---|
| Past Due nor Impaired |
Within 90 Days |
91 to 180 Days |
Over 180 Days |
Total | |||
| June 30, 2021 | \$ 282,811 | \$ | 6,648 | \$ 369 |
\$ | - | \$ 289,828 |
| December 31, 2020 | 189,899 | 9,074 | 475 | - | 199,448 | ||
| June 30, 2020 | 235,205 | 10,595 | - | - | 245,800 |
Notes and accounts receivable were not pledged.
11. INVENTORIES
| June 30, 2021 |
December 31, 2020 |
June 30, 2020 |
|
|---|---|---|---|
| Finished goods | \$ 232,009 |
\$ 206,040 |
\$ 175,487 |
| Semi-finished goods and work in progress | 282,532 | 276,903 | 238,875 |
| Raw materials | 186,985 | 162,529 | 208,608 |
| Supplies | 49,304 | 43,865 | 39,753 |
| Merchandise | 160 | 127 | 157 |
| \$ 750,990 |
\$ 689,464 |
\$ 662,880 |
The nature of the cost of goods sold is as follows:
| For the Three Months Ended June 30 |
For the Six Months Ended June 30 |
||||
|---|---|---|---|---|---|
| 2021 | 2020 | 2021 | 2020 | ||
| Cost of inventories sold | \$ 535,328 |
\$ 427,738 |
\$ 925,893 |
\$ 761,316 |
|
| Loss on retirement Gain from physical counts |
\$ 7,761 \$ (512) |
\$ 4,721 \$ (311) |
\$ 10,974 \$ (716) |
\$ 5,504 \$ (956) |
Inventories were not pledged.
12. SUBSIDIARIES
| Proportion of Ownership | |||||
|---|---|---|---|---|---|
| Investor | Investee | Nature of Activities |
June 30, 2021 |
December 31, 2020 |
June 30, 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 (Note) | 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
Note: On June 25, 2021, the Company resolved to liquidate Dongpu Biotech Corporation, which is currently undergoing its liquidation procedures.
b. Details of subsidiaries that have material non-controlling interests
| by Non-controlling Interests | Proportion of Ownership and Voting Rights Held | ||||||
|---|---|---|---|---|---|---|---|
| Name of Subsidiary | Principal Place of Business | June 30, 2021 |
December 31, 2020 |
June 30, 2020 |
|||
| Pro-partner | Taiwan, Republic of China | 40% | 40% | 40% | |||
| Profit (Loss) Allocated to Non-controlling Interests | |||||||
| For the Three Months Ended | For the Six Months Ended | June 30, | Accumulated Non-controlling Interests December 31, |
June 30, | |||
| Name of Subsidiary |
2021 | June 30 2020 |
2021 | June 30 2020 |
2021 | 2020 | 2020 |
| Pro-partner | \$ 145,106 | \$ 128,682 | \$ 262,857 | \$ 261,518 | \$ 1,056,448 | \$ 1,353,980 | \$ 992,487 |
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
| June 30, | December 31, | June 30, | |
|---|---|---|---|
| 2021 | 2020 | 2020 | |
| Current assets Non-current assets Current liabilities |
\$ 1,144,889 3,681,592 (2,000,765) |
\$ 2,133,273 3,729,824 (2,292,051) |
\$ 691,429 3,782,460 (1,794,084) |
| Non-current liabilities | (184,595) | (186,095) | (198,587) |
| Equity | \$ | \$ | \$ |
| 2,641,121 | 3,384,951 | 2,481,218 | |
| Equity attributable to: | \$ | \$ | \$ |
| Owners of the Company | 1,584,673 | 2,030,971 | 1,488,731 |
| Non-controlling interests of Pro-partner | 1,056,448 | 1,353,980 | 992,487 |
| \$ | \$ | \$ | |
| 2,641,121 | 3,384,951 | 2,481,218 |
| For the Three Months Ended June 30 |
For the Six Months Ended June 30 |
||||
|---|---|---|---|---|---|
| 2021 | 2020 | 2021 | 2020 | ||
| Revenue | \$ 1,965,591 |
\$ 1,823,996 |
\$ 3,563,200 |
\$ 3,566,502 |
|
| Profit and comprehensive income for the period |
\$ 362,766 |
\$ 321,705 |
\$ 657,143 |
\$ 653,796 |
|
| Profit and total comprehensive income attributable to: |
|||||
| Owners of the Company | \$ 217,660 |
\$ 193,023 |
\$ 394,286 |
\$ 392,278 |
|
| Non-controlling interests of Pro-partner |
145,106 | 128,682 | 262,857 | 261,518 | |
| \$ 362,766 |
\$ 321,705 |
\$ 657,143 |
\$ 653,796 |
||
| For the Six Months Ended June 30 |
|||||
| 2021 | 2020 | ||||
| Net cash inflow (outflow) from: | |||||
| Operating activities Investing activities |
\$ 393,253 (600) |
\$ 616,948 (37,068) |
|||
| Financing activities | (1,421,155) | (1,436,609) | |||
| Net cash outflow | \$ (1,028,502) |
\$ (856,729) |
|||
| Dividends paid to non-controlling interests of: Pro-partner |
\$ 560,389 |
\$ 566,462 |
13. INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD
| June 30, | December 31, | June 30, | |
|---|---|---|---|
| 2021 | 2020 | 2020 | |
| Associates that are not individually material | |||
| GK BIO INTERNATIONAL SDN. BHD. Shanghai Changhong Biotechnology Co., Ltd. Shanghai Xinquan Biotechnology Co., Ltd. |
\$ 8,122 6,008 9,572 |
\$ 7,115 - - |
\$ 5,791 - - |
| \$ | \$ | \$ | |
| 23,702 | 7.115 | 5,791 |
Aggregate information of associates that are not individually material.
| June 30 | For the Three Months Ended | For the Six Months Ended June 30 |
|||
|---|---|---|---|---|---|
| 2021 | 2020 | 2021 | 2020 | ||
| The Company's share of: | |||||
| Net income (loss) | \$ 184 |
\$ (35) |
\$ 222 |
\$ 1,085 |
|
| Other comprehensive loss | (190) | (88) | (418) | (376) | |
| Total comprehensive income (loss) |
\$ (6) |
\$ (123) |
\$ (196) |
\$ 709 |
The Company had neither contingent liabilities nor capital commitments to the associates as of June 30, 2021 and 2020.
Investments in associates were not pledged.
14. PROPERTY, PLANT AND EQUIPMENT
| June 30, | December 31, | June 30, | |
|---|---|---|---|
| 2021 | 2020 | 2020 | |
| Assets used by the Group | \$ | \$ | \$ |
| 7,189,843 | 7,307,695 | 7,373,163 |
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 |
\$ 2,964,613 - - - |
\$ 3,264 - - - |
\$ 4,321,322 2,836 (670) 3,719 |
\$ 1,688,023 19,021 (59) 26,825 |
\$ 20,889 - - - |
\$ 85,529 600 (302) - |
\$ 493,673 4,381 (21,405) 12,403 |
\$ 107,734 21,904 - (25,342) |
\$ 9,685,047 48,742 (22,436) 17,605 |
| exchange differences Balance at June 30, 2021 |
- 2,964,913 |
- 3,264 |
(6,901) 4,320,306 |
(4,076) 1,729,734 |
(60) 20,829 |
(43) 85,784 |
(296) 488,756 |
(121) 104,175 |
(11,497) 9,717,461 |
| Accumulated depreciation | |||||||||
| Balance at January 1, 2021 Depreciation expenses Disposals Effects of foreign currency |
- - - |
1,695 136 - |
942,910 85,289 (670) |
1,032,350 59,117 (35) |
13,422 1,132 - |
35,224 8,771 (181) |
351,751 22,588 (21,361) |
- - - |
2,377,352 177,033 (22,247) |
| exchange differences Balance at June 30, 2021 |
- - |
- 1,831 |
(2,107) 1,025,422 |
(2,102) 1,089,330 |
(36) 14,518 |
(22) 43,792 |
(253) 352,725 |
- - |
(4,520) 2,527,618 |
| Carrying amounts at January 1, 2021 Carrying amounts at |
\$ 2,964,913 | \$ 1,569 |
\$ 3,378,412 | \$ 655,673 | \$ 7,467 |
\$ 50,305 |
\$ 141,922 | \$ 107,734 | \$ 7,307,695 |
| June 30, 2021 | \$ 2,964,913 | \$ 1,433 |
\$ 3,294,884 | \$ 640,404 | \$ 6,311 |
\$ 41,992 |
\$ 136,031 | \$ 104,175 | \$ 7,189,843 |
| Cost | |||||||||
| Balance at January 1, 2020 Additions Disposals Reclassified Effects of foreign currency exchange differences Balance at June 30, 2020 |
\$ 2,067,958 896,655 - - - 2,964,613 |
\$ 3,264 - - - - 3,264 |
\$ 3,179,557 12,207 (88) 1,124,088 (11,119) 4,304,645 |
\$ 1,284,693 10,896 (8,723) 352,204 (6,262) 1,632,808 |
\$ 18,714 1,167 - 1,175 (104) 20,952 |
\$ 48,277 28,090 - - (72) 76,295 |
\$ 424,351 16,260 (803) 47,791 (517) 487,082 |
\$ 1,496,235 47,503 - (1,437,912) (392) 105,434 |
\$ 8,523,049 1,012,778 (9,614) 87,346 (18,466) 9,595,093 |
| Accumulated depreciation | |||||||||
| Balance at January 1, 2020 Depreciation expenses Disposals Effects of foreign currency |
- - - |
1,340 207 - |
791,071 83,959 (40) |
929,987 55,903 (8,335) |
11,166 1,392 - |
21,459 5,187 - |
314,493 21,956 (803) |
- - - |
2,069,516 168,604 (9,178) |
| exchange differences Balance at June 30, 2020 |
- - |
- 1,547 |
(3,220) 871,770 |
(3,304) 974,251 |
(51) 12,507 |
(33) 26,613 |
(404) 335,242 |
- - |
(7,012) 2,221,930 |
| Carrying amounts at June 30, 2020 |
\$ 2,964,613 | \$ 1,717 |
\$ 3,432,875 | \$ 658,557 | \$ 8,445 |
\$ 49,682 |
\$ 151,840 | \$ 105,434 | \$ 7,373,163 |
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 six months ended June 30, 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
| June 30, 2021 |
December 31, 2020 |
June 30, 2020 |
|
|---|---|---|---|
| Carrying amounts | |||
| Land | \$ 82,619 |
\$ 84,382 |
\$ 84,269 |
| Buildings | 86,317 | 107,418 | 128,586 |
| Transportation equipment | 8,797 | 8,008 | 10,903 |
| Other equipment | 2,162 | 2,305 | 2,609 |
| For the Three Months Ended June 30 |
For the Six Months Ended June 30 |
||||||
|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2021 | 2020 | ||||
| Additions to right-of-use assets | \$ 4,608 |
\$ | 59,388 | ||||
| Depreciation charge for | |||||||
| right-of-use assets | |||||||
| Land | \$ | 826 | \$ | 776 | \$ 1,618 |
\$ | 1,668 |
| Buildings | 10,471 | 11,029 | 21,097 | 20,904 | |||
| Transportation equipment | 1,611 | 1,585 | 3,192 | 3,095 | |||
| Other equipment | 164 | 153 | 316 | 302 | |||
| \$ | 13,072 | \$ | 13,543 | \$ 26,223 |
\$ | 25,969 |
\$ 179,895 \$ 202,113 \$ 226,367
Except for the aforementioned additions and recognized depreciation, the Group did not have significant sublease or impairment of right-of-use assets during the six months ended June 30, 2021 and 2020.
b. Lease liabilities
| June 30, 2021 |
December 31, 2020 |
June 30, 2020 |
|
|---|---|---|---|
| Carrying amounts | |||
| Current Non-current |
\$ 37,728 \$ 106,704 |
\$ 41,796 \$ 120,933 |
\$ 50,619 \$ 136,188 |
Range of discount rate for lease liabilities was as follows:
| June 30, 2021 |
December 31, 2020 |
June 30, 2020 |
|
|---|---|---|---|
| Land | 1.02%-4.75% | 1.02%-4.75% | 1.02%-4.75% |
| Buildings | 1.00%-1.44% | 1.00%-4.75% | 1.00%-4.75% |
| Transportation equipment | 1.00%-1.35% | 1.00%-1.35% | 1.00%-1.35% |
| Other equipment | 1.00%-1.02% | 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 June 30, 2021, December 31, 2020 and June 30, 2020 Shanghai Grape King had received prepaid rents, recorded under the advances received for the period of eight years and seven months, nine years and one month and nine years and seven months, respectively. The movement schedule of prepaid rents is listed as follows:
| June 30, | December 31, | June 30, | |
|---|---|---|---|
| 2021 | 2020 | 2020 | |
| Beginning balance of prepaid rent | \$ | \$ | \$ |
| 41,603 | 45,423 | 45,423 | |
| Rental income recognized in current period Effects of foreign currency exchange |
(2,278) | (4,480) | (2,229) |
| differences | (623) | 660 | (1,167) |
| Ending balance of prepaid rent | \$ | \$ | \$ |
| 38,702 | 41,603 | 42,027 |
Advances received for operating leases are as follows:
| June 30, | December 31, | June 30, | |
|---|---|---|---|
| 2021 | 2020 | 2020 | |
| Other current liabilities Other non-current liabilities |
\$ 4,509 34,193 |
\$ 4,580 37,023 |
\$ 4,385 37,642 |
| Ending balance of prepaid rent | \$ | \$ | \$ |
| 38,702 | 41,603 | 42,027 |
e. Other lease information
| For the Three Months Ended June 30 |
For the Six Months Ended June 30 |
||||
|---|---|---|---|---|---|
| 2021 | 2020 | 2021 | 2020 | ||
| Expenses relating to short-term and low-value asset leases |
\$ 3,713 |
\$ 3,714 |
\$ 7,560 |
\$ 6,847 |
|
| Total cash outflow for leases | \$ (31,377) |
\$ (30,293) |
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 June 30, 2021 | \$ 1,173,942 |
\$ 394,499 |
\$ 1,568,441 |
| Accumulated depreciation | |||
| Balance at January 1, 2021 Depreciation expenses |
\$ - - |
\$ 101,423 3,992 |
\$ 101,423 3,992 |
| Balance at June 30, 2021 | \$ - |
\$ 105,415 |
\$ 105,415 |
| Carrying amounts at January 1, 2021 Carrying amounts at June 30, 2021 |
\$ 1,173,942 \$ 1,173,942 |
\$ 293,076 \$ 289,084 |
\$ 1,467,018 \$ 1,463,026 |
| Cost | |||
| Balance at January 1 and June 30, 2020 | \$ 1,173,942 |
\$ 394,499 |
\$ 1,568,441 |
| Accumulated depreciation | |||
| Balance at January 1, 2020 Depreciation expenses |
\$ - - |
\$ 92,573 4,858 |
\$ 92,573 4,858 |
| Balance at June 30, 2020 | \$ - |
\$ 97,431 |
\$ 97,431 |
| Carrying amounts at June 30, 2020 | \$ 1,173,942 |
\$ 297,068 |
\$ 1,471,010 |
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 June 30, 2021 and December 31, 2020 and June 30, 2020 was as follows:
| June 30, 2021 |
December 31, 2020 |
June 30, 2020 |
|
|---|---|---|---|
| Year 1 | \$ 13,616 |
\$ 13,921 |
\$ 14,753 |
| Year 2 | 13,253 | 13,253 | 13,253 |
| Year 3 | 3,394 | 9,966 | 13,253 |
| Year 4 | 108 | 108 | 3,394 |
| Year 5 | 108 | 108 | 108 |
| \$ 30,479 |
\$ 37,356 |
\$ 44,761 |
Except for depreciation recognized, the Group did not have significant addition, disposal, or impairment of investment properties during the six months ended June 30, 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.
| June 30, | December 31, | June 30, | |
|---|---|---|---|
| 2021 | 2020 | 2020 | |
| Fair value | \$ | \$ | \$ |
| 1,779,808 | 1,686,593 | 1,676,847 |
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 Additions Effects of foreign currency exchange differences |
\$ 62,698 915 (51) |
\$ 16,070 65 - |
\$ 78,768 980 (51) |
| Balance at June 30, 2021 | \$ 63,562 |
\$ 16,135 |
\$ 79,697 (Continued) |
| Computer Software |
Trademark | Total | |
|---|---|---|---|
| Accumulated amortization | |||
| Balance at January 1, 2021 Amortization expenses Effects of foreign currency exchange differences |
\$ 25,211 5,360 (11) |
\$ 15,216 112 - |
\$ 40,427 5,472 (11) |
| Balance at June 30, 2021 | \$ 30,560 |
\$ 15,328 |
\$ 45,888 |
| Carrying amounts at January 1, 2021 Carrying amounts at June 30, 2021 |
\$ 37,487 \$ 33,002 |
\$ 854 \$ 807 |
\$ 38,341 \$ 33,809 |
| Cost | |||
| Balance at January 1, 2020 Additions Reclassified Effects of foreign currency exchange differences |
\$ 49,002 5,748 2,290 (71) |
\$ 15,049 1,021 - - |
\$ 64,051 6,769 2,290 (71) |
| Balance at June 30, 2020 | \$ 56,969 |
\$ 16,070 |
\$ 73,039 |
| Accumulated amortization | |||
| Balance at January 1, 2020 Amortization expenses Effects of foreign currency exchange differences |
\$ 15,197 4,681 (11) |
\$ 14,068 1,037 - |
\$ 29,265 5,718 (11) |
| Balance at June 30, 2020 | \$ 19,867 |
\$ 15,105 |
\$ 34,972 |
| Carrying amounts at June 30, 2020 | \$ 37,102 |
\$ 965 |
\$ 38,067 (Concluded) |
Except for the aforementioned addition and recognized amortization, the Group did not have disposal or impairment of other intangible assets during the six months ended June 30, 2021 and 2020. Intangible assets are amortized on a straight-line basis over their estimated useful lives as follows:
| Computer software Trademark |
3-10 years 4-10 years |
||||||
|---|---|---|---|---|---|---|---|
| For the Three Months Ended | June 30 | For the Six Months Ended | June 30 | ||||
| 2021 | 2020 | 2021 | 2020 | ||||
| An analysis of depreciation by function |
|||||||
| Selling and marketing expenses General and administrative |
\$ 1,341 |
\$ | 1,299 | \$ 2,666 |
\$ | 2,580 | |
| expenses | 1,411 | 1,137 | 2,806 | 3,138 |
\$ 2,752 \$ 2,436 \$ 5,472 \$ 5,718
18. OTHER ASSETS
| June 30, 2021 |
December 31, 2020 |
June 30, 2020 |
|
|---|---|---|---|
| Current assets | |||
| Prepayments for purchases Office supplies Other prepaid expense Other current assets |
\$ 34,283 3,588 48,157 2,801 |
\$ 30,314 1,274 34,270 6,170 |
\$ 35,937 2,843 37,709 2,675 |
| \$ 88,829 |
\$ 72,028 |
\$ 79,164 |
|
| Non-current assets | |||
| Prepayments for equipment Refundable deposits Net defined benefit assets Overdue receivables Less: Loss allowance Other non-current assets |
\$ 61,391 21,288 14,035 2,244 (2,244) 7,857 |
\$ 22,044 25,050 12,160 2,244 (2,244) 17,631 |
\$ 34,943 25,228 7,986 2,267 (2,267) 10,386 |
| \$ 104,571 |
\$ 76,885 |
\$ 78,543 |
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 (%) |
June 30, 2021 |
December 31, 2020 |
June 30, 2020 |
|
|---|---|---|---|---|
| Unsecured borrowings | ||||
| Line of credit borrowings | 1.00 | \$ - |
\$ 262,000 |
\$ - |
| Secured borrowings | ||||
| Bank loans | 1.00 | - | 238,000 | - |
| \$ - |
\$ 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 | June 30, 2021 |
Interest rates (%) |
Maturity and terms |
|---|---|---|---|
| Secured borrowings | |||
| Secured Long-Term Loan from Taiwan Cooperative Bank |
\$ 115,194 |
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 |
97,860 | 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 | 213,054 (14,726) |
||
| \$ 198,328 |
|||
| 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. |
| Secured borrowings | |||
| Secured Long-Term Loan from Hua Nan Commercial Bank |
602,233 | 1.02 | Effective from June 8, 2020 to June 8, 2035. Interest is repayable monthly; principal is repayable at maturity. |
| 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 |
|||
| Lenders | June 30, 2020 |
Interest rates (%) |
Maturity and terms |
| Secured borrowings | |||
| Secured Long-Term Loan from Hua Nan Commercial Bank |
\$ 623,000 |
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. (Continued) |
| Lenders | June 30, 2020 |
Interest rates (%) |
Maturity and terms |
|---|---|---|---|
| Secured Long-Term Loan from Taiwan Cooperative Bank |
\$ 122,839 |
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 |
100,000 | 1.02 | Effective from May 10, 2019 to May 10, 2022. Interest is repayable monthly; |
| Bank | 1,195,839 | principal is repayable at maturity. | |
| Less: Current portions | (49,178) \$ 1,146,661 |
||
| (Concluded) |
Certain land and buildings were pledged as collaterals for secured bank loans. Refer to Note 32 for details.
20. OTHER LIABILITIES
| June 30, 2021 |
December 31, 2020 |
June 30, 2020 |
|
|---|---|---|---|
| Current | |||
| Other payables | |||
| Bonus to direct sellers | \$ 752,073 |
\$ 1,043,099 |
\$ 762,428 |
| Salaries and incentive bonus | 252,408 | 140,903 | 258,692 |
| Bonus to employees |
238,642 | 204,120 | 238,746 |
| Accrued VAT payable | 66,848 | 82,255 | 56,742 |
| Bonus to directors and supervisors | 42,065 | 29,633 | 43,495 |
| Payables for purchases of equipment | 13,670 | 18,426 | 68,033 |
| Dividend payable | - | - | 884,210 |
| Other accrued expenses | 242,774 | 232,284 | 237,224 |
| Others | 6,280 | 3,164 | 2,273 |
| \$ 1,614,760 |
\$ 1,753,884 |
\$ 2,551,843 |
|
| Other liabilities | |||
| Unearned rent | \$ 5,706 |
\$ 6,006 |
\$ 6,626 |
| Guarantee deposits received | 3,238 | 1,743 | 11,765 |
| Other current liabilities | 43,965 | 35,574 | 26,695 |
| \$ 52,909 |
\$ 43,323 |
\$ 45,086 |
|
| Non-current | |||
| Guarantee deposits received | \$ 16,290 |
\$ 17,283 |
\$ 18,388 |
| Net defined benefit liabilities | 1,522 | 1,578 | 1,512 |
| Other non-current liabilities - other |
34,193 | 37,023 | 37,642 |
| \$ 52,005 |
\$ 55,884 |
\$\$ 57,542 |
21. PROVISIONS
| June 30, 2021 |
December 31, 2020 |
June 30, 2020 |
|
|---|---|---|---|
| Non-current | |||
| Decommissioning, restoration and rehabilitation |
\$ 7,369 |
\$ 7,322 |
\$ 8,027 |
The movements of the provision for decommissioning, restoration and rehabilitation activities were as follows:
| For the Six Months Ended June 30 |
|||
|---|---|---|---|
| 2021 | 2020 | ||
| Balance at January 1 Additional provisions recognized Discount rate adjustment and unwinding of discount from the |
\$ 7,322 - |
\$ 5,317 2,660 |
|
| passage of time | 47 | 50 | |
| Balance at June 30 |
\$ 7,369 |
\$ 8,027 |
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 June 30, 2021 and 2020 were NT\$7,891 thousand and NT\$3,465 thousand, respectively, while for the six months ended June 30, 2021 and 2020 were NT\$15,802 thousand and NT\$11,063 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 June 30, 2021 and 2020 were NT\$48 thousand and NT\$47 thousand, respectively, while for the six months ended June 30, 2021 and 2020 were NT\$97 thousand and NT\$94 thousand, respectively.
23. EQUITY
- a. Share capital
- 1) Ordinary shares
| June 30, | December 31, | June 30, | |
|---|---|---|---|
| 2021 | 2020 | 2020 | |
| Shares authorized (in thousands of shares) Shares authorized, par value \$10 (in |
180,000 | 180,000 | 180,000 |
| thousands of dollars) | \$ | \$ | \$ |
| Shares issued and fully paid (in thousands | 1,800,000 | 1,800,000 | 1,800,000 |
| of shares) | 148,137 | 136,286 | 136,286 (Continued) |
| June 30, 2021 |
December 31, 2020 |
June 30, 2020 |
|
|---|---|---|---|
| Shares issued through public issue Shares issued through private placement |
\$ 1,362,864 118,510 |
\$ 1,362,864 - |
\$ 1,362,864 - |
| Shares issued and fully paid (in thousands of dollars) |
\$ 1,481,374 |
\$ 1,362,864 |
\$ 1,362,864 (Concluded) |
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
| June 30, 2021 |
December 31, 2020 |
June 30, 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 9,680 |
150 6,749 7,866 |
150 4,260 7,866 |
|
| \$ 2,869,691 |
\$ 971,717 |
\$ 970,139 |
- 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 approved in the shareholders' meetings on July 15, 2021 and May 28, 2020, were as follows:
| December 31 | For the Years Ended | |
|---|---|---|
| 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 |
In response to the FSC's announcement: "For pandemic prevention, the FSC demands public companies to postpone their stockholders' meetings", the Company suspended the shareholders' meeting originally scheduled for 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:
| December 31 | For the Years Ended | |
|---|---|---|
| 2020 | 2019 | |
| Legal reserve | \$ 155,664 |
\$ 157,328 |
| Cash dividends | \$ 1,400,972 |
\$ 1,416,153 |
| Cash dividends per share (NT\$) | \$ 79.60 |
\$ 80.463 |
- d. Other equity items
- 1) Exchange differences on translating the financial statements of foreign operations
| For the Six Months Ended June 30 |
||
|---|---|---|
| 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 | (16,180) | (23,517) |
| Balance at end of period | \$ (83,955) |
\$ (108,023) |
2) Unrealized gain (loss) on financial assets at FVTOCI
| For the Six Months Ended June 30 |
||
|---|---|---|
| 2021 | 2020 | |
| Balance at beginning of period Recognized for the period |
\$ (18,690) |
\$ (16,246) |
| Unrealized gain (loss) - equity instruments |
1,223 | (1,266) |
| Balance at end of period | \$ (17,467) |
\$ (17,512) |
e. Non-controlling interests
| For the Six Months Ended June 30 |
||
|---|---|---|
| 2021 | 2020 | |
| Balance at beginning of period Profit for the period Dividends paid to non-controlling interests |
\$ 1,353,980 262,857 (560,389) |
\$ 1,297,431 261,518 (566,462) |
| Balance at end of period | \$ 1,056,448 |
\$ 992,487 |
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 June 30, 2021 and 2020 was \$0 and \$45,530 thousand, respectively.
| Shares Transferred to Employees |
|
|---|---|
| Number of shares at June 30 and January 1, 2021 | - |
| Number of shares at June 30 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 June 30 |
For the Six Months Ended June 30 |
||||
|---|---|---|---|---|---|
| 2021 | 2020 | 2021 | 2020 | ||
| Revenue from contracts with customers |
|||||
| Revenue from the sale of goods | \$ 2,202,561 |
\$ 1,985,353 |
\$ 4,012,892 |
\$ 3,875,385 |
|
| Revenue from the rendering of services |
301,306 | 262,901 | 463,175 | 381,791 | |
| \$ 2,503,867 |
\$ 2,248,254 |
\$ 4,476,067 |
\$ 4,257,176 |
- a. Disaggregation of revenue
- 1) Type of goods or services and timing of revenue recognition:
For the three months ended June 30, 2021
| Reportable Segments | ||||
|---|---|---|---|---|
| MLM | Distribution ODM/OEM |
Total | ||
| Type of goods or services | ||||
| Sale of goods Rendering of services |
\$ 1,965,591 - |
\$ 158,888 - |
\$ 78,082 301,306 |
\$ 2,202,561 301,306 |
| \$ 1,965,591 |
\$ 158,888 |
\$ 379,388 |
\$ 2,503,867 |
|
| Timing of revenue recognition | ||||
| Satisfied at a point in time | \$ 1,965,591 |
\$ 158,888 |
\$ 379,388 |
\$ 2,503,867 |
| For the three months ended June 30, 2020 | ||||
| Reportable Segments | ||||
| MLM | Distribution | ODM/OEM | Total | |
| Type of goods or services | ||||
| Sale of goods Rendering of services |
\$ 1,823,996 - |
\$ 129,513 - |
\$ 31,844 262,901 |
\$ 1,985,353 262,901 |
| \$ 1,823,996 |
\$ 129,513 |
\$ 294,745 |
\$ 2,248,254 (Continued) |
| Reportable Segments | ||||
|---|---|---|---|---|
| MLM | Distribution | ODM/OEM | Total | |
| Timing of revenue recognition | ||||
| Satisfied at a point in time | \$ 1,823,996 |
\$ 129,513 |
\$ 294,745 |
\$ 2,248,254 (Concluded) |
For the six months ended June 30, 2021
| Reportable Segments | ||||
|---|---|---|---|---|
| MLM | Distribution | ODM/OEM | Total | |
| Type of goods or services | ||||
| Sale of goods Rendering of services |
\$ 3,563,200 - |
\$ 319,144 - |
\$ 130,548 463,175 |
\$ 4,012,892 463,175 |
| \$ 3,563,200 |
\$ 319,144 |
\$ 593,723 |
\$ 4,476,067 |
|
| Timing of revenue recognition | ||||
| Satisfied at a point in time | \$ 3,563,200 |
\$ 319,144 |
\$ 593,723 |
\$ 4,476,067 |
For the six months ended June 30, 2020
| Reportable Segments | ||||
|---|---|---|---|---|
| MLM | Distribution | ODM/OEM | Total | |
| Type of goods or services | ||||
| Sale of goods Rendering of services |
\$ 3,566,502 - |
\$ 246,921 - |
\$ 61,962 381,791 |
\$ 3,875,385 381,791 |
| \$ 3,566,502 |
\$ 246,921 |
\$ 443,753 |
\$ 4,257,176 |
|
| Timing of revenue recognition | ||||
| Satisfied at a point in time | \$ 3,566,502 |
\$ 246,921 |
\$ 443,753 |
\$ 4,257,176 |
2) Type of goods
| For the Three Months Ended June 30 |
For the Six Months Ended June 30 |
|||
|---|---|---|---|---|
| 2021 2020 |
2021 | 2020 | ||
| Type of goods | ||||
| Health food ODM/OEM Beverage Others (Note) |
\$ 2,029,262 379,388 48,155 47,062 |
\$ 1,816,382 294,745 55,497 81,630 |
\$ 3,682,972 593,723 98,032 101,340 |
\$ 3,585,919 443,753 105,518 121,986 |
| \$ 2,503,867 |
\$ 2,248,254 |
\$ 4,476,067 |
\$ 4,257,176 |
Note: Others include cosmetics, general food and pet food.
b. Contract balances
| June 30, | December 31, | June 30, | January 1, | |
|---|---|---|---|---|
| 2021 | 2020 | 2020 | 2020 | |
| Notes and accounts | \$ | \$ | \$ | \$ |
| receivable, net | 289,828 | 199,448 | 245,800 | 199,453 |
| Accounts receivable from | \$ | \$ | \$ | \$ |
| related parties | 5,111 | 2,248 | 5,957 | 2,603 |
| Contract liabilities - current |
||||
| Sale of goods | \$ | \$ | \$ | \$ |
| 46,914 | 4,801 | 9,690 | 9,503 | |
| Rendering of services | 79,723 | 91,439 | 52,418 | 55,511 |
| \$ | \$ | \$ | \$ | |
| 126,637 | 96,240 | 62,108 | 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 | June 30 | For the Six Months Ended | June 30 | |||||
|---|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2021 | 2020 | |||||
| Financial assets at amortized cost |
\$ 1,506 |
\$ | 1,774 | \$ 3,185 |
\$ | 2,878 | ||
| b. | Other income | For the Three Months Ended | June 30 | For the Six Months Ended | June 30 | |||
| 2021 | 2020 | 2021 | 2020 | |||||
| Rental income Others |
\$ 7,656 8,437 |
\$ | 7,067 6,044 |
\$ 15,341 25,992 |
\$ | 14,221 27,122 |
||
| \$ 16,093 |
\$ | 13,111 | \$ 41,333 |
\$ | 41,343 |
c. Other gains and losses
| For the Three Months Ended June 30 |
For the Six Months Ended June 30 |
|||||||
|---|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2021 | 2020 | |||||
| Fair value changes of financial assets and financial liabilities Financial assets mandatorily classified as at FVTPL Net foreign exchange loss Loss on disposal of property, |
\$ | 237 (1,519) |
\$ | - (1,310) |
\$ | 331 (1,250) |
\$ | - (519) |
| plant and equipment Others |
(179) (40) |
(387) (40) |
(179) (75) |
(387) (112) |
||||
| \$ | (1,501) | \$ | (1,737) | \$ | (1,173) | \$ | (1,018) |
d. Finance costs
| For the Three Months Ended June 30 |
For the Six Months Ended June 30 |
||||||
|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2021 | 2020 | ||||
| Interest on bank loans | \$ 630 |
\$ | 3,838 | \$ | 2,440 | \$ | 7,635 |
| Interest on lease liabilities | 435 | 586 | 916 | 1,165 | |||
| Imputed interest on deposit Unwinding of discount on |
10 | 29 | 43 | 62 | |||
| provisions Less: Amounts included in the |
24 | 27 | 47 | 50 | |||
| cost of qualifying assets | (369) | (845) | (1,099) | (1,024) | |||
| \$ 730 |
\$ | 3,635 | \$ | 2,347 | \$ | 7,888 |
Information about capitalized interest is as follows:
| For the Three Months Ended June 30 2021 2020 \$ 369 \$ |
For the Six Months Ended June 30 |
||||||||
|---|---|---|---|---|---|---|---|---|---|
| 2021 | 2020 | ||||||||
| Capitalized interest amount Capitalization rate |
1.02% | 845 1.03% |
\$ | 1,099 1.03% |
\$ | 1,024 1.12% |
e. Depreciation and amortization
| For the Three Months Ended June 30 |
For the Six Months Ended June 30 |
|||
|---|---|---|---|---|
| 2021 | 2020 | 2021 | 2020 | |
| An analysis of depreciation by function |
||||
| Operating costs Operating expenses |
\$ 51,325 52,401 |
\$ 50,767 49,991 |
\$ 102,212 105,036 |
\$ 101,222 98,209 |
| \$ 103,726 |
\$ 100,758 |
\$ 207,248 |
\$ 199,431 |
|
| An analysis of amortization by function |
||||
| Operating costs Operating expenses |
\$ - 2,752 |
\$ - 2,436 |
\$ - 5,472 |
\$ - 5,718 |
| \$ 2,752 |
\$ 2,436 |
\$ 5,472 |
\$ 5,718 |
f. Operating expenses directly related to investment properties
| For the Three Months Ended June 30 |
For the Six Months Ended June 30 |
|||||||
|---|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2021 | 2020 | |||||
| Direct operating expenses from investment properties generating rental income Direct operating expenses from investment properties not |
\$ | 937 | \$ | 1,186 | \$ | 1,873 | \$ | 2,545 |
| generating rental income | 1,059 | 1,156 | 2,119 | 2,312 | ||||
| \$ | 1,996 | \$ | 2,342 | \$ | 3,992 | \$ | 4,857 |
g. Employee benefits expense
| For the Three Months Ended For the Six Months Ended June 30 June 30 |
|||||||
|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2021 | 2020 | ||||
| Short-term benefits Post-employment benefits (Note 22) |
\$ 305,857 |
\$ 287,808 |
\$ 581,155 |
\$ 563,823 |
|||
| Defined contribution plan Defined benefit plans |
7,891 48 7,939 |
3,465 47 3,512 |
15,802 97 15,899 |
11,063 94 11,157 |
|||
| Other employee benefits | 4,314 | 4,347 | 8,644 | 8,667 | |||
| Total employee benefits expense |
\$ 318,110 |
\$ 295,667 |
\$ 605,698 |
\$ 583,647 |
|||
| An analysis of employee benefits expense by function Operating costs Operating expenses |
\$ 65,578 252,532 |
\$ 62,684 232,983 |
\$ 129,879 475,819 |
\$ 124,093 459,554 |
|||
| \$ 318,110 |
\$ 295,667 |
\$ 605,698 |
\$ 583,647 |
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 June 30, 2021 and 2020 and for the six months ended June 30, 2021 and 2020, the compensation of employees and the remuneration of directors and supervisors are as follows:
Accrual rate
| For the Three Months Ended June 30 |
For the Six Months Ended June 30 |
|||
|---|---|---|---|---|
| 2021 | 2020 | 2021 | 2020 | |
| Compensation of employees Remuneration of directors and |
8% | 8% | 8% | 8% |
| supervisors | 2% | 2% | 2% | 2% |
Amount
| For the Three Months Ended | June 30 | For the Six Months Ended June 30 |
||||
|---|---|---|---|---|---|---|
| 2021 | 2020 | 2021 | 2020 | |||
| Compensation of employees Remuneration of directors and |
\$ 28,781 |
\$ | 26,122 | \$ 49,727 |
\$ | 51,015 |
| supervisors | 7,195 | 6,531 | 12,432 | 12,754 |
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 June 30 |
For the Six Months Ended June 30 |
|||||||
|---|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2021 | 2020 | |||||
| Current tax | ||||||||
| In respect of the current | ||||||||
| period | \$ | 115,542 | \$ 105,695 |
\$ | 203,843 | \$ | 208,074 | |
| Income tax on | ||||||||
| unappropriated earnings | - | 13,405 | - | 13,405 | ||||
| Adjustments for prior periods | (19,984) | (13,546) | (19,984) | (13,546) | ||||
| 95,558 | 105,554 | 183,859 | 207,933 | |||||
| (Continued) |
| For the Three Months Ended June 30 |
For the Six Months Ended | ||||||
|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2021 | June 30 | 2020 | |||
| Deferred tax In respect of the current period Tax expense (income) |
\$ - |
\$ | 1,001 | \$ | - | \$ | (2,282) |
| recognized in the period for previously unrecognized tax loss, tax credit or temporary difference of prior periods |
1,236 1,236 |
- 1,001 |
2,139 2,139 |
- (2,282) |
|||
| Income tax expense recognized in profit or loss |
\$ 96,794 |
\$ | 106,555 | \$ | 185,998 | \$ | 205,651 (Concluded) |
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 June 30 |
For the Six Months Ended June 30 |
|||||||
|---|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2021 | 2020 | |||||
| Basic earnings per share Diluted earnings per share |
\$ \$ |
2.20 2.20 |
\$ \$ |
2.09 2.09 |
\$ \$ |
3.80 3.79 |
\$ \$ |
4.02 4.01 |
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 June 30 |
For the Six Months Ended June 30 |
|||||
|---|---|---|---|---|---|---|
| 2021 | 2020 | 2021 | 2020 | |||
| Earnings used in the computation of basic and diluted earnings per share |
\$ 325,824 |
\$ 284,806 |
\$ 558,362 |
\$ 547,503 |
Weighted average number of ordinary shares outstanding
Unit: In thousands of shares
| For the Three Months Ended For the Six Months Ended June 30 June 30 |
||||
|---|---|---|---|---|
| 2021 | 2020 | 2021 | 2020 | |
| Weighted average number of ordinary shares used in the computation of basic earnings |
||||
| per share | 148,137 | 136,032 | 146,959 | 136,032 |
| Effect of potentially dilutive ordinary shares |
||||
| Compensation of employees | 288 | 269 | 494 | 444 |
| Weighted average number of ordinary shares used in the computation of diluted earnings |
||||
| per share | 148,425 | 136,301 | 147,453 | 136,476 |
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 six months ended June 30, 2021 and 2020:
| For the Six Months Ended June 30 |
|||
|---|---|---|---|
| 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 |
\$ | (48,742) (56,952) (4,756) - |
\$ (1,012,778) (85,372) 19,697 960 |
| Payments for acquisition of property, plant and equipment | \$ | (110,450) | \$ (1,077,493) |
b. Changes in liabilities arising from financing activities
For the six months ended June 30, 2021
| January 1, 2021 |
Cash Flows | Non-cash Changes Finance Costs |
Exchange Rate Impact |
June 30, 2021 |
||
|---|---|---|---|---|---|---|
| Short-term borrowings | \$ 500,000 |
\$ (500,000) |
\$ - |
\$ - |
\$ - |
\$ - |
| Long-term borrowings | 1,421,261 | (1,208,207) | - | - | - | 213,054 |
| Guarantee deposits received | 19,026 | 502 | - | - | - | 19,528 |
| Lease liabilities | 162,729 | (23,817) | 4,608 | 916 | (4) | 144,432 |
| \$ 2,103,016 | \$ (1,731,522) | \$ 4,608 |
\$ 916 |
\$ (4) |
\$ 377,014 |
For the six months ended June 30, 2020
| Non-cash Changes | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Short-term borrowings Long-term borrowings Guarantee deposits received |
January 1, 2020 |
Cash Flows | Lease Change | Finance Costs | Exchange Rate Impact |
June 30, 2020 |
|||||
| \$ 350,000 |
\$ | (350,000) | \$ | - | \$ | - | \$ | - | \$ | - | |
| 826,545 | 369,294 | - | - | - | 1,195,839 | ||||||
| 32,946 | (2,793) | - | - | - | 30,153 | ||||||
| Lease liabilities | 165,670 | (23,446) | 43,488 | 1,165 | (70) | 186,807 | |||||
| \$ 1,375,161 | \$ | (6,945) | \$ | 43,488 | \$ | 1,165 | \$ | (70) | \$ 1,412,799 |
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
June 30, 2021
| Level 1 | Level 2 | Level 3 | Total | |
|---|---|---|---|---|
| Financial assets at FVTPL | ||||
| Mutual funds | \$ 1,200,331 |
\$ - |
\$ - |
\$ 1,200,331 |
| Financial assets at FVTOCI | ||||
| Investments in equity instruments - unlisted shares |
\$ - |
\$ - |
\$ 10,561 |
\$ 10,561 |
December 31, 2020
| Level 1 | Level 2 | Level 3 | Total | |
|---|---|---|---|---|
| Financial assets at FVTOCI | ||||
| Investments in equity instruments - unlisted shares |
\$ - |
\$ - |
\$ 9,338 |
\$ 9,338 |
| June 30, 2020 | ||||
| Level 1 | Level 2 | Level 3 | Total | |
| Financial assets at FVTOCI | ||||
| Investments in equity instruments - unlisted shares |
\$ - |
\$ - |
\$ 10,516 |
\$ 10,516 |
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 six months ended June 30, 2021
| Financial Assets | Financial Assets at FVTOCI Equity Instruments |
|---|---|
| Balance at beginning of period Recognized in other comprehensive income (included in unrealized gain (loss) on financial assets at FVTOCI) |
\$ 9,338 1,223 |
| Balance at end of period |
\$ 10,561 |
| For the six months ended June 30, 2020 | |
| Financial Assets |
| at FVTOCI | |
|---|---|
| Financial Assets | Equity Instruments |
| Balance at beginning of period Recognized in other comprehensive income (included in |
\$ 11,782 |
| unrealized gain (loss) on financial assets at FVTOCI) | (1,266) |
| Balance at end of period |
\$ 10,516 |
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.
| June 30, | December 31, | June 30, | |
|---|---|---|---|
| 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:
| June 30, 2021 |
December 31, 2020 |
June 30, 2020 |
||
|---|---|---|---|---|
| Discount for lack of marketability | ||||
| 1% increase | \$ (151) |
\$ (133) |
\$ (150) |
|
| 1% decrease | \$ 151 |
\$ 133 |
\$ 150 |
|
| c. | Categories of financial instruments | |||
| June 30, 2021 |
December 31, 2020 |
June 30, 2020 |
||
| Financial assets | ||||
| Financial assets at FVTPL | ||||
| Mandatorily classified as at FVTPL Financial assets at amortized cost |
\$ 1,200,331 |
\$ - |
\$ - |
|
| Cash and cash equivalents | 2,131,162 | 2,927,029 | 1,420,294 | |
| Financial assets at amortized cost | 70,288 | 90,982 | 100,210 | |
| Notes and accounts receivable, net |
289,828 | 199,448 | 245,800 | |
| Accounts receivable from related parties | 5,111 | 2,248 | 5,957 | |
| Other receivables | 5,006 | 3,533 | 3,199 | |
| Other receivables from related parties Financial assets at FVTOCI |
- | 12 | - | |
| Equity instruments | 10,561 | 9,338 | 10,516 | |
| \$ 3,712,287 |
\$ 3,232,590 |
\$ 1,785,976 |
||
| Financial liabilities | ||||
| Financial liabilities at amortized cost | ||||
| Short-term borrowings | \$ - |
\$ 500,000 |
\$ - |
|
| Notes and accounts payable | 353,230 | 255,318 | 268,604 | |
| Other payables | 1,614,760 | 1,753,884 | 2,551,843 | |
| Other payables to related parties Long-term borrowings (current portion |
15,181 | 37,641 | 15,949 | |
| included) | 213,054 | 1,421,261 | 1,195,839 | |
| \$ 2,196,225 |
\$ 3,968,104 |
\$ 4,032,235 |
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 Six Months Ended June 30 |
||
|---|---|---|
| 2021 | 2020 | |
| \$ 12,127 |
\$ 14,569 |
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:
| June 30, 2021 |
December 31, 2020 |
June 30, 2020 |
|
|---|---|---|---|
| Fair value interest rate risk | |||
| Financial assets | \$ 70,288 |
\$ 90,982 |
\$ 100,210 |
| Financial liabilities | 357,486 | 2,083,989 | 1,382,646 |
| Cash flow interest rate risk Financial assets |
2,123,516 | 2,921,465 | 1,413,308 |
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 liabilities, 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 six months ended June 30, 2021 and 2020 would change by NT\$1,062 thousand and NT\$707 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, equity investments and bank loans. 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 June 30, 2021, December 31, 2020 and June 30, 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.
June 30, 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 |
\$ 353,230 |
\$ - |
\$ - |
\$ - |
\$ - |
\$ 353,230 |
| parties included) Long-term borrowings |
1,349,035 | 280,906 | - | - | - | 1,629,941 |
| (current portion included) Lease liabilities |
8,519 20,850 |
8,501 15,786 |
17,024 29,206 |
50,643 36,749 |
147,314 51,784 |
232,001 154,375 |
| \$ 1,731,634 |
\$ 305,193 |
\$ 46,230 |
\$ 87,392 |
\$ 199,098 |
\$ 2,369,547 |
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 | \$ | \$ | \$ | \$ | \$ | \$ |
| 36,636 | 65,955 | 16,870 | 8,802 | 8.802 | 17.310 |
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 | 255,318 | - | - | - | - | 255,318 |
| Other payables (related | ||||||
| parties included) | 1,591,625 | 199,900 | - | - | - | 1,791,525 |
| Long-term borrowings | ||||||
| (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 |
June 30, 2020
| 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 |
\$ 268,604 |
\$ - |
\$ - |
\$ - |
\$ - |
\$ 268,604 |
| parties included) Long-term borrowings |
2,286,102 | 281,690 | - | - | - | 2,567,792 |
| (current portion included) Lease liabilities |
28,552 25,479 |
28,446 25,673 |
158,326 32,505 |
524,098 57,289 |
527,509 57,738 |
1,266,931 198,684 |
| \$ 2,608,737 |
\$ 335,809 |
\$ 190,831 |
\$ 581,387 |
\$ 585,247 |
\$ 4,302,011 |
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 | \$ | \$ | \$ | \$ | \$ | \$ |
| 51,152 | 89,794 | 21,063 | 8,802 | 8,802 | 19,071 |
b) Financing facilities
| June 30, | December 31, | June 30, | |
|---|---|---|---|
| 2021 | 2020 | 2020 | |
| Short-term borrowings amount | \$ | \$ | \$ |
| Amount unused | 1,738,000 | 1,188,000 | 1,688,000 |
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) |
| Laser Solution Technology Co., Ltd. (Laser Solution) |
Other related party | Supervisor of Pro-partner (from June 3, 2021 to June 2, 2024) |
| 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 June 30 |
For the Six Months Ended June 30 |
|||||||
|---|---|---|---|---|---|---|---|---|---|
| Line Item | Category/Name | 2021 | 2020 | 2021 | 2020 | ||||
| Sales | Associate Other related party |
\$ | 5,111 339 |
\$ | 5,991 402 |
\$ | 8,361 728 |
\$ | 9,575 730 |
| \$ | 5,450 | \$ | 6,393 | \$ | 9,089 | \$ | 10,305 |
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 | June 30, | December 31, | June 30, |
|---|---|---|---|---|
| Category/Name | 2021 | 2020 | 2020 | |
| Accounts receivable from related parties |
GK BIO INTERNATIO NAL SDN. BHD. |
\$ 5,111 |
\$ 2,248 |
\$ 5,957 |
| Other receivables from | Xinlin Investment | \$ | \$ | \$ |
| related parties | - | 12 | - |
d. Payables to related parties
| Line Item | Related Party Category/Name |
June 30, 2021 |
December 31, 2020 |
June 30, 2020 |
|---|---|---|---|---|
| Other payables to related parties |
Pu Hsing Gongju Laser Solution Pu-Lin |
\$ 7,554 - 7,522 105 |
\$ 17,848 19,793 - - |
\$ 7,512 8,437 - - |
| \$ 15,181 |
\$ 37,641 |
\$ 15,949 |
e. Lease arrangements
| Line Item | Related Party Category/Name |
June 30, 2021 |
December 31, 2020 |
June 30, 2020 |
||||
|---|---|---|---|---|---|---|---|---|
| Lease liabilities | Pu-Lin | \$ 29,673 |
\$ 29,466 |
\$ | 31,343 | |||
| For the Three Months Ended June 30 |
For the Six Months Ended | June 30 | ||||||
| Related Party Category | 2021 | 2020 | 2021 | 2020 | ||||
| Interest expense | ||||||||
| Other related party | \$ | 101 \$ |
114 | \$ | 207 | \$ | 234 |
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 | June 30, | December 31, | June 30, |
|---|---|---|---|---|
| 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 | \$ - |
\$ - |
\$ 1 |
| Advance receipts | Other related party | \$ | \$ | \$ |
| (classified as other | 21 | 29 | 16 |
| Related Party | For the Three Months Ended June 30 |
For the Six Months Ended June 30 |
||||
|---|---|---|---|---|---|---|
| Line Item | Category/Name | 2021 | 2020 | 2021 | 2020 | |
| Selling and marketing expenses - commissions expense |
Other related party | \$ 1,255 |
\$ 1,308 |
\$ 2,565 |
\$ 2,638 |
|
| Rental income | Other related party | \$ 3 |
\$ 3 |
\$ 6 |
\$ 6 |
|
| Other income | Other related party | \$ 9 |
\$ 7 |
\$ 19 |
\$ 15 |
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. Compensation of key management personnel
| For the Three Months Ended June 30 |
For the Six Months Ended June 30 |
|||||||
|---|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2021 | 2020 | |||||
| Short-term employee benefits Post-employment benefits |
\$ | 84,356 73 |
\$ 83,277 112 |
\$ | 122,960 146 |
\$ | 125,324 193 |
|
| \$ | 84,429 | \$ 83,389 |
\$ | 123,106 | \$ | 125,517 |
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:
| June 30, | December 31, | June 30, | |
|---|---|---|---|
| 2021 | 2020 | 2020 | |
| Property, plant and equipment - | \$ | \$ | \$ |
| land | 3,004,629 | 3,004,629 | 3,004,629 |
| Property, plant and equipment - building Pledged time deposits (classified as financial |
1,032,348 | 1,050,018 | 1,064,209 |
| assets at amortized cost - non-current) |
13,320 | 13,320 | 15,180 |
| \$ | \$ | \$ | |
| 4,050,297 | 4,067,967 | 4,084,018 |
Secured bank facilities used in response to operating funds by the Group's property, plant and equipment land/building as of June 30, 2021 and December 31, 2020 and June 30, 2020, respectively, are as follows:
| June 30, | December 31, | June 30, | |
|---|---|---|---|
| 2021 | 2020 | 2020 | |
| Short-term financing facilities Medium and long-term financing facilities |
\$ 1,238,000 1,115,194 |
\$ 1,238,000 1,219,028 |
\$ 1,238,000 1,222,838 |
| \$ | \$ | \$ | |
| 2,353,194 | 2,457,028 | 2,460,838 |
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 June 30, 2021.
- b. Details of significant constructions in progress and outstanding contracts of property, plant and equipment as of June 30, 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 June 30, 2021 is listed below:
| Operating Location | Lessor | Lease Periods | Monthly Rental | |
|---|---|---|---|---|
| Taoyuan City | Taoyuan Irrigation Association | 2020.2.1-2025.1.31 | \$ 360 |
|
| Taoyuan City | Passion Technology Co., Ltd. | 2020.5.1-2025.4.30 | 280 | |
| Hsinchu City | Lin, Zhuang-Long, Wu, Yi-Wan | 2016.11.1-2021.10.31 | 335 | |
| Fengyuan Dist. | Lin, Fen-Ling | 2020.6.1-2023.5.31 | 70 | |
| Taichung City | Pu-Lin Ltd. | 2007.11.1-2027.11.1 | 220 | |
| Taichung City | Pu-Lin Ltd. | 2010.4.1-2030.3.31 | 129 | |
| (Continued) |
| Operating Location | Lessor | Lease Periods | Monthly Rental | |
|---|---|---|---|---|
| Hualien City | Liou, Chuen-Hou, Liou, Chuen-Lung |
2019.9.1-2021.8.31 | \$ | 130 |
| Tainan City | Cathay Life Insurance Co., Ltd. | 2016.3.21-2021.7.31 | 873 | |
| Kaohsiung City | Global Intelligence Network Co., Ltd. |
2020.3.1-2025.3.31 | 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:
June 30, 2021
| Foreign Currencies |
Exchange Rate | Carrying Amount |
|
|---|---|---|---|
| Financial assets | |||
| Monetary items USD USD |
\$ 2,799 2,020 |
27.860 (USD:NTD) 6.460 (USD:CNY) |
\$ 77,980 \$ 56,277 |
| Financial liabilities | |||
| Monetary items USD |
466 | 6.460 (USD:CNY) | \$ 12,983 |
| December 31, 2020 | |||
| Foreign Currencies |
Exchange Rate | Carrying Amount |
|
| Financial assets | |||
| Monetary items USD USD |
\$ 3,276 1,896 |
28.480 (USD:NTD) 6.525 (USD:CNY) |
\$ 93,300 \$ 53,998 |
| Financial liabilities | |||
| Monetary items USD |
361 | 6.525 (USD:CNY) | \$ 10,281 |
June 30, 2020
| Foreign Currencies |
Exchange Rate | Carrying Amount |
|
|---|---|---|---|
| Financial assets | |||
| Monetary items USD USD |
\$ 3,964 1,936 |
29.630 (USD:NTD) 7.070 (USD:CNY) |
\$ 117,453 \$ 57,364 |
| Financial liabilities | |||
| Monetary items USD |
983 | 7.070 (USD:CNY) | \$ 29,126 |
For the three months ended June 30, 2021 and 2020, realized and unrealized net foreign exchange losses were NT\$(1,519) thousand; and NT\$(1,310) thousand, respectively, while for the six months ended June 30, 2021 and 2020, realized and unrealized net foreign exchange losses were NT\$(1,250) thousand; and NT\$(519) 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) Financings 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: Table 2;
- 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 3;
- 8) Receivables from related parties amounting to at least NT\$100 million or 20% of the paid-in capital: Table 4;
- 9) Trading in the derivative instruments: None;
-
10) Others: Intercompany relationships and significant intercompany transactions: Table 5;
-
b. Information on investees: Table 6;
- 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 7.
- 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 8;
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 June 30, 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 Six Months Ended June 30, 2021
| MLM | Distribution | ODM/OEM | Adjustment/ Elimination |
Total | |
|---|---|---|---|---|---|
| Revenue from external customers | \$ 3,563,200 | \$ 319,144 |
\$ 593,723 (Note) |
\$ - |
\$ 4,476,067 |
| Inter-segment revenue | 707,412 | 113,579 | 68,172 | (889,163) | - |
| Segment revenue | \$ 4,270,612 | \$ 432,723 |
\$ 661,895 |
\$ (889,163) | 4,476,067 |
| Segment income | \$ 811,693 |
\$ 24,828 |
\$ 97,100 |
\$ 32,310 |
\$ 965,931 |
Note: ODM/OEM revenues come from external customers in Taiwan and Shanghai amounted to NT\$130,548 thousand and NT\$463,175 thousand, respectively.
For the Six Months Ended June 30, 2020
| MLM | Distribution | ODM/OEM | Adjustment/ Elimination |
Total | |
|---|---|---|---|---|---|
| Revenue from external customers | \$ 3,566,502 | \$ 246,921 |
\$ 443,753 (Note) |
\$ - |
\$ 4,257,176 |
| Inter-segment revenue | 695,534 | 72,402 | 89,501 | (857,437) | - |
| Segment revenue | \$ 4,262,036 | \$ 319,323 |
\$ 533,254 |
\$ (857,437) | 4,257,176 |
| Segment income | \$ 814,017 |
\$ 30,284 |
\$ 101,255 |
\$ 32,555 |
\$ 978,111 |
Note: ODM/OEM revenues come from external customers in Taiwan and Shanghai amounted to NT\$61,962 thousand and NT\$381,791 thousand, respectively.
GRAPE KING BIO LTD. AND SUBSIDIARIES
MARKETABLE SECURITIES HELD
JUNE 30, 2021
(Amounts in Thousands of New Taiwan Dollars, Unless Specified Otherwise)
| June 30, 2021 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Held Company Name | Marketable Securities Type And Name | Relationship with the Company |
Financial Statement Account | Units/Shares | Carrying Amount |
Percentage of Ownership (%) |
Fair Value | Note |
| Grape King Bio Ltd. | Shares FU-Sheng International Inc. (SAMOA) |
- | Financial assets at fair value through other comprehensive income - |
917,700 | \$ 10,559 |
18.77 | \$ 10,559 |
- |
| Hsin Tung Yang Co., Ltd. | - | non-current Financial assets at fair value through other comprehensive income - non-current |
2,000 | 2 | - | 2 | - | |
| Mutual funds Hua Nan Phoenix Money Market Fund |
- | Financial assets at fair value through profit or loss - current |
24,391,399.2 | 400,112 | - | 400,112 | - | |
| Hua Nan Kirin Money Market Fund | - | Financial assets at fair value through profit or loss - current |
28,987,739.3 | 350,099 | - | 350,099 | - | |
| Franklin Templeton Sinoam Money Market Fund |
- | Financial assets at fair value through profit or loss - current |
9,584,833.14 | 100,087 | - | 100,087 | - | |
| Capital Money Market Fund | - | Financial assets at fair value through profit or loss - current |
21,497,790.6 | 350,033 | - | 350,033 | - |
GRAPE KING BIO LTD. AND SUBSIDIARIES
MARKETABLE SECURITIES ACQUIRED OR DISPOSED OF AT COSTS OR PRICES OF AT LEAST NT\$300 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE SIX MONTHS ENDED JUNE 30, 2021
(Amounts in Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| Type and Name of | Beginning Balance | Acquisition (Note 1) | Disposal (Note 1) | Ending Balance (Note 3) | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Company Name | Marketable Securities |
Financial Statement Account |
Counterparty | Relationship | Number of Units (In Thousands) |
Amount | Number of Units (In Thousands) |
Amount | Number of Units (In Thousands) |
Amount | Carrying Amount |
Gain (Loss) on Disposal |
Number of Units (In Thousands) |
Amount |
| Grape King Bio Ltd. | Hua Nan Phoenix Money Market |
Financial assets at fair value through profit |
- | - | - | \$ - |
24,391 | \$ 400,000 | - | \$ - |
\$ - |
\$ - |
24,391 | \$ 400,112 |
| Fund Hua Nan Kirin Money Market Fund |
or loss - current Financial assets at fair value through profit |
- | - | - | - | 28,988 | 350,000 | - | - | - | - | 28,988 | 350,099 | |
| Capital Money Market Fund |
or loss - current Financial assets at fair value through profit |
- | - | - | - | 21,498 | 350,000 | - | - | - | - | 21,498 | 350,033 | |
| or loss - current |
Note 1: The cumulative amount of securities acquired or disposed of should be calculated separately, based on the market price, whether it reaches NT\$300 million or 20% of the paid-in capital.
Note 2: Paid-in capital refers to the paid-in capital of Grape King Bio Ltd..
Note 3: The amount of ending balance includes the amount of unrealized gains and losses.
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 SIX MONTHS ENDED JUNE 30, 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 | \$ 707,412 |
62.13 | 30 days after monthly closing |
By contract | - | \$ 130,511 |
40.84 | Note 2 |
| Grape King Bio Ltd. | Rivershine Ltd. | Subsidiary | Sales | 113,579 | 9.98 | 120 days after monthly closing |
By contract | - | 101,587 | 31.79 | Note 2 |
| Pro-partner Inc. | Grape King Bio Ltd. | Parent company | Purchases | 707,412 | 100.00 | 30 days after monthly closing |
By contract | - | (130,511) | 96.21 | Note 2 |
| Rivershine Ltd. | Grape King Bio Ltd. | Parent company | Purchases | 113,579 | 100.00 | 120 days after monthly closing |
By contract | - | (101,587) | 100.00 | 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 JUNE 30, 2021
(Amounts in Thousands of New Taiwan Dollars, Unless Specified Otherwise)
| Overdue | Amounts Received | Allowance for | |||||||
|---|---|---|---|---|---|---|---|---|---|
| Company Name | Related Party | Nature of Relationships | Ending Balance | Turnover Days | Amount | Action Taken | in Subsequent Period |
Bad Debts | |
| Grape King Bio Ltd. Grape King Bio Ltd. |
Pro-partner Inc. Rivershine Ltd. |
Subsidiary Subsidiary |
\$ 130,511 101,587 |
8.88 3.10 |
\$ - - |
- - |
\$ 130,511 14,698 |
\$ | - - |
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 SIX MONTHS ENDED JUNE 30, 2021
| (Amounts in Thousands of New Taiwan Dollars, Unless Specified Otherwise) | ||
|---|---|---|
| Intercompany Transactions | |||||||
|---|---|---|---|---|---|---|---|
| Percentage to | |||||||
| No | Company Name | Counterparty | Nature of Relationship | Consolidated | |||
| (Note 1) | (Note 2) | Financial Statement Account | Amount | Terms | Net Revenue or Total Assets |
||
| (Note 3) | |||||||
| 0 | Grape King Bio Ltd. | Pro-partner Inc. | 1 | Net revenue from sale of goods | \$ 707,412 By contract |
15.80% | |
| 0 | Grape King Bio Ltd. | Pro-partner Inc. | 1 | Accounts receivable | 130,511 By contract |
0.96% | |
| 0 | Grape King Bio Ltd. | Rivershine Ltd. | 1 | Net revenue from sale of goods | 113,579 By contract |
2.54% | |
| 0 | Grape King Bio Ltd. | Rivershine Ltd. | 1 | Accounts receivable | 101,587 By contract |
0.75% | |
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 SIX MONTHS ENDED JUNE 30, 2021 (Amounts in Thousands of New Taiwan Dollars, Unless Specified Otherwise)
| Original Investment Amount | Balance as of June 30, 2021 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Investor Company | Investee Company | Location | Main Businesses and Percentage of June 30, December 31, Products Shares Ownership 2021 2020 (%) |
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 | \$ 1,023,604 |
\$ 54,738 |
\$ 52,982 |
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 | 1,563,717 | 657,143 | 394,138 | 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 | 32,812 | (705) | (705) | Note 2 | |
| GK BIO INTERNATIONAL SDN. BHD. |
Malaysia | Import and selling of health products |
6,810 | 6,810 | 900,000 | 30 | 8,122 | 5,327 | 1,665 | Note 1 |
Note 1: The effect from the unrealized profit of the downstream transactions on income tax, which is NT\$(1,881) 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 INVESTMENTS IN MAINLAND CHINA FOR THE SIX MONTHS ENDED JUNE 30, 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 June 30, 2021 |
Net Income (Losses) of the Investee Company |
Percentage of Ownership |
Investment Income (Losses) (Note 2) |
Carrying Amount as of June 30, 2021 |
Accumulated Inward Remittance of Earnings as of June 30, 2021 |
|||
| Shanghai Grape King Enterprise Co., Ltd. |
Manufacturing and selling capsule, tablet, related products and services. |
USD | 27,900 | Note 1(2) Note 3 |
\$ (USD |
847,672 27,350) |
\$ - \$ |
- | \$ (USD |
847,672 27,350) |
\$ 56,049 Note 2(2)B |
100% | \$ 54,292 Note 2 (2)B |
\$ 977,630 |
\$ - |
| Shanghai Yusong Co., Ltd. Stock management and related services of the thermostatic fresh freezing warehouse. |
USD | 4,890 | Note 1(2) Note 4 |
(USD | 26,794 878) |
- | - | (USD | 26,794 878) |
- Note 2(3) |
18.77% | - Note 2(3) |
10,559 Note 2(3) |
- | |
| Shanghai Rivershine Ltd. | Food distribution (except grain), food packaging materials, cosmetics wholesale, import and export, commission agents (except auction), related products and services. |
USD | 650 | Note 1(2) Note 5 |
(USD | 4,060 150) |
14,230 (USD 500) Note 8 |
- | (USD | 18,290 650) |
(579) Note 2(2)B |
100% | (579) Note 2(2)B |
17,626 | - |
| Dongpu Biotech Corporation |
Biotechnology R&D and transfer; sales of biological products, special foods (health foods), food materials, food packaging materials, cosmetics, daily necessities; commission agents (excluding auctions); import and export of goods. |
RMB | 5,000 | Note 1(1) Note 6 |
(RMB | 23,200 5,000) |
- | - | (RMB | 23,200 5,000) |
(689) Note 2(2)B |
100% | (689) Note 2(2)B |
27,377 | - |
| Shanghai Changhong Biotechnology Co., Ltd. |
Biotechnology consultation, biotechnology R&D and 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. |
USD | 700 | Note 1(1) Note 7 |
(USD | 7,273 246) |
- | - | (USD | 7,273 246) |
(3,570) Note 2(2)B |
35.1% | (1,253) Note 2(2)B |
6,008 | - |
| Shanghai Xinquan Biotechnology Co., Ltd. |
Biotechnology technical technology development, consultation, service and transfer, sales of cosmetic and daily necessities, etc. |
USD | 500 | Note 1(2) Note 9 |
- | - | - | - | (274) Note 2(2)B |
45% | (123) Note 2(2)B |
9,572 | - |
| Accumulated Investment in Mainland China as of June 30, 2021 |
Investment Amounts Authorized by Investment Commission, MOEA |
Upper Limit on Investment | ||
|---|---|---|---|---|
| \$ 923,229 |
\$ 923,229 |
\$ | 6,144,487 |
(Continued)
- 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:
-
- No investment income (loss) has been recognized due to the investment is still in the development stage.
-
- The investment income (loss) was determined based on the following basis:
- (A) The financial report was reviewed and certified by an international accounting firm in cooperation with an accounting firm in the ROC.
- (B) The financial statements were reviewed by the parent company's auditors.
-
- 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. On June 25, 2021, the Company resolved to liquidate Dongpu Biotech Corporation, which is currently undergoing its liquidation procedures.
- Note 7: The Company directly invested in Shanghai Changhong Biotechnology Co., Ltd.
- 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).
- Note 9: The Company invested in Shanghai Xinquan Biotechnology Co., Ltd. through subsidiary Shanghai Rivershine Ltd.
(Concluded)
GRAPE KING BIO LTD.
INFORMATION ON MAJOR SHAREHOLDERS JUNE 30, 2021
| Shares | ||
|---|---|---|
| Name of Major Shareholder | Number of Shares | Percentage of Ownership (%) |
| Uni-President Enterprises Corp. |
11,851,000 | 8.00 |
| Fubon Life Assurance Co., Ltd. | 10,757,000 | 7.26 |
| Nan Shan Life Assurance Company Ltd. | 7,468,000 | 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.