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Hung Ching Annual Report 2020

Oct 18, 2021

52140_rns_2021-10-18_d8dfa53f-3411-47fe-9eaa-b57ad5654eb9.pdf

Annual Report

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Stock Code: 2527

Hung Ching Development & Construction Co., Ltd.

2020 Annual Report

The Annual Report is available at:

Market Observation Post System (MOPS): http://mops.twse.com.tw/mops/web/index

Official website of Hung Ching Development & Construction Co., Ltd.: http://www.asehcc.com.tw

Published on April 30, 2021

Notice to Readers:

For the convenience of readers, the Annual Report has been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-version shall prevail.

I. Spokesperson :
Wen-Hsiang Chien
Title :
Chairman
Deputy Spokesperson :
Chia-Pei Chou
Title :
General Manager
Tel. :
(02)2691-5899
E-mail :
[email protected]
Deputy Spokesperson :
Fang-Ying Chen
Title :
Assistant General Manager, Finance Division
Tel. :
(02)2691-5899
E-mail :
[email protected]
II. Headquarters Address :
10F, No. 420, Sec. 1, Keelung Rd., Xinyi Dist., Taipei
City
Tel. :
(02)8780-3025
Xizhi Office Address :
No. 1, Lane 751, Kangning St., Xizhi Dist., New Taipei
City
Xizhi Office :
(02)2691-5899
Fax No. :
(02)2691-5193
III. Stock Transfer Agent :
Transfer Agency Department, Fubon Securities
Address :
2F, No. 17, Xuchang St., Zhongzheng Dist., Taipei City
Tel. :
(02)2361-1300
Website :
https://www.fubon.com
IV. Information on the CPAs for the Latest Financial Statements
Name of CPA Firm :
Deloitte & Touche
Name of CPA :
Shiuh-Ran Cheng and Wang-Sheng Lin
Address :
20F, No. 100, Songren Rd., Xinyi Dist., Taipei City
Tel. :
(02)2725-9988
Website :
http://www.deloitte.com.tw
V. Overseas Securities Exchange :
The Company does not issue any overseas securities.
VI. Website :
http://www.asehcc.com.tw

Table of Contents

Chapter 1. Business Report

I. Report to Shareholders ······························································· 1
II. Business Report ······································································· 2
Chapter 2. Company Profile……………………………………………………….................. 3
Chapter 3. Corporate Governance Report
I. Organization ··········································································· 7
II. Information on the Company's Directors and Managerial Officers ············ 9
III. Remuneration Paid to Directors, the General Manager, and Assistant
General Managers ····································································· 18
IV. Implementation of Corporate Governance ········································ 21
V. Information on CPA Professional Fees ············································· 46
VI. Information on Replacement of CPA ··············································· 47
VII. The Company’s Chairman, General Manager and Managerial
Officers Responsible for Finance or Accounting Who have been
Employed in the Firm that the CPA works for or Its Affiliated
Enterprises in the Most Recent Year················································ 47
VIII. Changes in Transfer of Equity and Pledge of Equity of Directors and
Managerial Officers Holding More Than Ten Percent of Total Shares
in the Most Recent Year and as of the Date of Publication of Annual
Report ··················································································· 47
IX. Information on the Relationship among the Top Ten Shareholders ············ 49
X. Investment of the Company, the Company’s Directors and
Managerial Officers and Subsidiaries Directly or Indirectly
Controlled by the Company on the Re-investment Business, and
Total Shareholding Ratio ····························································· 50
Chapter 4. Capital Overview
I. Capital and Shares ···································································· 51
II. Administration of Corporate Bonds, Preferred Stock, Global
Depository Receipts, Employee Stock Option, and Mergers and
Acquisitions ············································································ 55
III. Financing Plans and Implementation ··············································· 55

Chapter 5. Operational Highlights

I. Business Activities ···································································· 56
II. Market and Sales Overview ························································· 59
III. Information Regarding Employees in the Most Recent Two Years
and as of the Date of Publication of Annual Report ······························ 63
IV. Environmental Protection Expenditure ············································ 63
V. Labor Relations ········································································ 64
VI. Important Contracts ··································································· 66

Chapter 6. Financial Information

I. Condensed Balance Sheets, Statements of Comprehensive Income
and Audit Opinion for the Past Five Fiscal Years ································ 67
II. Financial Analyses for the Past Five Fiscal Years ································ 70
III. Audit Committee's Report on Financial Statements for the Most
Recent Fiscal Year ···································································· 73
IV. Financial Report Audited and Certified by CPAs in the
Most Recent Year ····································································· 74
V. Parent Company Only Financial Report Audited and Certified by
CPAs in the Most Recent Year ······················································ 140
VI. Financial Difficulties Occurred to the Company and its Affiliated
Enterprises in the Most Recent Year and as of the Date of
Publication of Annual Report and Impact on the Company’s
Financial Status ········································································ 205
Finan cial Position and Operation Results of the Company
I. Review and Analysis of Financial Position··································· 205
II. Review and Analysis of Financial Performance····························· 206
III. Review and Analysis of Cash Flow············································ 206
IV. Effect upon Financial Operations of any Major Capital Expenditures
during the Most Recent Fiscal Year ················································ 207
V. Investment Policy for the Most Recent Year, Main Causes for the
Profits or Losses, Improvement Plans and Investment Plans for the
Coming Year ··········································································· 207
VI. Risk Management Analysis and Evaluation ······································· 207
VII. Other Important Matters ····························································· 209

Chapter 7. Financial Position and Operation Results of the Company

Chapter 8. Special Disclosure

I. Information Related to the Company's Affiliates ································· 210
II. Private Placement Securities in the Most Recent Year and as of the
Date of Publication of Annual Report ·············································· 215
III. Shares of the Company Held or Disposed of by Subsidiaries in the
Most Recent Year as of the Date of Publication of Annual Report ············ 215
IV. Other Necessary Supplementary Explanations ··································· 215
V. Items That Have Significant Influence on Shareholders' Equity or
Security Price as Specified in Subparagraph 2 of Paragraph 2 of
Article 36 of Securities and Exchange Act in the Most Recent Year
as of the Date of Publication of Annual Report ··································· 216

Chapter 1. Business Report

I. Report to Shareholders

Dear Shareholders, Directors, Ladies and Gentlemen,

Thank you for your attendance of the Company's 2021 Annual Shareholders' Meeting.

The consolidated revenue of the Company for the year ended December 31, 2020 amounts to approximately NT$3.47 billion, of which the proceeds from the sale of properties for construction projects such as Tucheng SunMoon Light, Hung Ching Lustrous, Xizhi Liyuan, and Emperor Court amount to approximately NT$3.1 billion, accounting for 90% of the total revenue. Real estate leases, service revenue, and other incomes account for 10% of total revenue; the profit after tax attributable to the Company is NT$391 million, and earnings per share is NT$1.49.

The projects currently under constructions are Kaohsiung K13 plant office building and the residential building in Mingde section of Tucheng. In addition, the soil and water conservation project of the Zhubei joint construction project is also in progress. The annual sales performance of 2021 is expected to be mainly generated from the sales of the Kaohsiung K25 plant office building, Tucheng SunMoon Light, Emperor Court, Hung Ching Lustrous, and Xizhi Liyuan.

In the coming years, the Company will focus on Zhubei joint construction project and actively strive for the construction of the factory building for the needs of the affiliated enterprises. In addition, the Company will also seek for profit-making locations in the six metropolitan areas of Taiwan for development. Finally, I would like to thank all shareholders for their wholehearted support over the years, and I wish you good health and all the best! Thank you!

Hung Ching Development & Construction Co., Ltd. Chairman

1

II. Business Report

Introduction

Affected by COVID-19 in the first half of 2020, the global supply chain, stock and bond markets, and oil prices fluctuated sharply. Countries all lowered their economic growth rate forecasts and lowered interest rates in response to the economic difficulties caused by COVID-19. The Central Bank of Taiwan also announced in March 2020 that it would cut interest rates by 25 basis points to end the "14 consecutive freezes" of interest rates, which has broken the record of the number during the financial tsunami. Besides, due to the return of many talents in the Sino-US trade war in 2019 and the good control of COVID-19 in Taiwan, public confidence has recovered. Many Taiwanese businessmen have returned to Taiwan to purchase properties. The abundant funds have driven the continuous influx of buying in the real estate market, which has led to hot transactions in the Taiwanese real estate market. In 2020, the number of sold and transferred buildings across Taiwan reached 326,600, an annual increase of 8.8%, an extremely high record in 7 years.

Operation Performance

The consolidated operating income in 2020 is mainly the income from the sale of residential housing cases such as "Tucheng SunMoon Light," "Hung Ching Lustrous" in Xinzhuang, "Emperor Court" on Yanping South Road, and "Liyuan" in Xizhi, etc., plus the income from leasing and labor services totaling NT$3,471,930 thousand, after deducting NT$2,394,548 thousand for construction and leasing costs, the operating gross profit is NT$1,077,382 thousand. In addition, operating expenses are NT$669,349 thousand, after deducting the net non-operating expenses of NT$11,538 thousand and income tax expenses of NT$22,759 thousand, the consolidated net profit is NT$373,736 thousand, which is the Company's individual after-tax net profit of NT$391,153 thousand, and the earnings per share is NT$1.49.

2021 Business Plan

The 2021 operating plan will continue to sell residential projects such as "Tucheng SunMoon Light," "Hung Ching Lustrous" in Xinzhuang, "Emperor Court" on Yanping South Road, and "Liyuan" in Xizhi, in addition to the plant office building in Building E, Nanzi Park, Phase II, Kaohsiung (K25), the floor area is about 19,000 pings, and the license for use was obtained in February 2021, and it is expected to be sold in the second or third quarter.

Other projects under construction: Kaohsiung K13 plant office building, with a floor area of approximately 32,900 pings, which has started in October 2020 and is expected to be completed in the fourth quarter of 2023; the construction of residential building in Mingde section of Tucheng has been started in March 2020 and is expected to be completed in the third quarter of 2022; the Zhubei joint construction project will start in February 2020, and the soil and water conservation project is expected to be completed by the end of 2021.

Future Operation Outlook

In order to curb the overheated and speculative housing market in the second half of 2020, the Central Bank announced the implementation of selective credit control in the housing market in December last year (2020). After the implementation of this year (2021), although the price increase in the first quarter of this year (2021) has slowed down, the transaction volume has continued to grow. Therefore, in March 2021, the Central Bank continued its housing policy and launched version 2.0 of the real estate and land integration tax, and it will also be implemented in July this year, which will have a negative impact on investors in the short term; however, the rigid demand from residents in the market is still strong. On the other hand, since the beginning of 2021 in local government land bidding cases, the unit price of many land bids has reached a new high in the local area. In addition to showing that the builders are still confident about the high-quality land in the future, it also highlights that real estate is still the main investment target for funds. Therefore, it is

2

expected that the real estate boom this year under the environment of low-interest rates and abundant funds should maintain price and volume stability compared with last year.

Compared with other financial products, real estate is a relatively low-risk investment target. In an environment of increasing land costs, rising construction costs such as raw materials, and low-interest rates, real estate itself has a value-preserving property, and people expect inflation. Buying a real estate property is a relatively stable choice. Therefore, in the long run, housing prices are still easy to rise but never fall.

In the future, in addition to speeding up the joint construction project in Zhubei, the Company will also continue to build the factory building for the needs of the affiliated enterprises, acquire the urban planning land in Puqian Section of Banqiaopu District, New Taipei City. Once the Ministry of the Interior has approved the review, the land allocated for construction will be planned and developed as soon as possible. In addition, the Company has been actively looking for good land inventories and will continue to strive for future operating income.

Thank you again for your support and advice over the year, and wish you good health and all the best!

Hung Ching Development & Construction Co., Ltd. General Manager

Chairman:

Managerial Officer:

Accounting Supervisor:

3

Chapter 2. Company Profile

  • I. Date of Incorporation: December 19, 1986

  • II. Contact Information of the Headquarters and Xizhi Office:

  • Address of Headquarters: 10F, No. 420, Sec. 1, Keelung Rd., Xinyi Dist., Taipei City Tel.: (02) 8780-3025

  • Address of Xizhi Office: No. 1, Lane 75, Kangning St., Xizhi Dist., New Taipei City Tel.: (02) 2691-5866, 2691-5899

  • III. Company History:

  • Founded by Mrs. Chang Yao Hong-Ying in 1986, the Company was primarily engaged in the development of Earl Villa residential area in Xizhi. After more than 20 years, the development of Earl Villa has completed. Then, the Company has extended beyond Xizhi, and developed numerous residential areas, such as Tucheng SunMoon Light on Sec. 2, Zhongyang Road, Tucheng District, Liyuan on Datung Road, Xizhi District, Emperor Court on Yanping South Road, Taipei City, and Hung Ching Lustrous, located in Xinzhuang Fuduxin; these projects have all been completed and is currently on the market. ASE WeMall, a new one-stop shop community shopping center was also officially opened in 2018. In addition to building traditional real estate properties, the Company has been actively developing "Smart Factory and Office Buildings" in Kaohsiung in recent years.

  • 1986 The Company was incorporated, and both the registered capital and the paid-in capital was NT$25,000,000.

  • 1987 The real estate project of "Earl Universe," the third-generation of Earl Villa, and "Natural Born Winners," the fifth-generation of Earl Villa, were launched. The capital increased to NT$50,000,000.

  • 1988 The real estate project of "Anhe Leli Court," the sixth-generation of Earl Villa was launched. The capital increased to NT$180,000,000.

  • 1989 The real estate project of "Ren'ai Special Area," the seventh-generation of Earl Villa was launched.

    • In November, the Company was authorized by the Securities Supervisory Committee, Ministry of Finance to become a public company, and the paid-in capital increased to NT$500,000,000.
  • 1991 The ASE Center was launched, and seven 25-story modern residential buildings were built.

  • 1992 The real estate projects of "Boshih" and "Peony" were launched.

    • The Company reinvested in Fuhua Engineering Co., Ltd., Fuhua Electrical, Plumbing & Air Conditioning Engineering, Hung Ching Kwan Co., Ltd., and Hung Ching Management and Consulting Co., Ltd.

The capital increased to NT$1,950,000,000.

  • 1994 In February, the capital increased to NT$2,145,000,000. In October, the Taiwan Stock Exchange approved the Company's stock to be listed as Class I Stocks, which were approved by the Securities and Futures Management Committee in November.

  • 1995 On March 6, the Company's stock was officially listed on the Taiwan Stock Exchange with the amount of capital of NT$2,616,000,000. In June, the capital

4

  • increased to NT$3,929,000,000.

  • 1996 Reinvested in H. R. Silvine Electronics (Hong Kong) Inc. The capital increased to NT$4,321,900,000. Berkeley Villas, the detached and semi-detached villas real estate project, began construction.

  • 1997 Mrs. Chang Yao Hong-Ying, the founder of the Company, announced her retirement. Director Tien-Cheng Cheng was elected as the Chairman. Reinvested in Hung Ching New Co., Ltd. The capital increased to NT$4,758,090,000.

  • 1999 On December 2, the groundbreaking ceremony of "Smart Industrial Factory and Office" was held in Zhongli. This is the first project of the Company that is not in the form of traditional real estate development, and marks the beginning of the Company's diversified operation. Reinvested in ASE Recreation Co., Ltd.

  • 2000 The construction of Kaohsiung Storage & Transportation Center Building began. In September, a business hotel in Hsinchu was completed, and opened for business in November. The ASE Business Hotel Co., Ltd., a subsidiary of the Company, was commissioned to operate the hotel. Obtained ISO 9001 certification, an international quality assurance certification.

  • 2001 The construction of Kaohsiung Storage & Transportation Center Building was completed.

  • Fuhua Electrical, Plumbing & Air Conditioning Engineering, a subsidiary of the Company, merged with Fuhua Engineering Co., Ltd., with Fuhua Engineering Co., Ltd. as the surviving company.

  • 2002 The term of the Chairman expired and an election was held. Mr. Yuan-Yi Tseng, then a Director and the Vice Chairman, was elected as the new Chairman of the Board.

2003 The construction of Kaohsuing Honglai Factory and Office Building and Buildings B and C of the Smart Factory and Office in Zhongli began. 2004 In April, the Company bought back treasury stocks and reduced the paid-in capital to NT$4,703,060,000. The reinvested companies ASE Recreation Co., Ltd. and Hung Ching Management and Consulting Co., Ltd. ceased operation and their liquidation was completed. 2005 Phase I of "Classic Earl," a group of duplex semi-detached villas, as well as 6 and 7-story residential buildings, were launched. Phase II of "Classic Earl," a group of duplex semi-detached villas, was launched. Capital reduction of NT$2,000,000,000 was completed. The paid-in capital after capital reduction was NT$2,703,060,000. 2007 "Earl Diamond," a 23-story residential building, was launched. 2008 Reinvested in Fund Land Group Limited. 2010 The construction of Kaohsiung K12 plant office building began.

5

  • 2012 The construction of Tucheng residential and commercial building began.

  • The construction of Buildings E, F, and G in Zhongli and Building A of plant office building began.

The construction of Kaohsiung Second Park Building A (K21) plant office building began.

  • 2013 The construction of Kaohsiung Second Park Buildings B and C (K22 and K23) plant office buildings began.

  • 2014 The term of the Chairman expired and an election was held. Mr. Wen-Hsiang Chien, then a Director and the General Manager, was elected as the new Chairman of the Board.

The construction of the project on Yenping South Road, Taipei City began.

The construction of the project in Xinzhuang Fuduxin began.

  • 2015 The construction of the project in Xizhi began.

  • 2016 The construction of Kaohsiung Second Park Building D (K24) plant office building began.

  • 2017 The Fund Land Group Limited was liquidated.

  • 2018 Reinvested in ASE WeMall Management and Consulting Co., Ltd.

Tucheng SunMoon Light, seven residential buildings ranging from 25 to 28 stories, was launched.

ASE WeMall officially opened for business.

Liyuan, a 11-story residential and commercial building in Xizhi, was launched.

The construction of Kaohsiung Second Park Building E (K25) plant office building began.

Reinvested in Superb First Co., Ltd.

  • 2020 The construction of residential building in Mingde section of Tucheng began. Hung Ching Lustrous, a 17-story commercial and residential building in Xinzhuang.

The construction of Kaohsiung Nanzih Technology Industrial Park (K13) plant office building began.

Emperor Court, a 22-story residential building in Taipei City, was launched.

6

Chapter 3. Corporate Governance Report

I. Organization

  1. Major Department Functions:

The Auditing Office is under the Board of Directors; the Secretariat, Advisors Office and Public Relations Officer are under the General Manager's Office. The Finance, Engineering, Administration, Sales, Procurement and Investment and Development Departments are also established. The Company plans and develops projects for the development of relevant affairs according to the responsibilities and functions of each office and departments in order to enrich the business operation.

  • (1) Auditing Office: Arrangement, implementation and follow-up of internal audit activities.

  • (2) Secretariat: Secretarial and general affairs.

  • (3) Advisors Office: Consultation on legal and operational affairs.

  • (4) Public Relations Office: General public relations affairs.

  • (5) Finance Department:

  • Responsible for matters related to the Company’s capital management, financial statements, tax affairs, budget preparation, accounting and cashier operations.

  • (6) Engineering Department:

Responsible for quality control and inspection of engineering projects, progress control, cost analysis, acceptance of work after completion of engineering projects, post-delivery maintenance of real estates, and warehouse management.

  • (7) Administration Department:

  • Responsible for the development and management of human resources, formulation and implementation of employee benefits, handling of litigation affairs, procurement and management of various general affairs assets, after-sales services of the residential community, and maintenance and analysis of the Company's IT system.

  • (8) Sales Department: Administration related to sales, real estate marketing, and real estate leasing, etc.

  • (9) Procurement Department: Contracting and procurement of construction projects and building materials.

  • (10) Investment and Development Department: Development and evaluation of land or real estate properties.

7

==> picture [657 x 470] intentionally omitted <==

----- Start of picture text -----

Shareholders' Meeting
Audit Committee Board of Directors Remuneration Committee
Auditing Office
Chairman
Joint Ventures General Manager
Advisors Office
Secretariat
Public Relations Office
Sales Department Administration Procurement Engineering Finance Department Investment and
Department Department Department Development Department
Sales Department
Administration related to sales Leasing of real estates HR and general affairs Legal affairs After-sales service IT Procurement and contracting Construction and management real estates Post-delivery maintenance of Accounting Finance Land development
----- End of picture text -----

2. Organization Chart

8

II. Information on the Company's Directors and Managerial Officers

(I) Information on Directors

April April April 30, 2021
Title Nationality/Place
of Incorporation

Name
Gender Date of
Election
(Accession)
Term Date First
Elected
Shareholding Whe
Elected

Current
Shareholding
Current
Shareholding of
Spouse & Minor
Children
Shareholding by
Nominee
Arrangement
Main Education
(Experience)
Executives or Directors
Who are Spouses or within
Two Degrees of Kinship
Remark
Shares % Shares % Shares % -
-
Title Name Relation
Chairman R.O.C. Wen-Hsiang Chien Male 2020.7.13 3 years 1999.7.13
27,782

0.01

27,782
0.01
1,042

-

-

-

Bachelor, Department of
Industrial Engineering,
Chung Yuan Christian
University
-
-

-
(Note 1)
Director R.O.C. Chia-Pei Chou Female 2020.7.13 3 years 2002.7.13
67,723

0.03

67,723
0.03
4,110

-

-

-

Bachelor, Department of
Accounting, Soochow
Univeristy
Audit Assistant Manager,
Hsin Chi Premier
AccountingFirm
-
-

-
Director R.O.C. Tu-Tsun Wang Male 2020.7.13 3 years 2011.7.13
2,000

-

2,000

-
-
-

-

-

Ph.D. in Law Research,
National Chengchi
University
Chief Secretary, Bureau
of Central Standards
Associate Researcher,
Institute of International
Relations, National
Chengchi University
Commissioner, Fair Trade
Commission, Executive
Yuan
-
-

-
Director R.O.C. Fang-Ying Chen Female 2020.7.13 3 years 2010.7.20
20,000

0.01

20,000
0.01
-

-

-

-

Bachelor, Department of
Accounting, Tamkang
University
Deloitte &Touche
-
-

-
Director R.O.C. Chien-Hua Yao Male 2020.7.13 3 years 2014.7.13
2,768

-

2,768

-

437

-

-
- Ger Jyh Senior High
School
-
-

-
Director R.O.C. Advanced Semiconductor Engineering, Inc. 68,629,782 25.39 68,629,782 25.39 -
-
-
-
Representative:
Yuan-Yi Tseng
Male 2020.7.13 3 years 2002.07.13
17,242

0.01

17,242
0.01
-

-

-

-

Bachelor, Department of
Civil Engineering,
National Taiwan
University
Master of Systems
Engineering, Asian
Institute of Technology
Former Director-General
of Ret-Ser Engineering
Agency

9

Title Nationality/Place
of Incorporation

Name
Gender Date of
Election
(Accession)
Term Date First
Elected
Shareholding Whe
Elected
Shareholding Whe
Elected

Current
Shareholding

Current
Shareholding
Current
Shareholding of
Spouse & Minor
Children
Current
Shareholding of
Spouse & Minor
Children
Shareholding by
Nominee
Arrangement
Shareholding by
Nominee
Arrangement
Main Education
(Experience)
Executives or Directors
Who are Spouses or within
Two Degrees of Kinship
Executives or Directors
Who are Spouses or within
Two Degrees of Kinship
Executives or Directors
Who are Spouses or within
Two Degrees of Kinship
Remark
Shares % Shares % Shares % -
-
Title Name Relation
Director R.O.C. Advanced Semiconductor Engineering, Inc. 68,629,782 25.39 68,629,782 25.39 -
-
-
-
Representative:
Ching-Chou Su
Male 2020.7.13 3 years 2014.7.13
5,923

-

5,923

-

-

-

-

-

Associate Degree,
Department of Electrical
Engineering, Kaohsiung
IndustrialJuniorCollege
Director R.O.C. Shao Chang Investment Co.,Ltd. 6,124,937 2.27 6,124,937 2.27 -
-
-
-

-
(Note2)
Representative:
Ching-Hua Chen
Male 2020.7.13 3 years 2020.7.13
4,176

-

4,176

-

-
-
-
Master, St. John's
University, USA
Independent
Director
R.O.C. Hung-Lung Hung Male 2020.7.13 3 years 2017.7.13
-

-

-

-

-

-

-

-


Master, Department of
Accounting, National
Chengchi Unviersity
Director, Chung Hsiang
Social Welfare Charity
Foundation
Certified Public
Accountant, Chuan Tung
UnitedAccountingFirm
-
-

-
Independent
Director
R.O.C. Wei-Li Tso Female 2020.7.13 3 years 2017.7.13
206

-

206

-

1,724

-

-

-

Master, Department of
Business Administration,
National Central
University
Assistant General
Manager, Federal
Corporation
-
-

-
Independent
Director
R.O.C. Chun-Chin Tu Female 2020.7.13 3 years 2017.7.13
-

-

-

-

-

-

-

-

Ph.D. in Law, National
Chengchi University
Professor, National Taipei
University of Business
Chairperson of
Department, National
Taipei University of
Business
-
-

-

Note 1: In response to the operational needs of the Company, he is responsible for coordinating the operation and management of the entire Company. Therefore, he serves concurrently as Chairman and CEO. Note 2: Shao Chang Investment Co., Ltd. resigned from the position of the Director on February 24, 2021, due to its operational planning.

10

Other Position Concurrently Held by the Directors at the Company and Other Companies

Wen-Hsiang Chien

CEO of the Company

Chairman and Director, Fuhua Engineering Co., Ltd. (Representative) Director, Hung Ching Kwan Co., Ltd. (Representative) Director, Hung Ching New Co., Ltd. (Representative) Supervisor, Universal Scientific Industrial Co., Ltd. (Representative) Director, Chang Yao Hong-Ying Social Welfare & Charity Foundation

Tu-Tsun Wang

Director (Representative) and Chief Administrative Officer, Advanced Semiconductor Engineering, Inc. Group Chief Administrative Officer, Manager of Corporate Governance, and Member of Risk Management Committee, ASE Technology Holding Co., Ltd. Chairman and General Manager, ASE Integrated Circuit Manufacturing (China) Co., Ltd.

Director, Universal Scientific Industrial (Shanghai) Co. Ltd.

Director, Hung Ching Development & Construction Co., Ltd.

Director and General Manager, Hung Ching New Co., Ltd.

Director, Sino Horizon Holdings Limited Director and CEO, ASE Environment & Sustainability Foundation Director, ASE Cultural & Educational Foundation Director and CEO, Chang Yao Hong-Ying Social Welfare & Charity Foundation

Ching-Chou Su

Chia-Pei Chou

General Manager of the Company Director (Representative) and General Manager, Fuhua Engineering Co., Ltd. Chairman and Director, Hung Ching Kwan Co., Ltd. (Representative) Supervisor, Hung Ching New Co., Ltd. (Representative) Supervisor, Hooyai Hotel Co., Ltd. Supervisor, Shanghai Youhong Engineering Technical Consulting Co., Ltd. Supervisor, Shanghai Hong Rong Property Management Ltd. Co. Director, ASE Cultural & Educational Foundation Director, ASE Environment & Sustainability Foundation Supervisor, Advanced Semiconductor Engineering, Inc. (Representative) Chairman and Director of ASE WeMall Management and Consulting Co., Ltd. (Representative) Director, Superb First Co., Ltd. (Representative) Executive Director, Shanghai You Chang Property Management Ltd. Co. (Representative)

Fang-Ying Chen

Assistant General Manager, Finance Department of the Company Director, Fuhua Engineering Co., Ltd. (Representative) Supervisor, Hung Ching Kwan Co., Ltd. (Representative) Director, Hooyai Hotel Co., Ltd. Director of ASE WeMall Management and Consulting Co., Ltd. (Representative)

Assistant General Manager, Shopping Malls of the Company

Assistant General Manager, Fuhua Engineering Co., Ltd. Director of ASE WeMall Management and Consulting Co., Ltd. (Representative)

Supervisor, Shanghai You Chang Property Management Ltd. Co. (Representative)

Chien-Hua Yao

Assistant General Manager, Kaohsiung Construction

Area of the Company

Assistant General Manager, Fuhua Engineering Co., Ltd.

Director, Chang Yao Hong-Ying Social Welfare & Charity Foundation

Yuan-Yi Tseng

Chairman and Director, Hung Ching New Co., Ltd. (Representative)

Director, Fuhua Engineering Co., Ltd. (Representative) Director, Hung Ching Co., Limited (Representative)

Ching-Hua Chen

Executive Assistant General Manager of the

11

Executive Director, Shanghai Youhong Engineering Technical Consulting Co., Ltd.

Executive Director, Shanghai Hong Rong Property Management Ltd. Co.

Supervisor, ASE Test, Inc. (Representative)

Supervisor, Universal Scientific Industrial Co., Ltd. (Representative)

Company

Director (Representative) and General Manager, Hung Ching Kwan Co., Ltd. Executive Assistant General Manager, Fuhua Engineering Co., Ltd. General Manager, Shanghai You Chang Property Management Ltd. Co.

Chairman and Director, ASE Cultural & Educational Foundation

Director, Chang Yao Hong-Ying Social Welfare & Charity Foundation

Wei-Li Tso

Assistant General Manager, Vivotek Inc. Supervisor, Lidlight Inc. (Representative) Independent Director, Federal Corporation

Hung-Lung Hung

Certified Public Accountant, Chuan Tung United Accounting Firm Director, Chung Hsiang Social Welfare Charity Foundation

Chun-Chin Tu

Adjunct Professor, Ming Chuan University Adjunct Professor, National Taipei University of Business

12

Substantial shareholders of institutional shareholders

Name of institutional shareholder Substantial shareholders of institutional
shareholders
Advanced Semiconductor Engineering, Inc. ASE Technology Holding Co., Ltd. 100.00%
Shao Chang Investment Co., Ltd. (Note) Jiaching Investment Co., Ltd. 100.00%

Note: Shao Chang Investment Co., Ltd. resigned from the position of the Director on February 24, 2021.

Major shareholders of the Company's major institutional shareholders

Name of institutional shareholder Substantial shareholders of institutional shareholders
ASE Technology Holding Co., Ltd. Hong Kong Microelectronics International Corporation
15.729%
Investment trust account of Value Investing Company, with
HSBC Bank (Taiwan) Company Limited as the custodian
trustee 5.980%
ASE Depository Receipt, with Citibank Taiwan as the
custodian trustee 5.014%
Fubon Life Insurance Co., Ltd. 2.866%
Trust account of Brilliant Capital Profits Limited, with HSBC
Bank (Taiwan) Company Limited as the custodian trustee
2.773%
New Labor Pension Fund 2.495%
Cathay Life Insurance Co., Ltd 2.454%
Investment trust account of the Government of Singapore,
with Citibank Taiwan as the custodian trustee 2.285%
Labor Retirement Reserve Fund (The Old Fund) 1.554%
Aberdeen Asset Account for Provident Fund Manager, with
HSBC Bank (Taiwan) Company Limited as the custodian
trustee 1.469%

13

Other Information on Directors (II)

Criteria
Name
Meeting One of the Following Professional
Qualification Requirements, Together with At Least
Five Years ofWork Experience
Meeting One of the Following Professional
Qualification Requirements, Together with At Least
Five Years ofWork Experience
Meeting One of the Following Professional
Qualification Requirements, Together with At Least
Five Years ofWork Experience
Fulfillment of Independence
(Note 1)
Fulfillment of Independence
(Note 1)
Fulfillment of Independence
(Note 1)
Fulfillment of Independence
(Note 1)
Fulfillment of Independence
(Note 1)
Fulfillment of Independence
(Note 1)
Fulfillment of Independence
(Note 1)
Fulfillment of Independence
(Note 1)
Fulfillment of Independence
(Note 1)
Fulfillment of Independence
(Note 1)
Fulfillment of Independence
(Note 1)
Fulfillment of Independence
(Note 1)
Number of
Other Public
Companies
where the
Individual
Concurrently
Serves as an
Independent
Director
An instructor or
higher position
in a department
of commerce,
law, finance,
accounting, or
other academic
department
related to the
business needs of
the Company in
a public or
private junior
college, college
or university

A judge, public
prosecutor,
attorney, Certified
Public
Accountant, or
other professional
or technical
specialist who has
passed a national
examination and
been awarded a
certificate in a
profession
necessary for the
business of the
Company
Having work
experience in
the areas of
commerce,
law, finance, or
accounting, or
otherwise
necessary for
the business of
the Company

1
2 3 4 5 6 7 8 9 10 11 12
Wen-Hsiang
Chien
0
Tu-Tsun
Wang
0
Chia-Pei
Chou
0
Ching-Hua
Chen
0
Yuan-Yi
Tseng
0
Chien-Hua
Yao
0
Fang-Ying
Chen
0
Ching-Chou
Su
0
Wei-Li Tso 1
Hung-Lung
Hung
0
Chun-Chin
Tu
0

Note 1: Please check "✓” the corresponding boxes if the directors meet the following conditions during the two years prior to the nomination and during the term of office.�

  • (1) Not an employee of the Company or any of its affiliates.

  • (2) Not a director or supervisor of the Company or any of its affiliates (except for an independent director appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, the Company and its parent or subsidiary or a subsidiary of the same parent).

  • (3) Not a natural-person shareholder who holds shares, together with those held by the person’s spouse, minor children, or held by the person under others’ names, in an aggregate amount of 1% or more of the total number of outstanding shares of the Company or ranking in the top 10 in holdings.

  • (4) Not a spouse, relative within the second degree of kinship, or lineal relative within the third degree of kinship, of the manager listed in (1) or any person listed in (2) and (3).

  • (5) Not a director, supervisor, or employee of an institutional shareholder that directly holds 5% or more of the total number of issued shares of the Company, or that ranks among the top 5 in shareholdings, or that designates its representative to serve as a director or supervisor of Aurora under Paragraph 1 or 2, Article 27 of the Company Act (except for an independent director appointed in accordance with the

14

Act or the laws and regulations of the local country by, and concurrently serving as such at, the Company and its parent or subsidiary or a subsidiary of the same parent).

  • (6) Not a director, supervisor or employee of a company controlled by the same person who has shares over half of the Company's director seats or voting rights (except for an independent director appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, the Company and its parent or subsidiary or a subsidiary of the same parent).

  • (7) Not a director, supervisor, or employee of another company or institution who, or whose spouse, is a chairman, president, or person holding an equivalent position of the Company (except for an independent director appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, the Company and its parent or subsidiary or a subsidiary of the same parent).

  • (8) Not a director (governor), supervisor, managerial officer, or shareholder holding 5% or more of the shares, of a specified company or institution that has a financial or business relationship with the Company. However, the aforementioned does not apply to the specified company or institution holding 20% or more and no more than 50% of the total number of issued shares of the public company and the independent directors appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, a public company and its parent or subsidiary or a subsidiary of the same parent.

  • (9) Not a professional individual, sole proprietorship, partnership, owner of a company or institution, partner, director (governor), supervisor, managerial officer or spouse thereof that provides auditing service for the Company or any of its affiliates, or provides commercial, legal, financial, or accounting service with cumulative remuneration less than NT$500,000 in the past two years. However, this does not apply in cases where members of the Remuneration Committee, the Review Committee for Public Tender Offer or the Special Committee for Mergers and Acquisitions perform their functions in accordance with the Securities and Exchange Act or the Business Mergers and Acquisitions Act.

  • (10) Not having a marital relationship, or a relative within the second degree of kinship to any other director of the Company.

  • (11) Not having been involved in any circumstances stipulated in Article 30 of the Company Act.

  • (12) Not a governmental, juridical person or its representative is elected as defined in Article 27 of the Company Act.

15

(II) Information on the General Manager, Assistant General Managers, Deputy Assistant General Managers and Heads of Departments and Offices

April 30, 2021 April 30, 2021 April 30, 2021 April 30, 2021
Title Nationality Gender
Name
Date of
Election
(Accession)
Shareholding
Shareholding
of Spouse &
Minor
Children

Shareholding
by Nominee
Arrangement


Main Experience
(Education)
Other Position Concurrently Held at Other Companies Managerial Officers Who
Are Spouses or within
Two Degrees of Kinship
Employee
Stock
Options
Acquired
by
Managerial
Officers

Shares
% Shares % Shares % Title Name Relation
CEO R.O.C. Male Wen-Hsiang
Chien
2014.07.14 27,782 0.01 1,042 - - - Bachelor, Department
of Industrial
Engineering, Chung
Yuan Christian
University
Chairman and Director, Fuhua Engineering Co., Ltd.
(Representative)
Director, Hung Ching Kwan Co., Ltd. (Representative)
Supervisor, Universal Scientific Industrial Co., Ltd.
(Representative)
Director, Chang Yao Hong-Ying Social Welfare & Charity
Foundation
- - - -
General
Manager
R.O.C. Female
Chia-Pei
Chou
2014.07.14 67,723 0.03 4,110 - - - Bachelor, Department
of Accounting,
Soochow Univeristy
Audit Assistant
Manager, Hsin Chi
Premier Accounting
Firm
Director (Representative) and General Manager, Fuhua
Engineering Co., Ltd.
Chairman and Director, Hung Ching Kwan Co., Ltd.
(Representative)
Director, Hung Ching New Co., Ltd. (Representative)
Supervisor, Hooyai Hotel Co., Ltd.
Supervisor, Shanghai Youhong Engineering Technical
Consulting Co., Ltd.
Supervisor, Shanghai Hong Rong Property Management
Ltd. Co.
Director, ASE Cultural & Educational Foundation
Director, Chang Yao Hong-Ying Social Welfare & Charity
Foundation
Supervisor, Advanced Semiconductor Engineering, Inc.
(Representative)
Chairman and Director of ASE WeMall Management and
Consulting Co., Ltd. (Representative)
Director, Superb First Co., Ltd. (Representative)
Executive Director, Shanghai You Chang Property
Management Ltd. Co. (Representative)
- - - -
Executive
Assistant
General
Manager
R.O.C. Male Ching-Hua
Chen
2019.06.17 4,176 - - - - - Master, St. John's
University, USA
General Manager, Hung Ching Kwan Co., Ltd.
Executive Assistant General Manager, Fuhua Engineering
Co., Ltd.
General Manager, Shanghai You Chang Property
Management Ltd. Co.
- - - -
Assistant
General
Manager,
Finance
Division
R.O.C. Female Fang-Ying
Chen
2015.07.27 20,000 0.01
-
- - - Bachelor, Department
of Accounting,
Tamkang University
Deloitte & Touche
Director, Fuhua Engineering Co., Ltd. (Representative)
Supervisor, Hung Ching Kwan Co., Ltd. (Representative)
Supervisor, Hung Ching New Co., Ltd.
(Representative)
Director, Hooyai Hotel Co., Ltd.
Director of ASE WeMall Management and Consulting
Co., Ltd. (Representative)
- - - -
Assistant
General
Manager,
Shopping
Malls
R.O.C. Male Ching-Chou
Su
2015.07.27 5,923 - - - - - Associate Degree,
Department of
Electrical Engineering,
Kaohsiung Industrial
Junior College
Assistant General Manager, Fuhua Engineering Co., Ltd.
Director of ASE WeMall Management and Consulting
Co., Ltd. (Representative)
Supervisor, Shanghai You Chang Property Management
Ltd. Co. (Representative)
- - - -

16

Title Nationality Gender
Name
Date of
Election
(Accession)
Shareholding Shareholding
Shareholding
of Spouse &
Minor
Children

Shareholding
of Spouse &
Minor
Children

Shareholding
by Nominee
Arrangement

Shareholding
by Nominee
Arrangement


Main Experience
(Education)
Other Position Concurrently Held at Other Companies Managerial Officers Who
Are Spouses or within
Two Degrees of Kinship
Managerial Officers Who
Are Spouses or within
Two Degrees of Kinship
Managerial Officers Who
Are Spouses or within
Two Degrees of Kinship
Employee
Stock
Options
Acquired
by
Managerial
Officers

Shares
% Shares % Shares % Title Name Relation
Assistant
General
Manager,
Sales
Department
R.O.C. Female Hsiao-Wei
Yao
2018.04.01 - - - - - - Kai Ming Senior
Technical and
Commercial
Vocational School
Supervisor, Fuhua Engineering Co., Ltd. (Representative)
Supervisor of ASE WeMall Management and Consulting
Co., Ltd. (Representative)
- Chien-Hua
Yao

Sister
and
younger
brother

-
Assistant
General
Manager,
Kaohsiung
Construction
Area
R.O.C. Male Chien-Hua
Yao
2018.04.01 2,768 - 437 - - - Ger Jyh Senior High
School
Assistant General Manager, Fuhua Engineering Co., Ltd.
Director, Chang Yao Hong-Ying Social Welfare & Charity
Foundation
- Hsiao-Wei
Yao

Sister
and
younger
brother

-
Assistant
General
Manager,
Investment
and
Development
Department

R.O.C.
Male Shun-Wan
Pan
2018.04.01 598 - 279 - - - Department of Civil
Engineering, Van Nung
Institute of Industry

Director, Fuhua Engineering Co., Ltd. (Representative)
- - - -
Deputy
Assistant
General
Manager,
Engineering
Department
R.O.C. Male Chao-Liang
Huang
2018.04.01 13 - - - - - National Hualien
Industrial Vocational
Senior High School
- - - -
Deputy
Assistant
General
Manager,
Procurement
Department
R.O.C. Male Chao-Hsiang
Huang

2019.07.01

-
- - - - - Department of
Mechanics, Chien Hsin
Institute of Industry

Director, Fuhua Engineering Co., Ltd. (Representative)

Note: Fuhua Engineering Co., Ltd. is a wholly-owned subsidiary of the Company.

17

III. Remuneration Paid to Directors, the General Manager, and Assistant General Managers

  • (I) Remuneration paid to Directors and Independent Directors (Names and remuneration thereof to be disclosed individually):

Unit: NT$ thousand

Title Name Remuneratio Remuneratio n of Directors n of Directors Ratio of Total
Remuneration
(A+B+C+D) to Net
Income(%)
Ratio of Total
Remuneration
(A+B+C+D) to Net
Income(%)
Relevant Remunerati Relevant Remunerati on Received by Directors Wh on Received by Directors Wh on Received by Directors Wh on Received by Directors Wh o Are Also Employees o Are Also Employees Ratio of Total
Compensation
(A+B+C+D+E+F+G) to
Net Income(%)
Ratio of Total
Compensation
(A+B+C+D+E+F+G) to
Net Income(%)
Compensation
Paid to Directors
from an Invested
Company Other
than the
Company's
Subsidiary
Base
Compensation
(A)
Severance Pay and
Pension (Note 1)
(B)
Remuneration from
Earnings Distribution
(C)
Business Execution
Expenses
(D)
Salary, Bonuses, and
Allowances, Etc.
(E)
Severance Pay and
Pension
(F)
Employee Bonus from
Earnings Distribution
(G)
Number of Shares Which
May be Acquired for
Employee Stock Options
(H)
Number of Shares of
Employee Restricted
Stock Obtained
(I)
The
Company

All
Companies
in Financial
Statements
The
Company

All
Companies
in Financial
Statements
The
Company

All
Companies
in Financial
Statements
The
Company

All
Companies
in Financial
Statements
The
Company

All
Companies in
Consolidated
Financial
Statements
The
Company

All
Companies in
Consolidated
Financial
Statements
The
Company

All
Companies in
Consolidated
Financial
Statements
The
Company
All
Companies in
Consolidated
Financial
Statements
The
Company

All
Companies in
Consolidated
Financial
Statements
The
Company

All
Companies in
Consolidated
Financial
Statements
The
Company

All
Companies in
Consolidated
Financial
Statements
Cash Stock Cash Stock
Chairman Wen-Hsiang
Chien
0
0

0

0

1,059

1,059

0

0

1,059

1,059

2,671

5,769

108

108
394
0

394

0

0

0

0

0

1.08

1.87

0
Director Chia-Pei Chou 0
0

0

0

1,059

1,059

0

0

1,059

1,059

1,980

4,818

108

108
293
0

293

0

0

0

0

0

0.88

1.60

0
Director Tu-Tsun Wang 25
25

0
1,059
1,059

0

0

1,084

1,084

0

0

0

0

0

0

0

0

0

0

0

0

0.28

0.28

0
Director Advanced
Semiconductor
Engineering,
Inc.
Representative:
Yuan-Yi Tseng
0
0

0

0

1,059

1,059

0

0

1,059

1,059

0

3,705

0

0

0

0

0

0

0

0

0

0

0.27

1.22

0
Director Advanced
Semiconductor
Engineering,
Inc.
Representative:
Ching-Chou Su
0
0

0

0

1,059

1,059

0

0

1,059

1,059

0

2,598

0

86
234
0

234

0

0

0

0

0

0.33

1.02

0
Director Shao Chang
Investment Co.,
Ltd.
Representative:
Ching-Hua
Chen
0
0

0

0

1,059

1,059

0

0

1,059

1,059

1,286

1,891

54

54
400
0

400

0

0

0

0

0

0.72

0.87

0
Director Fang-Ying Chen
0

0

0

0

1,059

1,059

0

0

1,059

1,059

1,560

3,458

98

98
236
0

236

0

0

0

0

0

0.75

1.24

0
Director Chien-Hua Yao 0
0

0

0

1,059

1,059

0

0

1,059

1,059

0

2,404

0

69
170
0

170

0

0

0

0

0

0.31

0.95

0
Independent
Director

Hung-Lung
Hung
440
440

0

0

0

0

0

0

440

440

0

0

0

0

0

0

0

0

0

0

0

0

0.11

0.11

0
Independent
Director

Wei-Li Tso
435
435

0

0

0

0

0

0

435

435

0

0

0

0

0

0

0

0

0

0

0

0

0.11

0.11

0
Independent
Director

Chun-Chin Tu
440
440

0

0

0

0

0

0

440

440

0

0

0

0

0

0

0

0

0

0

0

0

0.11

0.11

0
  • Note 1: Refers to the labor pension (new pension system) provided pursuant to the Labor Pension Act.

  • Note 2: The Company proposed to distribute remuneration to employees in cash in the total amount of NT$16,946 thousand from its retained earnings for the year ended December 31, 2020. However, this proposal has not been approved by the shareholders' meeting and the amount per person for the distribution is currently an estimation, and has not been recognized yet.

18

  • (II) Remuneration Paid to the General Manager and Assistant General Managers (Names and remuneration thereof to be disclosed individually)

Unit: NT$ thousand

Unit: Unit: NT$ thousand
Title Name Salary (A) Severa
Pension
nce Pay and
(B) (Note 1)
Bon
Allow
uses and
ances (C)
Employee
Compensation (D)
(Note 1)
Ratio of Total
Remuneration
(A+B+C+D) to Net
Income (%)
Compensation
Paid to
Directors from
an Invested
Company Other
than the
Company's
Subsidiary
The
Company

All
Companies in
Consolidated
Financial
Statements

The
Company

All
Companies in
Consolidated
Financial
Statements
The
Company

All
Companies in
Consolidated
Financial
Statements
The
Company
All
Companies
in Financial
Statements

The
Company

All
Companies in
Consolidated
Financial
Statements
Cash Stock Cash Stock
CEO Wen-Hsiang
Chien

2,671
5,678 108 108 0 0 394 0 394 0 0.81 1.60 None
General
Manager
Chia-Pei
Chou
1,980 4,818 108 108 0 0 293 0 293 0 0.61 1.33 None
Executive
Assistant
General
Manager
Ching-Hua
Chen
2,773 3,970 108 108 0 0 400 0 400 0 0.84 1.14 None
Assistant
General
Manager
Fang-Ying
Chen
1,560 3,458 98 98 0 0 236 0 236 0 0.48 0.97 None
Assistant
General
Manager
Ching-Chou
Su

0
2,598 0 86 0 0 234 0 234 0 0.06 0.75 None
Assistant
General
Manager
Hsiao-Wei
Yao
1,686 2,486 87 87 0 0 252 0 252 0 0.52 0.72 None
Assistant
General
Manager
Chien-Hua
Yao
0 2,404 0 69 0 0 170 0 170 0 0.04 0.68 None
Assistant
General
Manager
Shun-Wan
Pan
1,825 2,625 99 99 0 0 247 0 247 0 0.56 0.76 None

Note 1: Refers to the labor pension (new pension system) provided pursuant to the Labor Pension Act.

Note 2: The Company proposed to distribute remuneration to employees in cash in the total amount of NT$16,946 thousand from its retained earnings for the year ended December 31, 2020. However, this proposal has not been approved by the shareholders' meeting and the amount per person for the distribution is currently an estimation, and has not been recognized yet.

(III) Remuneration of the Five Highest Paid Executives of a Listed/OTC Company (Names and remuneration thereof to be disclosed individually)

Unit: NT$ thousand Unit: NT$ thousand Unit: NT$ thousand
Title Name Salary (A) Severa
P
(B)
nce Pay and
ension
(Note 1)
Bon
Allow
uses and
ances (C)
Employee
Compensation (D)
(Note 1)
Ratio of Total
Remuneration
(A+B+C+D) to Net
Income (%)
Compensation
Paid to
Directors from
an Invested
Company Other
than the
Company's
Subsidiary
The
Company

All
Companies in
Consolidated
Financial
Statements

The
Company

All
Companies in
Consolidated
Financial
Statements
The
Company

All
Companies in
Consolidated
Financial
Statements
The
Company
All
Companies
in Financial
Statements

The
Company

All
Companies in
Consolidated
Financial
Statements
Cash Stock Cash Stock
CEO Wen-Hsiang
Chien

2,671
5,769 108 108 0 0 394 0 394 0 0.81 1.60 None
General
Manager
Chia-Pei
Chou
1,980 4,818 108 108 0 0 293 0 293 0 0.61 1.33 None
Executive
Assistant
General
Ching-Hua
Chen
2,773 3,970 108 108 400 0 400 0 0.84 1.14

19

Manager
Assistant
General
Manager
Fang-Ying
Chen
1,560 3,458 98 98 0 0
236 0 236 0 0.48 0.97 None
Assistant
General
Manager
Shun-Wan
Pan
1,825 2,625 99 99 0 0
247 0 247 0 0.56 0.76 None

Note 1: Refers to the labor pension (new pension system) provided pursuant to the Labor Pension Act.

Note 2: The Company proposed to distribute remuneration to employees in cash in the total amount of NT$16,946 thousand from its retained earnings for the year ended December 31, 2020. However, this proposal has not been approved by the shareholders' meeting and the amount per person for the distribution is currently an estimation, and has not been recognized yet.

(IV) Managerial Officers Who Received Employee Bonuses and Their Amount:

Unit: NT$ thousand

Unit: NT$ thousand
Title Name Stock Cash Total Ratio of Total Amount to Net Income (%)
CEO Wen-Hsiang Chien 0 2,610 2,610
0.67
General Manager Chia-Pei Chou
Executive Assistant General Manager Ching-Hua Chen
Assistant General Manager,Finance Division Fang-YingChen
Assistant General Manager,ShoppingMalls Ching-Chou Su
Assistant General Manager,Sales Department Hsiao-Wei Yao
Assistant General Manager,KaohsiungConstruction Area Chien-Hua Yao
Assistant General Manager, Investment and Development
Department
Shun-Wan Pan
DeputyAssistant General Manager,EngineeringDepartment Chao-LiangHuang
DeputyAssistant General Manager,Procurement Department Chao-HsiangHuang
  • (V) The analysis of the ratio of the total remuneration paid to the Company’s Directors, General Manager, and Assistant General Managers by the Company and all companies listed in the consolidated statements in the most recent two years to net income, and the relevance of remuneration payment policies, standards and combination, procedures of determining remuneration, business performance and future risk shall be compared and stated.

  • Analysis of the ratio of the total remuneration paid to net income

Year
Item
The Company The Company All Companies in Consolidated Financial Statements All Companies in Consolidated Financial Statements
2020 2019 2020 2019
Director 4.96 3.56 9.38 5.44
General Manager and Assistant
General Managers
3.92 2.08 7.95 3.65

Note: 1. The remuneration ratio is high due to the fact that 6 out of the 11 Directors of the Company held concurrent positions such as CEO, General Manager and Assistant General Managers. The remuneration for Directors includes the remuneration for the concurrent position.

2. Remuneration policy:

  • (1) The Board of Directors is authorized by the Articles of Incorporation to determine the remuneration of Directors, which shall not exceed the highest standard set out in the Company's remuneration policy, by reference to the industry norm and the value of their involvement in and contribution to the operation of the Company. If there is profit, the allocation of compensation will be made pursuant to Article 24 (please refer to page54 of this annual report for details).

  • (2) The remuneration of the Chairman, General Manager, and Assistant General Managers is approved by the Remuneration Committee of the Company and the Board of Directors in accordance with the Company's remuneration policy.

20

IV. Implementation of Corporate Governance

(I) Operations of the Board of Directors

1. Information on the operations of the Board of Directors

A total of 7 (A) meetings of the Board of Directors were held in the most recent year. The attendance of Directors is as follows:

Title Name Attendance in
Person(B)
Attendance by
Proxy
Actual Attendance Rate
(%) (B/A) (Note1)
Remark
Chairman Wen-Hsiang Chien 7 0 100.0
Director Tu-Tsun Wang 4 0 57.1
Director Chia-Pei Chou 7 0 100.0
Director Advanced Semiconductor
Engineering, Inc.
Representative: Yuan-Yi Tseng
7 0 100.0
Director Advanced Semiconductor
Engineering, Inc.
Representative: Ching-Chou Su
7 0 100.0
Director Shao Chang Investment Co., Ltd.
Representative: Ching-Hua Chen
4 0 100.0 (Newly
appointed)
Director Fang-Ying Chen 7 0 100.0
Director Chien-Hua Yao 6 0 85.7
Independent
Director
Wei-Li Tso 7 0 100.0
Independent
Director
Hung-Lung Hung 7 0 100.0
Independent
Director
Chun-Chin Tu 7 0 100.0

Note 1: The actual attendance rate (%) is calculated on the basis of number of Board of Directors meetings held during his or her tenure and number of such meetings attended.

21

Other matters to be recorded:

  • I. If any of the following circumstances occur, the dates of the meetings, sessions, contents of motion, all Independent Directors' opinions and the Company’s response should be specified:

  • (I) Matters referred to in Article 14-3 of the Securities and Exchange Act: All matters were approved by all Independent Directors.

  • (II) Other matters involving objections or expressed reservations by Independent Directors that were recorded or stated in writing that require a resolution by the Board of Directors: None.

  • II. Regarding recusals of directors from voting due to conflicts of interests, the names of the directors, contents of motions, reasons for recusal, and results of voting shall be specified:

Board Meeting
Date and Term
Contents of Motions Name of Director Reasons for Recusal Results of Voting
2020.06.05
1st Extraordinary
Board Meeting of
2020
For the construction of the
K13 (Mabuchi Motor
Factory) factory building, a
joint development contract
was signed with Advanced
Semiconductor Engineering,
Inc.
Chia-Pei Chou,
Yuan-Yi Tseng,
Chien-Hua Yao
Director Chou is a Supervisor of
Advanced Semiconductor Engineering,
Inc., and Director Tseng and Director Yao
are serving their terms as the juristic
person representatives of Advanced
Semiconductor Engineering, Inc. on the
date of the meeting; they all have personal
interests concerning the content of this
proposal.
The proposal was
adopted without
objection by the
attending Directors,
except for Directors
Chou, Tseng, and Yao,
who recused and did not
participate in voting.
2020.07.13
2nd Extraordinary
Board Meeting of
2020
1. Appointment of the
General Manager.
2. Hiring of the members of
the Remuneration
Committee.
1. Chia-Pei Chou
2. Wei-Li Tso,
Hung-Lung
Hung
1. Director Chou is the General Manager
proposed to be appointed and has
personal interest concerning the content
of this proposal.
2. Director Tso and Director Hung are the
members of the Remuneration
Committee and have personal interests
concerning the content of this proposal.
1. The proposal was
adopted without
objection by the
attending Directors,
except for Director
Chou, who recused
and did not participate
in voting.
2. The proposal was
adopted without
objection by the
attending Directors,
except for Directors
Tso and Hung, who
recused and did not
participate in voting.
2020.08.07
3rd Board Meeting
of 2020
1. Set the amount of
individual remuneration for
the Directors of the
Company.
2. Set the amount of
remuneration for the
managerial officers of the
Company and its
subsidiaries.
1. Wen-Hsiang
Chien, Chia-Pei
Chou, Tu-Tsun
Wang, Yuan-Yi
Tseng,
Fang-Ying
Chen,
Chien-Hua Yao,
Ching-Chou Su
2. Wen-Hsiang
Chien, Chia-Pei
Chou,
Ching-Hua
Chen,
Fang-Ying
Chen,
Chien-Hua Yao,
Ching-Chou Su
1. Directors stated were involved in the
content of this proposal.
2. Directors stated were involved in the
content of this proposal.
1. The proposal was
adopted without
objection by the
attending Directors,
except for these
Directors recused and
did not participate in
voting.
2. The proposal was
adopted without
objection by the
attending Directors,
except for these
Directors recused and
did not participate in
voting.

22

III. TWSE/TPEx listed companies shall disclose the information on self-evaluation (or peer evaluation) of the Board of Directors, such as evaluation cycle, period, scope, method and contents:

Evaluation
cycle
Evaluation period Evaluation scope Evaluation
method
Evaluation content
Annually January 1, 2020 -
December 31, 2020
1. Board of Directors
2. Individual Board
members
3. Audit Committee
4. Remuneration
Committee
Self-evaluation 1. Performance evaluation of the Board of
Directors:
(1) Their degree of participation in the
Company's operations
(2) Improvement in the quality of
decision making by the Board of
Directors
(3) Composition and structure of the
Board of Directors
(4) Election of the Directors and their
continuing professional education
(5) Internal control
2. Self-evaluation of Board members:
(1) Execution of the Company's goals
and tasks
(2) Their understanding of Director's
responsibilities
(3) Their degree of participation in the
Company's operations
(4) Their internal relationship
management and communication
(5) Their professionalism and continuing
professional education
(6) Internal control
3. Performance evaluation of the Audit
Committee:
(1) Their degree of participation in the
Company's operations.
(2) Their understanding of the Audit
Committee's responsibilities
(3) Improvement in the quality of
decision making by the Audit
Committee
(4) Composition and member selection
of the Audit Committee
(5) Internal control
4. Performance evaluation of the
Remuneration Committee:
(1) Their degree of participation in the
Company's operations.
(2) Their understanding of the
Remuneration Committee's
responsibilities
(3) Improvement in the quality of
decision making by the
Remuneration Committee
(4) Composition and member selection
oftheRemunerationCommittee

IV. Goals for strengthening the functions of the Board (such as establishing an Audit Committee and enhancing information transparency, etc.) and evaluation of implementation for the current year and the most recent year: The Board of the Directors of the Company comprises 11 Directors (including 3 Independent Directors). In order to strengthen the professional functions of the Board and to be in line with international standards, the Company has set up an Remuneration Committee on July 13, 2017 to replace the positions of Supervisors. The Remuneration Committee currently has three members, which is composed of all Independent Directors, and all members recommend one person among them as the convener and chairman of the committee to represent the committee externally. The current convener is

23

Hung-Lung Hung, an Independent Director.

  • (II) The function of Audit Committee or supervisors' participation in the function of Board of Directors

Information on the operations of the Audit Committee

A total of 6 (A) meetings of the Audit Committee were held in the most recent year. The attendance of Independent Directors is as follows:

Title Name Attendance in
Person(B)
Attendance by
Proxy
Actual Attendance Rate
(%) (B/A)
Independent
Director
Hung-Lung
Hung
5 0 83.3
Independent
Director
Wei-Li Tso 6 0 100.0
Independent
Director
Chun-Chin Tu 6 0 100.0

Other matters to be recorded:

  • I. For matters stipulated in Article 14-5 of the Securities and Exchange Act and other matters which were not being approved by the Audit Committee but resolved by more than two-thirds of all the Directors, the Board meeting date and term, contents of motions, Audit Committee resolution, and the Company's response shall be disclosed:

  • (I) Matters stipulated in Article 14-5 of the Securities and Exchange Act:

Board Meeting
Date and Term
2020.06.05
1st
Extraordinary
Board Meeting
of 2020
2020.11.13
3rd
Extraordinary
Board Meeting
of 2020


Contents of Motions
Audit Committee
Resolution
The Company's Response

For the construction of the K13
(Mabuchi Motor Factory) factory
building, a joint development contract
was signed with Advanced
Semiconductor Engineering, Inc.
The Chairman of the
meeting consulted all
Directors in attendance, and
they voted in favor of the
resolution without
objection.
The proposal was submitted to
the Board of Directors for
resolution. The Chairman of the
meeting inquired with the
attending Directors (not
including recused Directors)
and the resolution of this
proposal was passed
unanimously.

Purchasing office space located in Yang
Sheng Financial Building.
The Chairman of the
meeting consulted all
Directors in attendance, and
they voted in favor of the
resolution without
objection.
The proposal was submitted to
the Board of Directors for
resolution. The Chairman of the
meeting inquired with the
attending Directors and the
resolution of this proposal was
passed unanimously.

(II) Except for the aforementioned matters, other resolutions which were not being approved by the Audit Committee but resolved by more than two-thirds of all the Directors: None.

24

II. Regarding recusals of Independent Directors from voting due to conflicts of interests, the names of the Independent Directors, contents of proposals, reasons for recusal, and results of voting shall be specified: No proposals are involved in conflicts of interests of Independent Directors.

Board Meeting
Date and Term
Contents of Motions Name of
Independent
Director
Reasons for Recusal Results of Voting
2020.07.13
2nd Extraordinary
Board Meeting of
2020
Hiring of the
members of the
Remuneration
Committee.
Wei-Li Tso,
Hung-Lung
Hung
Director Tso and Director Hung
are the members of the
Remuneration Committee and
have personal interests concerning
the content of this proposal.
The proposal was adopted
without objection by the
attending Directors, except for
Directors Tso and Hung, who
recused and did not participate
invoting.
  • III. Communication between the independent directors,head of internal audit, and CPAs (including the key items, methods, and results of audit of finances and operations)

  • (I) At the end of each month, the internal audit department of the Company makes available the monthly audit report and summary report of deficiency responses to each Independent Director by e-mail, and the head of internal audit regularly communicates with the Independent Directors on the audit results quarterly and make internal audit reports to the Board of Directors on a quarterly basis. In addition, if there are exceptional circumstances, the head of internal audit will also immediately report to the Independent Directors. However, there were no such exceptional circumstances in 2020. The Company's Independent Directors have maintained good communication with the head of internal audit.

  • (II) The Company's CPAs regularly report to Independent Directors the audit or review results of the quarterly financial statements, as well as other communication matters required by relevant laws and regulations. In addition, if there are exceptional circumstances, the CPAs will also immediately report to the Independent Directors. However, there were no such exceptional circumstances in 2020. The Company's Independent Directors have maintained good communication with the CPAs.

25

(III) Corporate Governance Implementation Status and Deviations from the Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies and Reasons Thereof

Evaluation Items ImplementationStatus(Note 1) ImplementationStatus(Note 1) ImplementationStatus(Note 1) Deviations from the
Corporate Governance
Best Practice Principles for
TWSE/TPEx Listed
Companies and Reasons
Thereof
Yes No Summary Description
I.
Does the company establish and disclose its
Corporate Governance Best Practice Principles based
on the Corporate Governance Best Practice Principles
for TWSE/TPEx Listed Companies?
v Although the Company has yet to formulate its Corporate Governance Best
Practice Principles, the Company has implemented the spirit of the Principles by
continuously enhancing information transparency and strengthening the exercise
of the powers and functions of the Board, and actively promoting various
corporategovernance actions.




Its establishment shall be
implemented in the future
according to relevant laws
and regulations.
II.
Shareholding structure & shareholders' rights
(I) Does the company establish and implement internal
operating procedures to deal with shareholders’
suggestions, doubts, disputes, and litigation?
(II) Does the company possess a list of its major
shareholders with controlling power as well as the
ultimate owners of those major shareholders?
(III) Does the company establish and execute a risk
management and firewall system with its affiliates?
(IV) Does the company establish internal rules against
insiders using undisclosed information to trade in
securities?
v
v
v
v
(I) The Company has a spokesperson and a deputy spokesperson to respond to
investors' questions, as well as designated personnel or stock transfer agent,
Transfer Agency Department, Fubon Securities, to handle shareholders'
proposals, inquiries and disputes. The Company will give priority to
shareholders’ equity. If lawsuits are involved, attorneys or legal personnel
will be appointed to handle the matter, as the Company always prioritizes
shareholders' rights.
(II) In addition to the analysis of equity interests based on the list of
shareholders after the book closure dates, the Company has also designated
dedicated personnel to communicate with the stock transfer agent, and
closely monitor the list of major shareholders of the Company and their
controller at all times. The Company reports the shareholding changes of
the Company’s insiders and major shareholders to the competent authority
according to statutory requirements.
(III) The Company has formulated the "Regulations on Transactions between
Group Companies, Specific Companies, and Related Parties," "Regulations
on the Supervision of Reinvestment Businesses of which the Company Has
Controlling Ability" and the "Regulations on Supervision and Management
to Subsidiaries" to establish appropriate risk control mechanisms and
firewalls.
(IV) The Company has formulated "Procedures for the Prevention of Insider
Trading," which prohibits company insiders from using undisclosed
information on the market to buy and sell securities.
(I) Compliance with the
Principles
(II) Compliance with the
Principles
(III) Compliance with the
Principles
(IV) Compliance with the
Principles

26

Evaluation Items ImplementationStatus(Note 1) ImplementationStatus(Note 1) ImplementationStatus(Note 1) Deviations from the
Corporate Governance
Best Practice Principles for
TWSE/TPEx Listed
Companies and Reasons
Thereof
Yes No Summary Description
III.
Composition and Responsibilities of the Board of
Directors
(I) Does the Board of Directors develop and implement a
diversity guideline for the composition of its
members?
(II) Does the company voluntarily establish other
functional committees in addition to the
legally-required Remuneration Committee and Audit
Committee?
(III) Does the company establish standards and methods to
evaluate the performance of the Board of Directors,
conduct the evaluation annually and regularly, report
the results of evaluations to the Board of Directors,
and use them as a reference for individual directors'
remuneration and nomination and reappointment?
v
v
v (I) The Company has 11 Directors, including 3 Independent Directors in 2020.
Among the members of the Board, there are 2 women who are the general
Directors and 2 women who are Independent Directors; there are 6
Directors who concurrently serves as employees. In terms of age, there are
4 Directors aged between 70 and 79, 5 Directors aged between 60 and 69,
and 2 Directors aged between 50 and 59. The professional knowledge and
skills of Board members cover industrial engineering, civil engineering,
electrical engineering, accounting, law, management and finance, and they
have a diverse background in the industry, academia, and learned societies.
They can give professional opinions from different perspectives and help
improve the Company’s operating performance and management efficiency
greatly.
(II) The Company currently has a Remuneration Committee and an Audit
Committee following legal requirements, and has not established other
functional committees.
(III) The Company has formulated the Regulations Governing the Evaluation of
the Performance of the Board of Directors, and conducts one annual Board
performance evaluation of the previous year in the first quarter of each year.
The method of evaluation includes using the "Board of Directors
Performance Self-Evaluation Questionnaire," the "Board Members
Self-Assessment Questionnaire," and the "Audit Committee Performance
Evaluation Questionnaire" and the "Remuneration Committee Performance
Evaluation Questionnaire" are also distributed for evaluation (Please refer
to page23 of this annual report for the major dimensions to be evaluated).
Regarding the performance evaluation of the Company's Board of Directors
and functional committees in 2020, the overall operation was rated from
good to excellent. The evaluation results were reported to the Board of
Directors and used as a reference for the remuneration and nomination for
the reappointment of individual directors.


(I) Compliance with the
Principles
(II) Its establishment shall
be implemented in the
future according to
relevant laws and
regulations.
(III) Compliance with the
Principles

27

Evaluation Items ImplementationStatus(Note 1) ImplementationStatus(Note 1) ImplementationStatus(Note 1) Deviations from the
Corporate Governance
Best Practice Principles for
TWSE/TPEx Listed
Companies and Reasons
Thereof
Yes No Summary Description
(IV) Does the company regularly evaluate the
independence of the CPAs?
v (IV) The Board of Directors of the Company regularly evaluates the
independence of the CPAs annually and, through the investigation of the
Company's stock agency, the Company confirms that the CPAs do not hold
any shares of the Company, they do not hold any position in the Company
and have no other financial interests and business relationship with the
Company. A statement from the accounting firm about the role,
responsibilities and independence of the certified public accountants has
been obtained bythe Company.
(IV) Compliance with the
Principles
IV.
Does the company appoint adequate persons and a
chief governance officer to be in charge of corporate
governance matters (including but not limited to
providing directors and supervisors required
information for business execution, assisting
directors and supervisors in following laws and
regulations, handling matters in relation to the Board
meetings and shareholders' meetings and keeping
minutes at the Board meetings and shareholders'
meetings according to law)?
v Even though the Company has not established a head of corporate governance,
the Finance Department is responsible for the promotion of corporate
governance affairs on a part-time basis. The convener of these affairs is the
Assistant General Manager of the Finance Department, with the following duties
and responsibilities:
1. Providing information required for the Directors and Independent Directors to
conduct business.
2. Inquiring the opinions of the directors prior to a board meeting for the purpose
of planning and drafting the meeting agenda, and notify all the directors of the
meeting at least 7 days before the meeting and provide them with appropriate
information regarding the meeting so that the Directors may be aware of the
proposals. In addition, meeting minutes shall be provided to the Directors after
the meeting.
3. Registering the date of the shareholders' meeting annually as required by the
law, preparing and filing meeting notice, handbook and minutes within the
prescribed period, and filing for change of information when the Articles of
Incorporation is amended or after a re-election of directors,if any.


The establishment of head
of corporate governance
shall be implemented in the
future according to
relevant laws and
regulations.
V.
Does the company establish communication channels
and a dedicated section on the company website for
stakeholders (including but not limited to
shareholders, employees, customers, and suppliers) to
respond to material corporate social responsibility
issues in aproper manner?

v
The Company has established a spokesperson and a deputy spokesperson to
handle related matters, and has set up a special web pages for the stakeholders
on the Company's website, and will appropriately respond to important corporate
social responsibility issues of concern to the stakeholders.
Website of special web pages for the stakeholders:
http://mis281.wixsite.com/asehcc/branding-strategy



Compliance with the
Principles

28

Evaluation Items ImplementationStatus(Note 1) ImplementationStatus(Note 1) ImplementationStatus(Note 1) Deviations from the
Corporate Governance
Best Practice Principles for
TWSE/TPEx Listed
Companies and Reasons
Thereof
Yes No Summary Description
VI.
Does the company appoint a professional shareholder
service agencyto deal with shareholder affairs?

v
The Company has appointed Transfer Agency Department, Fubon Securities to
handle the affairs concerningthe shareholders' meeting.

Compliance with the
Principles
VII. Information disclosure
(I) Does the company have a website to disclose the
financial operations and corporate governance status?
(II) Does the company have other information disclosure
channels (e.g. building an English website, appointing
designated people to handle information collection and
disclosure, creating a spokesman system, and making
the process of investor conferences available on the
corporate website)?
(III) Does the company publicly announce and file the
annual financial reports within two months after the
close of the given fiscal year and publicly announce
and file the first, second, and third quarterly financial
reports and the operation of each month ahead of the
required deadline?

v
v
v (I) The Company discloses its financial business information on its website
and discloses other related information on MOPS.
Website of the special pages for the Company's investors:
http://mis281.wixsite.com/asehcc/new-page-3
(II) The Company has assigned dedicated personnel to take charge of
information collection and disclosure in accordance with regulatory
requirements, as it aims to provide information that affect shareholders and
stakeholders' decisions in a timely manner. Also, the spokesperson system
has been implemented in accordance with relevant laws and regulations.
(III) The Company has yet to achieve this goal.
(I) Compliance with the
Principles
(II) Compliance with the
Principles
(III) Its execution shall be
implemented in the
future according to
relevant laws and
regulations.
VIII. Is there any other important information to facilitate a
better understanding of the Company's corporate
governance practices (including but not limited to
employee rights, employee wellness, investor
relations, supplier relations, stakeholder rights,
Directors' and Supervisors' training records,
implementation of risk management policies and risk
evaluation measures, implementation of customer
policies, and participation in liability insurance by
Directors and Supervisors)?

v
1. Employee rights: Please refer to page64 of this annual report in the section of
labor relations.
2. Caring for employees: The Company has established a welfare system that
provides stability for employees' lives and a sound education and training
system to build good relations with employees based on mutual trust and
reliance.
3. Investor relations: The Company has set up dedicated personnel to handle
suggestions from shareholders.
4. Supplier relations: The Company has always maintained good relations with
suppliers.
5. Stakeholders: Stakeholders are able to engage with the Company and give
suggestions to the Company to ensure that their legitimate interests are
protected.
6. Continuingeducation of the Directors and Supervisors: Please refer to
Compliance with the
Principles

29

Evaluation Items ImplementationStatus(Note 1) ImplementationStatus(Note 1) ImplementationStatus(Note 1) Deviations from the
Corporate Governance
Best Practice Principles for
TWSE/TPEx Listed
Companies and Reasons
Thereof
Yes No Summary Description
Table 1.
7. Implementation of risk management policies and assessment standards: Please
refer to page207 of this annual report.
8. Implementation of customer policies: The Company provides customers with
comprehensive information, technology and value-added services. Meanwhile,
the Company strives to reduce costs so as to achieve the goal of profit sharing.
9. Purchase of liability insurance for Directors and Supervisors: The Company
has purchased liability insurance for Directors since 2019 with renewal every
year for an amount of US$10 million. The principal terms of the insurance
policy for the last renewal period (June 30, 2020 - June 30, 2021) were
reported at the Board of Directors meetingon July13,2020.
IX.
Please explain the improvements made in accordance with the Corporate Governance Evaluation results released by the Taiwan Stock Exchange’s Corporate Governance
Center, and provide the priorities and plans for improvement with items yet to be improved.
Improvements which have been made:
1. The Board of Directors has adopted the Performance Evaluation Method for the Board of Directors, and the Company has conducted the annual performance evaluation of 2020
in the beginning of 2021; the results have submitted to the first regular Board of Directors meeting in 2021.
2 The amendment to the Company's Articles of Incorporation has been approved, and all elections of Directors will adopt a candidate nomination system.
Improvements which have not been made:
1 The Company will appoint a Corporate Governance Officer to be responsible for related corporate governance affairs and disclose the scope of functional authority, key business
implementation items, and continuing education on the Company's website and annual report.
2. In order to enhance each Director’s expertise in operational judgment, accounting and financial analysis, operation management, crisis management, industry knowledge,
international market perspective, leadership and decision-making, the Company will actively arrange further professional training courses for all Directors in coordination with
their schedules.

30

Table 1: Training of the Company's Directors from the most recent year to the date of publication of this Annual Report:

Name Date of Training Training Institution Course Name Training
Hours
Fang-Ying
Chen
2020.11.03 Taiwan Accounting Research and Development Foundation Analysis of Policy of "Assisting Companies in Enhancing the
Ability to Prepare Financial Reports" and Internal Control
Practices
6
2020.11.25 Taiwan Accounting Research and Development Foundation Analysis of the Latest Corporate Governance Policies and the
Establishment ofCorporateGovernance Personnel
6
Hung-Lung
Hung
2020.09.22 Taiwan Stock Exchange Corporation Corporate Governance 3.0: Sustainable Development Road Map
Summit Forum
3
2020.12.17 TaiwanCorporateGovernance Association CorporateGovernance and Regulatory Compliance 3
Wei-Li Tso 2020.07.22
TaiwanCorporateGovernance Association Competition for Management Rights andCase Analysis 3
2020.09.11 Taiwan Corporate Governance Association Case Study of Corporate Governance: Corporate Culture and
Shareholder Activism
3
2020.12.02 TaiwanCorporateGovernance Association The 16thCorporateGovernanceSummit Forum 6
Chun-Chin
Tu
2020.09.30 Securities and Futures Institute Practice Studies for Directors, Supervisors (including Independent
Directors), and Corporate Governance Officers
3
2020.10.14 Securities and Futures Institute 2020 Policy Announcement & Briefing on the Prevention of
Insider Trading and Equity Transfer by Insiders
3

31

(VI) Composition, Responsibilities and Operation of the Remuneration Committee:

(1) Information on the members of the Remuneration Committee

Title
(Note 1)
Criteria
Name

Meeting One of the Following Professional
Qualification Requirements, Together with
At Least Five Years of Work Experience

Meeting One of the Following Professional
Qualification Requirements, Together with
At Least Five Years of Work Experience

Meeting One of the Following Professional
Qualification Requirements, Together with
At Least Five Years of Work Experience

Independence
Criteria
(Note 2)

Independence
Criteria
(Note 2)

Independence
Criteria
(Note 2)

Independence
Criteria
(Note 2)

Independence
Criteria
(Note 2)

Independence
Criteria
(Note 2)

Independence
Criteria
(Note 2)

Independence
Criteria
(Note 2)

Independence
Criteria
(Note 2)

Independence
Criteria
(Note 2)
Number of
Other Public
Companies in
Which the
Individual is
Concurrently
Serving as a
Remuneration
Committee
Member
Remark
.
An instructor
or higher
position in a
department of
commerce,
law, finance,
accounting,
or other
academic
department
related to the
business
needs of the
Company in a
public or
private junior
college,
college or
university


A judge,
public
prosecutor,
attorney,
Certified
Public
Accountant, or
other
professional or
technical
specialist who
has passed a
national
examination
and been
awarded a
certificate in a
profession
necessary for
the business of
the Company



Having work
experience
in the areas
of
commerce,
law, finance,
or
accounting,
or otherwise
necessary for
the business
of the
Company


1
2 3 4 5 6 7 8 9 10
Independent
Director
Wei-Li Tso v v v v v v v v v v v -
Independent
Director
Hung-Lung
Hung
v v v v v v v v v v v v -
Other Hsin, Tai v v v v v v v v v v v -
  • Note 1: For the title, please fill in director, independent director, or others.

Note 2: Please check “✓” the corresponding boxes if the members meet the following conditions during the two years prior to the nomination and during the term of office.�

  • (1) Not an employee of the Company or any of its affiliates.

  • (2) Not a director or supervisor of the Company or any of its affiliates. Except for an independent director appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, the Company and its parent or subsidiary or a subsidiary of the same parent.

  • (3) Not a natural-person shareholder who holds shares, together with those held by the person’s spouse, minor children, or held by the person under others’ names, in an aggregate amount of 1% or more of the total number of outstanding shares of the Company or ranking in the top 10 in holdings.

  • (4) Not a spouse, relative within the second degree of kinship, or lineal relative within the third degree of kinship, of the manager listed in (1) or any person listed in (2) and (3).

  • (5) Not a director, supervisor, or employee of an institutional shareholder that directly holds 5% or more of the total number of issued shares of the Company, or that ranks among the top 5 in shareholdings, or that designates its representative to serve as a director or supervisor of Aurora under Paragraph 1 or 2, Article 27 of the Company Act (except for an independent director appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, the Company and its parent or subsidiary or a subsidiary of the same parent).

  • (6) Not a director, supervisor or employee of a company controlled by the same person who has shares over half of the Company's director seats or voting rights (except for an independent director appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, the Company and its parent or subsidiary or a subsidiary of the same parent).

  • (7) Not a director, supervisor, or employee of another company or institution who, or whose spouse, is a chairman, president, or person holding an equivalent position of the Company (except for an independent director appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, the Company and its parent or subsidiary or a subsidiary of the same parent).

  • (8) Not a director (governor), supervisor, managerial officer, or shareholder holding 5% or more of the shares,

32

of a specified company or institution that has a financial or business relationship with the Company. However, the aforementioned does not apply to the specified company or institution holding 20% or more and no more than 50% of the total number of issued shares of the public company and the independent directors appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, a public company and its parent or subsidiary or a subsidiary of the same parent.

  • (9) Not a professional individual, sole proprietorship, partnership, owner of a company or institution, partner, director (governor), supervisor, managerial officer or spouse thereof that provides auditing service for the Company or any of its affiliates, or provides commercial, legal, financial, or accounting service with cumulative remuneration less than NT$500,000 in the past two years. However, this does not apply in cases where members of the Remuneration Committee, the Review Committee for Public Tender Offer or the Special Committee for Mergers and Acquisitions perform their functions in accordance with the Securities and Exchange Act or the Business Mergers and Acquisitions Act.

  • (10) Not having been involved in any circumstances stipulated in Article 30 of the Company Act.

  • (2) Information on the Operations of the Remuneration Committee

  • A. There are a total of 3 members in the Remuneration Committee.

  • B. The term for the current Remuneration Committee: From July 13, 2020 to July 12, 2023. A total of 2 (A) Remuneration Committee meetings were held in the most recent year. The attendance record of the Remuneration Committee members is as follows:

Title Name Attendance in
Person (B)
Attendance by
Proxy
Actual Attendance Rate (%)
(B/A) (Note 1)
Remark
Convener Wei-Li Tso 2 0 100%
Committee
Member
Hung-Lung
Hung
2 0 100%
Committee
Member
Hsin, Tai 2 0 100%
Other matters to be recorded:
I
If the Board of Directors refuses to adopt or amends a recommendation of the Remuneration Committee, the date
of the meeting, session, content of the motion, resolution by the Board of Directors, and the company’s response to
the Remuneration Committee’s opinion (e.g., if the remuneration passed by the Board of Directors exceeds the
recommendation of the Remuneration Committee, the circumstances and cause for the difference shall be
specified): None.
II
If there are resolutions of the Remuneration Committee to which members object or express reservations, and for
which there is a record or declaration in writing, the date of the meeting, session, content of the motion, all
members'opinions and the response to members’opinion shall be specified: None.
Date
Contents of Motions
Opinions of all member and the
Company's handling of members'
opinions
The 5th Meeting of the 3rd
Remuneration Committee March
6, 2020
Setting the Director's
remuneration from the
Company's distribution of
earnings of 2019.
All members in attendance voted in
favor of the resolution without
objections
The 6th Meeting of the 3rd
Remuneration Committee
August 7, 2020
1. Setting the amount of
individual remuneration for
the Directors of the
Company of 2019.
2. Setting the amount of
employee bonuses for the
managerial officers of the
Company and its
subsidiaries.
1. All members in attendance voted in
favor of the resolution without
objections
2. All members in attendance voted in
favor of the resolution without
objections

33

(V) Implementation of Corporate Social Responsibility and Deviation from the Corporate Social Responsibility Best Practice Principles for the TWSE/TPEx Listed Companies and reasons thereof:

Evaluation Items ImplementationStatus(Note 1) ImplementationStatus(Note 1) ImplementationStatus(Note 1) Deviations from the Corporate Social
Responsibility Best Practice Principles for
TWSE/TPEx Listed Companies and
Reasons Thereof
Yes No Summary Description (Note 2)
I
Does the company assess Environmental, Social and
Governance (ESG) risks associated with its operations
based on the principle of materiality, and establish related
risk management policies or strategies?
v Although the Company has not formulated its
Corporate Social Responsibility Best Practice
Principles, it has long attached great importance to
corporate social responsibility and incorporated ESG
factors into the Company's management policies and
operatingactivities.
Its execution shall be implemented in the
future according to relevant laws and
regulations.
II
Has the company established an exclusive (or concurrent)
business unit authorized by the Board to be in charge of
proposing the corporate social responsibility policies and
reporting to the board?
v The Company has not yet established any exclusively
(or concurrently) responsible unit.
Its execution shall be implemented in the
future according to relevant laws and
regulations.
III Environmental issues
(I) Has the Company established an environmental
management system designed to industry characteristics?
(II) Does the company endeavor to utilize all resources more
efficiently and use renewable materials that have low
impact on the environment?
(III) Has the Company evaluate d the current and future
potential risks and opportunities of climate change, and
adopted countermeasures related to climate issues?
v
v
v (I) The Company has not yet formulated a relevant
system.
(II) The Company is committed to promoting recycle
and reuse of photocopying paper, and encourages
employees to use e-mail to communicate in order
reduce the environmental impact by using less
paper.
(III) Based on the long-term development interests of
the country, environmental protection and
economic development, the Company regulates the
activities of project development according to the
environmental impact assessment regulations and
considers environmental factors at the planning
stage to achieve the goal of sustainable economic
development. In terms of construction site
management, active measures such as air pollution
prevention and control, water pollution prevention
and control,construction site waste reduction and

(I) Its execution shall be implemented in
the future according to relevant laws
and regulations.
(II) Compliance with the Principles.
(III) Compliance with the Principles.

34

Evaluation Items ImplementationStatus(Note 1) ImplementationStatus(Note 1) ImplementationStatus(Note 1) Deviations from the Corporate Social
Responsibility Best Practice Principles for
TWSE/TPEx Listed Companies and
Reasons Thereof
Yes No Summary Description (Note 2)
(IV) Does the Company collect data for greenhouse gas
emissions, water usage and waste quantity in the past two
years, and set energy conservation, greenhouse gas
emissions reduction, water usage reduction and other waste
management policies?
v removal, etc., are carried out to reduce
environmental pollution.
(IV) Although the Company did not calculate the total
amount of greenhouse gas emissions, water
consumption and total weight of waste disposal for
the past two years, the operating sites adjusted the
time and temperature of air-conditioning in a
timely manner, LED light tubes with less
electricity consumption were used, and water and
electricitysavingwaspromoted.

(IV) Its execution shall be implemented in
the future according to relevant laws
and regulations.
IV Social issues
(I) Does the company formulate appropriate management
policies and procedures according to relevant regulations
and the International Bill of Human Rights?
(II) Has the company formulated and implemented reasonable
employee welfare measures (including remuneration, rest
and annual leave, and other benefits), and appropriately
reflected the operating performance or achievements in the
employee remuneration?
(III) Does the company provide a healthy and safe work
environment and organize health and safety training for its
employees on a regular basis?
v
v
v
(I) The Company covers Labor Insurance and
National Health Insurance for employees in
accordance with various relevant laws and
regulations, and contributes to labor retirement
schemes to ensure labor rights. In addition, the
Company offers group insurance for all
employees. The Company respects internationally
recognized basic labor and human rights principles
The hiring, dismissal, and remuneration of
employees are processed in accordance with the
Company's internal control systems and
management regulations to protect employees'
basic rights interests.
(II) The Company has formulated and implemented
reasonable employee benefit measures. Please
refer to the description of employee benefit
policies on page 64 of this annual report.
(III) The Company provides a safe and healthy working
environment:
1. The Company has access control and
monitoring system to ensure the safety of
employees.
2. The Companyhas commissionedprofessional

(I) Compliance with the Principles.
(II) Compliance with the Principles.
(III) Compliance with the Principles.

35

Evaluation Items ImplementationStatus(Note 1) ImplementationStatus(Note 1) ImplementationStatus(Note 1) Deviations from the Corporate Social
Responsibility Best Practice Principles for
TWSE/TPEx Listed Companies and
Reasons Thereof
Yes No Summary Description (Note 2)
(IV) Does the company establish effective career development
and training plans for its employees?
(V) Does the company's product and service comply with
related regulations and international rules for customers'
health and safety, privacy,sales,labelingand setpolices to
v
v
fire prevention institutions to conduct regular
fire safety equipment tests.
3. Regular renewal of drinking water equipment
and replacement of filters to ensure the hygiene
and quality of drinking water.
4. Cleaning of the office space is outsourced for
dedicated management and regular disinfection.
5. To embellish the working environment and
improve air quality, green plants are regularly
replaced every month.
6. Helmets and safety shoes are mandatory when
entering the construction sites, and workplace
safety regulations must be followed.
7. The Company provides regular health checkup
to employees.
8. The Company holds lectures on environmental
safety and health from time to time.
9. Air purifier and dehumidifier are put in the
office to purify the air and maintain optimal
humidity in order to provide a healthy and
comfortable working environment for the
employees.
(IV) The Company encourages employees to participate
in external professional training to enrich their
working skills and for career development
purposes. The Company also provides subsidies to
employees for training courses in accordance with
the Guidelines on Educational Training Incentive
of the Employee Welfare Committee.
(V) The Company's marketing and labeling of products
and services follow relevant laws and regulations
as well as international standards. Also,the



(IV) Compliance with the Principles.
(V) Compliance with the Principles.

36

Evaluation Items ImplementationStatus(Note 1) ImplementationStatus(Note 1) ImplementationStatus(Note 1) Deviations from the Corporate Social
Responsibility Best Practice Principles for
TWSE/TPEx Listed Companies and
Reasons Thereof
Yes No Summary Description (Note 2)
protect consumers' rights and consumer appeal procedures?
(VI) Does the company formulate and implement supplier
management policies that require suppliers to follow
relevant regulations on environmental protection,
occupational safety and health or labor human rights?
v Company maintains good communication channels
with customers, and provide transparent and
effective handling procedures for customer
complaints and after-sales services for our
products and services.
(VI) The Company has not yet established relevant
provisions in the supplier contracts. However, in
order to maintain the legitimate rights and interests
of its suppliers, if the supplier violates the
corporate social responsibility policies and cause
damages to the rights of the Company, the
Company may terminate the cooperative
relationshipat anytime.

(VI) Its execution shall be implemented in
the future according to relevant laws
and regulations.
V.
Does the company refer to internationally-used standards or
guidelines for the preparation of reports such as CSR
reports to disclose non-financial information? Are the
aforementioned reports certified or assured by a third-party
accreditation body?
v The Company has not yet compiled any corporate social
responsibility report.

Its execution shall be implemented in the
future according to relevant laws and
regulations.
VI. If the Company has established corporate social responsibility best practice principles based on the Corporate Social Responsibility Best Practice Principles for TWSE/TPEx
Listed Companies, please describe the implementation and any deviations from the Principles: The Company has not yet established its Corporate Social Responsibility Best
Practice Principles.
VII. Other important information to facilitate a better understanding of corporate social responsibility practices:
1. Environmental protection: Responding to the government’s resource recycling policy, the Company implements sorting of waste, as well as reduces the use of disposable
utensils such as paper cups and disposable tableware so as to avoid waste of resources and achieve the goals of preventing environmental pollution and making use of
resources effectively.
2. Community participation, social contribution, social services and social welfare: The Company continues to provide quality and convenient residential real estate properties
to improve the quality of life for the citizens. In addition to focusing on consumer rights, human rights and safety and health issues, we also put much emphasis on corporate
social responsibility.
VIII. If the Company's CSR reports have been verified byexternal certification institutions,a detailed account shall begiven: None.

37

(VI) Implementation of Corporate Social Responsibility and Deviation from the Corporate Social Responsibility Best Practice Principles for the TWSE/TPEx Listed Companies and reasons thereof:

Evaluation Items Implementation Status (Note 1) Implementation Status (Note 1) Implementation Status (Note 1) Deviations from the Ethical
Corporate Management Best
Practice Principles for
TWSE/TPEx Listed Companies
and Reasons Thereof
Yes No Summary Description
I.
Establishment of ethical corporate management
policies and programs
(I) Does the company establish the ethical corporate
management policies approved by the Board of
Directors and declare its ethical corporate
management policies and procedures in its
guidelines and external documents, as well as
the commitment from its Board to implement the
policies?
(II) Does the Company establish an evaluation
mechanism for the risk of unethical conduct that
regularly analyzes and evaluates business
activities with higher risks of unethical conduct
in the business scope? Does the Company
formulate a plan to prevent unethical conducts,
which at least covers the precautionary measures
prescribed in Paragraph 2 of Article 7 of the
Ethical Corporate Management Best Practice
Principles for TWSE/TPEx Listed Companies?
(III) Does the Company establish relevant policies
which are duly enforced to prevent unethical
conduct and provide implementation procedures,
guidelines, disciplinary actions for violation of
rules and complaint procedures in such policies?




v
v
v (I) Although the Company has not established policies
concerning ethical corporate management at present,
the Company has complied with relevant laws and
regulations and actively implemented ethical corporate
management. In the future, if there are laws and
regulations which mandate their establishment or there
are actual necessary considerations, these policies will
be established depending on the situation then.
(II) The work rules of the Company stipulate that
employees shall not accept bribes or attempt to obtain
personal gains in carrying out their duties, and shall not
take advantage of their positions for themselves or
others, in the hopes of putting an end to unethical
conduct, which may bring great impact on business
relations or trade behaviors.
(III) Work rules for employees are established to prevent the
occurrence of unethical conduct, and education and
training for new employees are implemented to
promote the concept of ethical business operation of the
Company.

(I) Its execution shall be
implemented in the future
according to relevant laws
and regulations.
(II) Compliance with the
Principles.
(III) Compliance with the
Principles.
II.
Fulfillment of ethical corporate operation
(I) Does the company evaluate its business partners'
ethical records and include ethics-related clauses
in the business contracts signed with the
counterparties?
v (I) When entering into contracts with other parties, the
Company fully reviews the business operations of the
counterparties and includes the ethical corporate
management policies in business contracts.
(I) Compliance with the
Principles.

38

Evaluation Items Implementation Status (Note 1) Implementation Status (Note 1) Implementation Status (Note 1) Deviations from the Ethical
Corporate Management Best
Practice Principles for
TWSE/TPEx Listed Companies
and Reasons Thereof
Yes No Summary Description
(II) Has the company established an exclusive (or
concurrent) business unit, which is supervised by
the Board and is exclusively or concurrently
dedicated to business ethics and integrity and
prevention of violation of such ethics and
integrity, and report to the Board on its
implementation status regularly (at least
annually)?
(III) Does the company establish policies to prevent
conflicts of interest, provide appropriate
communication channels, and implement them
accordingly?
(IV) Has the company established an effective
accounting system and internal control system
for the implementation of ethical corporate
management, and that the internal audit unit
evaluates whether unethical conduct takes place
(Note) and deviations from the Ethical Corporate
Management Best Practice Principles for
TWSE/TPEx Listed Companies and reasons
thereof, states the evaluation results of risk of
unethical conduct, and formulates relevant audit
plans and check the compliance status with the
plan to prevent unethical conduct accordingly, or
entrust CPAs to perform the audit?



v
v
v (II) The Company has not yet established any exclusive (or
concurrent) business unit dedicated to ethical business
operation.
(III) The Company's Rules for Procedure for Board of
Directors Meetings clearly states that Directors should
excuse himself or herself in relation to matters in which
they themselves or any juristic person which they
represent have personal interests. If the matter is
harmful to the Company's interests, it shall be properly
explained by the Directors and they shall answer
questions related to the matter at the Board meeting.
The Director shall recuse themselves from discussion
and voting, nor shall they vote on behalf of another
Director in this regard.
(IV) The Company has a strict accounting system and a
dedicated accounting unit. The financial reports are
audited or reviewed by the certified public accountants
to ensure the fairness of financial information
disclosure. The internal auditors conduct regular/ad hoc
audits in accordance with the statutory and operational
requirements and report to the Audit Committee and the
Board of Directors in order to implement the internal
control system.

(II) Its execution shall be
implemented in the future
according to relevant laws
and regulations.
(III) Compliance with the
Principles.
(IV) Compliance with the
Principles.

39

Evaluation Items Implementation Status (Note 1) Implementation Status (Note 1) Implementation Status (Note 1) Deviations from the Ethical
Corporate Management Best
Practice Principles for
TWSE/TPEx Listed Companies
and Reasons Thereof
Yes No Summary Description
(V) Does the company regularly hold internal and
external training on ethical corporate
management?
v (V) The Company has not yet regularly held internal and
external training on ethical corporate management.
(V) Its execution shall be
implemented in the future
according to relevant laws
and regulations.
III. Operation of the whistle-blowing system
(I) Does the company establish both a
reward/whistle-blowing system and convenient
whistle-blowing channels? Are appropriate
personnel assigned to the accused party?
(II) Does the company establish standard operating
procedures for the investigation of reported
incidents, follow-up actions after the completion
of investigation, and relevant confidentiality
mechanisms?
(III) Does the company provide protection for
whistle-blowers against receiving improper
treatment?
v Although the Company has not yet established a
whistle-blowing and reward system, the Company attaches
great importance to the promotion of ethical values within
the Company, and encourages employees to report to the
managerial officers, Directors or other appropriate personnel
when they suspect or discover any violation of laws and
regulations or the Company's rules.
Its execution shall be
implemented in the future
according to relevant laws and
regulations.
IV. Enhancing disclosure of ethical corporate
management information
(I) Does the company disclose the ethical corporate
management policies and the results of its
implementation on the company website and
MOPS?
v The Company has not yet disclosed information related to
ethical corporate management on its website.
Its execution shall be
implemented in the future
according to relevant laws and
regulations.
V.
If the Company has established ethical corporate management best practice principles based on the Ethical Corporate Management Best Practice Principles for
TWSE/TPEx Listed Companies, please describe the implementation and any deviations from the Principles: The Company has not yet established its Ethical
Corporate Management Best Practice Principles.
VI. Other important information to facilitate a better understanding of ethical corporate management (e.g., review of and amendments to ethical corporate
management best practice principles): Not applicable.

Note: Whether ticking "Yes" or "No" in the operation status column, its operation status should be specified in the Summary Description column.

40

  • (VII) Please disclose access to the Company's Corporate Governance Best Practice Principles and related rules and regulations, if any:

  • The Company established the Rules of Procedure for Shareholders' Meetings, Rules of Procedure for Board Meetings, Rules for Election of Directors, Organization Charter of Remuneration Committee, and Organization Charter of Audit Committee.

  • Relevant regulations are disclosed in the annual report and the shareholders' meeting handbook, which are available on the following websites. MOPS (https://mops.twse.com.tw/mops/web/index)

The Company's Website (http://www.asehcc.com.tw)http://www.asehcc.com.tw/

(VIII) Other information enabling better understanding of the Company's corporate governance: None.

41

  • (IX) The following items concerning the implementation status of internal control shall be disclosed:

  • Statement on Internal Control System

Hung Ching Development & Construction Co., Ltd.

Statement on Internal Control System

Date: March 5, 2021

The Company’s internal control system in 2020, based on the results of the self-assessment, is hereby declared as follows:

  • I. The Company is well aware that the establishment, implementation and maintenance of the internal control system are the responsibilities of the Board of Directors and managerial officers of the Company and has thus established the system. Its purpose is to reasonably ensure that operational effectiveness and efficiency (including income, performance, and asset safety) and that reporting are reliable, timely, and transparent, as well as to reasonably assure compliance with relevant regulations and laws.

  • II. An internal control system has its inherent limitations. No matter how perfectly designed, an effective internal control system can provide only reasonable assurance of accomplishing its three aforementioned objectives. Moreover, the effectiveness of an internal control system may be subject to changes due to changes in surroundings and conditions. Nevertheless, the internal control system contains self-monitoring mechanisms, and the Company will take immediate remedial actions in response to any identified deficiencies.

  • III. The Company judges the effectiveness of design and implementation of the internal control system based on the criteria provided in the "Regulations Governing the Establishment of Internal Control Systems by Public Companies" (hereinafter referred to as the "Regulations"). The criteria adopted by the Regulations identify five components of internal control based on the process of management control: 1. control environment; 2. risk assessment; 3. control activities; 4. information and communication; and 5. monitoring operations. Each key component includes several items. Please refer to the Regulations for the aforementioned items.

  • IV. The Company has evaluated the effectiveness of the design and implementation of the internal control system pursuant to the Regulations.

  • V. Based on the results of the determination in the preceding paragraph, the Company is of the opinion that, as of December 31, 2020, the internal control system (including the supervision and management of subsidiaries), including the design and implementation of the internal control system relating to the effectiveness and efficiency of the operations, reliability, timeliness, and transparency of reporting, and compliance with applicable laws and regulations, is effective and can reasonably assure the achievement of the foregoing goals.

  • VI. This statement will be an integral part of the Company's annual report and prospectus and made public. Any falsehood, concealment, or other illegality in the aforementioned content made public will entail legal liability under Articles 20, 32, 171, and 174 of the Securities and Exchange Act.

42

  • VII. This statement was adopted by the Board of Directors in the meeting held on March 5, 2021, with none of the nine attending Directors expressing dissenting opinions, and the remainder all affirming the contents of the statement.

Hung Ching Development & Construction Co., Ltd.

Chairman: Wen-Hsiang Chien

General Manager: Chia-Pei Chou

  1. If a CPA has been hired to implement a special audit of the internal control system, the CPA audit report shall be disclosed: None.

  2. (X) Penalties imposed upon the Company and its employees according to law, penalties imposed by the Company upon employees for the violation of the internal control system policy, principal deficiencies, and improvement status during the most recent fiscal year up to the date of publication of the annual report: None.

  3. (XI) Major resolutions of shareholders' meeting and Board meetings during the most recent fiscal year up to the date of publication of the annual report:

  4. Major Resolutions of Shareholders' Meeting

Date Major Resolutions Implementation Status
2020.06.18 1. Adoption of the Company's 2019 Business Report
and Financial Statements.
1. Resolution has been
announced in accordance
with Article 230 of the
CompanyAct.
2. Adoption of the proposal of earnings distribution of
2019.
2. September 2, 2020 was set as
the ex-dividend date and
September 18, 2020 the
issuance date of cash
dividend.
3. Adoption of the amendment to the Articles of
Incorporation.
3. Approved by the Ministry of
Economic Affairs on July 20,
2020.
4. Adoption of the amendment to the Company's
"Procedures for Endorsements and Guarantees."
4. The proposal is adopted and
has been implemented
accordingto the resolution.
5. Adoption of the authorization to the Board of
Directors to select one or a combination of options or
a combination of domestic issuance of common
stocks by cash capital increase, issuance of common
stock by cash capital increase to participate in the
issuance of overseas depository receipts, or the
issuance of domestic and foreign convertible
corporate bonds to raise funds at the appropriate
5. As of the date of publication
of the annual report, the
proposal has not been
implemented.

43

time.
6. Election of the 12th directors and Independent
Directors.
The list of elected directors is as follows:
Directors: Wen-Hsiang Chien, Tu-Tsun Wang,
Chia-Pei Chou, Advanced Semiconductor
Engineering, Inc. Representative Yuan-Yi Tseng,
Advanced Semiconductor Engineering, Inc.
Representative Ching-Chou Su, Shao Chang
Investment Co., Ltd. Representative Ching-Hua
Chen, Fang-Ying Chen, Chien-Hua Yao
Independent Directors: Wei-Li Tso, Hung-Lung
Hung,Chun-Chin Tu
6. The newly elected Directors
assumed office on July 13,
2020.
7. Adoption of the waiver of non-competition clauses
for newly elected Directors and their representatives.
List of Directors whose non-competition clauses
have been waived:
Directors: Wen-Hsiang Chien, Tu-Tsun Wang,
Chia-Pei Chou, Advanced Semiconductor
Engineering, Inc. Representative Yuan-Yi Tseng,
Advanced Semiconductor Engineering, Inc.
Representative Ching-Chou Su, Shao Chang
Investment Co., Ltd. Representative Ching-Hua
Chen, Fang-Ying Chen, Chien-Hua Yao
Independent Directors: Wei-Li Tso, Hung-Lung
Hung,Chun-Chin Tu
7. Implemented according to
the resolution.

2. Major Resolutions of the Board Meetings

Date Major Resolutions
2020.03.06

I. Routine report matters
II. Discussions
1. Adoption of the Company's remuneration for employees and Directors of 2019.
2. Adoption of the Company's final accounting books and statements of 2019.
3. Adoption of the proposal of earnings distribution of 2019.
4. Adoption of the amendment to the Articles of Incorporation.
5. Adoption of the operating guidelines of Self-evaluation or Peer Evaluation of the Board
of Directors.
6. Adoption of the amendment to the Company's "Procedures for Endorsements and
Guarantees."
7. Adoption of selecting one or a combination of options or a combination of domestic
issuance of common stocks by cash capital increase, issuance of common stock by cash
capital increase to participate in the issuance of overseas depository receipts, or the
issuance of domestic and foreign convertible corporate bonds to raise funds at the
appropriate time.
8. Adoption of the 2019 Statement on Internal Control System
9. Adoption of the appointment of CPAs and assessment of the independence of CPAs.
10. Adoption of the election of Directors.
11. Adoption of the nomination of Independent Director candidates.
12. Adoption of submitting the proposal to the shareholders' meeting for the waiver of
non-competition clauses for newly elected Directors and their representatives.
13. Adoption of accepting shareholder nomination of Independent Directors at the 2020
Annual Shareholders' Meeting.
14. Adoption of applying for financing from correspondent financial institutions.
15.Adoptionofthe date, place, and agenda ofthe2020AnnualShareholders' Meeting.
  1. Adoption of the operating guidelines of Self-evaluation or Peer Evaluation of the Board of Directors.

  2. Adoption of selecting one or a combination of options or a combination of domestic issuance of common stocks by cash capital increase, issuance of common stock by cash capital increase to participate in the issuance of overseas depository receipts, or the issuance of domestic and foreign convertible corporate bonds to raise funds at the appropriate time.

44

2020.05.08[I. Routine report matters ]

II. Discussions

  1. Adoption of the Company's consolidated financial statements for the first quarter of 2020.

  2. Adoption of the amendment to the Articles of Incorporation.

  3. Adoption of the election of Directors.

  4. Adoption of applying for financing from Ta Ching Bills Finance Corporation.

2020.06.05[For the construction of the K13 (Mabuchi Motor Factory) factory building, a joint ] development contract was signed with Advanced Semiconductor Engineering, Inc.

  • 2020.07.13 1. Election of Mr. Wen-Hsiang Chien as the new Chairman of the Company.

  • Reappointment of Ms. Chia-Pei Chou as the General Manager of the Company. 3. Adoption of the reappointment of Ms. Wei-Li Tso, Mr. Hung-Lung Hung and Mr. Hsin Tai as the members of the Remuneration Committee of the Company.

  • 2020.08.07[I. Routine report matters ]

II. Discussions

  1. Adoption of the Company's consolidated financial statements for the second quarter of 2020.

  2. Adoption of setting the ex-dividend date.

  3. Adoption of the amount of individual remuneration for the Directors of the Company.

  4. Adoption of the amount of bonuses for the managerial officers of the Company and its subsidiaries. 5. Adoption of applying for financing from correspondent financial institutions. 2020.11.06[I. Routine report matters ] II. Discussions 1. Adoption of the Company's consolidated financial statements for the third quarter of 2020. 2. Adoption of applying for financing from correspondent financial institutions. 3. Adoption of the Company's audit plan for 2020 proposed by the internal audit unit. 2020.11.13 Adoption of the proposal of purchasing office space located in Yang Sheng Financial Building. 2021.03.05[I. Routine report matters ] II. Discussions 1. Adoption of the Company's remuneration for employees and Directors of 2020. 2. Adoption of the Company's final accounting books and statements of 2020. 3. Adoption of the proposal of earnings distribution of 2020. 4. Adoption of selecting one or a combination of options or a combination of domestic issuance of common stocks by cash capital increase, issuance of common stock by cash capital increase to participate in the issuance of overseas depository receipts, or the issuance of domestic and foreign convertible corporate bonds to raise funds at the appropriate time. 5. Adoption of the 2020 Statement on Internal Control System 6. Adoption of the appointment of CPAs and assessment of the independence of CPAs. 7. Adoption of applying for financing from correspondent financial institutions. 8. Adoption of the by-election of Directors. 9. Adoption of the nomination of Director candidates. 10. Adoption of submitting the proposal to the shareholders' meeting for the waiver of non-competition clauses for the one Director who was elected through by-election. 11. Adoption of accepting shareholder nomination of one Director for by-election at the 2021 Annual Shareholders' Meeting. 12. Adoption of the date, place, and agenda of the 2021 Annual Shareholders' Meeting.

45

  • (XII) Recorded or written statements made by any Director or Independent Director which specified dissent to important resolutions passed by the Board of Directors during the most recent year and up to the date of publication of this annual report: None.

  • (XIII) Summary of resignation and removal of key individuals involved in the financial reporting of the Company, including Chairman, General Manager, head of accounting, head of finance, head of internal audit, and head of research and development departments, during the current fiscal year and as of the date of the annual report: None.

V. Information on CPA Professional Fees:

Name of Accounting Firm Name of Accounting Firm Name of CPA Name of CPA Period Covered by
CPA's Audit
Period Covered by
CPA's Audit
Remark
Deloitte & Touche Shiuh-Ran
Cheng
Wang-Sheng
Lin
Unit: NT$ thousand
Category of Fees
Range
Audit Fee Non-audit Fee
(Note)
Total
1 Under NT$2,000,000 - 130 130
2 NT$2,000,000 - NT$3,999,999 2,520 - 2,520
3 NT$4,000,000 - NT$5,999,999 - - -
4 NT$6,000,000 - NT$7,999,999 - - -
5 NT$8,000,000 - NT$9,999,999 - - -
6 NT$10,000,000 and above - - -

(Note) Non-audit fee is for other information review

  • (I) Non-audit fee paid the CPA, the accounting firm in which the CPA works and its related companies the non-audit fees accounting for more than 1/4 of the audit fees: None.

  • (II) The accounting firm is replaced and the audit fee paid in the year of replacement is less than that in the previous year before replacement: None.

  • (III) The audit fee is more than 10% less than that in the previous year: None.

46

VI. Information on Replacement of CPA:

(I) Information on former CPAs

Date of replacement 2019.03.08 2019.03.08 2019.03.08 2019.03.08 2019.03.08
Reasons and explanations of
replacement
Internal job rotation of Deloitte & Touche
Description on whether the
termination was initiated by
the Company or the CPAs or
the commission was rejected
Involved party
Condition

Certified Public Accountant
Client

Terminationby the client
N/A

Terminationby the CPAs
Opinions and reasons for
issuing Auditor's Report
which does not contain
unqualified opinions in the
mostrecent two years
N/A
Deviation form the issuer Yes Accounting principles orpractices
Disclosure of financialstatements
Audit scope orprocedures
Other
None v
Note
Additional disclosures
(Items which shall be
disclosed under Item 1-4,
Subparagraph 6 of Article
10 ofthe Guidelines)
None

(II) Successive CPAs

(II)
Successive CPAs
Name of CPA Firm Deloitte & Touche
Name of CPA Shiuh-Ran Cheng,Wang-ShengLin
Date of appointment 2019.03.08
Inquiries into accounting treatments or
principles for specific transactions and possible
opinions on financial statements before
appointment and results
None
Succeeding CPA's written opinion of
disagreement toward the former CPA
None
  • (III) Former CPAs' Reply to disclosures under Items 1 and 2-3, Subparagraph 6 of Article 10 of the Guidelines: None.

  • VII. The Company’s Chairman, General Manager and Managerial Officers Responsible for Finance or Accounting Who have been Employed in the Firm that the CPA works for or Its Affiliated Enterprises in the Most Recent Year: None.

  • VIII. Changes in Transfer of Equity and Pledge of Equity of Directors and Managerial Officers Holding More Than Ten Percent of Total Shares in the Most Recent Year and as of the Date of Publication of Annual Report:

47

(I) Changes in the number of shares held and pledged:

Title Name 2020 2020 Current Year as of
April30,2021
Current Year as of
April30,2021
Increase
(Decrease) in
Number of
SharesHeld
Increase
(Decrease) in
Number of
SharesPledged
Increase
(Decrease) in
Number of
SharesHeld

Increase
(Decrease) in
Number of
SharesPledged
Chairman Wen-Hsiang Chien - - - -
Director/General
Manager
Chia-Pei Chou - - - -
Director Tu-TsunWang - - - -
Director/Assistant
General Manager
Fang-Ying Chen - - - -
Director/Assistant
General Manager
Chien-Hua Yao - - - -
Director Advanced Semiconductor
Engineering,Inc.
- - - -
Director Representative Yuan-Yi Tseng - - - -
Director
Representative/Assistant
General Manager

Ching-Chou Su
- - - -
Director Shao Chang Investment Co.,
Ltd.

-
- - -
Director Representative Ching-Hua Chen - - - -
IndependentDirector Hung-LungHung - - - -
IndependentDirector Wei-Li Tso - - - -
IndependentDirector Chun-Chin Tu - - - -
Executive Assistant
General Manager
Ching-Hua Chen - - - -
Assistant General
Manager
Hsiao-Wei Yao - - - -
Assistant General
Manager
Shun-Wan Pan - - - -
Deputy Assistant
General Manager
Chao-Liang Huang - - - -
Deputy Assistant
General Manager
Chao-Hsiang Huang - - - -
Major shareholders who
hold more than 10% of
allshares
Jason C.S. Chang - (4,956,544) - -
Major shareholders who
hold more than 10% of
allshares
Richard H.P. Chang - (5,961,602) - -

(II) Stock transfers to related parties: None.

(III) Pledge of stock rights to related parties: None.

48

IX. Information on the Relationship among the Top Ten Shareholders

Name Current
Shareholding
Current
Shareholding
Shareholding of
Spouse &
Minor Children
Shareholding of
Spouse &
Minor Children
Total Shareholding
by Nominee
Arrangement
Total Shareholding
by Nominee
Arrangement
Name and Relationship between
the Company’s Top Ten
Shareholders, or Spouses or
Relatives within Two Degrees of
Kinship
Name and Relationship between
the Company’s Top Ten
Shareholders, or Spouses or
Relatives within Two Degrees of
Kinship
Remark
Shares % Shares % Shares % Name Relation
Jason C.S.
Chang
5,045,451 1.87 - - 79,315,218 29.34 Advanced
Semiconductor
Engineering,
Inc.
Richard H.P.
Chang
Representative
of the said
Company
Brothers
Advanced
Semiconductor
Engineering, Inc.
Representative:
Jason C.S.
Chang
68,629,782 25.39 - - - - Jason C.S.
Chang
Richard H.P.
Chang
Representative
of the
Company
General
Manager of
the Company
Richard H.P.
Chang
- - - - 33,700,042 12.49 Advanced
Semiconductor
Engineering,
Inc. Jason C.S.
Chang
General
Manager of
the said
Company
Brothers
Hung Ching
New Co., Ltd.
Representative:
Yuan-Yi Tseng
8,547,695 3.16 - - - - None None
Chi Cheng
Investment
Co.,Ltd.
1,905,000 0.70 (Note) (Note) (Note) (Note) (Note) (Note)
Yin Chao
Investment
Co.,Ltd.
1,400,000 0.52 (Note) (Note) (Note) (Note) (Note) (Note)
Ti-Yung Lin 1,274,000 0.47 (Note) (Note) (Note) (Note) (Note) (Note)
Te-Min Liu 1,107,000 0.41 (Note) (Note) (Note) (Note) (Note) (Note)
Chao-Mei Wang 1,060,000 0.39 (Note) (Note) (Note) (Note) (Note) (Note)
Min-Neng Kuo 1,050,000 0.39 (Note) (Note) (Note) (Note) (Note) (Note)

Note: The shareholders are not insiders of the Company who have been reported by the Company, and therefore the relevant information of their spouses, minor children or shares held by nominee arrangement cannot be obtained.

49

  • X. Investment of the Company, the Company’s Directors and Managerial Officers and Subsidiaries Directly or Indirectly Controlled by the Company on the Re-investment Business, and Total Shareholding Ratio

April 30, 2021 Unit: Share; %

April 30, 2021
Unit: Share;%
April 30, 2021
Unit: Share;%
Reinvested company (Investments of the Company
are accounted for using the equity method)
Investments of the
Company
Investment by Directors,
managerial officers and by
companies directly or
indirectly controlled by the
Company
Total ownership
Shares Shareholding
ratio(%)
Shares Shareholding
ratio(%)
Shares Shareholding
ratio(%)
Hung Ching Kwan Co., Ltd.
Fuhua Engineering Co., Ltd.
Hung Ching New Co., Ltd.
Hooyai Hotel Co., Ltd.
Hung Ching Co., Limited
Shanghai Youhong Engineering Technical Consulting Co., Ltd.
Shanghai Hong Rong Property Management Ltd. Co.
ASE WeMall Management and Consulting Co., Ltd.
Superb First Co., Ltd.
Shanghai You ChangPropertyManagement Ltd. Co.

82,494,545
65,000,000
46,300,000
828,000
1,099,000
0
0
500,000
600,000
0










63.5
100.0
100.0
46.0
100.0
0.0
0.0
100.0
100.0
0










35,497,273
0
0
0
0
0
0
0
0
0










27.3
0
0
0
0
100.0
100.0
0
0
100.0










117,991,818
65,000,000
46,300,000
828,000
1,099,000
0.0
0.0
500,000
600,000
0.0










90.8
100.0
100.0
46.0
100.0
100.0
100.0
100.0
100.0
100.0

50

Chapter 4 Capital Overview

I. Capital and Shares

(I) Source of Capital

1. Share type

April 30, 2021

April 30,2021
Share Type Authorized Capital Remark
Outstanding Shares Unissued Shares Total
Listed Unlisted Total
Ordinaryshares 270,306,000 shares 0 shares 270,306,000 shares 270,000,000 shares 540,306,000 shares

2. Process of Capital Formation of the Company

April 30, 2021

April 30, 2021 April 30, 2021 April 30, 2021 April 30, 2021 April 30, 2021 April 30, 2021 April 30, 2021
Year/
Month
Par Value
(NT$)
Authorized Capital Paid-in Capital Remark
Shares (in
thousand)

Amount
(NT$ thousand)
Shares
(in
thousand)


Amount
(NT$ thousand)
Source of Capital (NT$ thousand) Capital Increase by
Assets OtherthanCash
Others
Cash Earnings Capital
Surplus
Total Date of
Approval
Official Letter No. of Approval
1986.12
1987.09
1988.12
1989.11
1992.05
1994.02
1995.01
1995.06
1996.06
1997.08
2002.06
2004.04
2005.12
2010.06
10,000
10,000
10,000
10
10
10
10
10
10
10
10
10
10
10














2.5
5
18
50,000
250,000
250,000
290,000
550,000
550,000
550,000
475,809
475,809
270,306
540,306














25,000
50,000
180,000
500,000
2,500,000
2,500,000
2,900,000
5,500,000
5,500,000
5,500,000
4,758,090
4,758,090
2,703,060
5,403,060














2.5
5
18
50,000
195,000
214,500
261,600
392,900
432,190
475,809
475,809
470,306
270,306
270,306














25,000
50,000
180,000
500,000
1,950,000
2,145,000
2,616,000
3,929,000
4,321,900
4,758,090
4,758,090
4,703,060
2,703,060
2,703,060














25,000
25,000
130,000
320,000
1,300,000
-
256,500
-
-
-
-
-
-
-






-
-
-
-
120,000
39,000
42,900
1,103,720
-
47,219
-
-
-
-









-
-
-
-
30,000
156,000
171,600
209,280
392,900
388,971
-
-
-
-









25,000
25,000
130,000
320,000
1,450,000
195,000
471,000
1,313,000
392,900
436,190
-
-
-
-













None
None
None
None
None
None
None
None
None
None
None
None
None
None
1989.11.09
1992.04.16
1993.12.08
1994.11.14
1995.05.18
1996.05.15
1997.07.15
2005.11.24
Securities Supervisory Commission (78) Tai-Tsai-Cheng (I) No. 02327
Securities Supervisory Commission (81) Tai-Tsai-Cheng (I) No. 00728
Securities Supervisory Commission (82) Tai-Tsai-Cheng (I) No. 44439
Securities Supervisory Commission (83) Tai-Tsai-Cheng (I) No. 43979
Securities Supervisory Commission (84) Tai-Tsai-Cheng (I) No. 29292
Securities Supervisory Commission (85) Tai-Tsai-Cheng (I) No. 31153
Securities Supervisory Commission (86) Tai-Tsai-Cheng (I) No. 52990
Financial Supervisory Commission Chin-Kuan-Cheng-I No. 0940138382
  1. Private placement of securities: There Company does not have any private placement of securities.

51

(II) Structure of Shareholders

(II)
Structure of Shareholders
(II)
Structure of Shareholders
(II)
Structure of Shareholders
(II)
Structure of Shareholders
(II)
Structure of Shareholders
(II)
Structure of Shareholders
(II)
Structure of Shareholders
April 30,2021
Structure of
Shareholders
Amount


Government
Agencies
Financial
Institutions
Other Juridical
Persons
Domestic
Natural Persons
Foreign Institutions
and Natural Persons
Total
Number of
Shareholders
- - 33 6,790 50 6,873
Number of Shares
Held
- - 127,912,612 64,120,466 78,272,922 270,306,000
Percentage of
Shareholding
- - 47.32% 23.72% 28.96% 100%

(III) Shareholding Distribution Status

(III) Shareholding Distribution Status (III) Shareholding Distribution Status (III) Shareholding Distribution Status (III) Shareholding Distribution Status
April 30,2021
Class of Shareholding (Shares) Number of
Shareholders
Number of Shares Held Shareholding
Percentage (%)
1~999 2,357 461,015 0.17
1,000~5,000 3,220 6,708,365 2.48
5,001~10,000 507 4,230,344 1.57
10,001~15,000 166 2,164,383 0.80
15,001~20,000 127 2,389,452 0.88
20,001~30,000 129 3,336,349 1.23
30,001~50,000 117 4,704,733 1.74
50,001~100,000 114 8,316,258 3.08
100,001~200,000 60 8,904,281 3.29
200,001~400,000 29 8,260,767 3.06
400,001~600,000 15 7,214,299 2.67
600,001~800,000 7 5,012,566 1.85
800,001~1,000,000 6 5,499,000 2.03
1,000,001and above 19 203,104,188 75.14
Total 6,873 270,306,000 100.00

(IV) List of Major Shareholders

(IV) List of Major Shareholders (IV) List of Major Shareholders (IV) List of Major Shareholders
April 30,2021
Shares
Name of MajorShareholders

Shareholding (shares)
Shareholding
Percentage (%)
Jason C.S. Chang
Advanced Semiconductor Engineering, Inc.
Richard H.P. Chang
Hung Ching New Co., Ltd.
Chi Cheng Investment Co., Ltd.
Yin Chao Investment Co., Ltd.
Ti-Yung Lin
Te-Min Liu
Chao-Mei Wang
Min-NengKuo
84,361,243
68,629,782
33,770,042
8,547,695
1,905,000
1,400,000
1,274,000
1,107,000
1,060,000
1,050,000
31.21
25.39
12.49
3.16
0.70
0.52
0.47
0.41
0.39
0.39

52

(V) Information on Market Price, Net Value, Earnings, and Dividends per Share

Unit: NT$; share

Unit: NT$;share
Item Year
2019
2020 Current Year as of
April 30, 2021
Market
Price per
Share
Highest 25.75 23.00 25.35
Lowest 20.60 15.05 18.25
Average 22.89 19.68 20.68
Net Value
perShare
Before Distribution 30.95 30.34 -
After Distribution 29.15 (Note) N/A
Earnings
perShare
Weighted Average Shares 261,758,305 261,758,305 261,758,305
Earnings per Share 2.84 1.49 -
Dividends
per Share
Cash Dividends 1.8 1.4 (Note) -
Stock
Dividends
- - -
- - -
Accumulated Unpaid
Dividends
-
Return on
Investment
Price/Earnings Ratio 8.06 13.21 -
Price/Dividend Ratio 12.72 14.06 (Note) -
Cash Dividend Yield 7.86% 7.11%(Note) -

Note: Proposal of distribution of earnings for 2020 has not been approved by the shareholders' meeting.

(VI) Dividend Policy and Implementation Status:

  1. Dividend Policy of the Company

The Company's current industrial development is in a mature period while the business development is still at a growth stage with investment plans and funding requests in the coming years. Therefore, in addition to the above-mentioned policies, the distribution of earnings in accordance with the provisions of Article 24 of the Articles of Incorporation shall be based on at least 20% by cash dividends and the remainder shall be distributed in the form of stock dividends as distribution of shareholders' dividends and bonuses for the year. However, if the Company obtains sufficient funds from external parties to meet its funding requests for the year, the proportion of cash dividends distributed above shall be increased to 40% on a discretionary basis.

As stated in the preceding paragraph, the Company may determine the most appropriate dividend policy and payment method depending on the actual operation of the year and taking into account the capital budget planning for the subsequent year.

  1. Distribution of dividends proposed in the shareholders' meeting:

  2. (1) On March 5, 2021, The Company's Board of Directors proposed that the dividend to shareholders of NT$378,428,400 will be distributed in cash. Based on the number of shares recorded in the Company's current shareholder register of 270,306,000 shares, NT$1.4 per share will be distributed. The distribution of cash dividends shall be based on share ratio and rounded off to the integer. Fractional dividend amounts that are less than NT$1 shall be ranked from high to low in value and from old to new in account

53

number, and then they shall be adjusted in this order until the total amount of cash dividend distribution is met. Subsequent factors such as the issuance of new shares due to the Company's cash capital increase and issuance of new shares, or the transfer or cancellation of treasury shares due to the purchase of the Company's shares, which affects the number of shares that the Company can participate in the distribution of shareholder dividends, and the dividend rate of shareholders changes and needs to be revised, it is proposed to authorize the Board of Directors to handle and adjust it.

  • (2) The shareholders' ex-dividend date shall be determined by the Board of Directors after a resolution is made at the shareholders' meeting.

  • (VII) Effect upon operation performance and earnings per share of the bonus shares proposed to be issued at this shareholders' meeting:

No bonus shares will be issued at this shareholders' meeting.

  • (VIII) Remuneration of Employees and Directors

  • Percentage or scope of remuneration of employees and Directors as stipulated in the Articles of Incorporation:

    • Article 23 of the Company's Articles of Incorporation: The Company shall allocate 1%~7% of the profit of the fiscal year as employees' compensation if has profit in the year. The employees' compensation will be distributed in share or cash by the resolution of the Board of Directors. The employees of the subordinate company that meet certain conditions may be granted such compensation. The Board of Directors can determine by resolution to allocate no more than 3% of the above-mentioned profit as directors' compensation. The proposal of distributing employees' and Directors' remuneration shall be reported to the shareholders' meeting.

When there are accumulated losses, the Company shall offset the appropriate amounts before remuneration and then allocate the remuneration and compensation of the employee and directors in proportion to the preceding paragraph.

  1. The proposal concerning remuneration distribution adopted in Board of Directors meeting on March 5, 2021 is:

  2. (1) The proposed cash distribution of employees' remuneration is NT$16,946,259 and Directors' remuneration (excluding Independent Directors) is NT$8,473,130.

  3. (2) The proposed amount of any employee compensation distributed in stocks, and the size of that amount as a percentage of the sum of the after-tax net income stated in the parent company only financial reports or individual financial reports for the current period and total employee compensation: No employee compensation is distributed in stocks this year.

  4. Distribution of earnings of the most recent fiscal year as employees' and Directors' remuneration: Cash distribution of employees' remuneration is NT$35,907,317 and Directors' remuneration (excluding Independent Directors) is NT$15,709,451.

54

  • (IX) Status of the Company's repurchase of its own shares: The Company has not repurchased any of its own shares in the most recent year and up to the publication date of this annual report.

  • II. Administration of Corporate Bonds, Preferred Stock, Global Depository Receipts, Employee Stock Option, New Restricted Employee Stock, and Mergers and Acquisitions

  • (I) Corporate Bonds: None.

  • (II) Preferred Stock: None.

  • (III) Global Depository Receipts: None.

  • (IV) Employee Stock Option: None.

  • (V) New Restricted Employee Stock: None.

  • (VI) Mergers and Acquisitions: None.

III. Financing Plans and Implementation

(I) Description of Plans

Each uncompleted public issue or private placement of securities, and to such issues and placements that were completed in the most recent three years but have not yet fully yielded the planned benefits: None.

(II) Implementation Status

As of the quarter prior to the publication of the annual report, regarding the usage of each plan mentioned in the previous clause, an item-by-item analysis that compares operation statuses and expected benefits conducted: None.

  • (III) Content of major capital expenditures and sources of funds: None.

55

Chapter 5 Operational Highlights

I. Business Activities

(I) Scope of Business:

  1. Major lines of business:

Property development and sales, industrial plant development and leasing, construction management, real estate trading, real estate leasing, wholesale of building materials, wholesale of fireproof materials, department stores, supermarkets, international trade, beverage stores, restaurants, landscaping and interior design, etc.

  1. Operating proportion: Investment in and construction of public housing and commercial buildings, and leasing and sales of commercial buildings and smart industrial plants and office buildings, which accounts for 100% of the revenue of the parent company.

  2. Current products of the Company: Mainly are residential or factory and office buildings, including:

25-story residential buildings - ASE Center

4-story apartments - Boshih

Duplex buildings - Seventh-generation of Earl Villa

12-story residential buildings - Peony Buildings A and B

25 to 28-story commercial and residential buildings - Tucheng SunMoon Light

11-story residential buildings - Liyuan

22-story residential buildings - Emperor Court

  • 17-story residential buildings - Hung Ching Lustrous

Factory and office building - Kaohsiung Second Park Building E (K25) plant office building (construction completing and soon to be launched for sales)

13-story residential buildings - Mingde section of Tucheng (under construction)

Factory and office building - Kaohsiung Nanzih Technology Industrial Park (K13) plant office building (under construction)

  1. New products under development: Construction of factory and office buildings and Zhubei joint construction project.

  2. (II) Industry Overview

  3. Current status and development of the industry

The construction industry is mainly engaged in general private residential construction projects and real estate development, trading, and leasing, etc. The construction industry usually acquires the land first and is responsible for the initial planning and design of the entire building up to the final sales. For the completion of a construction project, construction companies are required to entrust other relevant industries to perform division of labor, including the engineering consulting companies and architecture firms required for the initial construction planning and design, construction companies responsible for the actual construction process, the relevant manufacturers and suppliers of building materials, interior decoration, materials, electrical engineering, sanitary equipment, and professional agencies for subsequent sales of the real estate property.

56

Affected by COVID-19 in the first half of 2020, the global supply chain, stock and bond markets, and oil prices fluctuated sharply. Countries all lowered their economic growth rate forecasts and lowered interest rates in response to the economic difficulties caused by COVID-19. The Central Bank of Taiwan also announced in March 2020 that it would cut interest rates by 25 basis points to end the "14 consecutive freezes" of interest rates, which has broken the record of the number during the financial tsunami. Besides, due to the return of many talents in the Sino-US trade war in 2019 and the good control of COVID-19 in Taiwan, public confidence has recovered. Many Taiwanese businessmen have returned to Taiwan to purchase properties. The abundant funds have driven the continuous influx of buying in the real estate market, which has led to hot transactions in the Taiwanese real estate market. In 2020, the number of sold and transferred buildings across Taiwan reached 326,600, an annual increase of 8.8%, an extremely high record in 7 years.

With respect to the real estate market in 2021, in terms of the global economic and financial situation, the global economy is expected to recover with the introduction of COVID-19 vaccines and financial incentive packages in various countries, but the global economic outlook remains highly uncertain due to the lack of availability of the vaccines, causing the pandemic in various countries to keep heating up, coupled with the tense relationship between the United States and China. In respect of the domestic economic and financial situation, the Board of Directors of the Central Bank of the ROC (Taiwan) maintained the interest rate unchanged in March and expects the domestic economy to continue the growth momentum and trend of 2020 in 2021. After the Central Bank implemented targeted and prudent measures in December 2020, the scale of growth of real estate loans from banks remained large. In order to prevent excessive capital from flowing to the housing market and to reduce the credit risk of real estate granted by financial institutions, the Central Bank continued to propose adjustments to selective credit control measures this March to reduce loan ratio for specific targets. Since the end of last year, the government agencies successively proposed measures to improve the housing market. Except for the vacant house tax, which remains controversial, the version 2.0 of real estate price registration and the real estate and land integration tax are expected to be officially implemented in July. The long-term effect of the various policies on the property market remains uncertain, but by observing the market performance in the first quarter, the housing markets in Taoyuan, Taichung, Tainan and Kaohsiung have already cooled down, and it is expected that the behaviors of real estate speculation will be effectively reduced in the future.

  1. Relationship among upstream, midstream, and downstream companies of the industry

The principal business of the construction industry is the construction and sale of housing to customers, it is therefore located in the downstream. The upstream manufacturers, except for the raw materials of land, are mainly steel and cement companies, as well as tile, paint, planning and design, and interior decoration companies, etc. The midstream manufacturers are construction companies, and some real estate developers have integrated their construction businesses and have their own list of subcontractors, and they outsource the purchasing of raw materials and executing construction works to these subcontractors. Some real estate developers use the method of large-scale contracting and outsource the entire project to construction companies, and the construction company is responsible for purchasing relevant raw materials. The Company adopts the latter method in its operation. In

57

terms of the industrial correlation within the construction industry, the upstream manufacturers have the most influence, and the reason is that if the cost of land acquisition is too high or the upstream manufacturers increase the selling price of raw materials, it will reduce the profit of the construction companies, which will directly affect the construction cost within the construction industry, and eventually, the increased cost will be reflected in the selling price of real estate properties.

  1. Product development trends and current status of competition

With the changing of times and the progress of society, consumers' demand for quality of living has also increased, albeit relatively. Therefore, focusing on property locations, design and planning, space utilization, and safe and convenient products is the trend of the future. Therefore, real estate products in the future will be buildings which are able to integrate delicate, practical, safe, green, and high-tech qualities.

(III) Overview of Technologies and R&D Work:

Expenses dedicated to R&D and products successfully developed in the most recent fiscal year up to the date of publishing of the annual report: None.

(IV) Long-term and Short-term Business Development Plan

  1. Short-term business plan

The sales of Tucheng Sun Moon Light and Xizhi Liyuan continue, and the Emperor Court on Yanping South Road and Hung Ching Lustrous project in Xinzhuang have also been completed and the sales began in 2020. ASE WeMall, located in Tucheng, features a movie theater, restaurants, and international sports brands, gaming arcade for parents and children, and hypermarkets, etc., to meet the daily shopping and leisure needs of local residents. The mall has become a new landmark in Tucheng as it provides great convenience to the townspeople. The Kaohsiung Second Park Building E (K25) plant office building obtained the Building Use Permit in February 2021, and its sales will begin in the second quarter of 2021. The residential building in Mingde section of Tucheng began construction works in the first quarter of 2020, and is planned to be completed in the third quarter of 2022. The soil and water conservation as well as miscellaneous construction works of the Zhubei joint construction project started in February 2020, and is set to complete at the end of 2021. The construction of Kaohsiung Nanzih Technology Industrial Park (K13) plant office building began in October 2020, and is planned to be completed in the fourth quarter of 2023.

  1. Long-term business plan

The Company will actively look for suitable and high-quality targets and develop them by purchasing or joint construction. The Zhubei joint construction project has entered the stage of soil and water conservation. In addition, the Company has acquired more than 3,000 pings of urban planning land in the Puqian section of Banqiao District, New Taipei City. In addition to the land, the Company also continues to actively search for suitable construction sites in Taipei City and New Taipei City for future development. Also, we have purchased about 2,500 pings of land in Beitun District, Taichung City, which will be developed at an appropriate time. Suitable commercial and office buildings can also be purchased and leased, and the Company will seek further growth of business with a steady pace and gradual progress.

58

II. Market and Sales Overview

(I) Market Analysis

  1. Sales regions of main products

The principal business activities of the Company are investment in the construction of public housing, leasing and sales of factory buildings and commercial buildings. Since its establishment, the Company has been dedicated itself to the development of Earl Villa in Xizhi area. The main products include duplex overlapping villas, detached villas, semi-detached overlapping villas, duplex residential buildings, and residential towers and apartment units and four-story apartment buildings, which are all unique real estate properties, as the Company is the pioneer in developing large-scale communities in Taiwan. With a diversified property portfolio and in order to diversify risks, the Company, apart from the real estate projects in Xizhi, continues to sell seven 25 to 28-story residential and commercial complex buildings in Tucheng. ASE WeMall, a new one-stop shop community shopping center, has also commenced operation, which combines a total of 29,000 pings of exquisite residential tower and 8,000 pings of premium shopping mall to provide residents in Tucheng and in New Taipei City a brilliant experience in dining, shopping and recreation. The construction of Emperor Court, a 22-story residential building located on Yenping South Road and Hung Ching Lustrous, a 17-story residential building in Xinzhuang have been completed, and are currently on sale. In terms of product design, new concepts and new styles will also be introduced to build high-quality properties sold at reasonable prices to meet the diverse needs of home buyer in various regions. In addition to the construction of public housing, the Company is also actively developing "Smart Factory and Office Buildings" in Kaohsiung. As the Company’s properties held for sale are all located domestically, the sales regions are in Taiwan.

  1. Market share

The Company's completed residential properties are mainly located in Xizhi, on Sec. 2, of Zhongyang Road, Tucheng District, in Xinzhuang, and on Yenping South Road, Taipei City, while the factory and office buildings are scattered in Kaohsiung and Zhongli. The market share varies with the economic boom, the number of properties currently on the market and the condition of clearing out unsold properties, making it difficult to assess the exact market share of the Company.

  • 3 Future market supply and demand:

  • According to the statistics of the Construction and Planning Agency, Ministry of the Interior, a total of 19,243 building permits for residential properties were issued throughout the year of 2020, representing a decrease of 6.68% from 20,620 in 2019. The total number of properties in 2020 was 159,826, an increase of 7.7% from 147,798 in 2019. In addition, according to the Real Estate Index from Cathay Real Estate, the number of saleable properties and their total value in 2020 were 92,727 units and NT$1,324.8 billion, respectively, compared with 96,212 units and NT$1,272.5 billion units in 2019, representing a decrease of 3.62% and an increase of 3.89%, respectively. The overall supply of real estate property in 2020 does not change much from that in 2019.

59

In terms of demand, factors affecting the demand in the real estate market are changes in population, changing household structure, changes in income, changes in employment opportunities, changes in loan or financial conditions, changes in expected economy cycles (housing prices) and taxation. In the past two years, the number of Taiwanese businesses in Mainland China gradually returned, resulting in very active trading of commercial offices, factory and offices, office buildings and land transactions, and indirectly driving the residential property market. According to the private sector survey on housing purchase intentions for the first quarter of 2021, the survey was conducted after the Central Bank’s selective credit control measures launched, and the results showed that the general public regards the policy as effective and saw a fall of about 8% reduction in the housing price in the quarter. However, the government’s communication toward the public on this policy mainly focused on "reducing real estate speculation." Therefore, although the public's views on the future housing market have cooled slightly, they are not pessimistic about the housing market per se, so the impact on the demand of self-use housing is relatively limited.

  1. Favorable and unfavorable factors relating to future development and countermeasures:

  2. (1) Favorable factors:

    • A. Government promotion of economic investment programs and major infrastructure plans to boost the domestic economy and increase international competitiveness, as well as the promotion of investment action plans for encouraging Taiwanese businesses to return from Mainland China and accelerating urban renewal plans.

    • B. Maintaining low mortgage rates and increasing the general public's willingness to purchase real estate properties.

    • C. The general public's real estate purchasing habits and their pursuit of living spaces and quality will make the conditions of real estate trading continue as it is.

  3. (2) Unfavorable factors:

    • A. In Taiwan, there is limited land available for construction, and quality land is increasingly difficult to acquire.

    • B. The increase of raw material prices causes the increase of construction costs.

    • C. Implementation of tax systems such as vacant house tax, luxury property tax, and real estate and land integration tax affects the general public's willingness to purchase housing.

  4. (3) Countermeasures:

    • A. In addition to traditional land acquisition methods, the Company also develops diversified land development methods, such as joint construction with the landowners, or participation in urban renewal projects.

    • B. Careful selection of quality construction team members, improvement of operation procedures, enhancement of internal management and reduction of working hours to reduce the impact of increases of costs.

60

(II) Usage and Manufacturing Processes of Main Products:

  1. Usage of main products

  2. (1) Buildings: Residential, shops, offices, large display space

  3. (2) Villas: Residential, leisure, parking space

  4. (3) Apartments: Residential, shops, and parking spaces

  5. (4) Factory and office buildings: Factories, offices, car parking spaces

  6. Manufacturing processes of main products:

==> picture [435 x 73] intentionally omitted <==

----- Start of picture text -----

Market Land Plan Design
research development
Marketing and Construction Completion and After-sales
delivery service
planning
----- End of picture text -----

(III) Supply of the Major Raw Materials

  1. Land acquisition policy:

  2. (1) Selection of regions: Due to the continuous expansion of the metropolitan area of Taipei and the continuous growth of the population originally from other regions of Taiwan, as well as the completion of various infrastructure promoted by the government, the real estate demand in Taipei City and New Taipei City is significantly more prominent than in other regions. Therefore, the land acquisition of the Company is still mainly focused in Taipei City and New Taipei City. In recent years, the development of Taichung and Kaohsiung has also made continuous progress, and the Company is also willing to invest in quality targets for development.

  3. (2) Land category: The Company is a professional construction company and the acquired land must be first and foremost for suitable development and construction. Also, the Company never engages in speculation on land. Therefore, priority is given to the lands suitable for immediate development of residential and commercial buildings when selecting land.

  4. Source of lands: The source of land acquired is divided into private lands and the lands acquired through tendering. The former comes from the introduction of land agents, while the latter comes from pieces of land subject to tendering, such as land owned by National Property Administration, Ministry of Finance, municipal and county governments, public utilities or private organization, etc., which is generally sold through open tendering.

  5. (1) Acquisition method: When a project evaluated by the development plan as suitable for investment comes up, the Company will purchase the land for construction or engage in joint construction with the landowners.

61

  • (2) Conditions of acquisition: The acquisition of land shall be based on clear ownership, reasonable return on investment, and controllable development risks.

  • (IV) Customers with 10% or More of Total Purchase (Distribution), Amount and Percentage in Any Given Year within the Most Recent Two Years

Unit: NT$ thousand

Year
Category
2020 2020 2019 2019 2021(as of March 31) 2021(as of March 31)
Name Amount Percentage
to the
Total
Annual
Net
Purchases
(%)

Relationship
with the
Issuer

Name
Amount Percentage
to the
Total
Annual
Net
Purchases
(%)
Relationship
with the
Issuer

Name
Amount Percentage
to the Total
Net
Purchases
up to the
End of the
Previous
Quarter of
the Current
Year(%)


Relationship
with the
Issuer
Sales Others
(Note)
3,354,573
96.62%
None Others (Note) 4,008,941
62.46%
None Others (Note) 1,680,842
98.37%
None
Sales Advanced
Semiconductor
Engineering,
Inc. and its
subsidiaries

117,357

3.38%

Investor
having
significant
influence
Advanced
Semiconductor
Engineering,
Inc. and its
subsidiaries

2,409,083

37.54%



Investor
having
significant
influence
Advanced
Semiconductor
Engineering,
Inc. and its
subsidiaries
27,854
1.63%

Investor
having
significant
influence
Net sales 3,471,930
100.00%
Net sales 6,418,024
100.00%
Net sales 1,708,696
100.00%

Note 1: All are general purchase of real estate properties and the general public who rent properties, and the net sales ratio is less than 10%.

(V) Production Volume and Value for the Most Recent Two Years:

Unit: NT$ thousand

Unit: NT$thousand Unit: NT$thousand
Production Volume
and Value
Year
Product
2020 2019
Production
Capacity
Production
Volume
Production Value Production
Capacity
Production
Volume
Production Value
Real estate development - - 1,120,581
-
- 1,506,739
Construction - - -
-
- 681

(VI) Sales Volume and Value for the Most Recent Two Years:

Unit: NT$ thousand

Unit: NT$ thousand
Sales Volume
and Value
Year
Product

2020
2019
Sales Volume Sales Value Sales Volume Sales Value
Real estate development - 3,164,448
-
6,127,832
Lease - 144,612
-
144,104
Construction - 621
-
681
Others - 162,249
-
145,407
Total - 3,471,930
-
6,418,024

62

III. Information Regarding Employees in the Most Recent Two Years and as of the Date of Publication of Annual Report

Year 2020 2019 April30,2021
Number of
Employees
Administration Personnel 54 57 54
Construction Personnel 68 62 68
Total 122 119 122
AverageAge 49.2 47.39 49.53
AverageYears ofService 9.54 9.97 9.87
Education Level
Distribution
Percentage
Ph.D. - - -
Master'sDegree 5.74% 5.04% 5.74%
Bachelor'sDegree 70.49% 71.43% 70.49%
High School 23.77% 23.53% 23.77%

IV. Environmental Protection Expenditure

  • (I) Losses Suffered in the Most Recent Fiscal Year and in the Current Fiscal Year up to April 30, 2021 due to Environmental Pollution Incidents: None.

  • (II) Future response strategies:

Although the construction industry is less likely to cause ecological and environmental pollution during the production process, such as air, and water sources, the dust, dirt and waste soil generated during the construction process are also prone to environmental nuisance. The status of environmental protection of the Company is as follows:

  1. According to the laws and regulations, the application of the permit for relevant environmental pollution facilities is the responsibility of waste shipping companies, and they can start their operation only after they have obtained the permit from the competent authorities.

  2. The residential building in Mingde section of Tucheng and the Kaohsiung Factory and Office Buildings, both under construction, and the upcoming Zhubei joint construction project, all adhere to strict supervision in terms of environmental protection and the spirit of being neighborly. So far, there has been no pollution incident, and it is expected that there will be no major environmental protection expenditures in the next two years.

63

V. Labor Relations

(I) Employee Benefits Policies

  1. Employee Benefits

  2. (1) Establishing the Employee Welfare Committee to implement various welfare measures, including organizing domestic and overseas trips for employees, subsidies for on-the-job training, subsidies for employees' personal health examination, cash gifts for celebratory occasions, and consolation fee for hospitalization and disaster relief, etc.

  3. (2) Group insurance for all employees, including life insurance, accident insurance, medical insurance and cancer insurance, etc., with premiums fully borne by the Company.

  4. (3) Wedding cash gift and funeral/burial subsidy.

  5. (4) The Company implements its Employee Retirement Guidelines.

  6. (5) Establishing incentives for employees to purchase and lease real estate properties.

  7. (6) Providing bonuses and performance bonuses for Dragon Boat Festival, Mid-Autumn Festival and Lunar New Year.

  8. (7) Implementing the employee dividend system.

  9. (8) Providing health examination for employees.

  10. (9) Providing scheduled shuttle bus services for employees to and from work.

  11. Continuing education and training

In order to implement the Company's operating principles and philosophy and enhance the work performance and quality of the employees, with a view to the mutual growth and development of the Company and the employees, the Company may conduct on-boarding training for new employees according to their business needs and development, and provide continuing education and training of the professional knowledge and skills for current employees.

  1. Retirement system and implementation status

  2. (1) The Company settled its Labor Retirement Reserve Fund (The Old Fund) on June 30, 2005 in accordance with Official Letter Bei-Shi-Lao-I No. 09536549100 issued by Department of Labor, Taipei City Government.

  3. (2) The Company has been contributing no less than 6% of the monthly salary as labor pension funds to individual labor pension accounts at the Bureau of Labor Insurance, Ministry of Labor (hereinafter "the Bureau") for employees covered by the Act since July 1, 2005.

Employees who met any of the following criteria below may apply for voluntary retirement by filling out the Retirement Application Form:

  • *Having worked for more than 15 years and having reached the age of 55;

  • *Having worked for more than 25 years; or

  • *Having worked for more than 10 years and having reached the age of 60.

64

(II) Measures for Protecting Employees' Rights and Interests

  1. Negotiations between employer and employees:

  2. Since the establishment of the Company, it has attached great importance to labor-management harmony, employee rights and interests, and employee benefits. Therefore, the Company's labor-management relationship has always been harmonious and positive, as there has been no incidents of labor disputes occurred.

  3. Measures for preserving employees' rights and interests

  4. Harmonious labor-management relations are the source of a company's growth. The Company has always adhered to the spirit of profit sharing among employees, providing appropriate responses to the reasonable demands of employees, and fostering the concept of coexistence and co-prosperity between employees and the Company. The regulations of and measures for the labor relations are well implemented in accordance with applicable laws.

(III) Labor disputes

  • The Company's labor relation has been harmonious, as there has never been any labor disputes.

(IV) Fulfilling Corporate Social Responsibility

  1. Whether the Company is compliant with relevant labor laws and regulations and respect internationally recognized principles for human rights of workers:

  2. The Company covers Labor Insurance and National Health Insurance in accordance with various relevant regulations and makes contributions to the Labor Pension Fund to ensure labor rights. Also, all employees of the Company are covered by group insurance. In addition, the Company respects internationally recognized principles for human rights of workers. The hiring, dismissal, and remuneration of employees are processed in accordance with the Company's management regulations to protect employees' basic rights and interests.

  3. Whether the Company has established an employee hotline or grievance mechanism to handle complaints and a regular communication mechanism between the employer and employees:

  4. Employees of the Company may file complaints or their opinions on prospective improvements to the Company in writing and the receiving unit will report the incident and handle it immediately.

  5. Employees who would like to provide suggestions to the Company or have any work-related questions can be raised through the following channels:

  6. (1) Letters in the Suggestion Mailbox.

  7. (2) Department communication meetings (or forums).

  8. (3) Communication meetings hosted by the Administration Department.

  9. (4) General Manager's forums.

65

  • 3 Whether the Company provide a healthy and safe working environment and organize training on health and safety for its employees on a regular basis:

  • (1) The Company has access control and monitoring system to ensure the safety of employees.

  • (2) The Company has commissioned professional fire prevention institutions to conduct regular fire safety equipment tests.

  • (3) Regular renewal of drinking water equipment and replacement of filters to ensure the hygiene and quality of drinking water.

  • (4) Cleaning of the office space is outsourced for dedicated management and regular disinfection.

  • (5) To embellish the working environment and improve air quality, green plants are regularly replaced every month.

  • (6) Helmets and safety shoes are mandatory when entering the construction sites, and workplace safety regulations must be followed.

  • (7) The Company provides regular health checkup to employees.

  • (8) The Company holds lectures on environmental safety and health from time to time.

  • (9) Air purifier and dehumidifier are put in the office to purify the air and maintain optimal humidity in order to provide a healthy and comfortable working environment for the employees.

  • Whether the Company established effective career development training plans:

The Company encourages employees to participate in external professional training to enrich their working skills and for career development purposes. The Company also provides subsidies to employees for training courses in accordance with the Guidelines on Educational Training Incentive of the Employee Welfare Committee.

VI. Important Contracts

Type of
Contract
Involved Party Contract Duration Major Contents Restrictions
Real estate lease
contract

Hooyai Hotel Co., Ltd.
2010.12.01-2025.12.31
Leasing of No. 3, Fuchun Street,
Hsinchu City by Hooyai Hotel Co.,
Ltd.
None
Construction
contract
Fuhua Engineering Co., Ltd. 2014.03.10 Construction of the project in
Xinzhuang Fuduxin
None
Construction
contract
Fuhua Engineering Co., Ltd. 2018.01.22 Second renovation project of the
shopping mall in the new Tucheng
development project
None
Construction
contract
Fuhua Engineering Co., Ltd. 2018.01.22 Second renovation project of the
residential area in the new Tucheng
development project
None
Construction
contract
Fuhua Engineering Co., Ltd. 2018.04.16 Renovation project of Yenping
South Road development project
None
Construction
contract
Fuhua Engineering Co., Ltd. 2018.07.23 Turnkey project of the new project
in Mingde section of Tucheng

None
Construction
contract
Fuhua Engineering Co., Ltd. 2018.11.30 Second extra construction work of
the project in Xinzhuang Fuduxin

None
Construction
contract
Fuhua Engineering Co., Ltd. 2019.07.24 Structural engineering of ASE Inc.'s
new
Kaohsiung
Second
Park
Building E plant office building


None
Construction
contract
Fuhua Engineering Co., Ltd. 2020.05.06 New development and construction
project of Fubaitian Community

None

66

Chapter 6. Financial Information

  • I. Condensed Balance Sheets, Statements of Comprehensive Income and Audit Opinion for the Past Five Fiscal Years

  • (I) Condensed Balance Sheets (Consolidated)

(I)
Condensed Balance Sheets (Consolidated)
(I)
Condensed Balance Sheets (Consolidated)
(I)
Condensed Balance Sheets (Consolidated)
(I)
Condensed Balance Sheets (Consolidated)
(I)
Condensed Balance Sheets (Consolidated)
(I)
Condensed Balance Sheets (Consolidated)
(I)
Condensed Balance Sheets (Consolidated)
(I)
Condensed Balance Sheets (Consolidated)
Unit: NT$thousand
Year
Item

FinancialSummaryforthePastFiveFiscal Years (Note1)
Financial data of the
current year as of
March 31, 2021
(Note2)
2020 2019 2018 2017 2016
Current assets 9,007,884
9,690,569
13,335,661
15,792,253
13,446,169
(Not applicable)
















Financial assets measured at
fair value through other
comprehensive income -
non-current- net
3,587,830
3,676,591

2,577,736

0

0
Available-for-sale financial
assets- non-current
0
0

0

3,367,176

2,828,693
Financial assets measured at
cost- non-current
0
0

0

202,777

219,930
Investments accounted for
using equitymethod
0
0

9,781

13,867

16,683
Property, plant and
equipment
726,370
741,200

760,744

777,009

791,654
Intangible assets 0 18,261
0
4,250 3,750
Investment properties 3,463,063 3,584,675 3,699,986 1,248,334
1,276,991
Otherassets 272,735 276,304
169,608
218,528 226,068
Totalassets 17,057,882
17,987,600
20,553,516 21,624,194
18,809,938
Current
liabilities
Before
Distribution
6,696,025
6,755,233

8,974,891

13,954,871

6,986,583
After
Distribution
(Note 3)
7,241,783

9,299,258

14,171,116

7,202,828
Non-currentliabilities 2,057,955 2,752,402
4,785,559
24,322
4,433,711
Total liabilities Before
Distribution
8,753,980
9,507,635

13,580,450

13,979,193

11,420,294
After
Distribution
(Note 3)
9,994,185

13,904,817

14,195,438

11,636,539
Equity attributable to
owners ofparent
7,942,533
8,101,179

6,577,331

7,230,723

6,959,994
Share capital 2,703,060 2,703,060 2,703,060 2,703,060 2,703,060
CapitalSurplus 312,561
297,175
286,918 280,080 273,242
Retained
earnings
Before
Distribution
2,807,588
2,653,770

2,485,262

2,195,820

2,378,090
After
Distribution
(Note 3)
2,167,220

2,160,895

1,979,575

2,161,845
Otherequity 2,575,136 2,653,770 1,557,903 2,507,575 2,061,414
Treasury stock (455,812) (455,812) (455,812) (455,812) (455,812)
Non-controllinginterests 361,369 378,786 395,735 414,278 429,650
Total equity Before
Distribution
8,303,902
8,479,965

6,973,066

7,645,001

7,389,644
After
Distribution
(Note 3)
7,993,415

6,648,699

7,428,756

7,173,399

Note 1: The above annual financial information has been audited by the CPAs unless otherwise noted.

Note 2: Up to the date of publication of the annual report, the review of financial information of the first quarter of 2021 has not been completed by the CPAs.

  • Note 3: Up to the date of publication of this annual report, the 2021 Annual Shareholders' Meeting is yet to be held. Therefore, the amount after the distribution is left blank for the time being.

67

Condensed Balance Sheets (Parent Company Only)

Unit: NT$ thousand

Unit: NT$thousand
Year
Item

FinancialSummaryforthePastFiveFiscal Years (Note1)
Financial data of the
current year as of
March 31, 2021
(Note2)
2020 2019 2018 2017 2016
Current assets 8,474,965 9,388,695 12,999,285 15,480,545 12,493,719 (Not applicable)















Financial assets measured
at fair value through other
comprehensive income -
non-current- net
3,587,830
3,676,591

2,577,736

0

0
Available-for-sale financial
assets - non-current
0
0

0

3,367,176

2,828,693
Financial assets measured
at cost- non-current
0
0

0

202,777

219,930
Investments accounted for
using equitymethod
1,295,343
1,390,882

1,272,594

1,320,333

1,509,783
Property, plant and
equipment
35,057
35,915

37,269

35,405

36,314
Intangible assets 0 0 0 4,250 3,750
Investment properties 2,972,066 3,081,464
3,179,643
667,454
680,718
Otherassets 246,020 265,174
159,555
209,505 205,663
Totalassets 16,611,281
17,838,721

20,226,082

21,287,445
17,978,570
Current
liabilities
Before
Distribution
6,633,007
7,010,216

8,872,515

14,042,269

6,599,306
After
Distribution
(Note 3)
7,496,766

9,196,882

14,258,514

6,383,061
Non-currentliabilities 2,035,060 2,727,326 4,776,236 14,453 4,419,270
Total liabilities Before
Distribution
8,668,748
9,737,542

13,648,751

14,056,722

11,018,576
After
Distribution
(Note 3)
10,224,092

13,973,118

14,272,967

10,802,331
Equity attributable to
owners ofparent
7,942,533
8,101,179

6,577,331

7,230,723

6,959,994
Share capital 2,703,060 2,703,060 2,703,060 2,703,060 2,703,060
CapitalSurplus 312,561
297,175
286,918 280,080 273,242
Retained
earnings
Before
Distribution
2,807,588
2,902,986

2,485,262

2,195,820

2,378,090
After
Distribution
(Note 3)
2,416,436

2,160,895

1,979,575

2,161,845
Otherequity 2,575,136 2,653,770 1,557,903 2,507,575 2,061,414
Treasury stock (455,812) (455,812) (455,812) (455,812) (455,812)
Total equity Before
Distribution
7,942,533
8,101,179

6,577,331

7,230,723

6,959,994
After
Distribution
(Note 3)
7,614,629

6,252,964

7,014,478

6,743,749

Note 1: The above annual financial information has been audited by the CPAs unless otherwise noted.

Note 2: Up to the date of publication of the annual report, the review of financial information of the first quarter of 2021 has not been completed by the CPAs.

Note 3: Up to the date of publication of this annual report, the 2021 Annual Shareholders' Meeting is yet to be held. Therefore, the amount after the distribution is left blank for the time being.

68

Condensed Statements of Comprehensive Income (Consolidated)

Unit: NT$ thousand

Unit: NT$thousand
Year
Item

Financial Summary for the Past Five Fiscal Years
(Note 1)
Financial data of the current year
as of March 31, 2021
(Note 2)
2020 2019 2018 2017 2016
Operatingrevenue 3,471,930 6,418,024 4,541,733 178,365
747,110

(Not applicable)













Gross operating profit 1,077,382 1,575,924 1,297,914 126,306
249,596
Operatingincome 408,033
882,783

578,913
(60,061) 51,072
Non‑operatingincome and expenses (11,538) (18,849) (33,229) 108,228
49,514
Income before income tax 396,495
863,934

545,684

48,167

100,586
Income from continuingoperations 373,736
725,142

400,188

18,603

48,770
Loss from discontinued operations 0
0

0

0

0
Net income(loss) 373,,736
725,142

400,188

18,603

48,770
Other comprehensive income or loss
(Net amount after tax)
(78,634) 1,095,867 (845,036) 446,161 (427,135)
Total comprehensive income 295,102 1,821,009 (444,848) 464,764 (378,365)
Net income attributable to owners of
parent
391,153
742,091

418,731

33,975

63,921
Net income attributable to
non-controllinginterests
(17,417)
(16,949)

(18,543)
(15,372)
(15,151)
Comprehensive income attributable to
owners ofparent
312,519 1,837,958 (426,305) 480,136 (363,214)
Comprehensive income attributable to
non-controllinginterests
(17,417)
(16,949)

(18,543)
(15,372)
(15,151)
Earningsper Share 1.49
2.84

1.60

0.13

0.24

Note 1: The above annual financial information has been audited by the CPAs unless otherwise noted.

Note 2: Up to the date of publication of the annual report, the review of financial information of the first quarter of 2021 has not been completed by the CPAs.

Condensed Statements of Comprehensive Income (Parent Company Only)

Unit: NT$ thousand

Unit: NT$thousand
Year
Item
Financial Summary for the Past Five Fiscal Years
(Note 1)
Financial data of the current year
as of March 31, 2021
(Note 2)
2020 2019 2018 2017 2016
Operatingrevenue 3,300,535 6,264,599 4,384,582 39,850 43,776 (Not applicable)
Gross operating profit 939,937 1,228,161 1,117,475 50,032 90,268
Operatingincome 399,543 695,931 537,379 (17,719) 18,453
Non‑operatingincome and expenses (1,306) 150,136 2,597 55,669 61,580
Income before income tax 398,237 846,067 539,976 37,950 80,033
Income from continuingoperations 391,153 742,091 418,731 33,975 63,921
Loss from discontinued operations 0 0 0 0 0
Net income(loss) 391,153 742,091 418,731 33,975 63,921
Other comprehensive income or loss
(Net amount after tax)
(78,634) 1,095,867 (845,036) 446,161 (427,135)
Total comprehensive income 312,519 1,837,958 (426,305) 480,136 (363,214)
Earningsper Share 1.49 2.84 1.60 0.13 0.24

Note 1: The above annual financial information has been audited by the CPAs unless otherwise noted.

Note 2: Up to the date of publication of the annual report, the review of financial information of the first quarter of 2021 has not been completed by the CPAs.

69

(III) Names of the Auditors and Their Opinions for the Past Five Fiscal Years

Year Name of CPAs Name of Accounting Firm Audit Opinion Reasons for Replacement of CPAs
2016 Jui-Chan Huang
Cheng-HsiuYang
Deloitte & Touche Unqualified opinion None
2017 Jui-Chan Huang
Cheng-HsiuYang
Deloitte & Touche Unqualified opinion None
2018 Jui-Chan Huang
Cheng-HsiuYang
Deloitte & Touche Unqualified opinion None
2019 Shiuh-Ran Cheng
Wang-ShengLin
Deloitte & Touche Unqualified opinion Internal adjustment of division of labor
atDeloitte &Touche
2020 Shiuh-Ran Cheng
Wang-ShengLin
Deloitte & Touche Unqualified opinion None

II. Financial Analysis for the Past Five Fiscal Years

(1) Financial Analysis (Consolidated)

Analysis Items Year (Note 1)
(Note 3)

Financial Analysis for the Past Five Fiscal
Years

Financial Analysis for the Past Five Fiscal
Years

Financial Analysis for the Past Five Fiscal
Years

Financial Analysis for the Past Five Fiscal
Years

Financial Analysis for the Past Five Fiscal
Years
Financial data of the current year as
of March 31, 2021 (reviewed by
CPAs)
2020 2019 2018 2017 2016
Financial
structure (%)
Debtratio 51.32
52.86
66.07 64.65 60.71
(Not applicable)








Ratio of long-term capital to
property, plant, and equipment
1,426.53 1509.83 1,542.43 983.90 1,490.24
Solvency (%) Currentratio 134.53 143.45 151.63 113.17 192.46
Quick ratio 9.34
5.16
5.83 1.50 5.92
Interest coverageratio 4.42
7.78
4.57 3.08 8.93
Operating
ability
Accounts receivable turnover
rate (times)
81.53
57.01

49.24

1.36

4.97
Average daysforcash receipts 4.48 6.40 7.41 269.15 73.51
Inventory turnover rate (times) 0.28 0.46 0.24
0.00
0.04
Accounts payable turnover rate
(times)
2.82
4.46

3.07

0.06

0.55
Average daysforsale ofgoods (Not applicable)
Turnover rate for property,
plant, and equipment (times)
4.78
8.66

5.97

0.23

0.94
Total assets turnover rate
(times)
0.20
0.36

0.22

0.01

0.04
Profitability Assetsreturn ratio (%) 2.79 4.42
2.62

0.21

0.35
Equityreturn ratio (%) 4.45 9.39 5.48 0.25 0.63
Pre-tax profit to paid-in capital
(%) (Note 7)
15.10
31.96

20.19

1.78

3.72
Net profitratio (%) 10.76 11.30 8.81 10.43 6.53
Earnings pershare (NT$) 1.43 2.77 1.53 0.07 0.19
Cash flow Cash flowratio (%) 22.00 60.44
14.87
(16.91) (48.54)
Cash flow adequacyratio (%) (416.11) (57.15) (75.50) (76.02) (62.42)
Cash reinvestmentratio (%) 9.24
32.16
8.99 (31.65) (30.03)
Leverage Operatingleverage 8.51
7.27
7.85 (2.97) 14.63
Financial leverage 1.40 1.17 1.36 0.72
1.33
Explanations for significant changes in financial ratios for the most recent two years (Analysis is not required if the change is within 20%)
1. The increase in the accounts receivable turnover rate in 2020 is mainly due to the decrease in average accounts receivable.
2. Decrease in inventory turnover rate in 2020 comparing with that in 2019 is mostly attributable to the decrease in the cost of goods
sold,as there were no completion or sales of major constructionprojects in 2020.

70

Financial Analysis (Parent Company Only)

Year (Note 1)
Analysis Items (Note 3)
Year (Note 1)
Analysis Items (Note 3)

Financial Analysis for the Past Five Fiscal Years

Financial Analysis for the Past Five Fiscal Years

Financial Analysis for the Past Five Fiscal Years

Financial Analysis for the Past Five Fiscal Years

Financial Analysis for the Past Five Fiscal Years
Financial data of the current year as of
March 31, 2021(reviewed byCPAs)
2020 2019 2018 2017 2016
Financial
structure
(%)
Debt ratio 52.19
54.59

67.48

66.03

61.29

(Not applicable)















Ratio of long-term capital to
property, plant,and equipment
28,463.00
30,104.58

30,463.84
20,422,89 31,304.42
Solvency (%) Current ratio 127.77
133.93

146.51

110.24

189.32

Quick ratio
6.95
2.87

4.37

0.48

0.77
Interest coverage ratio 4.57
7.88

4.63

2.97

9.64
Operating
ability
Accounts receivable turnover
rate(times)
112.89
68.41

60.00

14.94

20.39
Average days for cash receipts 3.23
5.34

6.08

24.43

17.90
Inventoryturnover rate(times) 0.29
0.48

0.24

(0.00)
(0.00)
Accounts payable turnover rate
(times)
1.90
3.28

2.27

(0.01)

(0.07)
Average days for sale ofgoods (Not applicable)
Turnover rate for property,
plant,and equipment(times)
94.15
174.43

117.65

1.13

1.21
Total assets turnover rate
(times)
0.20
0.35

0.22

0.00

0.00
Profitability Assets return ratio(%) 2.92
4.55

2.73

0.27

0.43
Equityreturn ratio(%) 4.88
10.11

6.07

0.48

0.88
Pre-tax profit to paid-in capital
(%) (Note 7)
14.78
25.75

19.98

1.40

2.96
Netprofit ratio(%) 11.85
11.85

9.55

85.26

146.02
Earningsper share(NT$) 1.49
2.84

1.60

0.13

0.24
Cash flow Cash flow ratio(%) 20.44
57.07

13.97

(17.71)
(53.13)
Cash flow adequacyratio(%) 193.09
(84.66)
(91.71) (78.23) (79.36)
Cash reinvestment ratio(%) 8.61
33.57

8.92

(36.71)
(33.00)
Leverage Operatingleverage 8.26
9.00

8.16

(2.25)
2.37
Financial leverage 1.39
1.21

1.38

0.48

2.01
Explanations for significant changes in financial ratios for the most recent two years (Analysis is not required if the change is within 20%)
1. The increase in the accounts receivable turnover rate in 2020 is mainly due to the decrease in average accounts receivable.
2. Decrease in inventory turnover rate in 2020 comparing with that in 2019 is mostly attributable to the decrease in the cost of goods sold, as there
were no completion or sales of major constructionprojects in 2020.
  • Note 1: Years which has not been audited and certified by the CPAs shall be noted.

  • Note 2: The companies who are listed or whose shares are traded at securities exchange shall include the financial data for the year one quarter before the printing date of the annual report into the financial statements of the year for analysis.

Note 3: The following formulas shall be listed at the end of the table above:

  1. Financial structure

  2. (1) Debt ratio = Total liabilities/Total assets.

  3. (2) Ratio of long-term capital to property, plant, and equipment = (Total equity + Non-current liabilities)/Net value of property, plant, and equipment.

  4. Solvency

  5. (1) Current ratio = Current assets/Current liabilities.

  6. (2) Quick ratio = (Current assets - Inventories - Prepaid expenses)/Current liabilities.

  7. (3) Interest coverage ratio = Income before tax and interest expenses/Interest expenses.

  8. Operating ability

  9. (1) Accounts receivable (including accounts receivable and notes receivable generated from operations) turnover rate = Net sales/Average balance of accounts receivable (including accounts receivable and notes receivable generated from operations) for each period.

  10. (2) Average days for cash receipts = 365/Accounts receivable turnover rate.

  11. (3) Inventory turnover rate = Cost of goods sold/Average inventories.

71

  - (4) Accounts payable (including accounts payable and notes payable generated from operations) turnover rate = Cost of goods sold/Average balance of accounts payable (including accounts payable and notes payable generated from operations) for each period.

  - (5) Average days for sale of goods = 365/Inventory turnover rate.

  - (6) Property, plant, and equipment turnover rate = Net sales/Average net property, plant, and equipment.

  - (7) Total assets turnover rate = Net sales/Average total assets.
  1. Profitability

    • (1) Assets return ratio = [Income after tax + Interest expenses x (1 - tax rate)]/Average total assets.

    • (2) Equity return ratio = Income after tax/Average total equity.

    • (3) Net profit margin = Income after tax/Net sales.

    • (4) Earnings per share = (Income attributable to owners of the parent - preferred stock dividends)/Weighted average number of shares issued. (Note 4)

  2. Cash flows

    • (1) Cash flow ratio = Net cash flows generated from operating activities/Current liabilities.

    • (2) Cash flow adequacy ratio = Sum of net cash flows generated from operating activities of the past five fiscal years/(Capital expenditure + inventory additions + cash dividends) of the past five fiscal years.

    • (3) Cash reinvestment ratio = (Net cash flows from operating - cash dividends)/(Gross amount of property, plant, and equipment + Long term investment + Other non-current assets + Working capital). (Note 5)

  3. Leverage

    • (1) Operating leverage = (Net operating revenue - Variable operating costs & expenses)/Operating income (Note 6).

    • (2) Financial leverage = Operating income/(Operating income - Interest expenses).

  4. Note 4: Special attention shall be paid to the following matters when using the calculation formula of earning per share above:

  5. Shares outstanding is based on weighted average shares, and not based on year end shares outstanding.

  6. Cash offerings or treasury stock transactions are considered in calculating weighted average shares.

  7. Earnings appropriation or reserves to paid in capital shall be calculated and adjusted accordingly.

  8. If preferred shares are cumulative non-convertible preferred shares, dividends shall be subtracted (regardless of whether they are paid out in dividends), from after tax net profit. If preferred shares are non-cumulative, in the event of net profits, preferred shares shall be subtracted after tax, but no adjustments needed if there are losses.

  9. Note 5: Special attention should be paid to the following when measuring cash flow analysis:

  10. Cash flows from operating activities refers to the net cash inflow from operating activities in the statement of cash flow.

  11. Capital expenditures are from the annual cash flow statements on capital expenditure outflows.

  12. Inventory increases are from period end balance greater than period beginning balanaces, if inventories are less, then zero is applied.

  13. Cash dividends includes common stock and preferred stock dividends.

  14. Property, plant, and machinery balance is after substracting accumulative depreciation.

  15. Note 6: The issuer shall classify the operating costs and operating expenses as fixed or variable as per their nature. If it involves estimation or subjective judgment, they are classified based on rationality and consistency.

  16. Note 7: Where Company shares have no par value or where the par value per share is not NT$10, any calculations that involve paid-in capital and its ratio shall be replaced with the equity ratio attributable to the owner of the parent company on the balance sheet.

72

III. Audit Committee's Report on Financial Statements for the Most Recent Fiscal Year:

Audit Committee Review Report

The Board of Directors has prepared the Company's 2020 Business Report, Financial Statements, and Earnings Distribution Proposal, among which the Financial Statements have been audited by Deloitte & Touche, Taiwan, by whom an audit report has been issued accordingly. The Business Report, Financial Statements and the Earnings Distribution Proposal have been reviewed by us, the Audit Committee of the Company. We have not found any inconsistencies with applicable laws in our review of the aforementioned documents. Therefore, we, the Audit Committee, hereby issue this report in compliance with Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act.

Hung Ching Development & Construction Co., Ltd.

Convener of the Audit Committee:

March 30, 2021

73

  • IV. Financial Report Audited and Certified by CPAs in the Most Recent Year

Independent Auditors' Report

The Board of Directors and Shareholders Hung Ching Development & Construction Co., Ltd.

Opinion

We have audited the accompanying parent company only financial statements of the Hung Ching Development & Construction Co., Ltd. (the “Company”), which comprise the parent company only balance sheets as of December 31, 2020 and 2019, and the parent company only statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the parent company only financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying parent company only financial statements present fairly, in all material respects, the parent company only financial position of the Company as of December 31, 2020 and 2019, and its parent company only financial performance and its parent company only cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Parent Company Only Financial Statements section of our report. We are independent of the Company in accordance with The Norm of Professional Ethics for Certified Public Accountant of the Republic of China and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Company's parent company only financial statements for the year ended December 31, 2020. These matters were addressed in the context of our audit of the parent company only financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Key audit matters for the Company's parent company only financial statements for the year ended December 31, 2020 are stated as follows:

Sales Revenue of Building and Land

For the year ended December 21, 2020, revenue from sale of real estate was $3,164,448 thousand, representing 96% of the total operating revenue and being material in the parent company only financial statements, and it is one of the major revenue sources of the Company. Therefore, it has been deemed as one of key audit matters by us to determine whether or not the recognition of

74

revenue from sale of real estate has met the requirements of revenue recognition. Please refer to Note 4 and 19 of the parent company only financial statements.

The main audit procedures performed on the specific levels in respect of the above-mentioned key audit matter for the audit of the year are as follows:

  1. We understood and tested the design and operating effectiveness of the internal controls related to the sales cycle.

  2. Obtaining the details of building and land for sales for the whole year: (1) sampling and verifying the contracts signed by the buyers and sellers to confirm the contract price and transaction target; (2) sampling and verifying the registration date of the transfer of property ownership to verify that the property ownership has been transferred to the purchaser.

Responsibilities of Management and Those Charged with Governance for the parent company only Financial Statements

Management is responsible for the preparation and fair presentation of the parent company only financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and for such internal control as management determines is necessary to enable the preparation of parent company only financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the parent company only financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those charged with governance (including members of the Audit Committee) are responsible for overseeing the Company’s financial reporting process.

Auditors’ Responsibilities for the Audit of the Parent Company Only Financial Statements

Our objectives are to obtain reasonable assurance about whether the parent company only financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the auditing standards generally accepted in the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these parent company only financial statements.

As part of an audit in accordance with the auditing standards generally accepted in the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

  1. Identify and assess the risks of material misstatement of the parent company only financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  2. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an

75

opinion on the effectiveness of the Company’s internal control.

  1. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

  2. Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the parent company only financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors' report. However, future events or conditions may cause the Company to cease to continue as a going concern.

  3. Evaluate the overall presentation, structure and content of the parent company only financial statements, including the disclosures, and whether the parent company only financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

  4. Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision and performance of the Company audit. We remain solely responsible for our opinion to the Company.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the Company's parent company only financial statements for the year ended December 31, 2020 and are therefore the key audit matters. We describe these matters in our auditors' report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Deloitte & Touche Certified Public Accountant Certified Public Accountant Wang-Sheng Lin Shiuh-Ran Cheng Financial Supervisory Commission Approval Financial Supervisory Commission Approval Document No.: Document No.: Financial-Supervisory-Securities-Auditing-10 Financial-Supervisory-Securities-Auditing-1060 10028123 023872

March 29, 2021

76

Hung Ching Development & Construction Co., Ltd.

Parent Company Only Balance Sheets December 31, 2020 and 2019

Unit: In Thousands of New Taiwan Dollars

Code

1100
1150
1172
1180
1200
130X
1429
1479
11XX

1517
1550
1600
1760
1840
1930
1990
15XX
1XXX
Code

2100
2110
2130
2150
2170
2180
2219
2230
2320
2399
21XX

2540
2645
25XX
2XXX

3110
3200
3310
3320
3350
3300
3400
3500
31XX
ASSETS
CURRENT ASSETS
Cash and cash equivalents (Note 6)
Notes receivable (Notes 7 and 19)
Trade receivables, net (Notes 7 and 19)
Trade receivables from related parties (Notes 7, 19 and 25)
Other receivables (Notes 7)
Inventories, net (Notes 5, 8, 25, and 27)
Prepayments (Note 13)
Other current assets (Note 13)
Total current assets
NON-CURRENT ASSETS
Financial assets at fair value through other comprehensive
income - non-current, net (Notes 9 and 27)
Investments accounted for using equity method (Note 10)
Property, plant and equipment, net (Notes 11 and 20)
Investment properties, net (Notes 5, 12, 20, and 27)
Deferred tax assets (Notes 21)
Long-term notes receivable (Notes 7 and 19)
Other non-current assets (Notes 13 and 20)
Total non-current assets
TOTAL ASSETS
LIABILITIES AND EQUITY
CURRENT LIABILITIES
Short-term borrowings (Notes 14 and 27)
Short-term bills payable, net (Notes 14, 25, and 27)
Contract liabilities (Notes 19)
Notes payable
Trade payables (Notes 15)
Trade payables to related parties (Notes 25)
Other payables
Current tax liabilities
Long-term borrowings - current portion (Notes 14 and 27)
Other current liabilities (Notes 16)
Total current liabilities
NON-CURRENT LIABILITIES
Long-term borrowings, net (Notes 14 and 27)
Guarantee deposits received (Note 12)
Total non-current liabilities
Total liabilities
EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY
(Notes 18)
Share capital
Capital surplus
Retained earnings
Legal reserve
Special reserve
Unappropriated earnings
Total retained earnings
Other equity
Treasury shares
Total equity
Total equity and liabilities
December 31, 2020
Amount

$ 438,522
3
3,158
-
13,344
-
1,922
-
619
-
7,720,844
46
292,909
2

3,647

-

8,474,965
51
3,587,830
22
1,295,343
8
35,057
-
2,972,066
18
62,326
-
2,960
-

180,734

1

8,136,316
49
$ 16,611,281
100
$ 2,562,000
15
1,839,777
11
413,174
3
8,791
-
63,142
-
962,743
6
268,966
2
9,152
-
495,085
3

10,177

-

6,633,007
40
2,018,173
12

17,568

-

2,035,741
12

8,668,748
52

2,703,060
16

312,561

2
789,043
5
318,492
2

1,700,053
10

2,807,588
17

2,575,136
16

455,812)
(
3)

7,942,533
48
$ 16,611,281
100
December 31, 2019 December 31, 2019
Amount
$ 438,522
3,158
13,344
1,922
619
7,720,844

292,909

3,647


8,474,965

3,587,830

1,295,343
35,057
2,972,066

62,326
2,960

180,734


8,136,316

$ 16,611,281

$ 2,562,000

1,839,777

413,174
8,791
63,142
962,743
268,966
9,152
495,085

10,177


6,633,007

2,018,173


17,568


2,035,741


8,668,748


2,703,060


312,561

789,043
318,492

1,700,053


2,807,588


2,575,136


455,812)


7,942,533

$ 16,611,281
Amount
$ 158,677
7,366
31,123
1,562
173
8,817,702

370,104

1,988


9,388,695

3,676,591

1,390,882
35,915
3,081,464

63,284
1,471

200,419


8,450,026

$ 17,838,721

$ 2,314,000

2,597,128

103,498
4
61,842
1,390,773
287,920
101,697
135,267

18,087


7,010,216

2,710,881


16,445


2,727,326


9,737,542


2,703,060


297,175

714,834
320,202

1,867,950


2,902,986


2,653,770


455,812)


8,101,179

$ 17,838,721

















(


















(

1
-
-
-
-
50
2

-
53
21
8
-
17
-
-

1
47
100
13
14
1
-
-
8
2
1
1

-
40
15

-
15
55
15

2
4
2
10
16
15
(
3)
45
100

The accompanying notes are an integral part of the parent company only financial statements.

Chairman: Wen-Hsiang Chien

Manager: Chia-Pei Chou

Accounting Supervisor: Fang-Ying Chen

77

Hung Ching Development & Construction Co., Ltd.

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME For the years ended December 31, 2020 and 2019

Unit: In Thousands of New Taiwan Dollars, Except Earnings Per Share In Dollars

Code
OPERATING REVENUE (Notes
19 and 25)
4100
Sales Revenue of Building
and Land

4300
Rental revenue
4800
Other operating revenue

4000
Total operating
revenue

OPERATING COSTS (Notes 20)
5110
Costs of building and land
for sale (Note 8)
5300
Rental costs
5800
Other operating costs

5000
Total operating costs

5900
Gross operating profit

OPERATING EXPENSES (Notes
20 and 25)
6100
Selling and marketing
expenses
6200
General and administrative
expenses

6000
Total operating
expenses

6900
Net Operating Income

NON-OPERATING INCOME
AND EXPENSES
7010
Other income (Notes 20)
7020
Other gains and losses
(Notes 20)
7050
Finance costs (Notes 20)

7060
Share of loss (profit) of
associates accounted for
under equity method

7000
Total non-operating
income and
expenses
For the Year Ended December
31, 2020
Amount

$ 3,164,448
96

102,004
3

34,083

1


3,300,535
100


2,217,439
67
109,093
4

34,066

1


2,360,598

72


939,937

28

364,307
11

176,087

5


540,394

16


399,543

12

95,101
3
4,737
-

(
111,483 ) (
3 )

10,339

-

(
1,306)

-
For the Year Ended December
31, 2020
Amount

$ 3,164,448
96

102,004
3

34,083

1


3,300,535
100


2,217,439
67
109,093
4

34,066

1


2,360,598

72


939,937

28

364,307
11

176,087

5


540,394

16


399,543

12

95,101
3
4,737
-

(
111,483 ) (
3 )

10,339

-

(
1,306)

-
For the Year Ended December
31, 2020
Amount

$ 3,164,448
96

102,004
3

34,083

1


3,300,535
100


2,217,439
67
109,093
4

34,066

1


2,360,598

72


939,937

28

364,307
11

176,087

5


540,394

16


399,543

12

95,101
3
4,737
-

(
111,483 ) (
3 )

10,339

-

(
1,306)

-
For the Year Ended December
31, 2019
For the Year Ended December
31, 2019
For the Year Ended December
31, 2019
For the Year Ended December
31, 2019
Amount
$ 3,164,448
102,004
34,083

3,300,535

2,217,439
109,093
34,066

2,360,598

939,937

364,307
176,087

540,394

399,543

95,101
4,737

111,483 )
10,339

1,306)
Amount
$ 6,127,832
101,714
35,053

6,264,599

4,889,888
108,561
37,989

5,036,438

1,228,161

335,517
196,713

532,230

695,931

114,979

76 )

122,940 )
158,173

150,136










(

(









(
(

98
2

-
100
78
2

-

80

20
6

3

9

11
2

-
(
2 )

3

3

(Continued on the next page)

78

(Continued from the previous page)

Code
7900
Income before income tax

7950
Income tax expense (Note 21)

8200
NET PROFIT FOR THE YEAR

OTHER COMPREHENSIVE
INCOME/(LOSS)
8310
Items that will not be
reclassified subsequently
to profit or loss:
8316
Unrealized gain/(loss)
on investments in
equity instruments at
fair value through
other comprehensive
income

8360
Items that may be
reclassified subsequently
to profit or loss
8361
Exchange differences
on translating the
financial statements
of foreign operations
8399
Income tax related to
items that will be
reclassified (Note
21)

8300
Other comprehensive
income/(loss) for the
year, net of income
tax

8500
TOTAL COMPREHENSIVE
INCOME/(LOSS) FOR THE
YEAR

EARNINGS PER SHARE (Note
22)
9710
Basic

9810
Diluted
For the Year Ended December
31,2020
Amount

$ 398,237
12


7,084

-


391,153

12

(
80,023 ) (
3 )

1,736
-

(
347)

-

(
78,634)
(
3)

$ 312,519

9

$ 1.49

$ 1.49
For the Year Ended December
31,2020
Amount

$ 398,237
12


7,084

-


391,153

12

(
80,023 ) (
3 )

1,736
-

(
347)

-

(
78,634)
(
3)

$ 312,519

9

$ 1.49

$ 1.49
For the Year Ended December
31,2020
Amount

$ 398,237
12


7,084

-


391,153

12

(
80,023 ) (
3 )

1,736
-

(
347)

-

(
78,634)
(
3)

$ 312,519

9

$ 1.49

$ 1.49
For the Year Ended December
31,2019
For the Year Ended December
31,2019
For the Year Ended December
31,2019
For the Year Ended December
31,2019
Amount
$ 398,237
7,084

391,153


80,023 )

1,736
347)

78,634)

$ 312,519

$ 1.49
$ 1.49
Amount
$ 846,067
103,976

742,091


1,098,855

3,735 )
747

1,095,867

$ 1,837,958

$ 2.84
$ 2.82



(

(
(






(









14
2
12
17

-
-
17
29

The accompanying notes are an integral part of the parent company only financial statements.

Chairman: Wen-Hsiang Chien Manager: Chia-Pei Chou Accounting Supervisor: Fang-Ying Chen

79

Hung Ching Development & Construction Co., Ltd.

PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY For the years ended December 31, 2020 and 2019

Unit: In Thousands of New Taiwan Dollars

Code
A1
Balance as of January 1, 2019
Appropriation and distribution of
retained earnings for the year ended
December 31, 2018
B1
Legal reserve
B17
Special reserve
B5
Cash Dividend to Shareholders
D1
Net profit for 2019
D3
Other comprehensive income (loss) (net
of tax) for 2019
M1
Adjustment in capital surplus from
dividends paid to subsidiaries
Z1
Balance as of December 31, 2019
Appropriation and distribution of
retained earnings for the year ended
December 31, 2019
B1
Legal reserve
B3
Reversal of special capital reserve
B5
Cash Dividend to Shareholders
D1
Net profit for 2020
D3
Other comprehensive income (loss) (net
of tax) for 2020
M1
Adjustment in capital surplus from
dividends paid to subsidiaries
Z1
Balance as of December 31, 2020
Share capital
Number of
Shares (In
Thousand
Shares)
Amount

270,306
$ 2,703,060

-
-
-
-
-
-
-
-
-
-
-

-

270,306
2,703,060
-
-

-
-
-
-
-
-
-
-
-

-

270,306
$ 2,703,060
Share capital
Number of
Shares (In
Thousand
Shares)
Amount

270,306
$ 2,703,060

-
-
-
-
-
-
-
-
-
-
-

-

270,306
2,703,060
-
-

-
-
-
-
-
-
-
-
-

-

270,306
$ 2,703,060
Capital surplus
$ 286,918

-
-
-
-
-

10,257

297,175
-
-
-
-
-

15,386

$ 312,561
Retained earnings Unappropriated
earnings
$ 1,511,759

(
41,873 )
(
19,660 )
(
324,367 )
742,091
-


-

1,867,950

(
74,209 )

1,710
(
486,551 )
391,153
-

-

$ 1,700,053
Otherequity
Unrealized gain
(loss) on
financial assets
at fair value
through other
comprehensive
income
Exchange
differences on
translating the
financial
statements of
foreign
operations

( $ 3,654 ) $ 1,561,557


-
-

-
-

-
-
-
-
(
2,988 )
1,098,855

-

-

(
6,642 )
2,660,412


-
-
-
-

-
-
-
-
1,389
(
80,023 )

-

-

($ 5,253)
$ 2,580,389
Treasury shares
( $ 455,812 )
-
-
-

-
-

-

(
455,812 )
-
-
-

-

-


-

($ 455,812)
Total equity
Exchange
differences on
translating the
financial
statements of
foreign
operations
( $ 3,654 )

-

-

-
-
(
2,988 )

-

(
6,642 )

-
-

-
-
1,389


-

($ 5,253)
Number of
Shares (In
Thousand
Shares)
270,306

-
-
-
-
-
-

270,306
-

-
-
-
-
-

270,306
Legal reserve

$ 672,961

41,873
-
-
-
-
-

714,834
74,209
-

-
-
-
-

$ 789,043
Special reserve
$ 300,542

-

19,660

-

-
-

-

320,202
-

(
1,710 )
-

-
-

-

$ 318,492












$ 6,577,331
-
-
(
324,367 )
742,091
1,095,867

10,257

8,101,179
-
-
(
486,551 )
391,153
(
78,634 )

15,386
$ 7,942,533

The accompanying notes are an integral part of the parent company only financial statements.

Manager: Chia-Pei Chou

Accounting Supervisor: Fang-Ying Chen

Chairman: Wen-Hsiang Chien

80

Hung Ching Development & Construction Co., Ltd.

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS For the years ended December 31, 2020 and 2019

Unit: In Thousands of New Taiwan Dollars

Code
CASH FLOWS FROM OPERATING ACTIVITIES
A00010
Profit before income tax for the year
A20010
Adjustments for:
A20100
Depreciation expenses
A20300
Expected credit loss
A29900
Amortization of long-term prepayments
A23700
Loss on reduce inventory to market (Gain
from price recovery of inventory)
A20900
Finance costs
A21200
Interest income
A21300
Dividend income
A22300
Share of loss (profit) of associates
accounted for under equity method
A22500
Gain (Loss) on disposal of investment
properties
A30000
Changes in operating assets and liabilities, net
A31130
Notes receivable
A31150
Trade receivables
A31160
Trade receivables from related parties
A31180
Other receivables
A31200
Inventories
A31230
Prepayments
A31240
Other current assets
A32125
Contract liabilities
A32130
Notes payable
A32150
Trade payables
A32160
Trade payables to related parties
A32180
Other payables
A32230
Other current liabilities
A33000
Cash generated from operations
A33300
Interest paid
A33500
Income tax paid
AAAA
Net cash generated from operating
activities
For the Year Ended
December 31, 2020
$ 398,237
99,247
-
5,861
(
258,348 )
111,483
(
73 )
(
88,175 )
(
10,339 )
(
6,748 )
2,719
17,779
(
360 )
(
446 )
1,383,635
77,195
(
1,659 )
309,676
8,787
(
9,045 )
(
428,030 )
(
19,361 )
(
7,910)
1,584,125
(
129,160 )
(
99,018)

1,355,947
For the Year Ended
December 31, 2019
For the Year Ended
December 31, 2019

(
(
(
(
(
(
(
(
(
(
(
(
(
(

(
(
(
(
(
(
(
(

(
(
$ 846,067
99,533
13,410
4,317
393,878
122,940

180 )

110,269 )

158,173 )
-
577
81,842
11,627
100
3,123,562
132,191

1,352 )

41,145 )

23,471 )

20,088 )

282,281 )
115,320
4,263
4,312,668

189,704 )
122,543)
4,000,421

(Continued on the next page)

81

(Continued from the previous page)

Code
CASH FLOWS FROM INVESTING ACTIVITIES
B00030
Capital reduction and return of shares payment
of financial assets at fair value through other
comprehensive income
B02700
Acquisition of property, plant and equipment
B03700
Decrease (Increase) in refundable deposits
B01800
Acquisition of investments accounted for using
the equity method
B02800
Proceeds from disposal of investment properties
B06700
Increase in other non-current assets
B07500
Interest received
B07600
Dividends received from subsidiaries
B07600
Other dividends received
BBBB
Net cash generated from investing
activities
CASH FLOWS FROM FINANCING ACTIVITIES
C00100
Increase (Decrease) in short-term borrowings
C00500
Decrease in short-term bills payable
C01600
Repayments of long-term borrowings
C03000
Increase in guarantee deposits received
C04500
Distribution of Cash Dividend
CCCC
Net cash used in financing activities
EEEE
Increase (decrease) in Cash and Cash Equivalents for
the year
E00100
Cash and cash equivalents, beginning of year
E00200
Cash and cash equivalents, end of year
For the Year Ended
December 31, 2020
$ 8,738
(
224 )
20,188
-

17,981
(
6,364 )
73
123,000

88,175

251,567
248,000
(
757,351 )
(
332,890 )
1,123
(
486,551)
(
1,327,669)
279,845

158,677
$ 438,522
For the Year Ended
December 31, 2019
For the Year Ended
December 31, 2019

(

(


(
(
(
(


(
(
(


(
(
(
(
(
(

$ -
-

94,785 )

18,593 )
-

18,076 )
180
65,000
110,269
43,995

152,000 )

1,738,331 )

1,914,692 )
1,049
324,367)
4,128,341)

83,925 )
242,602
$ 158,677

The accompanying notes are an integral part of the parent company only financial statements.

Chairman: Wen-Hsiang Chien Manager: Chia-Pei Chou Accounting Supervisor: Fang-Ying Chen

82

Notes to parent company only Financial Statements For the years ended December 31, 2020 and 2019 (Amounts in Thousands of New Taiwan Dollars, Unless Otherwise Specified)

Hung Ching Development & Construction Co., Ltd.

1. Company History

The Company, incorporated in 1986 with shares listed on the Taiwan Stock Exchange, mainly engaged in appointment of contractors to build public housing developments and commercial buildings for leasing and selling and in and management and investment of other relevant business.

The parent company only financial statements are presented in the Company’s functional currency, the New Taiwan dollar.

2. Date and Procedures of Authorization of Financial Statements

The parent company only financial statements were approved by the Board of Directors and authorized for issue on March 5, 2021.

3. Application of New and Amended 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, “IFRSs”) endorsed and issued into effect by the Financial Supervisory Commission (FSC).

The application of the amendments to the IFRSs endorsed and issued into effect by the FSC will not have a significant effect on the Company’s accounting policies.

  • b. The IFRSs endorsed by the FSC for application in 2021
New,Revised or Amended Standards andInterpretations EffectiveDateIssued byIASB
Amendment to IFRS 4 “Extension of the Temporary
Exemption from Applying IFRS 9”
Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4, and
IFRS 16 - “Interest Rate Benchmark Reform - Phase 2”

Amendment to IFRS 16, "Covid-19-Related Rent
Concessions"
Effective on the issued date
Effective for annual reporting
periods beginning on or after
January 1, 2021
Effective for annual reporting
periods beginning on or after
June 1, 2020

As of the date the accompanying parent company only financial statements were authorized for issue, the Company continues in evaluating the impact on its financial position and financial performance as a result of the aforementioned standards or interpretations. The related impact will be disclosed when the evaluation has been completed.

83

  • c. IFRSs issued by the IASB but not yet endorsed and issued into effect by the FSC

Effective Date Issued by IASB New, Revised or Amended Standards and Interpretations (Note 1) Annual Improvements to IFRS Standards 2018–2020 January 1, 2022 (Note 2) Amendment to IFRS 3 "Reference to the Conceptual Framework" January 1, 2022 (Note 3) Amendments to IFRS 10 and IAS 28 "Sale or Contribution of To be determined Assets between an Investor and its Associate or Joint Venture" IFRS 17 "Insurance Contracts" January 1, 2023 Amendment to IFRS 17 January 1, 2023 Amendment to IAS 1 "Classification of Liabilities as Current January 1, 2023 or Noncurrent" Amendment to IAS 1 "Disclosure of Accounting Policies" January 1, 2023 (Note 6) Amendment to IAS 8 "Definition of Accounting Estimates" January 1, 2023 (Note 7) Amendment to IAS 16 "Property, Plant and Equipment - January 1, 2022 (Note 4) Proceeds before Intended Use" Amendment to IAS 37 "Onerous Contracts–Cost of Fulfilling January 1, 2022 (Note 5) a Contract"

  • Note 1: Unless stated otherwise, the aforementioned New, Revised or Amended Standards and Interpretations are effective for annual periods beginning on or after their respective effective dates.

  • Note 2: Amendment to IFRS 9 is effective to exchanges of a financial liability or modifications of terms incurred during the annual periods beginning on or after January 1, 2022. Amendment to IAS 41 "Agriculture" is effective to fair value measurements for annual periods beginning on or after January 1, 2022. Amendment to IFRS 1 "First-time Adoption of IFRS" is retrospectively effective for annual periods beginning on or after January 1, 2022.

  • Note 3: This amendment shall be applied to business combinations for which the acquisition date is beginning on or after January 1, 2022.

  • Note 4: This amendment shall be applied to the property, plant and equipment that are brought to the location and condition necessary for them to be capable of operating in the manner intended by management on or after January 1, 2021.

  • Note 5: The amendment shall be applied to contracts for which the Company has not yet fulfilled all its obligations on or after January 1, 2022.

  • Note 6: The amendment shall be applied prospectively for annual reporting periods beginning on or after January 1, 2023.

  • Note 7: This amendment shall be applied to changes in accounting policies and changes in accounting estimates that occur for annual periods beginning on or after January 1, 2023.

As of the date the accompanying parent company only financial statements were authorized for issue, the Company continues in evaluating the impact on its financial position and financial performance as a result of the aforementioned standards or interpretations. The related impact will be disclosed when the evaluation has been completed.

84

4. Summary of Significant Accounting Policies

  • a. Statement of Compliance

The accompanying parent company only financial statements have been prepared in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IFRSs endorsed and issued into effect by the FSC.

  • b. Basis of Preparation

The accompanying parent company only financial statements have been prepared on the historical cost basis except for financial instruments which are measured at fair value.

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

  • 1) Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities on the measurement date;

  • 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 the asset or liability.

In preparing the parent company only financial statements, the Company's investments in subsidiaries and associates are accounted for using the equity method. In order to agree with the amount of net income, other comprehensive income and equity attributable to shareholders of the consolidated financial statements of this year, the differences of the accounting treatment between the parent company only basis and the consolidated basis are adjusted under the heading of "investments accounted for using equity method", "share of profits of subsidiaries, associates, and joint ventures, share of other comprehensive income of subsidiaries, associates, and joint ventures" in the parent company only financial statements, and other related equity items.

  • c. Standards for Classification of Current and Noncurrent Assets and Liabilities

Current assets include:

  • 1) Assets held for trading purposes;

  • 2) Assets expected to be realized within 12 months after the balance sheet date; and

  • 3) Cash and cash equivalents, excluding those that are restricted from being exchanged or used to settle a liability for at least 12 months after the reporting period.

Current liabilities include:

  • 1) Obligations incurred for trading purposes;

  • 2) Obligations expected to be settled within 12 months from the balance sheet date (liabilities with long-term refinancing or rearrangement of payment terms completed after the balance sheet date and before the publication of the financial statements are also deemed as current liabilities); and

  • 3) Liabilities for which the Company does not have an unconditional right to defer settlement for at least 12 months after the reporting period. Terms of an obligation that could, at the option of the counterparty, result in its settlement by the issuance of equity instruments, do not affect its classification.

Assets and liabilities that are not classified as current are classified as non-current.

85

The Company is engaged in the construction business, which has an operating cycle of over 1 year. The normal operating cycle applies when considering the classification of current or non-current for the construction-related assets and liabilities.

  • d.

  • Foreign Currency

In preparing the financial statements of each individual entity, transactions in currencies other than the entity’s functional currency (i.e., foreign currencies) are recognized at the rates of exchange prevailing at the dates of the transactions.

Monetary items denominated in foreign currencies are translated at the rates prevailing on each date of balance sheets. Exchange differences on monetary items arising from settlement or translation are recognized in profit or loss in the period in which they arise.

Non-monetary items that are measured at historical cost in a foreign currency are translated using the exchange rate at the date of the transaction (i.e., not retranslated).

For the purpose of presenting the parent company only financial statements, the assets and liabilities of the Company's foreign operations (including subsidiaries that operate in countries or use currencies different from that of the Company) are translated into the New Taiwan dollar using the exchange rate of each balance sheet date. Income and expense items are translated using the average exchange rates of the current period, with exchange differences arising therefrom recognized in other comprehensive income.

e.

  • Inventories

Inventories comprise real estate under development, real estate held for development, and building and land held for sale. Inventory is stated at the lower of cost or net realizable value. Comparing costs with net realizable value is based on individual item. Net realizable value represents the estimated selling price of inventories less the estimated cost of completion and the estimated cost necessary to make the sale. The actual costs incurred in the construction of the real estate inventory are transferred to current operating costs in proportion of floor space to the recognition of revenue from sales of real estate.

  • f. Investments accounted for using the equity method

The Company uses equity method for investment in subsidiaries and associates.

  • 1) Investment in subsidiary

Subsidiaries are entities controlled by the Company.

Under the equity method, the investment is initially treated at cost and adjusted thereafter for the post-acquisition change in the Company's interest in profit and loss, shares in other comprehensive income and profit distribution by the subsidiaries. In addition, changes in other equity of the subsidiaries are recognized based on the shareholding percentage.

The unrealized profit or loss in downstream transactions between the Company and the subsidiary shall be eliminated in the parent company only financial statements. Profit or loss generated in upstream transactions between the Company and the subsidiaries or transactions between the subsidiaries shall only be recognized in the Parent Company Only Financial Statements when it is not related to the Company's interest in the subsidiaries.

  • 2) Investment in associates

Associates are entities over which the Company has major influence but they are neither a subsidiary nor joint ventures.

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The Company uses equity method for investment in associates.

Under the equity method, the investment is initially treated at cost and adjusted thereafter for the post-acquisition change in the Company's interest in profit and loss, shares in other total income and profit distribution by the associates. In addition, changes in the interests in associates are recognized based on the shareholding percentage.

Any excess of acquisition cost over the Company's share of an associate's or a joint venture's identifiable assets and liabilities measured at the fair value on the date of acquisition is recognized as goodwill. The goodwill shall be included in the carrying amount of the investment but not allowed for amortization. If the Company's share of the net fair value of the identifiable assets and liabilities exceeds acquisition cost, the excessive amount is recognized immediately in profit or loss.

When the Company's share of loss derived from the investment of an affiliate equals or exceeds the Company's interest (including the carrying amount of the investment and other long-term substantial interests in the associate's net asset in proportion to ownership percentage), the Company shall cease recognizing losses further. The Company shall only recognize additional losses and liabilities within the scope of occurred legal obligations, constructive obligations, or payments made on behalf of the associates.

To assess impairment, the Company has to consider the overall carrying amount (including goodwill) of the investment as a single asset to compare the recoverable and carrying amounts. The cost of impairment identified is to be deemed as part of the carrying amount of the investment. Any reversal of the impairment loss is recognized only to the extent of the subsequent increases in the recoverable amount of investment.

Profit or loss in up- and downstream transactions between the Company and the associates or transactions between associates shall only be recognized in the Parent Company Only Financial Statements when it is not related to the Company's interest in the associates.

  • g.

  • Property, Plant and Equipment

Property, plant and equipment are recognized at cost, and then measured at cost less accumulated depreciation and accumulated impairment.

Freehold land is not depreciated.

The depreciation of property, plant and equipment is separately recognized using the straight-line method over their useful lives to each significant part. The Company reviews the estimated useful lives, residual values and depreciation method at least at the end of each reporting period, with the effect of any changes in estimates accounted for on a prospective basis.

Upon disposal of property, plant and equipment, the difference between the net sales proceeds and the carrying amount of the asset is recognized in profit or loss.

  • h.

  • Investment properties

Investment property is a property held to earn rental and/or for capital appreciation. Investment property also includes land held for future use that is currently undetermined.

Investment property is initially measured at cost, including transaction costs. Subsequent to initial recognition, investment property is measured at cost less

87

accumulated depreciation and accumulated impairment loss. Depreciation of investment properties is recognized using the straight-line method.

Upon disposal of investment properties, the difference between the net sales proceeds and the carrying amount of the asset is recognized in profit or loss.

  • i. Contract cost-related assets

  • Sales service fees paid for sales of real estate under exclusive sales contract of property held for sale are only incurred at the time of obtaining a client’s contract and are recognized as an additional cost of obtaining the contract to the extent the amounts are recoverable, and are written off when the legal ownership of the real estate is passed to the client.

  • j. Impairment of tangible and intangible assets (excluding goodwill) and related assets of contract costs

On each balance sheet date, the Company reviews the carrying amounts of its tangible and intangible assets (excluding goodwill) to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. When it is not possible to estimate the recoverable amount of an individual asset, the Company estimates the recoverable amount of the cash-generating unit to which the asset belongs. If corporate assets can be allocated to cash-generating units with a reasonable and consistent basis, then they are allocated to their individual cash-generating units. Otherwise, they are allocated to the smallest group of cash-generating units for which a reasonable and consistent allocation basis can be identified.

For intangible assets with indefinite life and that are not yet available for use, they are subject to annual impairment test at the time there are indications of impairment.

The recoverable amount is the higher of fair value less costs to sell and value in use. If the recoverable amount of an individual asset or cash-generating unit is estimated to be less than its carrying amount, the carrying amount of the asset or the cash-generating unit is reduced to its recoverable amount, with the resulting impairment loss recognized in profit or loss.

An impairment loss on inventory, property, plant and equipment, and intangible asset related to the contracts with customers shall be recognized in accordance with the applicable standards of inventory impairment and the above-mentioned principles. Then, the impairment loss is recognized to the extent that the carrying amount of the assets related to contract costs exceeds the remaining amount of consideration that the Company expects to receive in exchange for related goods or services less the direct costs related to providing those goods or services. The assets related to the contract costs are then included in the carrying amount of the cash-generating unit to which they belong for the purpose of evaluating impairment of that cash-generating unit.

When an impairment loss is subsequently reversed, the carrying amount of the corresponding asset, cash-generating unit or assets related to contract costs is increased to the revised estimate of its recoverable amount, but only to the extent of the carrying amount, less any amount of amortization or depreciation, that would have been determined had no impairment loss been recognized on the asset in prior years. A reversal of an impairment loss is recognized in profit or loss.

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k. Financial Instruments

Financial assets and liabilities shall be recognized in the parent company only balance sheet when the Company becomes a party to the contractual provisions of the instruments.

While financial assets and liabilities are initially recognized, transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities are added to or deducted from the fair value of those financial assets and financial liabilities that are not measured at fair value through profit or loss. Transaction costs directly attributable to the acquisition or issue of financial assets or financial liabilities measured at fair value through profit or loss are recognized immediately in profit or loss.

1) Financial Assets

Regular way transactions of financial assets are recognized and derecognized on a settlement date basis.

a) Category of measurement

Financial assets held by the Company are classified into the following categories: financial assets at amortized cost and investments in equity instruments at fair value through other comprehensive income (FVTOCI).

  • i. Financial asset measured at amortized cost

The Company's investments in financial assets that meet the following two conditions are subsequently measured at amortized cost:

  • (a) Within a business model whose objective is to hold financial assets in order to collect contractual cash flows; and

  • (b) The contractual terms give rise to cash flows on specified dates that are solely payments of principal and interest on the principal amount outstanding.

Subsequent to initial recognition, financial assets measured at amortized cost, including cash, notes receivable, trade receivable, and other receivable, are measured at amortized cost of total carrying amount determined by the effective interest method less any impairment loss. Any foreign exchange gain/loss is recognized in profit or loss.

Interest income is calculated by applying the effective interest rate to the gross carrying amount of such a financial asset, except for:

  • (a) Purchased or originated credit-impaired financial assets, for which interest income is calculated by applying the credit-adjusted effective interest rate to the amortized cost of such financial assets; and

  • (b) Financial assets that are not credit-impaired on purchase or origination but have subsequently become credit-impaired, for which interest income is calculated by applying the effective interest rate to the amortized cost of such financial assets in subsequent reporting periods.

Credit-impaired financial assets are those where the issuer or debtor has experienced major financial difficulties, defaults, the debtor is likely to file for bankruptcy or other financial restructuring, or disappearance of an active market for the financial assets due to financial difficulties.

Cash equivalents comprise time deposits that will mature within 3 months after the acquisition date, that are highly liquid and readily convertible to

89

known amount of cash, and that are subject to an insignificant risk of changes in value. Cash equivalents are used to satisfy short-term cash commitments.

  • ii. Investments in equity instruments at FVTOCI

On initial recognition, the Company may make an irrevocable election to designate investments in equity instruments as at FVTOCI. Designation as at FVTOCI is not permitted if the equity investment is held for trading or if it is contingent consideration recognized by an acquirer in a business combination.

Investments in equity instruments at FVTOCI are measured at fair value and subsequently measured at fair value with gain or loss arising from changes in fair value recognized in other comprehensive income and accumulated in other equity. The cumulative gain or loss will not be reclassified to profit or loss on disposal of the equity investments; instead, it will be transferred to retained earnings.

Dividends on these investments in equity instruments at FVTOCI are recognized in profit or loss when the Company’s right to receive the dividends is established, unless the dividends clearly represent a recovery of part of the cost of the investment.

b) Impairment of financial assets

On each date of balance sheets, the Company evaluates a loss allowance for financial assets at amortized cost (including trade receivable) based on expected credit loss.

The loss allowances for notes receivable and trade receivable are recognized at an amount equal to lifetime expected credit losses. Other financial assets are first evaluated whether or not the credit risk has increased significantly since initial recognition. If it has not increased significantly, a loss allowance is recognized at an amount equal to expected credit loss within 12 months. If it has increased significantly, a loss allowance is recognized at an amount equal to expected credit loss over the expected life.

Expected credit losses are the weighted average credit losses resulting from a risk of default events as the weight. Expected credit losses within 12 months represent the expected credit losses resulting from possible default events of a financial instrument within 12 months after the reporting date. Expected credit loss over the expected life represent the expected credit losses resulting from all possible default events of a financial instrument over the expected life.

For the purpose of internal credit risk management, the Company, without considering the collateral it holds, determines that the following circumstances represent a default in financial assets:

  • i. There are internal or external information showing that the borrower is no longer able to pay off the debt.

  • ii. Where the debt is overdue more than 365 days, unless there is reasonable and authenticated information showing that the delayed default basis is more appropriate.

An impairment loss of all financial assets is recognized with a corresponding adjustment to their carrying amount through a loss allowance account.

90

c) Derecognition of financial assets

The Company derecognizes a financial asset only when the contractual rights to the cash flows from the financial asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the financial asset to another entity.

On derecognition of a financial asset at amortized cost in its entirety, the difference between the asset’s carrying amount and the sum of the consideration received and receivable is recognized in profit or loss. On derecognition of equity instruments measured at FVTOCI in its entirety, the cumulative gain or loss will not be reclassified to profit or loss; instead, it will be transferred to retained earnings.

2) Equity instruments

Debt and equity instruments issued by the Company are classified separately as financial liabilities or equity in accordance with the substance of contractual arrangements and the definitions of a financial liability and an equity instrument.

The equity instrument issued by the Company shall be recognized by the payment for acquisition net of the direct cost of issuance.

The repurchase of equity instruments issued by the Company is recognized in equity as a deduction. The purchase, sale, issuance, or write-off of the Company’s own equity instruments is not recognized in profit or loss.

  • 3) Financial Liabilities

  • (a) Subsequent measurement

All financial liabilities are subsequently measured either at amortized cost using effective interest method, except below situations.

  • (b) (Derecognition of financial liabilities

The difference between the carrying amount of the financial liability derecognized and the consideration paid and payable, including liabilities of any transferred non-cash asset or afforded liabilities, is recognized in profit or loss.

l.

Revenue Recognition

The Company identifies contracts with customers, allocates the transaction price to the performance obligations and recognizes revenue when performance obligations are satisfied.

The Company is principally engaged in appointments and management of contractors for the construction and sales of real estate, and the revenue is recognized when the legal ownership of the real estate is passed to the client. For the signed contract of residence sale, subject to the commercial practice, the real estate has no other use for the Company. As the legal ownership of the real estate is passed to the client, the Company has an enforceable right to the contractual amount and therefore revenue is recognized when the legal ownership of the real estate is passed to the client.

m.

Leases

At the inception of a contract, the Company assesses whether the contract is, or contains, a lease.

91

1) The Company as lessor

Leases are classified as finance leases whenever the terms of a lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases.

When the Company subleases the right-of-use asset, the classification of the sublease is determined by the right-of-use asset (instead of the underlying asset). However, if the main lease is a short-term lease where the recognition exemption is applicable to the Company, the sublease is classified as an operating lease.

After lease-related incentives are deducted, the rental income from operating lease is recognized on a straight-line basis over the term of the lease. The initial direct costs arising from acquisition of operating leases is added to the carrying amount of the underlying assets; and an expense is recognized for the lease on a straight-line basis over the lease term.

When a lease includes both land and building elements, the Company assesses the classification of each element separately as a financial or an operating lease based on the assessment as to whether substantially all the risks and rewards incidental to ownership of each element have been transferred to the lessee. The lease payments are allocated between the land and the building elements in proportion to the relative fair values of the leasehold interests in the land element and building element of the lease at the inception of a contract. If the allocation of the lease payments can be made reliably, each element is accounted for separately in accordance with its lease classification. If the lease payments cannot be allocated reliably between the land and building elements, the entire lease is generally classified as a finance lease unless it is clear that both elements are operating leases; in which case, the entire lease is classified as an operating lease.

2) The Company as lessee

The Company recognizes right-of-use assets and lease liabilities for all leases at the commencement date of a lease, except for short-term leases and low-value asset leases accounted for applying a recognition exemption where lease payments are recognized as expenses on a straight-line basis over the lease terms.

Right-of-use assets are measured initially at cost, which comprises the initial measurement of lease liabilities, the lease payments paid before the lease start date less the lease incentives received, the initial direct cost, and the estimated cost of restoring underlying assets. Subsequent measurement is calculated as cost less accumulated depreciation and accumulated impairment loss and adjusted for changes in lease liabilities as a result of remeasurement. Right-of-use assets are presented on a separate line in the parent company only balance sheets.

Right-of-use assets are depreciated using the straight-line method from the commencement dates to the earlier of the end of the useful lives of the right-of-use assets or the end of the lease terms.

Lease liabilities are initially measured at the present value of the lease payments, which comprise fixed payments and payments of penalties for terminating the lease reflected during the lease term less lease incentives received. The lease payments are discounted using the interest rate implicit in a lease, if that rate can be readily determined. If that rate cannot be readily determined, the Company uses the lessee’s incremental borrowing rate.

Subsequently, lease liabilities are measured at amortized cost using the effective interest method, with interest expense recognized over the lease terms. When there is

92

a change in future lease payments resulting from a change in a lease term, the Company remeasures the lease liabilities with a corresponding adjustment to the right-of-use assets. However, if the carrying amount of the right-of-use assets is reduced to zero, any remaining amount of the remeasurement is recognized in profit or loss. Lease liabilities are presented on a separate line item in the parent company only balance sheets.

n.

Borrowing Costs

Borrowing costs directly attributable to an acquisition, construction or production of qualifying assets are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale.

Investment income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalization.

Other than that which is stated above, all other borrowing costs are recognized in profit or loss in the period in which they are incurred.

  • o.

Employee Benefits

  • 1) Short-term employee benefits

Liabilities recognized in respect of short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in exchange for service rendered by employees.

  • 2) Post-retirement benefits

Payments of defined contribution retirement benefit plans are recognized as an expense when the employees have rendered service entitling them to the contribution.

  • p.

Income Tax

Income tax expense is the sum of current income tax and deferred income tax.

  • 1) Current income tax

According to the Income Tax Law of the ROC, an additional income tax on unappropriated earnings was surcharged in the year approved by the shareholders' meeting.

Adjustments of prior years’ tax liabilities are added to or deducted from the current year’s tax provision.

  • 2) Deferred income tax

Deferred income tax is calculated on temporary differences between the carrying amounts of the recorded assets and liabilities and the corresponding tax bases used in the computation of taxable profit.

Deferred tax liabilities are generally recognized for all taxable temporary differences while deferred tax assets are recognized as it is very likely that taxable profits will be available against tax credits which those deductible temporary differences can be utilized.

Deferred tax liabilities are recognized for taxable temporary differences associated with investments in subsidiaries, except where the Company is able to control the timing of the reversal of the temporary difference and it is very likely that the temporary difference will not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with such investment and equity are only recognized to the extent that it is very likely that there will be

93

sufficient taxable profit against which to utilize the benefit of the temporary differences that are expected to reverse in the foreseeable future.

The carrying amount of deferred tax asset is reviewed on each date of balance sheets and it is reduced to the extent that it is no longer very likely that sufficient taxable profits will be available to allow all or part of the deferred tax asset to be recovered. The deferred tax assets not originally recognized are also reviewed on each date of balance sheets, and their carrying amount is recognized to the extent that it is very likely that sufficient taxable profits will be available to allow all or part of the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year in which the liability is settled or the asset is realized, and this tax rates is based on the tax rates and tax laws that have been enacted or substantively enacted on the date of balance sheet. The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Company expects to recover or settle the carrying amount of its assets and liabilities on the date of balance sheet.

  • 3) Current and deferred income tax

Current and deferred income taxes are recognized in profit or loss, unless when they relate to items that are recognized in other comprehensive income or directly recorded in equity, the current and deferred income tax are separately recognized in other comprehensive income or directly recorded in equity.

5. The Primary Sources of Uncertainties in Major Accounting Judgments, Estimates, and Assumptions

In the application of the Company’s accounting policies, the management is required to make judgments, estimates and assumptions based on historical experience and other factors that are considered to be relevant for the items that are not readily apparent from other sources. Actual results may differ from these estimates.

The management will constantly review the estimations and underlying assumptions. If an amendment of estimates only affects the current period, it shall be recognized in the period of amendment; if an amendment of accounting estimates affects the current year and future periods, it shall be recognized in the period of amendment and future periods.

Key Sources of Estimation and Assumption Uncertainty

Estimated impairment loss of inventory

The Company regularly assesses the carrying amounts of the inventories to determine, in accordance with the accounting policy, that the inventories are stated at the lower of cost or net realizable value. The Company estimates the net realizable value based on the most recent average selling prices of similar inventories and its historical experiences. Changes in the net realizable value will increase or decrease the amount of the Company’s inventories.

6. Cash and Cash Equivalents

Cash and Cash Equivalents
Cash on hand and working capital
Bank demand deposits
December31,2020
$ 2,034
436,488
$ 438,522
December31,2019




$ 1,151
157,526
$ 158,677

The interest rates intervals on bank deposits as of December 31, 2020 and 2019 were 0.04% and 0.08% respectively.

94

7. Notes receivable, Trade receivables - net, Trade receivables from related parties and other receivable

other receivable
Measured at amortized cost
Notes receivable
Installment notes receivable
Less: long-term installment notes receivable
Installment notes receivable - current
portion
Trade receivables
Trade receivables from related parties
Other receivables
Less: Allowance for Bad Debts
December31,2020
$ 2,369
3,749
(
2,960)

789
$ 3,158
$ 13,344

1,922
$ 15,266
$ 14,029

13,410
$ 619
December31,2019

(








(







$ 4,298
4,539

1,471)
3,068
$ 7,366
$ 31,123
1,562
$ 32,685
$ 13,583
13,410
$ 173
  • a. Notes and trade receivable

The Company mainly engaged in appointments of construction contractors to build public housing developments for leasing and selling. As a result, the trade receivables of the Company arose from the purchase of building and land sold by the Company’s clients and the collection terms of the receivables are in accordance with the sales contracts. In the case of trade receivable arising from the lack of loan facilities from clients, the Company may, after assessing their credit status and repayment ability, collect the amounts by instalments of bills receivable based on agreed terms.

In addition to trade receivable of real estate, the Company has trade receivable arising from rental with lease guarantee deposits received in advance. In assessing the recoverability of trade receivable, the Company considers any change in the credit quality of the trade receivable from the original credit date to the balance sheet date and estimates the irrecoverable amounts by reference to past default records and the current financial condition of the clients and industrial economic conditions. The lease guarantee deposits received by the Company at the balance sheet date are sufficient to cover potential default losses.

The Company applies the simplified approach of IFRS 9 and recognizes allowance for uncollectible accounts for trade receivable as lifetime expected credit losses for the duration of contract. The lifetime expected credit loss is determined the provision matrix which refers to past default records and the current financial condition of the clients and industrial economic conditions. Due to the historical experience of credit losses of the Company, there is no significant difference in the loss patterns of different client's groups. Therefore, the provision matrix does not further distinguish the customer base, and only sets the expected credit loss rate based on the overdue days of trade receivable.

The Company writes off trade receivable when there is information indicating that the debtor is experiencing in severe financial difficulty and there is no realistic prospect of recovery. The Company continues to engage in enforcement activity to attempt to recover the receivables due. Where recoveries are made, they are recognized in profit or loss.

The Company's loss allowance for trade receivable based on the provision matrix were as follows:

95

December 31, 2020

December 31, 2020
Expected credit loss rate
Total carrying amount

Allowance for loss (lifetime
expected credit losses)

Costs after amortization

December 31, 2019
Expected credit loss rate
Total carrying amount

Allowance for loss (lifetime
expected credit losses)

Costs after amortization
AR aging less
than 365 days
-
$ 15,266


-

$ 15,266

AR aging less
than 365 days
-
$ 32,685


-

$ 32,685
AR aging of and
more than 365
days
100%
$ -


-

$ -

AR aging of and
more than 365
days
100%
$ -


-

$ -
Total


$ 15,266
-
$ 15,266
Total






$ 32,685
-
$ 32,685

b. Other receivables

The Company's loss allowance for other receivable were as follows:

December 31, 2020

December 31, 2020
Expected credit loss rate
Total carrying amount

Allowance for loss
(lifetime expected
credit losses)

Costs after amortization
AR aging less
than365 days
-
$ 619

-

$ 619
AR aging of
and more than
365 days
100%
$ 1,335

1,335

$ -
Counterparty
in trading
shown the
indication of
default events
100%
$ 12,075

12,075

$ -
Total








$ 14,029
13,410
$ 619

Counterparty in trading shown the indication of default events was associate of the Company.

96

December 31, 2019

December 31, 2019
Expected credit loss rate
Total carrying amount

Allowance for loss
(lifetime expected
credit losses)

Costs after amortization
AR aging less
than365 days
-
$ 173

-

$ 173
AR aging of
and more than
365 days
100%
$ 1,335

1,335

$ -
Counterparty
in trading
shown the
indication of
default events
100%
$ 12,075

12,075

$ -


Total






$ 13,583
13,410
$ 173

Counterparty in trading shown the indication of default events was associate of the Company.

The movements of the loss allowance of other receivables were as follows:

Balance, beginning of year
Add: Impairment loss recognized for
the year
Balance, end of year
For the Year Ended
December31,2020
$ 13,410

-
$ 13,410
For the Year Ended
December31,2019
For the Year Ended
December31,2019




$ -
13,410
$ 13,410

8. Inventory, net

Real estate under development
Real estate held for development
Building and land held for sale
Real estate under development
ProjectItem
Xinzhuang Fuduxin
Kaohsiung 2nd Park E Building Plant
Tucheng Mingde Sec.
Hsinchu Fu Baitian
Kaohsiung K13 Plant
Real estate held for development
ProjectItem
Banqiao Puqian Sec. and Zhonghe Guangfu
Sec.
Tucheng Mingde Sec.
Tucheng Yuanhe Sec.
December31,2020
$ 1,399,910
1,468,198

4,852,736
$ 7,720,844
December31,2020
$ -
941,905
253,684
200,307

4,014
$ 1,399,910
December31,2020
$ 1,074,116
-
211,208
December31,2019
$ 1,656,777
1,697,931

5,462,994
$ 8,817,702
December31,2019
$ 1,474,939
180,696
-
-

1,142
$ 1,656,777
December31,2019
$ 1,074,116
229,733
211,208

(Continued on the next page)

97

(Continued from the previous page)

ProjectItem
Beitou Enlightened Sec.
Banqiao Guoguang Sec. (Capacity Transfer
purpose)
Xizhi Jinlong Sec.
Nangang South Central Sec.
Xizhi Fude Sec. (Capacity Transfer purpose)
Tucheng Leli Sec. and Xuelin Sec. (Capacity
Transfer purpose)
December31,2020
$ 93,249
55,927
16,886
10,877
5,689

246
$ 1,468,198
December31,2019 December31,2019




$ 93,249
55,927
16,886
10,877
5,689
246
$ 1,697,931

Building and land held for sale

Building and land held for sale
Project Item
Yanping South Rd. Di Jing Garden
Tucheng ASE Residence
Xinzhuang Fuduxin Ronghua
Xizhi Li Garden
ASE Center
Earl Seventh generation
Peony
Bo City
December31,2020
$ 2,466,909
1,013,923
936,248
277,562
57,954
49,642
43,778

6,720
$ 4,852,736
December31,2019






$ 2,533,015
2,371,247
-
374,060
71,432
60,652
45,868
6,720
$ 5,462,994

As of December 31, 2020 and 2019, inventories of $4,067,331 thousand and $6,810,427 thousand, respectively, are expected to be recovered after more than 12 months.

The relevant amounts of operating cost and inventory were as follows:

Cost of Goods Sold
The abovementioned cost of goods sold
includes
Loss on reduce inventory to market
(Gain from price recovery of inventory)
For the Year Ended
December31,2020
$ 2,217,439
($ 258,348)
For the Year Ended
December31,2019
For the Year Ended
December31,2019

(

$ 4,889,888
$ 393,878

For the years ended December 31, 2020 and 2019, loss on reduce inventory to market (gain from price recovery of inventory) was provided (reversed) mainly due to the construction project of Xinzhuang Fuduxin.

Please refer to Note 26 for the amount of inventory pledged by the Company as collateral against its secured borrowings.

98

9. Financial assets at FVTOCI, net

Investments in equity instruments at FVTOCI

Investments in equity instruments at FVTOCI
Non-current
Domestic investment
Listed (OTC) stock
Foreign investment
Limited liability partnership
December 31, 2020
$ 3,587,830

-
$ 3,587,830
December 31, 2019




$ 3,671,678
4,913
$ 3,676,591

The Company invested in equity instruments pursuant to its medium-term and long-term strategies for the purpose of making a profit; thus, the Company elected to designate these investments to be measured at FVTOCI.

Please refer to Note 26 for information about investments in equity instruments at FVTOCI pledged as collateral.

10. Investments Accounted for Using the Equity Method

Investment in subsidiaries
Investments in associates
a. Investments in subsidiaries
Non-Listed (Non-OTC) Company
Hung Ching Kwan Co., Ltd.
Fuhua engineering Co., Ltd.
Hung Ching Co., Limited
Hung Ching New Co., Ltd.
Superb First Co.,Ltd.
ASE WeMall Management and
Consulting Co., Ltd.
December31,2020
$ 1,295,343

-
$ 1,295,343
December31,2020
$ 627,600
509,171
71,700
51,281
30,971

4,620
$ 1,295,343
December31,2019 December31,2019
$ 1,390,882

-
$ 1,390,882
December31,2019




$ 657,849
592,092
72,156
45,642
19,586
3,557
$ 1,390,882

a. Investments in subsidiaries

The percentage of equity ownership and voting rights of the Company in the associates were as below:

were as below:
Hung Ching Kwan Co., Ltd.
Fuhua engineering Co., Ltd.
Hung Ching Co., Limited
Hung Ching New Co., Ltd.
Superb First Co., Ltd.
ASE WeMall Management and
Consulting Co., Ltd.
December 31, 2020
63.5%
100%
100%
100%
100%
100%
December 31, 2019
63.5%
100%
100%
100%
100%
100%

Superb First Co., Ltd. was established in November 2018. In July 2019, the Company invested US$600 thousand and Superb First Co., Ltd. invested US$600 thousand in Shanghai You Chang Property Management Ltd. Co. The abovementioned investments were approved by the Investment Commission in July 2019.

The share of profit or loss and other comprehensive loss of the subsidiaries accounted for using the equity method for the years ended December 31, 2020 and 2019 was calculated

99

based on the financial statements of subsidiaries audited by the certified public accountant for the same period.

  • b. Investments in associates

December 31, 2020 December 31, 2019 Investment in associates that are not individually material Hooyai Hotel Co. $ - $ -

The percentage of equity ownership and voting rights of the Company in the associates were both 46% on the balance sheet date.

Information of associates not individually material is summarized as follows:

The Company's share
Net loss for the year
OTHER COMPREHENSIVE
INCOME/(LOSS)
Total comprehensive income
For the Year Ended
December 31, 2020
$ -

-
$ -
For the Year Ended
December 31, 2019


( $ 4,521 )

-
($ 4,521)

The Company has discontinued the recognition of losses as the associate had negative equity as of December 31, 2019.

The share of profit and loss and other comprehensive income of the associates accounted for using the equity method and the Company for the years ended December 31, 2020 and 2019 were recognized based on the financial statements of associates audited by the certified public accountant for the same period.

11. Property, Plant and Equipment, Net

Cost
Balance as of January 1, 2019

Balance as of December 31,
2019

Accumulated depreciation and
impairment
Balance as of January 1, 2019

Depreciation expenses

Balance as of December 31,
2019

Balance as of December 31,
2019, net
Land
$ 13,401

$ 13,401

$ -
-

$ -

$ 13,401
Buildings and
Property
$ 136,578

$ 136,578

$ 115,864

545

$ 116,409

$ 20,169
Other
Equipment
$ 6,805

$ 6,805

$ 3,651
809

$ 4,460

$ 2,345





Total















$ 156,784
$ 156,784
$ 119,515
1,354
$ 120,869
$ 35,915

100

Cost
Balance as of January 1, 2020
Addition

Balance as of December 31,
2020

Accumulated depreciation and
impairment
Balance as of January 1, 2020
Depreciation expenses

Balance as of December 31,
2020

Balance as of December 31,
2020, net
Land
$ 13,401
-

$ 13,401

$ -
-

$ -

$ 13,401
Buildings and
Property
$ 136,578

-

$ 136,578

$ 116,409

545

$ 116,954

$ 19,624
Other
Equipment
$ 6,805
224

$ 7,029

$ 4,460
537

$ 4,997

$ 2,032
Total
























$ 156,784
224
$ 157,008
$ 120,869
1,082
$ 121,951
$ 35,057

Property, plant and equipment of the Company are depreciated by straight-light method using the estimated useful lives as follows:

Buildings and Property 60 years Other Equipment 5 to 10 years

No above mentioned property, plant and equipment was pledged by the Company as collateral for borrowings.

12. Investment properties, net

nvestment properties, net
Cost
Balance as of January 1, 2019

Balance as of December 31, 2019
Land
$ 549,521

$ 549,521
Buildings
$ 2,958,303

$ 2,958,303
Total



$ 3,507,824
$ 3,507,824

(Continued on the next page)

101

(Continued from the previous page)

Land Buildings Total
Accumulated depreciation and
impairment
Balance as of January 1, 2019
$ 4,250
$
323,931
$ 328,181
Depreciation expenses
-
98,179
98,179
Balance as of December 31, 2019
$ 4,250
$
422,110
$ 426,360
Balance as of December 31, 2019, net $ 545,271
$ 2,536,193
$ 3,081,464
Cost
Balance as of January 1, 2020
$ 549,521
$ 2,958,303
$ 3,507,824
Disposal
( 15,113)
( 715)
( 15,828)
Balance as of December 31, 2020
$ 534,408
$ 2,957,588
$ 3,491,996
Accumulated depreciation and
impairment
Balance as of January 1, 2020
$ 4,250
$
422,110
$ 426,360
Disposal
(
4,250 ) ( 345 ) ( 4,595 )
Depreciation expenses
-
98,165
98,165
Balance as of December 31, 2020
$ -
$
519,930
$ 519,930
Balance as of December 31, 2020, net $ 534,408
$ 2,437,658
$ 2,972,066

The investment property of the Company includes the mall of Tucheng ASE and the building of Hotel J Metropolis held by the Company.

Investment properties of the Company are depreciated by straight-light method using the estimated useful lives as follows:

Buildings and Property

Buildings and Property 20 to 60 years Air-conditioning equipment and others 5 to 20 years

The fair value of the investment property is derived by reference to appraisal report evaluated by appraisal company of non-related party and to the actual price registration of in the adjacent area by the management. Evaluation of fair value is shown below:

Fair value

==> picture [227 x 24] intentionally omitted <==

The operating lease is to lease merchandise inventory and investment property owned by the Company leases with lease terms of 1 to 15 years. The lessee does not have bargain purchase options to acquire the leasehold buildings at the end of the lease terms.

102

As of December 31, 2020 and 2018, the guarantee deposits received by the Company in accordance with operating lease agreements amounted to $17,568 thousand and $16,445 thousand, respectively.

The total future lease payments to be received of operating lease commitments (excluding variable lease payments) are as follows:

1st Year
2nd Year
3rd Year
4th Year
5th Year
Over 5 years
The Company held freehold interests in all of
26 for the amount of investment properties -
borrowings.
Other assets
Current
Prepayments
Tax overpaid retained for offsetting the
future tax payable
Prepayments for construction and
purchases
Prepayments for building and land
Prepaid expenses
Other current assets
Payments on behalf of others
Non-current
Refundable deposit
Long-term prepaid expenses
Other
December 31, 2020
December 31, 2019
$ 40,202
$ 38,565
32,728
32,914
28,244
28,526
22,245
24,074
21,178
20,073

133,397

139,617
$ 277,994
$ 283,769
its investment properties. Please refer to Note
net pledged by the Company as collateral for
December31,2020
December31,2019
$ 42,807
$ 96,530
80,729
269,204
168,278
-

1,095

4,370
$ 292,909
$ 370,104
$ 3,647
$ 1,988
$ 153,590
$ 173,778
24,016
23,513

3,128

3,128
$ 180,734
$ 200,419
December 31, 2019 December 31, 2019












$ 96,530
269,204
-
4,370
$ 370,104
$ 1,988
$ 173,778
23,513
3,128
$ 200,419

The Company held freehold interests in all of its investment properties. Please refer to Note 26 for the amount of investment properties - net pledged by the Company as collateral for borrowings.

13. Other assets

14. Borrowings

a. Short-term borrowings

Short-term borrowings
Bank credit loans
Bank secured loan (Note 26)
Interest rate of bank credit loans
Interest rate of bank secured loans
December31,2020
$ 1,353,750

1,208,250
$ 2,562,000
1.40%-1.88%
0.94%-1.88%
December31,2019




$ 1,078,250
1,235,750
$ 2,314,000
1.40%-1.88%
1.04%-1.88%

103

  • b. Short-term bills payable, net
Commercial paper payable (Note 26)
Less: Discount on short-term bills
payable
Interest rate
c.
Long-term borrowings, net
Secured loan (Note 26)
Bank of Taiwan I (1)
Bank of Taiwan II (2)
DBS Bank and another bank (3)
Less: Current portion matured in 1 year
Long-term borrowings
Interest rate
December 31, 2020
$ 1,841,000

1,223
$ 1,839,777
1.328%-1.938%
December 31, 2020
$ 2,111,120
124,038

278,100
2,513,258

495,085
$ 2,018,173
1.67%-1.90%
December 31, 2019 December 31, 2019
$ 2,600,000

2,872
$ 2,597,128
1.768%-1.988%
December 31, 2019






$ 2,200,000
172,208
473,940
2,846,148
135,267
$ 2,710,881
1.89%-1.91%
  • 1) The maturity date of the Company's loan from Bank of Taiwan I is May 16, 2033 with repayment method of interests paid monthly and principal paid by installments starting the 3rd year, and with Tucheng mall as collateral.

  • 2) The maturity date of the Company's loan from Bank of Taiwan II is June 19, 2023 with repayment method of interests paid monthly and principal paid by installments starting the 2nd year, and with Tucheng mall as collateral.

  • 3) The maturity date of the Company's loan from DBS Bank and another bank is May 16, 2021 with repayment method of interests paid monthly and principal paid by the date of maturity, and with Tucheng mall as collateral.

15. Trade payable

Trade payable classified as construction retainage payable for construction contracts were $4,199 thousand and $23,712 thousand as of December 31, 2020 and 2019, respectively. Construction retainage received, which is interest free, will be paid for each construction contract at the end of the construction retainage period. This retainage period is the Company’s normal operating cycle, which normally exceeds one year.

16. Other current liabilities

Other current liabilities
Advance rental
Receipts on behalf of others
Guarantee deposits received
Other
December31,2020
$ 5,519
1,394
3,250

14
$ 10,177
December31,2019




$ 6,341
6,135
5,600
11
$ 18,087

104

17. Post-retirement benefit plans

The Company adopted a pension plan under the Labor Pension Act, which is a government-managed defined contribution plan. The Company has made monthly contributions equal to 6% of each employee’s monthly salary to employees’ individual pension accounts of Bureau of Labor Insurance.

18. Equity

  • a. Share capital

Ordinary shares

Share capital
Ordinary shares
Authorized shares (In Thousand Shares)
Authorized share capital
Issued and fully paid shares (In
Thousand Shares)
Issued share capital
December31,2020

540,306
$ 5,403,060

270,306
$ 2,703,060
December31,2019






540,306
$ 5,403,060
270,306
$ 2,703,060

The par value of the issued ordinary shares is $10 per share. Each share is entitled to one voting right and right of receiving dividend.

  • b. Capital surplus
Capital surplus
To offset a deficit, to distribute as cash
dividends or stock dividends
Additional paid-in capital
Treasury stock transaction
December31,2020
$ 148,999

163,562
$ 312,561
December31,2019




$ 148,999
148,176
$ 297,175

The abovementioned capital surplus may be used to offset a deficit or to be distributed as cash dividends or stock dividends; however, the stock dividends have a limitation up to a certain percentage of the paid-in capital per year.

c.

Retained earnings and dividend policy

According to the Company’s Articles of Incorporation of the earnings distribution policy, the Company shall make appropriations from its net income (less any deficit), if any, to pay the taxes in comply with the laws, offset its accumulated deficit, set aside a legal reserve at 10% of the remaining earnings while no more set-aside if the legal reserve is up to the Company's paid-in capital, and then set aside or reverse a special reserve in accordance with the relevant laws or regulations. Of the remainder, together with any unappropriated earnings of prior years, shall be proposed by the Board of Directors as a plan for the distribution of the remaining undistributed earnings, and the shareholders shall resolve such plan in the shareholders’ meeting for distribution of dividends to shareholders. For the policies on employees’ compensation and remuneration of directors, which is stipulated in the Company's Articles of Incorporation, please refer to Note 20(7).

The Company’s current industrial development is in a mature period while the business development is still at a growth stage with investment plans and funding requests in the coming years. Therefore, in addition to the abovementioned policies, the distribution of earnings shall be based on at least 20% by cash dividends and the remainder shall be distributed in the form of stock dividends as distribution of shareholders’ dividends and bonuses for the year. However, if the Company obtains sufficient funds from external parties to meet its funding requests for the year, the proportion of cash dividends distributed above shall be increased to 40% on a discretionary basis.

105

As stated in the preceding paragraph, the Company may determine the most appropriate dividend policy and payment method depending on the actual operation of the year and taking into account the capital budget planning for the subsequent year.

The Company shall set aside a legal reserve until it equals the Company's paid-in capital. Legal reserve may be used to offset deficit. If the company has no deficit and the legal reserve has exceeded 25% of the company’s paid-in capital, the excess may be transferred to capital or distributed in cash.

The company appropriates and reverses special reserves in accordance with the regulations of Financial-Supervisory-Securities-Fa's Letter No. 1010012865, Financial-Supervisory-Securities-Fa's Letter No. 1010047490, and Financial-Supervisory-Securities-Fa's Letter No. 1030006415 issued by the FSC and the directive titled "Questions and Answers for Special Reserves Appropriated Following Adoption of IFRSs".

The appropriations of earnings for 2019 and 2018 had been approved in Hung Ching Co.’s shareholders’ meetings on June 18, 2020 and June 27, 2019, respectively, and they were as follows:

were as follows:
Legal reserve

Legal reserve (reversal)

Cash dividends
Appropriation of Earnings
For the Year
Ended
December 31,
2019
For the Year
Ended
December 31,
2018
$ 74,209 $ 41,873
(
1,710 )
19,660
486,551
324,367
Dividends Per Share ($)
For the Year
Ended
December 31,
2019
$ 74,209
(
1,710 )
486,551
For the Year
Ended
December
31, 2019


$ 1.80
For the Year
Ended
December
31, 2018
$ 1.20

The appropriations of earnings and dividends per share for the year ended December 31, 2020 had been proposed by the Company’s board of directors on March 5, 2021, and they were as follows:

were as follows:
Legal reserve
Special reserve
Cash dividends
Appropriation of
Earnings
$ 39,115
29,062
378,428
Dividends Per Share
($)
$ 1.40

The appropriations of earnings for the year ended December 31, 2020 is subject to the resolution of the shareholders in the shareholders’ meeting to be held on June 28, 2021.

d. Special reserve

pecial reserve
Balance, beginning of year
Special capital reserve provided
(reversed)
Balance, end of year
For the Year Ended
December 31, 2020
$ 320,202
(
1,710)
$ 318,492
For the Year Ended
December 31, 2019

(


$ 300,542
19,660
$ 320,202

A special capital reserve shall be provided for the difference between the market price of the Company’s shares held by the subsidiaries and the book value in proportion to their shareholdings and may be subsequently reversed as a result of the recovery of the market price.

106

e. Other equity items

  • 1) Exchange differences on translating the financial statements of foreign operations
Balance, beginning of year
Exchange differences on translating
the net assets of foreign
operations
Related income tax from gain on
translating the net assets of
foreign operations
Balance, end of year
For the Year Ended
December31,2020
( $ 6,642 )
1,736
(
347)
($ 5,253)
For the Year Ended
December31,2019
( $ 3,654 )
(
3,735 )

747
($ 6,642)
  • 2) Unrealized gain (loss) on financial assets at FVTOCI
Balance, beginning of year
Recognized for the year
Unrealized gain (loss) - equity
instruments
Balance, end of year
For the Year Ended
December31,2020
$ 2,660,412
(
80,023)
$ 2,580,389
For the Year Ended
December31,2019
For the Year Ended
December31,2019

(


$ 1,561,557
1,098,855
$ 2,660,412
  • f. Treasury Shares

(Unit: In Thousand Shares)

Reasonsfor repurchase
For the Year Ended December
31, 2020
Shares of the Company held
by subsidiaries

For the Year Ended December
31, 2019
Shares of the Company held
by subsidiaries
Number of
shares,
beginning of
year

8,548


8,548
Increase for
the year

-


-
Decrease for
the year

-


-
Number of
shares, end of
year
Number of
shares, end of
year




8,548
8,548

107

Information on shares of the Company held by subsidiaries on the balance sheet date is as follows:

follows:
Name of Subsidiary
December 31, 2020
Hung Ching New Co., Ltd.

December 31, 2019
Hung Ching New Co., Ltd.
Number of
Shares held (In
Thousand
Shares)


8,548


8,548
Carrying amount
$ 164,116

$ 193,178
Market price



$ 164,116
$ 193,178

The shares of the Company held by subsidiaries, which are considered as treasury shares, are bestowed shareholders’ rights, except for the rights to participate in any share issuance for cash and to vote.

19. Revenue

Contract balances

Notes receivable (Note 7)
Trade receivable (Note 7)
Trade receivables from related parties (Note
7)
Long-term notes receivable (Note 7)
Contract liabilities - current
Building and land for sale
December 31, 2020
$ 3,158
$ 13,344
$ 1,922
$ 2,960
$ 413,174
December 31, 2019 December 31, 2019








$ 7,366
$ 31,123
$ 1,562
$ 1,471
$ 103,498

Detailed information on the revenue is described in Note 31.

20. Net income from continuing operation

  • a. Other income
Interest Revenue of bank deposit
Dividend income
Other
For the Year Ended
December31,2020
$ 73
88,175

6,853
$ 95,101
For the Year Ended
December31,2019
For the Year Ended
December31,2019




$ 180
110,269
4,530
$ 114,979
  • b. Other gains and losses
Other gains and losses
Gain (Loss) on disposal of investment
properties
Other loss
For the Year Ended
December31,2020
$ 6,748
(
2,011)
$ 4,737
For the Year Ended
December31,2019

(

(
(
$ -

76)
$ 76)

108

c. Finance costs

Finance costs
Interest on bank loans
Less: Amounts included in the cost of
required assets
Interest rate on interest capitalization
Depreciation and amortization
Property, plant and equipment
Investment properties
Long-term
prepayment
expenses
(recorded as other non-current assets)
Total
Depreciation expenses summarized by
function
OPERATING COSTS
OPERATING EXPENSES
Amortization expenses summarized by
function
Operating expenses – amortization
expense
For the Year Ended
December31,2020
$ 129,567

18,084
$ 111,483
1.40%-1.96%
For the Year Ended
December31,2020
$ 1,082
98,165

5,861
$ 105,108
$ 98,165

1,082
$ 99,247
$ 5,861
For the Year Ended
December31,2019
$ 188,249

65,309
$ 122,940
1.68%-2.32%
For the Year Ended
December31,2019












$ 1,354
98,179
4,317
$ 103,850
$ 98,179
1,354
$ 99,533
$ 4,317

d. Depreciation and amortization

e. Direct operating expenses of investment properties

For the Year Ended For the Year Ended December 31, 2020 December 31, 2019 Direct operating expenses of investment properties generating rental revenue $ 109,093 $ 108,561

f. Employee benefits expense

Employee benefits expense
Short-term employee benefits expense
Post-Retirement Benefits
Defined contribution plans
Other employee benefits
Total employee benefit expenses
Summarized by function
Inventories, net
OPERATING EXPENSES
For the Year Ended
December31,2020
$ 57,119
1,866

6,629
$ 65,614
$ -

65,614
$ 65,614
For the Year Ended
December31,2019










$ 62,360
1,711
7,886
$ 71,957
$ 2,518
69,439
$ 71,957

109

  • g. Employees’ compensation and remuneration of directors The Company accrued employees’ compensation and remuneration of directors at the rates of 1% to 7% and no higher than 3% for employees’ compensation and for remuneration of directors of net profit before tax, respectively. The employees’ compensation and remuneration of directors for the years ended December 31, 2020 and 2019, which were approved by the Company’s Board of Directors on March 5, 2021 and March 6, 2020, respectively, were as follows:

Accrual rates

Accrual rates
Employees' compensation
Remuneration of directors
Amount
Employees' compensation
Remuneration of directors
For the Year Ended
December 31, 2020
For the Year Ended
December 31, 2019
4%
4%
2%
1.75%
For the Year Ended December
31,2020
For the Year Ended December
31,2019
Cash
Stock
Cash
Stock
$ 16,946 $ - $ 35,907 $ -

8,473
-
15,709
-
For the Year Ended
December 31, 2019
Cash Cash Stock
$ -

-
$ 16,946

8,473
$ 35,907

15,709

If there is a change in the amounts after the parent company only financial statements are authorized for issue, the differences are recorded as a change in the accounting estimate and adjusted in the accounts in the following year.

There was no difference between the actual amount paid of employees’ compensation and remuneration of directors and the amount recognized in the parent company only financial statements for the years ended December 31, 2019 and 2018.

Information on the employees’ compensation and remuneration of directors resolved by the Company’s board of directors for the years ended December 31, 2020 and 2019 is available at the Market Observation Post System website of the Taiwan Stock Exchange.

21. Income Tax from continuing operations

  • a. Income tax expense recognized in profit and loss account

Major components of income tax expense are as follows:

Current tax
In respect of the current year
Surcharges on unappropriated
earnings
Adjustments for prior years
Deferred income tax
In respect of the current year
Changes in tax rate
Income tax expenses recognized in
profit or loss
For the Year Ended
December 31, 2020
$ -
9,152
(
2,679)

6,473
611

-

611
$ 7,084
For the Year Ended
December 31, 2019
For the Year Ended
December 31, 2019

(








$ 97,167
5,990
215
103,372
604
-
604
$ 103,976

110

A reconciliation of accounting profit and current income tax expense is as follows:

Net income from continuing operation
Income tax expenses from income
before income tax calculated at the
statutory rate
Fees that cannot be deducted from taxes
Non-taxable income
Unrecognized deductible temporary
differences
Income tax expenses from previous
years adjusted for the year
Surcharges on unappropriated earnings
Income tax expenses recognized in
profit or loss
For the Year Ended
December31,2020
$ 398,237
$ 79,647
4,399
(
121,029 )
37,594
(
2,679 )

9,152
$ 7,084
For the Year Ended
December31,2019
$ 846,067
$ 169,213
81,658
(
155,675 )
2,575
215

5,990
$ 103,976

b. Income tax recognized in other comprehensive income

Deferred income tax
Reverse to other comprehensive Income
(Loss)
Translating of foreign operations
For the Year Ended
December31,2020
($ 347)
For the Year Ended
December31,2019
For the Year Ended
December31,2019
( $ 747

c. Deferred Tax Assets

The movements of deferred tax assets were as follows:

For the Year Ended December 31,
2020
Deferred tax assets
Financial assets at FVTOCI

Property, plant and equipment
Investment properties
Exchange differences of
foreign operations

Balance,
beginning of
year
$ 34,209


13,662

13,753


1,660

$ 63,284
Recognized in
profit andloss
$ -
(
355 )
(
256 )

-

($ 611)
Recognized in
other
comprehensive
income
$ -


-

-
(
347)

($ 347)
Balance, end
ofyear
Balance, end
ofyear




(
(

(



(
(


$ 34,209
13,307
13,497
1,313
$ 62,326

111

For the Year Ended December 31,
2019
Deferred tax assets
Financial assets at FVTOCI

Property, plant and equipment
Investment properties
Exchange differences of
foreign operations

Balance,
beginning of
year
$ 34,209


14,017

14,002


913

$ 63,141
Recognized in
profit andloss
$ -
(
355 )
(
249 )

-

($ 604)
Recognized in
other
comprehensive
income
$ -


-

-

747

$ 747
Balance, end
ofyear
Balance, end
ofyear




(
(

(






$ 34,209
13,662
13,753
1,660
$ 63,284
  • d. Amounts of loss carryforward and deductible temporary differences for which no deferred tax assets have been recognized in the parent company only balance sheet
Deductible temporary differences December31,2020
$ 26,313
December31,2019 December31,2019
$ 26,267
  • e. Income tax assessments

The Company's annual income tax return of a profit-seeking enterprise have been assessed by the tax authorities through the 2018 annual income tax return of a profit-seeking enterprise.

22. Earnings per share

Numerator and denominator used in the computation of earnings per share (EPS) are as follows:

For the Year Ended December 31, 2020
Basic EPS
Net income to calculate basic EPS
Effect of dilutive potential ordinary share:
Employees' compensation
Diluted EPS
Net income to calculate diluted EPS
For the Year Ended December 31, 2019
Basic EPS
Net income to calculate basic EPS
Effect of dilutive potential ordinary share:
Employees' compensation
Diluted EPS
Net income to calculate diluted EPS
Amount
(numerator) after
tax
$ 391,153

-
$ 391,153
$ 742,091

-
$ 742,091
Shares
(denominator)
(In Thousand
Shares)
261,758


1,017

262,775

261,758


1,683

263,441
EPS ($)
aftertax











$ 1.49
$ 1.49
$ 2.84
$ 2.82

If the Company offered to settle the employees' compensation in cash or shares, the Company presumes that the entire amount of the compensation would 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 shareholders resolve the number of shares to be distributed to employees as compensation at their meeting in the following year.

23. Management of risks in capital

112

The Company conducts management of risks in capital to ensure that each entity of the Company would continue as a going concern with the premise of optimizing the balances of debt and equity, and to maximize shareholders’ equity. The overall strategy of the Company has no significant change.

The Company's capital structure consists of the Company's net debt (which is borrowings less cash and cash equivalents) and equity attributable to the owners of the Company (which are share capital, capital surplus, retained earnings, and other equity items).

The Company is not subject to any other external capital requirements.

The key management of the Company annually reviews the capital structure of the Company, including the capital costs of various categories and related risks. Based on recommendations of the key management, the Company will balance its overall capital structure through dividends distribution, new stock issuance, shares repurchase, and new debts issuance or old debts repayment, etc.

24. Financial Instruments

  • a. Information on Fair value - Financial instruments measured at fair value on a recurring basis

1) Fair Value Hierarchy

December 31, 2020
Financial assets at FVTOCI
Investments in equity
instruments
Domestic listed (OTC)
stock

December 31, 2019
Financial assets at FVTOCI
Investments in equity
instruments
Domestic listed (OTC)
stock

Foreign limited liability
partnership

Level 1
$3,587,830

Level 1
$3,671,678

-

$3,671,678
Level 2
$ -

Level 2
$ -

-

$ -
Level 3
$ -

Level 3
$ -

4,913

$ 4,913
Total
$3,587,830
Total








$3,671,678

4,913
$3,676,591

There was no transfer between Levels 1 and Level 2 for the years ended December 31, 2020 and 2019.

113

  • 2) Reconciliation of Level 3 fair value measurement of financial instruments For the Year Ended December 31, 2020
For the Year Ended December 31, 2020
Financial assets
Balance, beginning of year
Recognized in other comprehensive income
(unrealized gain (loss) on FVTOCI)
Return on capital reduction
Balance, end of year
FVTOCI
Equity instruments

(
$ 4,913
3,825

8,738)
$ -

For the Year Ended December 31, 2019

For the Year Ended December 31, 2019
Financial assets
Beginning and ending balance of the year
FVTOCI
Equity instruments
$ 4,913
  • 3) Valuation techniques and inputs applied for Level 3 fair value measurement

The foreign limited liability partnership is estimated at fair value based on estimated future cash flows of the disposal proceeds less costs of disposal.

  • b. Categories of financial instruments
Categories of financial instruments
Financial assets
financial assets at amortized cost (Note 1)
Financial assets at FVTOCI
Investments in equity instruments
Financial liabilities
Measured at amortized cost (Note 2)
December31,2020
$ 614,115
3,587,830
8,239,495
December31,2019
$ 374,150
3,676,591
9,519,860
  • Note 1. The balances included financial assets measured at amortized cost which comprise cash, notes receivable, trade receivable - net, trade receivables from related parties, other receivables, long-term notes receivable and refundable deposits (recorded in other non-current assets), etc.

  • Note 2. The balances included financial liabilities measured at amortized cost which comprise short-term borrowings, short-term bills payable - net, notes payable, trade payable, trade payables to related parties, other payable, long-term borrowings - current portion, long-term borrowings - net, guarantee deposits, etc.

  • c.

  • Financial risk management objectives and policies

The Company’s major financial instruments included equity investments, loans and receivable, trade payable, short-term bills payable, and borrowings, etc. The Company’s Finance division provides services to each unit of the business, coordinates access to domestic financial markets, and monitors and manages the financial risks relating to the operations of the Company through internal risk reports that analyze exposures by degree and magnitude of risks. These risks include market risk (including interest rate risk and other price risk), credit risk and liquidity risk.

The Company manages and monitors these exposures to ensure appropriate measures are implemented on a timely and effective manner. Internal auditors review the compliance policies and risk exposure limits on an ongoing basis.

  • 1) Market risk

114

As the Company is rarely engaged in foreign currency transactions, exposure to exchange rate risk for fluctuations in market exchange rates is minimal. At this stage, the Company’s dedicated unit reviews the assets and liabilities that are affected by exchange rates only on a regular basis.

Therefore, the Company’s activities exposed it primarily to the financial risks of changes in interest rates and other price risk.

a) Interest rate risk

The Company is exposed to interest rate risk because entities in the Company borrow funds at both fixed and floating interest rates. The Company manages interest rate risk by maintaining an appropriate combination of fixed and floating interest rates. The Company regularly assesses the fluctuation of interest rates by adjusting the affected positions to align them with interest rate views and risk preferences established to ensure the most cost effective hedging strategies are adopted.

The carrying amounts of financial assets and financial liabilities of the Company with exposures to interest rate on the balance sheet dates are as follows:

follows:
Interest rate risk with fair value
Financial liabilities
Interest rate risk with cash flow
Financial assets
Financial liabilities
Sensitivity analysis
December 31, 2020
$ 1,839,777
427,621
5,075,258
December 31, 2019
$ 2,597,128
157,475
5,160,148

The Company used the interest rate risk of non-derivatives financial instruments at the balance sheet date as basis. Facing the risk of changes in floating interest rates of financial assets and in market interest rates of financial liabilities, the Company uses 1% increase or decrease in market interest rates as a reasonable risk assessment for reporting changes in interest rates to the management. If the market interest rate had been 1% higher and all other variables were held constant, the Company’s pre-tax income for the years ended December 31, 2020 and 2019 would decrease by $46,476 thousand and $50,027 thousand, respectively.

b) Other price risk

The Company was exposed to equity price risk through its investments on equity securities of listed and OTC companies. This equity investment is not held for trading but a strategic investment. The Company does not actively trade these investments. Equity price risk of the Company is mainly concentrated on equity instruments in semiconductor packaging industry of the Taiwan Stock Exchange. Besides, the Company has appointed a dedicated unit to regularly monitor the price risk and assess when it is necessary to increase the risk hedging position.

115

Sensitivity analysis

If equity prices had been 10% lower, no impact would incur on the Company’s pre-tax income for the year ended December 31, 2020 and 2019. The Company’s pre-tax other comprehensive income for the years ended December 31, 2020 and 2019 would have decreased by $358,783 thousand and $367,168 thousand, respectively, due to changes in fair value of financial assets at FVTOCI.

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 Company. As of the balance sheet date, the Company’s maximum exposure to credit risk due to failure to discharge an obligation by the counterparties arises from the carrying amount of the respective recognized financial assets as stated in the parent company only balance sheet.

The policies adopted by the Company are to trade with reputed counterparties only. If necessary, sufficient collateral must be obtained to reduce the risk of financial losses. Credit risk of the Company is evaluated against contracts with positive fair value at the balance sheet date. The trading counterparties of Company are financial institutions and organizations of company with good credit standing, so no significant credit risk is expected to incur.

To reduce credit risk, the management of the Company has delegated a dedicated team responsible for determining credit limits, credit approvals and other monitoring procedures to ensure that follow-up action is properly taken to recover overdue debts. Moreover, the Company reviews the recoverable amount of each individual trade receivable on the balance sheet date to ensure that adequate allowance is made for possible irrecoverable amounts. In this regard, the management believes that the Company’s credit risk has been significantly reduced.

The Company’s trade receivables consist of a large number of clients, mainly in Taiwan and Mainland China. The Company has no concentration of credit risk as it has transactions with different clients. The Company continuously assesses the financial position of its clients of the trade receivable.

3) Liquidity risk

The Board of Directors bears the ultimate liability for the liquidity risk management of the Company. The Company has established an appropriate liquidity risk management framework to meet its management demand for short-term, mid-term, and long-term funding and liquidity. The Company manages liquidity risk by maintaining adequate financing limit with banks and reserving flexibility of fundraising in the capital market as well as continuously monitoring the expected and actual cash flows and the maturity portfolio of financial assets and liabilities.

a) Table of liquidity risk

The following tables detail the analysis of the Company’s remaining contractual maturities for its non-derivative financial liabilities with agreed repayment periods. The tables was drawn up based on the undiscounted cash flows (including principal and estimated interest) of financial liabilities from the earliest date on which the Company may be required to pay.

116

non-derivative financial
liabilities
Short-term borrowings

Short-term bills payable, net

notes and trade payable
Trade payables to related
parties

Other payables

Long-term borrowings, net


non-derivative financial
liabilities
Short-term borrowings

Short-term bills payable, net

notes and trade payable
Trade payables to related
parties

Other payables

Long-term borrowings, net

December 31, 2020 December 31, 2020
Within 6
Months
$1,950,017
1,841,000
71,933
962,743
243,547
399,647

$5,468,887
6 Months ~ 1
Year
Above 1 Year
$ 621,829 $ -

-
-

-
-

-
-

25,419
-
134,093
2,421,820

$ 781,341
$2,421,820

December 31, 2019
Total

















$2,571,846
1,841,000

71,933
962,743
268,966
2,955,560
$8,672,048
Within 6
Months
$2,037,896
2,600,000
61,846
1,390,773
236,303
62,921

$6,389,739
6 Months ~ 1
Year

$ 283,111

-

-

-

51,617
125,568

$ 460,296
Above 1 Year
$ -

-

-

-

-
3,239,094

$3,239,094
Total

















$2,321,007
2,600,000

61,846
1,390,773
287,920
3,427,583
$ 10,089,129

b) Financing facilities

The bank loans are a significant source of liquidity for the Company. As of December 31, 2020 and 2019, the Company's amount of unused bank financing facilities amounted to $2,378,000 and $4,762,700, respectively.

25. Transactions with related parties

Except for those disclosed in other notes, the material transactions between the Company and other related parties are as follows.

a. Names and relationships of related parties

Name of related party Relationship with the Company Fuhua engineering Co., Ltd. Subsidiary Hung Ching Kwan Co., Ltd. Subsidiary Hung Ching New Co., Ltd. Subsidiary ASE WeMall Management and Consulting Co., Subsidiary Ltd.

Advanced Semiconductor Engineering, Inc. and its subsidiaries Jason C.S. Chang Richard H.P. Chang Hooyai Hotel Co.

Investor having significant influence

Investor having significant influence Investor having significant influence Associates

117

b. Operating revenue

Operating revenue
Item

Sales Revenue of Building
and Land

Rental revenue


Category and name of related
party
Investor having significant
influence
Advanced
Semiconductor
Engineering, Inc.

Associates
Hooyai Hotel Co.

Investor having significant
influence
Advanced
Semiconductor
Engineering, Inc.
Subsidiary
Hung Ching Kwan
Co., Ltd.
Fuhua engineering
Co., Ltd.
Hung Ching New Co.,
Ltd.

For the Year Ended
December 31, 2020

$ -

$ -

8,114
57
453

57

$ 8,681
For the Year Ended
December 31, 2019






$ 2,326,000
$ 8,400
9,970
57
57
57
$ 18,541

The Company and its subsidiaries' transaction terms for related parties are comparable with those for third parties.

The Company has entered into certain lease agreements with significant investors, subsidiaries, and associates, and the rentals are received monthly or annually with rent terms expired one after another before December 31, 2025.

  • c. Purchases
Purchases
Category andname of related party
Subsidiary
Fuhua engineering Co., Ltd.
For the Year Ended
December31,2020
$ 864,851
For the Year Ended
December31,2019
$ 1,365,924

The Company and its subsidiaries' transaction terms for related parties are comparable with those for third parties.

The Company’s real estate under development are mainly contracted with subsidiaries of the Company for construction.

118

d. Receivables from related parties (excluding loans to related parties)

Item
Trade receivables from
related parties
Category and name of
related party
Investor having significant
influence
Advanced
Semiconductor
Engineering, Inc.

Jason C.S. Chang

December 31,
2020
$ 1,400


522

$ 1,922
December 31,
2019
December 31,
2019




$ 1,562
-
$ 1,562

The Company and its subsidiaries' transaction terms for related parties are comparable with those for third parties.

The outstanding balances of payables from related parties is not collateralized. No loss allowance was set aside for receivables from related parties for the years ended December 31, 2020 and 2019.

  • e.

  • Payable from related party (excluding borrowings from related parties)

Item
Trade payables to related
parties


Category and name of
related party
Subsidiary
Fuhua engineering
Co., Ltd.

Investor having significant
influence
Jason C.S. Chang


December 31,
2020
$ 962,493

250

$ 962,743
December 31,
2019




$ 1,390,773
-
$ 1,390,773

The Company and its subsidiaries' transaction terms for related parties are comparable with those for third parties.

The outstanding balance of payables from related parties is not collateralized.

  • f.

  • Transactions with other related parties

ASE WeMall Management and Consulting Co., Ltd. provided management services to the Company for Tucheng mall, and the management fees recognized and paid for the years ended December 31, 2020 and 2019 were $23,757 thousand and $19,829 thousand, respectively.

  • g.

  • Endorsements/guarantees

Real estate of subsidiary is provided for the amount of the Company's endorsements/guarantees. Please refer to Appendix 1.

  • h. Compensation of key management personnel
Short-term employee benefits
expense
Post-Retirement Benefits
For the Year Ended
December31,2020
$ 35,770

718
$ 36,488
For the Year Ended
December31,2019
For the Year Ended
December31,2019




$ 31,593
611
$ 32,204

The remuneration of directors and other members of key management personnel, as determined by the remuneration committee, was based on the individual performance and market trends.

119

  • i. Jason C.S. Chang and Richard H.P. Chang both provided notes and real estate as collateral for short-term notes issued by the Company for the years ended December 31, 2020 and 2019.

  • j. In May 2011, the Company entered into the Tucheng land co-construction and split-sales contract with Jason C.S. Chang, whereby Jason C.S. Chang provided the land subject to the Contract, and the Company contributed capital and land for the co-construction of the residential building and shopping mall of Tucheng. Per the contract, the distribution ratio of sales proceeds is 20% for Jason C.S. Chang and 80% for the Company. In November 2018, the Company’s Board of Directors approved the lease of the land of Tucheng mall for the portion held by Jason C.S. Chang, and in March 2020, the Company agreed with Jason C.S. Chang and the Board of Directors resolved to grant rent-free until the end of 2020. The lease agreement will be entered with both parties reach agreement in 2021. In addition, in respect of the abovementioned co-construction projects, Jason C.S. Chang provided the Company with his ownership of the co-construction land as collateral of the bank loans for the construction projects.

  • k. The Company acquired the land of major road entrance and exit for the expected co-construction development project from Luchu Development Corporation, a subsidiary of Advanced Semiconductor Engineering, Inc., at a purchase price of $57,522 thousand and the transfer of ownership of the land was completed in November 2017. Per the letter of intent of the co-construction, the distribution ratio of sales proceeds shall be agreed upon after the Company obtains the construction license and after appraisal by both parties, and then a agreement of co-construction and split-sales shall be entered into.

  • l. The Company and Advanced Semiconductor Engineering, Inc. signed a co-development contract pursuant to the spirit of co-construction in June 2020 with agreements that the Company leases the self-constructed plants, of which Advanced Semiconductor Engineering, Inc. and its associates own the right of first refusal upon completion of the construction, and the final transaction price will be the selling price less the distribution ratio of co-construction valued by experts.

26. Pledged Assets

The following assets of the Company, listed by net carrying amount, were provided to banks as collateral for short-term borrowings, short-term bills payable - net, long-term borrowings - current portion, and long-term borrowings.

current portion, and long-term borrowings.
Inventories, net
Financial assets at FVTOCI -
non-current, net
Investment properties, net
December 31, 2020
$ 1,994,524
3,524,762
2,875,261
December 31, 2019
$ 4,549,399
3,607,136
2,901,021

27. Supplementary disclosures

Relevant Information on a. Significant transactions and b. Invested companies:

  • 1) Financing provided to others: None

  • 2) Endorsements/guarantees provided for others: Appendix 1

  • 3) Marketable securities held at year end (excluding investment in subsidiaries, associates and joint ventures): Appendix 2

  • 4) Marketable securities acquired or disposed of at costs or prices at least NT$300 million or 20% or greater of the paid-in capital: None

120

  • 5) Acquisition of real estate at costs of at least NT$300 million or 20% or greater 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 or more: None

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

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

  • 9) Trading in derivative instruments: None

  • 10) Information on investees: Appendix 5

  • c. Information on investments in mainland China

  • 1) Information on any investee in mainland China, showing the name, principal business activities, paid-in capital, method of investment, inward and outward remittance of funds, shareholding percentage, net income of investee, investment gain (loss) recognized in the current period, carrying amount of the investment at the end of the period, repatriations of investment income, and limit on the amount of investment in the mainland China area: Appendix 6

  • 2) Significant transactions directly or indirectly through third region with investee companies in mainland China, and their prices, terms of payment, unrealized gain or loss: None

    • a) Purchase amount and percentage, and the ending balance and percentage of the related payables: None

    • b) Sales amount and percentage, and the ending balance and percentage of the related receivables: None

    • c) Property transaction amounts and the resulting gain or loss: None

    • d) Ending balances and the purposes of endorsements/guarantees or collateral provided: None

    • e) The maximum remaining balance, ending balance, range of interest rate and total amount of current interest of financing facilities: None

    • f) Other transactions having a significant impact on profit or loss or financial position for the period, such as provision or receipt of service: None

  • d. Information of major shareholder: List of all shareholders with ownership of 5 % or greater showing the names and the number of shares and percentage of ownership held by each shareholder. (Appendix 7)

121

Hung Ching Development & Construction Co., Ltd. and Subsidiaries Endorsements/Guarantees Provided for Others

January 1 to December 31, 2020

Appendix 1

Unit: In Thousands of New Taiwan Dollars

Code Company Name of
Endorsements/guarantees
Provider
Parties BeingEndorsed/guaranteed Parties BeingEndorsed/guaranteed Limits on
Endorsement/
Guarantee
Provided for a
Single Entity
(Note 1)
Maximum
Amount
Endorsed/
Guaranteed in
the current
period
Outstanding
Balance of
Endorsement/
Guarantee -
Ending
Actual Amount
Used
Amount of
Endorsed/
Guaranteed
Secured with
Collateral (Note
2)

Ratio of
Accumulated
Endorsement/
Guarantee to
Net Equity in
Latest
Financial
Statements
(%)
Maximum
Limit on
Endorsement/
Guarantee
Limit
(Note 1)
Endorsement/
Guarantee
Provided by
Parent on
Behalf of
Subsidiaries

Endorsement/
Guarantee
Provided by
Subsidiaries
on Behalf of
Parent

Endorsement/
Guarantee
Provided on
Behalf of
Companies in
Mainland
China

Company Name
Relationship
1 Hung Ching Kwan Co.,
Ltd.

The Company
Subsidiary
of
the
Company

$ 1,483,452
$ 1,000,000 $ 1,000,000 $ 200,000 $ 1,000,000
101.12%
$ 1,483,452 N Y N

Note 1. It was calculated based on 150% of the net value of shareholders' equity of Hung Ching Kwan Co., Ltd. 's financial statements audited by the certified public accountant as of December 31, 2020. Note 2. Real estate provided by Hung Ching Kwan Co., Ltd. as collateral

122

Hung Ching Development & Construction Co., Ltd. and Subsidiaries Marketable Securities Held at Year End

December 31, 2020

Appendix 2

Unit: In Thousands of New Taiwan Dollars or Foreign Currency

Name of Holding
Company
Type and Name of Marketable Security Relationship with the Issuer of
Marketable Security
Account Title Yearend Yearend Remark
Shares (In Thousand
Shares)/ Number of
Shares/ Unit
Carrying amount Shareholding
Percentage %
Fair value
The Company
Hung Ching New Co.,
Ltd.
Stock
ASE Industrial Holding Co., Ltd.
Other-Limited liability partnership
Ripley Cable Holdings I, L.P.

Stock
Hung Ching Development & Construction
Co., Ltd.
Fund
Yuanta Polaris Wan Tai Fund
TCB US Short Duration High Yield Bond
Fund
Major shareholder of the
Company


Parent Company


Financial assets at FVTOCI -
non-current, net
Financial assets at FVTOCI -
non-current, net
Financial assets at FVTOCI -
non-current, net
Financial assets at fair value
through profit or loss -
current
Financial assets at fair value
through profit or loss -
current
44,131
-
8,548
927
300
$ 3,587,830
-
164,116
14,142
2,969
1.0
4.1
3.2
-
-
$ 3,587,830
-
164,116
14,142
2,969
Note 1 and 2
Note 3
Note 2
Note 4
Note 4

Note 1. Of which 43,355 thousand shares (net carrying amount of $3,524,762 thousand) were provided to financial institutions as financial guarantees.

Note 2. Market price was calculated based on the closing price as of December 31, 2020.

Note 3. Investment in foreign limited liability partnership; Fair value is estimated based on future cash flows of expected disposal proceeds less costs of disposal.

Note 4. Market price was calculated based on the net value as of the last transaction date in December, 2020.

123

Hung Ching Development & Construction Co., Ltd. and Subsidiaries

Total purchases from or sales to related parties amounting to at least NT$100 million or 20% or greater of the paid-in capital

January 1 to December 31, 2020

Appendix 3

Unit: In Thousands of New Taiwan Dollars

Buyer/Seller Counterparty Relationship Transaction Details Transaction Details Transaction Details Terms and Reasons of Abnormal
Transaction
Terms and Reasons of Abnormal
Transaction
Notes/Trade Receivable (Payable) Notes/Trade Receivable (Payable)
Remark
Purchase/ Sales
Amount
% to Total
Purchases or
Sales
Payment Terms Unit Price Payment Terms Balance % to Total
Notes/Trade
Receivable
(Payable)
The Company
Fuhua engineering
Co., Ltd.
Fuhua engineering
Co., Ltd.

The Company
Subsidiary
Parent Company
Purchase
Sales
$ 864,851
( 1,089,722 )
93.86%
( 99.94% )
In comply with
the terms of
contracts
In comply with
the terms of
contracts
$ -
-

( $ 962,493 )
962,493
93.02%
100.00%
Note 1 and 2
Note 1 and 2

Note 1. Payment for construction

Note 2. The difference between the purchases and sales of Fuhua engineering and the Company was due to the recognition of related revenue and cost by Fuhua engineering Co., Ltd. under the percentage of completion method.

124

Hung Ching Development & Construction Co., Ltd. and Subsidiaries

Receivables from related parties amounting to at least NT$100 million or 20% or greater of the paid-in capital

December 31, 2020

December 31, 2020
Appendix 4 Unit: In Thousands of New Taiwan Dollars
Company recording receivables Counterparty Relationship Balance of
receivables from
related parties
Turnover rate Overdue balance of receivables from
relatedparties
Amount received of
receivables from
related parties after
the balance sheet
date
Allowance for Bad
Debts
Amount Action taken
Fuhua engineering Co., Ltd. The Company Parent Company $ 962,493 Note 1 $ - $ 390,843 $ -

Note 1. In comply with the collection term of the contract. Not applicable.

125

Hung Ching Development & Construction Co., Ltd. and Subsidiaries

Relevant Information on Information on Investee Companies, location, ..... etc.

January 1 to December 31, 2020

Appendix 5

Unit: In Thousands of New Taiwan Dollars or Foreign Currency

Name of Investor
Company
Investee company Location Main businesses Initial invest ment amount Held at year end Investee company's
income in the current
period
Investment gain (loss)
recognized in the
currentperiod(Note 1)
Remark
End of the Current
Period
End of the Previous
Period
Number of Shares (In
Thousand Shares)
Ratio % Carrying amount
The Company Hung Ching Kwan Co., Ltd.
Fuhua engineering Co., Ltd.
Hung Ching Co., Limited
Hung Ching New Co., Ltd.
Superb First Co., Ltd.
ASE WeMall Management and
Consulting Co., Ltd.
Hooyai Hotel Co.
Taipei City
Taipei City
Hong Kong
Taipei City
Seychelles
Taipei City
Hsinchu City
Leasing of mall and office
building
Contractor of construction
projects
General investment
Retailer of household equipment
and supplies
General investment
Management consulting business
General hotels and restaurants
$ 907,441
539,077
8,540
(HK$2,325)
179,996
17,088
(US$600)

5,000
14,672
$ 907,441
539,077
8,540
(HK$2,325)
179,996
17,088
(US$600)
5,000
14,672
82,495
65,000
1,099
46,300
600
500
828
63.5
100.0
100.0
100.0
100.0
100.0
46.0
$ 627,600
509,171
71,700
(HK$19,521)
51,281
30,971
(US$1,087)
4,620
-
( $ 47,666 )
49,470
(
1,625 )
(HK$-427)
10,939
10,818
(US$366)
1,063
(
8,559 )
( $ 30,249 )
34,779
(
1,625 )
(HK$-427)
(
4,447 )
10,818
(US$366)
1,063
-
Note 2
Note 3
Note 4

Note 1. It was calculated based on the financial statements of investees company audited by the certified public accountant for the same period.

Note 2. The investment gains recognized in the current period included unrealized gains of $84,377 thousand and realized gains of $69,686 thousand of upstream transactions.

Note 3. The investment gains and losses recognized in the current period include the Company's cash dividends received by subsidiary amounted to $15,386 thousand.

Note 4. The consolidated company has discontinued the recognition of losses as the associate had negative equity as of December 31, 2019.

Note 5. Except for the profit or loss in the current period and investment gain or loss recognized in the current period of the investee companies were based on the average exchange rate for the year ended December 31, 2020 of HKD$1=NT$3.809, US$1=NT$29.549 and RMB$1=NT$4.282, the amounts shown in this table are translated into NTD at the exchange rates by the end of December of HKD$1=NT$3.673, US$1=NT$28.480 and RMB$1=NT$4.377.

Note 6. Please refer to Appendix 6 for information on investments in Mainland China

126

Hung Ching Development & Construction Co., Ltd. and Subsidiaries Information on Investments in Mainland China

January 1 to December 31, 2020

Appendix 6

Unit: In Thousands of New Taiwan Dollars or Foreign Currency, Unless Otherwise Specified

Investee Companies in
Mainland
Main businesses Pa id-in Capital Method of
Investment
Accumulated Outward
Remittance for Investment
from Taiwan - Beginning of
thePeriod
Ou tward/InwardRemittance of Fundsinthe current period Accumulated Outward
Remittance for Investment
from Taiwan - End of the
Period
Investee company's income
in the current period
Shareholding
Percentage of
Direct or Indirect
Investment
Investment Gain (Loss)
Recognized in the current
period (Note 4)
Carrying Amount of
Investment - End of the
Period
Accumulated Repatriation of
Investment Income by the
End of the Current Period

Remark
Outward Inward
Shanghai Youhong
Engineering Technical
Consulting Ltd. Co.
Shanghai Hong Rong
Property Management
Ltd. Co.
Shanghai You Chang
Property Management
Ltd. Co.
Technical consulting
services of electronic
engineering and
architectural engineering
Consulting services of
property management
and construction and
technical consulting
services of architectural
engineering
Consulting services of
property management
and construction and
technical consulting
services of architectural
engineering
$ (HK$2,3
(RMB$5
(US$600
8,540
25)
2,189
00)
17,088
)
Note 1
Note 2
Note 3
$ 8,540
(HK$2,325)
-
17,088
(US$600)
$
-
-
-
$ -
-
-
$ 8,540
(HK$2,325)
-
17,088
(US$600)
( $ 1,625 )
(HK$-427)
2,217
(RMB$518)
10,818
(US$366)
100.00%
100.00%
100.00%
( $ 1,625 )
(HK$-427)
2,217
(RMB$518)
10,818
(US$366)
$ 71,700
(HK$19,521)
26,837
(RMB$6,131)
30,971
(US$1,087)
$ -
-
-
tments in
Accumulated Outward Rem
Mainland Ch
ittance for Investment from Ta
ina- End ofthePeriod
iwan to Investment Amou nts Authorized
MO
by the Investment Commission
EA
, Upper Limit on Inves tment on the Company's Inves
Mainland China
tments in
$ (US$2,31 66,045
9)
$ (US$2,369) 67,469 $ 4,982,341 (Note 5)

Note 1. Shanghai Youhong Engineering Technical Consulting Ltd. Co. was invested through the investee company, Hung Ching Co., Limited.

Note 2. It was invested by Shanghai Youhong Engineering Technical Consulting Ltd. Co. with its own capital, and the Company did not remit the funds separately.

Note 3. Shanghai You Chang Property Management Ltd. Co. was invested through the investee company, Superb First Co., Ltd..

Note 4. Investment income in the current period was calculated based on the financial statements audited by the certified public accountant for the same period.

Note 5. In accordance with the "Principles for Review of Investment or Technical Cooperation in the Mainland China" of the Investment Commission, it regulates the higher of 60% of the Company's net value or consolidated net value.

Note 6. Except for the profit or loss in the current period and investment gain or loss recognized in the current period of the investee companies were based on the average exchange rate for the year ended December 31, 2020 of HKD$1=NT$3.809, US$1=NT$29.549 and RMB$1=NT$4.282, the amounts shown in this table are translated into NTD at the exchange rates by the end of December of HKD$1=NT$3.673, US$1=NT$28.480 and RMB$1=NT$4.377.

127

Hung Ching Development & Construction Co., Ltd. Information on Major Shareholders December 31, 2020

Appendix 7

Major Shareholder's name Shares Shares
Number of Shares
held
Shareholding
Percentage(%)
Advanced Semiconductor Engineering, Inc.
Morgan Stanley & Co. International Plc, Value Investing
Company with HSBC as custodian
Brilliant Capital Profits Limited with HSBC as custodian
68,629,782

44,200,805
22,433,200
25.38
16.35
8.29
  • Note 1. Information on major shareholders in this table is provided by Taiwan Depository & Clearing Corporation according to information on shareholders holding at least 5% or greater of ordinary shares and preferred shares (including treasury shares) that have been issued and delivered without physical registration by the Company on the last business day at the end of the current quarter. Share capital indicated in the Company's consolidated financial statements may differ from the actual number of shares that have been issued and delivered without physical registration as a result of different basis of preparation.

  • Note 2. If a shareholder delivers its shareholding information to the trust, the aforesaid information shall be disclosed by the individual trustee who opened the trust account. For a shareholder who declares its shareholdings as an insider holding more than 10% of shares in accordance with the Securities and Exchange Act, such shareholding information shall include shares held by the shareholder and those delivered to the trust over which the shareholder has the right to determine the use of trust property. For information on declaration of shareholdings by insiders, please visit the Market Observation Post System.

128

STATEMENTS OF MAJOR ACCOUNTING SUBJECTS

ITEM
Major Accounting Items in Assets, Liabilities and Equity
Statement of cash
Statement of Inventories
Statement of Prepayments
Statement of other current assets
Statement of financial assets at fair value through other
comprehensive income - non-current
Statement of changes in investments accounted for using
the equity method
Statement of changes in property, plant and equipment
Statement of changes in investment properties
Statement of deferred tax assets
Statement of other non-current assets
Statement of short-term borrowings
Statement of short-term bills payable
Statement of other current liabilities
Statement of long-term borrowings
Major Accounting Items in Profit or Loss
Statement of operating revenue
Statement of operating cost
Statement of marketing expenses
Statement of general and administrative expenses
Statement of other gains and losses, net
Statement of finance costs
Summary Statement of Current Period Employee
Benefits, Depreciation, Depletion and Amortization
Expenses by Function
CODE / INDEX
Statement 1
Statement 2
Note 13
Note 13
Statement 3
Statement 4
Note 11
Note 12
Note 21
Note 13
Note 14, Statement 5
Note 14, Statement 6
Note 16
Note 14, Statement 7
Statement 8
Statement 8
Statement 9
Statement 9
Note 20
Note 20
Note 20, Statement 10

129

Hung Ching Development & Construction Co., Ltd. Statement of cash

December 31, 2020

Statement of cash
December 31, 2020
Statement of cash
December 31, 2020
Statement of cash
December 31, 2020
Statement 1
Item
Petty cash and cash on hand
Bank Deposits
Time deposits
Check deposits
Unit: In Thousands of New Taiwan Dollars, Unless Otherwise Specified
Summary
Amount
$ 2,034
427,621

8,867
$ 438,522



$ 2,034
427,621
8,867
$ 438,522

130

Hung Ching Development & Construction Co., Ltd. Statement of changes in inventories, net January 1 to December 31, 2020

Statement 2

Unit: In Thousands of New Taiwan Dollars

Construction Project
Real estate under development
Xinzhuang Fuduxin

Kaohsiung 2nd Park E Building Plant
Tucheng Mingde Sec.
Hsinchu Fu Baitian
Kaohsiung K13 Plant


Real estate held for development
Banqiao Puqian Sec. and Zhonghe
Guangfu Sec.
Tucheng Mingde Sec.
Tucheng Yuanhe Sec.
Beitou Enlightened Sec.
Banqiao Guoguang Sec. (Capacity
Transfer purpose)
Xizhi Jinlong Sec.
Nangang South Central Sec.
Xizhi Fude Sec. (Capacity Transfer
purpose)
Tucheng Leli Sec. and Xuelin Sec.
(Capacity Transfer purpose)
Xizhi Balian Sec. - Qidai (Note 2)
Xizhi North Peak Sec. - Peony (Note
2)

Building and land held for sale
Yanping South Rd. Di Jing Garden
Tucheng ASE Residence
Xinzhuang Fuduxin Ronghua
Xizhi Li Garden
ASE Center
Earl Seventh generation
Peony
Bo City


Total
Balance, beginning
of year
$ 1,474,939


180,696
-
-

1,142


1,656,777

1,074,116
229,733
211,208
93,249
55,927
16,886
10,877
5,689
246
-

-


1,697,931

2,533,015

2,371,247

-

374,060

71,432

60,652

45,868


6,720


5,462,994

$ 8,817,702
Increase
(decrease) for the
year
$ 132,242

761,209
23,951
200,307

2,872


1,120,581

-
-

-
-
-
-
-
-
-
-

-


-

(
66,106 )
(
1,357,324 )
(
929,281 )
(
96,498 )
(
13,478 )
(
11,010 )
(
2,090 )

-

(
2,475,787)

($ 1,355,206)
Reclassification
and others (Note 1)
( $ 1,607,181 )
-
229,733
-

-

(
1,377,448)

-
(
229,733 )
-
-
-
-
-
-
-
-

-

(
229,733)


-

-

1,865,529

-

-

-

-

-


1,865,529

$ 258,348
Balance, end of
year













(
(
(
(
(
(
(

(
(
(

(
(

(

















$ -
941,905
253,684
200,307
4,014
1,399,910
1,074,116

-
211,208
93,249
55,927
16,886
10,877
5,689
246
-
-
1,468,198
2,466,909
1,013,923
936,248
277,562
57,954
49,642
43,778
6,720
4,852,736
$ 7,720,844

Note 1. Including real estate under development recognized and transferred from real estate held for development amounted to $229,733 thousand, building and land held for sale recognized and transferred from real estate under development amounted to $1,607,181 thousand, and gain from price recovery of inventory reversed from building and land held for sale amounted to $258,348 thousand.

Note 2. The carrying amount is zero, net of allowance for loss on reduce inventory to market,

Note 3. The carrying amount of inventories amounted to $1,994,524 thousand was provided as collateral for short-term bills payable and long-term borrowings.

131

Hung Ching Development & Construction Co., Ltd.

Statement of financial assets at fair value through other comprehensive income - non-current January 1 to December 31, 2020

January 1 to December 31, 2020 January 1 to December 31, 2020
Statement 3
Name
Domestic listed stock
ASE Industrial Holding Co., Ltd.
Foreign limited liability partnership
Ripley Cable Holdings I, L.P.
Balance, beginningofyear
Shares
Fair value
44,131
$ 3,671,678
-

4,913
$ 3,676,591
Changes for theyear(Note 2)
Shares
Amount
-
$ -
-
(
8,738)
($ 8,738)
Unrealized gain
(loss) on financial
products
( $ 83,848 )

3,825
($ 80,023)
Unit: In Thousands of New Taiwan Dollars/ In Thousand Shares
Balance, end ofyear
Guarantee orpledge
Shares
Fair value
44,131
$ 3,587,830
Note 1
-

-

$ 3,587,830
Shares
44,131
-
Shares
-
-
Shares
44,131
-



(
(


Note 1

Note 1. 43,355 thousand shares (net carrying amount of $3,524,762 thousand) were provided to financial institutions as financial guarantees. Note 2. The change for the year represented the partial refund of investment held in foreign limited liability partnerships amounted to $8,738 thousand.

132

Hung Ching Development & Construction Co., Ltd.

Statement of changes in investments accounted for using the equity method January 1 to December 31, 2020

Statement 4

Investee Companies
Non-listed (Non-OTC) stock
Hung Ching Kwan Co., Ltd.
Fuhua engineering Co., Ltd.
Hung Ching Co., Limited
Hung Ching New Co., Ltd.
Superb First Co., Ltd
ASE WeMall Management and
Consulting Co., Ltd.
Hooyai Hotel Co.
Balance, beginning of year
Shares
Amount
82,495 $ 657,849
65,000 592,092
1,099
72,156
46,300
45,642
600
19,586
500
3,557
828
-
$1,390,882
Balance, beginning of year
Shares
Amount
82,495 $ 657,849
65,000 592,092
1,099
72,156
46,300
45,642
600
19,586
500
3,557
828
-
$1,390,882
Changes for the year
Shares
Amount

- $ -

-
-

-
-

-
15,386

-
-

-
-
-
-

$ 15,386
Changes for the year
Shares
Amount

- $ -

-
-

-
-

-
15,386

-
-

-
-
-
-

$ 15,386
Cash
dividends
$ -
(
117,700 )

-
(
5,300 )

-

-

-

($ 123,000)
Investment
gain (loss)
recognized
( $ 30,249 )

34,779
(
1,625 )
(
4,447 )

10,818

1,063

-

$ 10,339
Cumulative
translation
adjustments
$ -

-

1,169

-

567

-

-
$ 1,736
Unit: In Thousands of New Taiwan Dollars/ In Thousand Shares
Balance, end of year
Market price
or net value
of
ownership
Shares
Shareholding
%
Amount
Remark

82,495
63.5
$ 627,600 $ 627,600 Note 1

65,000
100.0
509,171 836,864 Note 1 and 2

1,099
100.0
71,700
71,700 Note 1

46,300
100.0
51,281 215,397 Note 1 and 3

600
100.0
30,971
30,971 Note 1

500
100.0
4,620
4,620 Note 1
828
46.0

-
(
7,070)
Note 1 and 4
$1,295,343
$1,780,082
Unit: In Thousands of New Taiwan Dollars/ In Thousand Shares
Balance, end of year
Market price
or net value
of
ownership
Shares
Shareholding
%
Amount
Remark

82,495
63.5
$ 627,600 $ 627,600 Note 1

65,000
100.0
509,171 836,864 Note 1 and 2

1,099
100.0
71,700
71,700 Note 1

46,300
100.0
51,281 215,397 Note 1 and 3

600
100.0
30,971
30,971 Note 1

500
100.0
4,620
4,620 Note 1
828
46.0

-
(
7,070)
Note 1 and 4
$1,295,343
$1,780,082
Unit: In Thousands of New Taiwan Dollars/ In Thousand Shares
Balance, end of year
Market price
or net value
of
ownership
Shares
Shareholding
%
Amount
Remark

82,495
63.5
$ 627,600 $ 627,600 Note 1

65,000
100.0
509,171 836,864 Note 1 and 2

1,099
100.0
71,700
71,700 Note 1

46,300
100.0
51,281 215,397 Note 1 and 3

600
100.0
30,971
30,971 Note 1

500
100.0
4,620
4,620 Note 1
828
46.0

-
(
7,070)
Note 1 and 4
$1,295,343
$1,780,082
Unit: In Thousands of New Taiwan Dollars/ In Thousand Shares
Balance, end of year
Market price
or net value
of
ownership
Shares
Shareholding
%
Amount
Remark

82,495
63.5
$ 627,600 $ 627,600 Note 1

65,000
100.0
509,171 836,864 Note 1 and 2

1,099
100.0
71,700
71,700 Note 1

46,300
100.0
51,281 215,397 Note 1 and 3

600
100.0
30,971
30,971 Note 1

500
100.0
4,620
4,620 Note 1
828
46.0

-
(
7,070)
Note 1 and 4
$1,295,343
$1,780,082
Shares
82,495
65,000
1,099
46,300
600
500
828
Shares

-

-

-

-

-

-
-
Shares

82,495

65,000

1,099

46,300

600

500
828
Shareholding
%
63.5

100.0

100.0
100.0
100.0
100.0
46.0

























Note 1
Note 1 and 2
Note 1
Note 1 and 3
Note 1
Note 1
Note 1 and 4

Note 1. The net value of ownership was calculated based on the net carrying amount of the financial statements audited by the certified public accountant for the same period.

  • Note 2. The investment gains recognized under the equity method included unrealized and realized gains on upstream transactions for the year amounted to $84,377 thousand and $69,686 thousand, respectively. Net value of the equity includes cumulative unrealized gains on upstream transactions amounted to $327,693 thousand.

Note 3. The change for the year was the cash dividend of $15,386 thousand paid by the Company to Hung Ching New Co., Ltd. for the year. Net value of equity includes the carrying amount of the Company’s shares held by subsidiaries.

Note 4. The Company has discontinued the recognition of losses as the associate had negative equity as of December 31, 2019.

133

Hung Ching Development & Construction Co., Ltd. Statement of short-term borrowings December 31, 2020

Statement 5

Unit: In Thousands of New Taiwan Dollars

Type of borrowings and creditor
Credit loans
DBS Bank
DBS Bank
JihSun Bank
JihSun Bank
JihSun Bank
Hua Nan Bank
Mega Bank
Chang Hwa Bank
Cathay United Bank
Guaranteed loans
DBS Bank
JihSun Bank
Hua Nan Bank
Chang Hwa Bank
Bank of Shanghai
Shin Kong Bank
Shin Kong Bank
Bank of Taiwan
Bank of Taiwan
Bank of Taiwan
Taipei Fubon Bank
Maturity of borrowings
2020/12/04-2021/01/04
2020/12/04-2021/01/04
2020/09/15-2021/09/15
2020/09/15-2021/09/15
2020/09/15-2021/09/15
2020/11/18-2021/01/18
2020/07/08-2021/01/04
-
-
2020/12/04-2021/01/04
2020/09/15-2021/09/15
2020/11/18-2021/01/18
2020/09/30-2021/09/08
-
2020/11/23-2021/01/20
-
2020/01/20-2021/05/19
2020/11/20-2021/05/19
-
2020/12/16-2021/01/15
Interest rate (%)
1.60
1.60
1.55
1.40
1.65
1.88
1.46
-
-
1.60
1.20
1.88
1.61
-
1.55
-
1.44
0.94
-
1.80
Balance, end of year
$ 500,000
300,000
200,000
13,750
280,000
30,000
30,000
-

-
1,353,750
160,000
41,250
50,000
80,000
-
110,000
-
217,000
380,000
-

170,000
1,208,250
$ 2,562,000
Financing facilities
$ 500,000
300,000
200,000
13,750
280,000
50,000
60,000
30,000

30,000
1,463,750
200,000
41,250
50,000
80,000
10,000
120,000
200,000
271,000
390,000
600,000

350,000
2,312,250
$ 3,776,000
Collateral










None
None
None
None
None
None
None
None
None
Inventory - real estate under development
Financial assets at fair value through other comprehensive income -
ASE Industrial Holding Stock
Financial assets at fair value through other comprehensive income -
ASE Industrial Holding Stock
Financial assets at fair value through other comprehensive income -
ASE Industrial Holding Stock
Financial assets at fair value through other comprehensive income -
ASE Industrial Holding Stock
Financial assets at fair value through other comprehensive income -
ASE Industrial Holding Stock
Hung Ching Kwan Co., Ltd. provided real estate.
Financial assets at fair value through other comprehensive income -
ASE Industrial Holding Stock
Richard H.P. Chang provided bills.
Inventory - real estate held for development
Investment properties

134

Hung Ching Development & Construction Co., Ltd. Statement of short-term bills payable December 31, 2020

Statement 6
Guarantee Agency
Commercial paper
payable
International bills
International bills
TCB Bills
Taching Bills
China Bills
Bank of Shanghai
Shin Kong Bank
Grand Bills
Mega Bills
Mega Bills
Issuance period
2020/12/16-2021/01/08
2020/11/18-2021/01/08
2020/12/22-2021/01/19
2020/12/22-2021/01/19
2020/12/16-2021/01/19
2020/12/22-2021/01/19
2020/12/09-2021/01/08
2020/12/15-2021/01/13
2020/12/15-2021/01/13
2020/12/15-2021/01/13
Interest rate
interval (%)

1.888
1.888
1.768
1.750
1.800
1.328
1.678
1.788
1.850
1.938
Amount Carrying amount

$ 245,898
29,988
179,834
179,836
149,859
69,952
199,926
94,940
649,572

39,972
$ 1,839,777
Financing facilities
$ 246,000

70,000

275,000

330,000

370,000

70,000

600,000

145,000

650,000


500,000

$ 3,256,000
Unit: In Thousands of New Taiwan Dollars

Collateral
Total issued amount
$ 246,000
30,000
180,000
180,000
150,000
70,000
200,000
95,000
650,000

40,000
$ 1,841,000
Unamortized
discount
$ 102
12
166
164
141
48
74
60
428

28
$ 1,223








Inventory - building and land held for sale
Financial assets at fair value through other
comprehensive income - ASE Industrial
Holding Co. Stock
Financial assets at fair value through other
comprehensive income - ASE Industrial
Holding Co. Stock and Inventory - real
estate held for development
Financial assets at fair value through other
comprehensive income - ASE Industrial
Holding Co. Stock
Financial assets at fair value through other
comprehensive income - ASE Industrial
Holding Co. Stock
Financial assets at fair value through other
comprehensive income - ASE Industrial
Holding Co. Stock
Hung Ching Kwan Co., Ltd. provided
real estate.
Inventory - building and land held for sale
Jason C.S. Chang provided real estate.
Jason C.S. Chang provided real estate.

135

Hung Ching Development & Construction Co., Ltd. Statement of long-term borrowings December 31, 2020

Statement 7

Unit: In Thousands of New Taiwan Dollars, Unless Otherwise Specified

Name
Guaranteed loans
Bank of Taiwan
Bank of Taiwan
DBS Bank
O-Bank
Borrowings Duration

2018/05/16-2033/05/16
2018/06/19-2023/06/19
2018/05/16-2021/05/16
2018/05/16-2021/05/16
Repayment Method
Note 1
Note 2
Note 3
Note 3
Annual interest rate
(%)

1.67
1.67
1.90
1.71
Maturing within one
year

$ 154,344
62,641
267,100

11,000
$ 495,085
Maturing over one
year
$ 1,956,776
61,397
-

-
$ 2,018,173
Balance
$ 2,111,120

124,038

267,100


11,000

$ 2,513,258
Collateral or Pledge






Investment properties
Investment properties
Inventory - building and land held for sale
Inventory - building and land held for sale

Note 1. Repayment method of interests paid monthly and principal paid by installments starting the 3rd year Note 2. Repayment method of interests paid monthly and principal paid by installments starting the 2nd year Note 3. Repayment method of interests paid monthly and principal paid by the date of maturity

136

Hung Ching Development & Construction Co., Ltd. Statement of operating revenue and cost January 1 to December 31, 2020

Statement 8 Unit: In Thousands of New Taiwan Dollars

Item
Construction and planning business
Tucheng ASE Residence
Xizhi Li Garden
ASE
Di Jing Garden
Hung Ching Ronghua
Peony Disct.
Qidai Disct.
Gain from price recovery of
inventory
Lease business
Other business
Construction and
planning revenue, net
$ 2,029,220
118,001
22,758
127,946
855,635
638
10,250

-
3,164,448
102,004

34,083
$ 3,300,535
Construction and
planning cost
Construction and
planning cost





(


$ 1,357,323
96,498
13,478
66,106
929,281
2,091
11,010

258,348)
2,217,439
109,093
34,066
$ 2,360,598

137

Hung Ching Development & Construction Co., Ltd. Statement of operating expenses January 1 to December 31, 2020

Statement 9

Unit: In Thousands of New Taiwan Dollars

Item
Advertising expenses
Taxation
Salary (Note 1)
Miscellaneous fees
Consultant fee
Other (Note 2)
Selling and
marketing
expenses
$ 229,997
112,772
9,475
7,398
-
4,665
$ 364,307
General and
administrative
expenses
$ 3,844
32,050
49,510
36,470
22,857

31,356
$ 176,087
Total








$ 233,841
144,822
58,985
43,868
22,857
36,021
$ 540,394

Note 1. Salary expenses include pension expenses, employees’ compensation, and remuneration of directors.

Note 2. The amount of each item does not exceed 5% of the account balance.

138

Hung Ching Development & Construction Co., Ltd. STATEMENT OF EMPLOYEE BENEFITS, DEPRECIATION AND AMORTIZATION EXPENSES BY FUNCTION

For the years ended December 31, 2020 and 2019

Statement 10

Unit: In Thousands of New Taiwan Dollars

Employee Benefits Expenses
Salary expenses

Labor and health insurance
premiums
Pension expenses
Remuneration
Other Employee Benefits
Expenses
Depreciation expenses
Amortization expenses

FortheYear EndedDecember31,2020
Belongs to
operating
cost
Belongs to
operating
expenses
Total
$ - $ 47,286 $ 47,286
-
3,725
3,725
-
1,866
1,866
-
9,833
9,833

-

2,904

2,904

-
65,614
65,614
98,165
1,082
99,247

-

5,861

5,861

$ 98,165
$ 72,557
$ 170,722
FortheYear EndedDecember31,2020
Belongs to
operating
cost
Belongs to
operating
expenses
Total
$ - $ 47,286 $ 47,286
-
3,725
3,725
-
1,866
1,866
-
9,833
9,833

-

2,904

2,904

-
65,614
65,614
98,165
1,082
99,247

-

5,861

5,861

$ 98,165
$ 72,557
$ 170,722
FortheYear EndedDecember31,2020
Belongs to
operating
cost
Belongs to
operating
expenses
Total
$ - $ 47,286 $ 47,286
-
3,725
3,725
-
1,866
1,866
-
9,833
9,833

-

2,904

2,904

-
65,614
65,614
98,165
1,082
99,247

-

5,861

5,861

$ 98,165
$ 72,557
$ 170,722
FortheYear EndedDecember31,2020
Belongs to
operating
cost
Belongs to
operating
expenses
Total
$ - $ 47,286 $ 47,286
-
3,725
3,725
-
1,866
1,866
-
9,833
9,833

-

2,904

2,904

-
65,614
65,614
98,165
1,082
99,247

-

5,861

5,861

$ 98,165
$ 72,557
$ 170,722
FortheYear EndedDecember31,2019 FortheYear EndedDecember31,2019 FortheYear EndedDecember31,2019 FortheYear EndedDecember31,2019 FortheYear EndedDecember31,2019
Belongs to
operating
cost
$ -
-
-
-

-

-
98,165

-

$ 98,165
Belongs to
operating
expenses
$ 47,286

3,725

1,866

9,833

2,904


65,614

1,082

5,861

$ 72,557
Belongs to
operating
cost
$ 2,198

156

121

-

43


2,518

98,179

-

$ 100,697
Belongs to
operating
expenses
$ 42,563

3,215

1,590

17,599

4,472


69,439

1,354

4,317

$ 75,110
Total











































$ 44,761

3,371

1,711

17,599

4,515

71,957

99,533

4,317
$ 175,807
  • Note 1. As of December 31, 2020 and 2019, the Company had 49 employees, of which 8 directors were not concurrently serving as employees for both years.

  • Note 2. The average employee benefits expenses were $1,361 thousand for the year. ([Total employee benefit expenses for the current year - Total directors' remuneration] / [Number of employees for the current year - Number of directors who do not serve as employees]) The average employee benefits expenses were $1,326 thousand for the prior year. ([Total employee benefit expenses for the previous year - Total directors' remuneration] / [Number of employees for the previous year - Number of directors who do not serve as employees])

  • Note 3. The average employees’ salary expenses were $1,153 thousand for the year. (Total employee salary expenses for the current year / [Number of employees for the current year - Number of directors who do not serve as employees]) The average employees’ salary expenses were $1,092 thousand for the prior year. (Total employee salary expenses for the previous year / [Number of employees for the previous year - Number of directors who do not serve as employees])

  • Note 4. The change in the average employees’ salary expenses was 6%. ([The average employee salary expense for the current year-The average employee salary expense for the previous year]/The average employee salary expense for the previous year)

  • Note 5. The Company had established the Audit Committee to replace the role of supervisors on July 13, 2017, and was not applicable to disclose information on remuneration of supervisors.

  • Note 6. The Company's salary policies are as follows:

  • (1) In accordance with Article 23 of the Articles of Incorporation of the Company, if the Company has profit for the year, then 1% to 7% shall be appropriated as the employee compensation resolved by the Board of Directors to distribute by shares or cash to those employees of the Company who meet specified conditions. The aforementioned profit may also be resolved by the Board of Directors to provide directors’ remuneration for no more than 3% of appropriation. The allocation of employee compensation and Directors’ remuneration shall be reported to the shareholders' meeting.

When there are accumulated deficit, the Company shall reserve amounts to offset the appropriate amounts before providing employee compensation and Directors’ remuneration based on the abovementioned proportion.

  • The remuneration of independent directors of the Company is fixed for each individual on an annual basis, except for those with a term of less than one year, in proportion to the actual number of days they have been appointed; The part-time remuneration for the independent directors of the Company who also serve on the Compensation and Remuneration Committee of the Company is also fixed for each individual on an annual basis, except for those with a term of less than one year, in proportion to the actual number of days they have held.

  • (2) The amount of employee compensation paid to the managers of the Company was reviewed by the Compensation and Remuneration Committee and then submitted to the Board of Directors for approval based on the job title, contributions, operating performance of the Company for the year, and consideration of future risks of the Company.

  • (3) The employee salary package of the Company includes monthly salary, bonuses, and employee compensation. The standards for employees' salary are approved based on the job title, education and work experiences, professional knowledge, and market values. Employee compensation are determined in accordance with the total amount allocated by the Articles of Incorporation, operating performance of the Company for the year, contribution of the job title, and results of performance evaluation.

139

  • V. Parent Company Only Financial Report Audited and Certified by CPAs in the Most Recent Year

Declaration of Consolidated Financial Statements of Affiliates

The entities of the Company that are required to be included in the consolidated financial statements of affiliates as of and for the year ended December 31, 2020 (from January 1 to December 31, 2020), under the "Criteria Governing the Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises" are the same as those included in the consolidated financial statements of parent company and its subsidiary prepared in conformity with the International Financial Reporting Standard 10. In addition, the information required to be disclosed in the consolidated financial statements of affiliates is included in the consolidated financial statements of parent company and its subsidiary. Consequently, we do not prepare a separate set of consolidated financial statements of affiliates.

Hereby certify

Company Name: Hung Ching Development & Construction Co., Ltd.

Person in Charge: Wen-Hsiang Chien

March 5, 2021

140

Independent Auditors' Report

To: The Board of Directors and Shareholders Hung Ching Development & Construction Co., Ltd.

Opinion

We have audited the accompanying consolidated financial statements of the Hung Ching Development & Construction Co., Ltd. and its subsidiaries (the "Group"), which comprise the consolidated balance sheets as of December 31, 2020 and 2019, and the consolidated statements of comprehensive income, changes in equity, and cash flows for the years then ended, and the notes to consolidated financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2020 and 2019, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the "Regulations Governing the Preparation of Financial Reports by Securities Issuers" and the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

Basis for Opinion

We conducted our audits in accordance with the "Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants" and auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the "Auditor's Responsibilities for the Audit of the Consolidated Financial Statements" section of our report. We are independent of the Group in accordance with The Norm of Professional Ethics for Certified Public Accountant of the Republic of China and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Group's consolidated financial statements for the year ended December 31, 2020. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

141

Key audit matters for the Group's consolidated financial statements for the year ended December 31, 2020 are stated as follows:

Sales Revenue of Building and Land

For the year ended December 21, 2020, revenue from sale of real estate was $3,164,448 thousand, representing 91% of the total operating revenue and being material in the consolidated financial statements, and it is one of the major revenue sources of the Group. Therefore, it has been deemed as one of key audit matters by us to determine whether or not the recognition of revenue from sale of real estate has met the requirements of revenue recognition. Please refer to Notes 4 and 22 of the consolidated financial statements.

The main audit procedures performed on the specific levels in respect of the above-mentioned key audit matter for the audit of the year are as follows:

  1. We understood and tested the design and operating effectiveness of the internal controls related to the sales cycle.

  2. Obtaining the details of building and land for sales for the whole year: (1) sampling and verifying the contracts signed by the buyers and sellers to confirm the contract price and transaction target; (2) sampling and verifying the registration date of the transfer of property ownership to verify that the property ownership has been transferred to the purchaser.

Other Matters

We have also audited the parent company only financial statements of Hung Ching Construction Development Co., Ltd. as of and for the years ended December 31, 2020 and 2019 on which we have issued an unmodified opinion.

Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements

The management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the "Regulations Governing the Preparation of Financial Reports by Securities Issuers "and the IFRS, IAS, IFRIC, and SIC endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, management is responsible for assessing the Group's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

Those charged with governance (including members of the Audit Committee) are responsible for overseeing the Group's financial reporting process.

Auditors' Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial

142

statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors' report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the auditing standards generally accepted in the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

As part of an audit in accordance with the auditing standards generally accepted in the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

  1. Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  2. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control.

  3. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

  4. Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors' report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors' report. However, future events or conditions may cause the Group to cease to continue as a going concern.

  5. Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

  6. Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our opinion to the Group.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

143

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the Group's consolidated financial statements for the year ended December 31, 2020 and are therefore the key audit matters. We describe these matters in our auditors' report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Deloitte & Touche Certified Public Accountant Shiuh-Ran Cheng

Certified Public Accountant Wang-Sheng Lin

Financial Supervisory Commission Approval Document No.: Financial-Supervisory-Securities-Auditing-10 10028123

Financial Supervisory Commission Approval Document No.: Financial-Supervisory-Securities-Auditing-1060 023872

March 29, 2021

144

Hung Ching Development & Construction Co., Ltd. and Subsidiaries

Consolidated Balance Sheet December 31, 2020 and 2019

Unit: In Thousands of New Taiwan Dollars

Code
1100
1110
1140
1150
1172
1180
1200
130X
1429
1479
11XX
1517
1600
1755
1760
1840
1930
1990
15XX
1XXX
Code
2100
2110
2130
2150
2170
2180
2219
2230
2280
2322
2399
21XX
2540
2580
2645
25XX
2XXX
3110
3200
3310
3320
3350
3300
3400
3500
31XX
36XX
3XXX
ASSETS
CURRENT ASSETS
Cash and cash equivalents (Note 6)
Financial assets at fair value through profit or loss (Note 7)
Contract assets (Notes 22 and 28)
Notes receivable (Notes 8 and 22)
Trade receivables, net (Notes 8 and 22)
Trade receivables from related parties (Notes 8, 22, and 28)
Trade receivables (Notes 8)
Inventories, net (Notes 9, 23, and 29)
Prepayments (Note 16)
Other current assets (Note 16)
Total current assets
NON-CURRENT ASSETS
Financial assets at fair value through other comprehensive income - non-current, net (Notes 10 and 29)
Property, plant and equipment, net (Notes 13, 23, and 29)
Right-of-use assets (Notes 3, 14, and 23)
Investment properties, net (Notes 15, 23, and 29)
Deferred tax assets (Note 24)
Long-term notes receivable (Notes 8 and 22)
Other non-current assets (Notes 16, 20, and 23)
Total non-current assets
TOTAL ASSETS
LIABILITIESAND EQUITY
CURRENT LIABILITIES
Short-term borrowings (Notes 17 and 29)
Short-term bills payable, net (Notes 17, 28, and 29)
Contract liabilities (Note 22)
Notes payable
Trade payables (Note 18)
Trade payables to related parties (Note 28)
Other payables
Current tax liabilities
Lease liabilities (Notes 3 and 14)
Long-term borrowings - current portion (Notes 17 and 29)
Other current liabilities (Note 19)
Total current liabilities
NON-CURRENT LIABILITIES
Long-term borrowings, net (Notes 17 and 29)
Lease liabilities (Notes 3 and 14)
Guarantee deposits received (Note 15)
Total non-current liabilities
Total liabilities
EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY (Note 21)
Share capital
Capital surplus
Retained earnings
Legal reserve
Special reserve
Unappropriated earnings
Total retained earnings
Other equity
Treasury shares
Total equity attributable to owners of the Company
NON-CONTROLLING INTERESTS
Total equity
Total equity and liabilities
December31,2020
4
-
-
-
-
-
-
47
2

-

53
21
4
-
20
1
-

1

47

100
16
11
2
-
5
-
2
-
-
3

-

39
12
-

-

12

51

16

2
5
2

10

17

15
(
3)
47

2

49

100
December31,2019
Amount
$ 573,529
17,111
-
3,760
14,629
11,606
915
8,077,436
305,218
3,680
9,007,884
3,587,830
726,370
15,085
3,463,063
62,438
2,960
192,252
8,049,998
$ 17,057,882
$ 2,813,000
1,839,777
419,889
8,791
784,879
250
297,813
22,249
2,972
495,085
11,320
6,696,025
2,018,173
12,805
26,977
2,057,955
8,753,980
2,703,060
312,561
789,043
318,492
1,700,053
2,807,588
2,575,136

455,812)
7,942,533
361,369
8,303,902
$ 17,057,882
Amount
$ 270,065
17,094
3,198
7,524
35,926
11,721
552
8,958,070
384,099
2,320
9,690,569
3,676,591
741,200
18,261
3,584,675
63,343
1,471
211,490
8,297,031
$ 17,987,600
$ 2,539,000
2,597,128
111,432
4
905,565
-
317,178
126,006
2,796
135,267
20,857
6,755,233
2,710,881
15,897
25,624
2,752,402
9,507,635
2,703,060
297,175
714,834
320,202
1,867,950
2,902,986
2,653,770

455,812)
8,101,179
378,786
8,479,965
$ 17,987,600

















(



















(


2
-
-
-
-
-
-
50
2

-

54
21
4
-
20
-
-

1

46

100
14
14
1
-
5
-
2
1
-
1

-

38
15
-

-

15

53

15

2
4
2

10

16

15
(
3)
45

2

47

100

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

Manager: Chia-Pei Chou

Chairman: Wen-Hsiang Chien

Accounting Supervisor: Fang-Ying Chen

145

Hung Ching Development & Construction Co., Ltd. and Subsidiaries

Consolidated Statements of Comprehensive Income For the years ended December 31, 2020 and 2019 Unit: In Thousands of New Taiwan Dollars, Except Earnings Per Share in Dollars

Code
OPERATING REVENUE (Notes 22
and 28)
4100
Sales Revenue of Building and
Land
4300
Rental revenue
4520
Construction revenue
4600
Service revenue
4800
Other operating revenue

4000
Total operating revenue
OPERATING COSTS (Note 23)
5110
Costs of building and land for
sale (Note 9)
5300
Rental costs
5520
Construction costs
5600
Service costs
5800
Other operating costs (Note 9)
5000
Total operating costs

5900
Gross operating profit

OPERATING EXPENSES (Note 23)
6100
Selling and marketing
expenses
6200
General and administrative
expenses
6000
Total operating expenses
6900
Net Operating Income

NON-OPERATING INCOME AND
EXPENSES
7010
Other income (Note 23)
7020
Other gains and losses (Note
23)
For the Year Ended December
31, 2020
Amount

$ 3,164,448
91

144,612
4
621
-
110,638
3

51,611

2


3,471,930
100

2,149,246
62
116,358
3
-
-
71,495
2

57,449

2


2,394,548

69


1,077,382

31


364,297
10

305,052

9


669,349

19


408,033

12

99,762
3
4,591
-
For the Year Ended December
31, 2020
Amount

$ 3,164,448
91

144,612
4
621
-
110,638
3

51,611

2


3,471,930
100

2,149,246
62
116,358
3
-
-
71,495
2

57,449

2


2,394,548

69


1,077,382

31


364,297
10

305,052

9


669,349

19


408,033

12

99,762
3
4,591
-
For the Year Ended December
31, 2020
Amount

$ 3,164,448
91

144,612
4
621
-
110,638
3

51,611

2


3,471,930
100

2,149,246
62
116,358
3
-
-
71,495
2

57,449

2


2,394,548

69


1,077,382

31


364,297
10

305,052

9


669,349

19


408,033

12

99,762
3
4,591
-
For the Year Ended December
31, 2019
For the Year Ended December
31, 2019
For the Year Ended December
31, 2019
For the Year Ended December
31, 2019
Amount
$ 3,164,448
144,612
621
110,638
51,611

3,471,930

2,149,246
116,358
-
71,495
57,449

2,394,548

1,077,382

364,297
305,052

669,349

408,033

99,762
4,591
Amount
$ 6,127,832
144,104
681
81,298
64,109

6,418,024

4,634,954
115,903
681
42,995
66,783

4,861,316

1,556,708

335,517
338,408

673,925

882,783

117,519
853































96
2
-
1
1
100
72
2
-
1
1
76
24
5
5
10
14
1
-

(Continued on the next page)

146

(Continued from the previous page)

Code
7050
Finance costs (Note 23)

7060
Share of loss (profit) of
associates accounted for
under equity method
7000
Total non-operating
income and expenses
7900
Income before income tax
7950
Income tax expense (Note 24)

8200
NET PROFIT FOR THE YEAR

OTHER COMPREHENSIVE
INCOME/(LOSS)
8310
Items that will not be
reclassified subsequently to
profit or loss:
8316
Unrealized gain/(loss) on
investments in equity
instruments at fair
value through other
comprehensive
income
8360
Items that may be reclassified
subsequently to profit or
loss
8361
Exchange differences on
translating the
financial statements
of foreign operations
8399
Income tax related to
items that will be
reclassified (Note 24)
8300
Other comprehensive
income/(loss) for the
year, net of income
tax
8500
TOTAL COMPREHENSIVE
INCOME/(LOSS) FOR THE
YEAR
NET PROFIT/(LOSS)
ATTRIBUTABLE TO
8610
Owners of the Company

8620
NON-CONTROLLING
INTERESTS
8600
For the Year Ended December
31, 2020
Amount

( $ 115,891 )
(
3 )

-

-

(
11,538)

-

396,495
12

22,759

1


373,736

11

(
80,023 )
(
3 )
1,736
-

(
347)

-

(
78,634)
(
3)

$ 295,102

8

$ 391,153
11

(
17,417)

-

$ 373,736

11
For the Year Ended December
31, 2020
Amount

( $ 115,891 )
(
3 )

-

-

(
11,538)

-

396,495
12

22,759

1


373,736

11

(
80,023 )
(
3 )
1,736
-

(
347)

-

(
78,634)
(
3)

$ 295,102

8

$ 391,153
11

(
17,417)

-

$ 373,736

11
For the Year Ended December
31, 2020
Amount

( $ 115,891 )
(
3 )

-

-

(
11,538)

-

396,495
12

22,759

1


373,736

11

(
80,023 )
(
3 )
1,736
-

(
347)

-

(
78,634)
(
3)

$ 295,102

8

$ 391,153
11

(
17,417)

-

$ 373,736

11
For the Year Ended December
31, 2019
For the Year Ended December
31, 2019
For the Year Ended December
31, 2019
For the Year Ended December
31, 2019
Amount
$ 115,891 )

-

11,538)

396,495
22,759

373,736


80,023 )

1,736
347)

78,634)

$ 295,102

$ 391,153
17,417)

$ 373,736
Amount
$ 127,440 )

9,781)

18,849)

863,934
138,792

725,142


1,098,855

3,735 )
747

1,095,867

$ 1,821,009

$ 742,091
16,949)

$ 725,142
(

(


(
(
(


(
(




(

(


(
(
(



(




(
(

(







2 )
-
1)
13
2
11
17
-
-
17
28
11
-
11

(Continued on the next page)

147

(Continued from the previous page)


Code
TOTAL COMPREHENSIVE
INCOME/(LOSS)
ATTRIBUTABLE TO:
8710
Owners of the Company

8720
NON-CONTROLLING
INTERESTS
8700

EARNINGS PER SHARE (Note
25)
9710
Basic

9810
Diluted
For the Year Ended December
31, 2020
Amount

$ 312,519
9

(
17,417)
(
1)

$ 295,102

8

$ 1.49

$ 1.49
For the Year Ended December
31, 2020
Amount

$ 312,519
9

(
17,417)
(
1)

$ 295,102

8

$ 1.49

$ 1.49
For the Year Ended December
31, 2020
Amount

$ 312,519
9

(
17,417)
(
1)

$ 295,102

8

$ 1.49

$ 1.49
For the Year Ended December
31, 2019
For the Year Ended December
31, 2019
For the Year Ended December
31, 2019
For the Year Ended December
31, 2019
Amount
$ 312,519
17,417)

$ 295,102

$ 1.49
$ 1.49
Amount
$ 1,837,958
16,949)

$ 1,821,009

$ 2.84
$ 2.82

(


(

(



28
-
28

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

Chairman: Wen-Hsiang Chien Manager: Chia-Pei Chou Accounting Supervisor: Fang-Ying Chen

148

Hung Ching Development & Construction Co., Ltd. and Subsidiaries

Consolidated Statements of Changes in Equity

For the years ended December 31, 2020 and 2019

Unit: In Thousands of New Taiwan Dollars

Code
A1
Balance as of January 1, 2019
Appropriation and distribution of
retained earnings for the year ended
December 31, 2018
B1
Legal reserve
B17
Special reserve
B5
Cash Dividend to Shareholders
D1
Net profit for 2019
D3
Other comprehensive income (loss)
(net of tax) for 2019
M1
Adjustment in capital surplus from
dividends paid to subsidiaries
Z1
Balance as of December 31, 2019
Appropriation and distribution of
retained earnings for the year ended
December 31, 2019
B1
Legal reserve
B3
Reversal of special capital
reserve
B5
Cash Dividend to Shareholders
D1
Net profit for 2020
D3
Other comprehensive income (loss)
(net of tax) for 2020
M1
Adjustment in capital surplus from
dividends paid to subsidiaries
Z1
Balance as of December 31, 2020
EQUITY AT T RIBUTABLE TO OWNERS OF THE COMPANY COMPANY Total
$ 6,577,331

-

-
(
324,367 )

742,091

1,095,867

10,257


8,101,179

-

-
(
486,551 )

391,153
(
78,634 )

15,386

$ 7,942,533
NON-CONTROLLING
INTERESTS
$ 395,735


-

-

-

(
16,949 )

-

-


378,786

-

-

-

(
17,417 )

-


-

$ 361,369
Totalequity
Share capital
Number of
Shares (In
Thousand
Shares)
Amount

270,306 $ 2,703,060
-
-
-
-
-
-
-
-
-
-

-

-

270,306
2,703,060
-
-
-
-
-
-
-
-
-
-

-

-


270,306
$ 2,703,060
Capitalsurplus
$ 286,918

-

-

-

-

-

10,257


297,175

-

-

-

-

-

15,386

$ 312,561
R etained earnings Unappropriated
earnings
$ 1,511,759
(
41,873 )
(
19,660 )
(
324,367 )

742,091

-

-


1,867,950
(
74,209 )

1,710
(
486,551 )

391,153

-

-

$ 1,700,053
Other equity
Unrealized gain
(loss) on
financial assets
at fair value
through other
comprehensive
income
Exchange
differences on
translating the
financial
statements of
foreign
operations

( $ 3,654 ) $ 1,561,557

-
-

-
-

-
-

-
-
(
2,988 )
1,098,855

-

-

(
6,642 )
2,660,412

-
-

-
-

-
-

-
-

1,389 (
80,023 )

-

-

($ 5,253)
$ 2,580,389
Treasury shares
( $ 455,812 )

-

-

-

-

-

-

(
455,812 )

-

-

-

-

-

-

($ 455,812)
Exchange
differences on
translating the
financial
statements of
foreign
operations
( $ 3,654 )

-

-

-

-
(
2,988 )

-

(
6,642 )

-

-

-

-

1,389

-

($ 5,253)
Number of
Shares (In
Thousand
Shares)
270,306
-
-
-
-
-

-

270,306
-
-
-
-
-

-


270,306
Legal reserve

$ 672,961

41,873

-

-

-

-

-


714,834

74,209

-

-

-

-

-

$ 789,043












































$ 6,973,066
-
-
(
324,367 )
725,142
1,095,867

10,257
8,479,965
-
-
(
486,551 )
373,736
(
78,634 )

15,386
$ 8,303,902

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

Manager: Chia-Pei Chou

Chairman: Wen-Hsiang Chien

Accounting Supervisor: Fang-Ying Chen

149

Hung Ching Development & Construction Co., Ltd. and Subsidiaries

Consolidated Statements of Cash Flows

For the years ended December 31, 2020 and 2019

Unit: In Thousands of New Taiwan Dollars

Code
CASH FLOWS FROM OPERATING ACTIVITIES
A00010
Profit before income tax for the year

A20010
Adjustments for:
A20100
Depreciation expenses
A20300
Expected credit loss
A29900
Amortization of long-term prepayments
A22500
Gain (Loss) on disposal and scrap of property,
plant and equipment
A22700
Gain (Loss) on disposal of investment
properties
A23700
Loss on reduce inventory to market (Gain
from price recovery of inventory)
A20400
Gain (Loss) on financial assets and liabilities
at fair value through profit or loss, net
A20900
Finance costs
A21200
Interest income

A21300
Dividend income

A22300
Share of profits of associates accounted for
using equity method
A30000
Changes in operating assets and liabilities, net
A31110
Financial assets at FVTPL
A31125
Contract assets
A31130
notes receivable
A31150
Trade receivables
A31160
Trade receivables from related parties
A31180
Other receivables

A31200
Inventories
A31230
prepayments
A31240
Other current assets

A32125
Contract liabilities
A32130
Notes payable
A32150
trade payables

A32160
Trade payables to related parties
A32180
Other payables

A32230
Other current liabilities
For the Year Ended
December 31, 2020
$ 396,495

139,342
-
6,628
27
(
6,748 )
(
258,348 )
(
226 )

115,891
(
1,129 )

(
88,175 )

-
209
3,198

2,275
21,297
115
(
363 )
1,167,411
78,881
(
1,360 )

308,457

8,787

(
131,031 )

250
(
19,772 )
(
9,537)
For the Year Ended
December 31, 2019
For the Year Ended
December 31, 2019

(
(
(
(
(
(
(
(
(
(

(
(
(
(
(
(
(
(
$ 863,934
140,641
13,410
4,887
-
-
393,878

1,134 )
127,440

732 )

110,269 )
9,781
17,354

681 )
728
84,965
20,107
450
3,032,590
131,053

1,011 )

46,600 )

36,639 )

337,493 )
-
108,006
4,394

(Continued on the next page)

150

(Continued from the previous page)

Code
A33000
Cash generated from operations

A33300
Interest paid

A33500
Income tax paid

AAAA
Net cash generated from operating activities
CASH FLOWS FROM INVESTING ACTIVITIES
B00030
Capital reduction and return of shares payment of
financial assets at fair value through other
comprehensive income
B02700
Acquisition of property, plant and equipment

B02800
Proceeds from disposal of property, plant and
equipment
B03700
Decrease (Increase) in refundable deposits
B05400
Acquisition of investment properties

B05500
Sales of investment properties
B06700
Increase in other non-current assets

B07500
Interest received
B07600
Other dividends received

BBBB
Net cash generated from/(used in) investing
activities
CASH FLOWS FROM FINANCING ACTIVITIES
C00100
Increase (Decrease) in short-term borrowings
C00500
Decrease in short-term bills payable

C01600
Repayments of long-term borrowings

C04020
Repayment for principal of lease liabilities

C03000
Increase in guarantee deposits received
C04500
Distribution of Cash Dividend

CCCC
Net cash used in financing activities

DDDD
EFFECTS OF EXCHANGE RATE CHANGES ON THE
BALANCE OF CASH HELD IN FOREIGN
CURRENCIES
EEEE
Increase (decrease) in Cash and Cash Equivalents for the
year
E00100
Cash and cash equivalents, beginning of year

E00200
Cash and cash equivalents, end of year
For the Year Ended
December31,2020
$ 1,732,574

(
133,244 )

(
125,958)


1,473,372

8,738
(
3,651 )

18
19,954

(
7,219 )

17,981
(
7,344 )

1,129

88,175


117,781

274,000

(
757,351 )

(
332,890 )

(
3,240 )

1,353
(
471,165)

(
1,289,293)


1,604

303,464


270,065

$ 573,529
For the Year Ended
December31,2019
For the Year Ended
December31,2019

(
(

(
(
(


(
(
(
(
(



(
(

(
(
(
(

(
(
(
(
(
(
(
(
(

$ 4,419,059

193,828 )

142,518)
4,082,713
-

49 )
-

94,841 )

2,904 )
-

19,179 )
732
110,269

5,972)

137,000 )

1,738,331 )

1,914,692 )

3,120 )
905

314,110)

4,106,348)

3,994)

33,601 )
303,666
$ 270,065

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

Chairman: Wen-Hsiang Chien

Manager: Chia-Pei Chou Accounting Supervisor: Fang-Ying Chen

151

Notes to Consolidated Financial Statements For the years ended December 31, 2020 and 2019 (Amounts in Thousands of New Taiwan Dollars, Unless Otherwise Specified)

Hung Ching Development & Construction Co., Ltd. and Subsidiaries

1. Company History

The Company, incorporated in 1986 with shares listed on the Taiwan Stock Exchange, mainly engaged in appointment of contractors to build public housing developments and commercial buildings for leasing and selling and in and management and investment of other relevant business.

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

The investment framework and the shareholding percentage of the consolidated company as of December 31, 2020 is as follows:

==> picture [437 x 315] intentionally omitted <==

----- Start of picture text -----

Hung Ching Development & Construction Co., Ltd.
100% 63.5% 100% 100% 100% 100%
ASE WeMall
Fuhua
Hung Ching Hung Ching New Management and Hung Ching Co., Superb First Co.,
engineering Co., Kwan Co., Ltd. Co., Ltd. Consulting Co., Ltd. Ltd.
Ltd. Ltd.
100% 100%
Shanghai Youhong Shanghai You Chang
Engineering Property
Technical Consulting Management Co.,
Co., Ltd. Ltd.
100%
Shanghai Hong
Rong Property
Management Co.,
Ltd.
----- End of picture text -----

2. Date and Procedures of Authorization of Financial Statements

The consolidated financial statements were approved by the Board of Directors and authorized for issue on March 5, 2021.

152

3. Application of New and Amended Standards and Interpretations

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

The application of the amendments to the IFRSs endorsed and issued into effect by the FSC will not have a significant effect on the Company's accounting policies.

  • (II) The IFRSs endorsed by the FSC for application in 2021
he IFRSs endorsed by the FSC for application in 2021
New, Revised or Amended Standards and
Interpretations
Amendment to IFRS 4 "Extension of the Temporary
Exemption from Applying IFRS 9"
Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4,
and IFRS 16 - "Interest Rate Benchmark Reform -
Phase 2"
Amendment to IFRS 16, "Covid-19-Related Rent
Concessions"
Effective Date Issued by
IASB
Effective on the issued date
Effective for annual
reporting periods
beginning on or after
January 1, 2021
Effective for annual
reporting periods
beginning on or after
June 1, 2020

As of the date the accompanying consolidated financial statements were authorized for issue, the consolidated company continues in evaluating the impact on its financial position and financial performance as a result of the aforementioned standards or interpretations. The related impact will be disclosed when the evaluation has been completed.

  • (3) IFRSs issued by the IASB but not yet endorsed and issued into effect by the FSC
New, Revised or Amended Standards and
Interpretations
Annual Improvements to IFRS Standards 2018–2020
Amendment to IFRS 3 "Reference to the Conceptual
Framework"
Amendments to IFRS 10 and IAS 28 "Sale or
Contribution of Assets between an Investor and its
Associate or Joint Venture"
IFRS 17 "Insurance Contracts"
Amendment to IFRS 17
Amendment to IAS 1 "Classification of Liabilities as
Current or Noncurrent"
Amendment to IAS 1 "Disclosure of Accounting
Policies"
Amendment to IAS 8 "Definition of Accounting
Estimates"
Effective Date Issued by
IASB (Note 1)
January 1, 2022 (Note 2)
January 1, 2022 (Note 3)
To be determined
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2023 (Note 6)
January 1, 2023 (Note 7)

153

Amendment to IAS 16 "Property, Plant and January 1, 2022 (Note 4) Equipment - Proceeds before Intended Use"

  • Amendment to IAS 37 "Onerous Contracts–Cost of January 1, 2022 (Note 5) Fulfilling a Contract"

  • Note 1: Unless stated otherwise, the aforementioned New, Revised or Amended Standards and Interpretations are effective for annual periods beginning on or after their respective effective dates.

  • Note 2: Amendment to IFRS 9 is effective to exchanges of a financial liability or modifications of terms incurred during the annual periods beginning on or after January 1, 2022. Amendment to IAS 41 "Agriculture" is effective to fair value measurements for annual periods beginning on or after January 1, 2022. Amendment to IFRS 1 "First-time Adoption of IFRS" is retrospectively effective for annual periods beginning on or after January 1, 2022.

  • Note 3: This amendment shall be applied to business combinations for which the acquisition date is beginning on or after January 1, 2022.

  • Note 4: This amendment shall be applied to the property, plant and equipment that are brought to the location and condition necessary for them to be capable of operating in the manner intended by management on or after January 1, 2021.

  • Note 5: The amendment shall be applied to contracts for which the Group has not yet fulfilled all its obligations on or after January 1, 2022.

  • Note 6: The amendment shall be applied prospectively for annual reporting periods beginning on or after January 1, 2023.

  • Note 7: This amendment shall be applied to changes in accounting policies and changes in accounting estimates that occur for annual periods beginning on or after January 1, 2023.

As of the date the accompanying consolidated financial statements were authorized for issue, the consolidated company continues in evaluating the impact on its financial position and financial performance as a result of the aforementioned standards or interpretations. The related impact will be disclosed when the evaluation has been completed.

4. Summary of Significant Accounting Policies

  • a. Statement of Compliance

The accompanying consolidated financial statements have been prepared in conformity with the "Regulations Governing the Preparation of Financial Reports by Securities Issuers" and IFRSs endorsed and issued into effect by the FSC.

  • b. Basis of Preparation

The accompanying consolidated financial statements have been prepared on the historical cost basis except for financial instruments which are measured at fair value.

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

154

  • 1) Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities on the measurement date;

  • 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 the asset or liability.

  • c. Standards for Classification of Current and Noncurrent Assets and Liabilities

  • Current assets include:

  • 1) Assets held for trading purposes;

  • 2) Assets expected to be realized within 12 months after the balance sheet date; and

  • 3) Cash and cash equivalents, excluding those that are restricted from being exchanged or used to settle a liability for at least 12 months after the reporting period.

Current liabilities include:

  • 1) Obligations incurred for trading purposes;

  • 2) Obligations expected to be settled within 12 months from the balance sheet date (liabilities with long-term refinancing or rearrangement of payment terms completed after the balance sheet date and before the publication of the financial statements are also deemed as current liabilities); and

  • 3) Liabilities for which the Company does not have an unconditional right to defer settlement for at least 12 months after the reporting period. Terms of an obligation that could, at the option of the counterparty, result in its settlement by the issuance of equity instruments, do not affect its classification.

Assets and liabilities that are not classified as current are classified as non-current.

The consolidated company is engaged in the construction business, which has an operating cycle of over one year. The normal operating cycle applies when considering the classification of current or non-current for the construction-related assets and liabilities.

  • d. Basis of Consolidation

The consolidated financial statements incorporate the financial statements of the Company and the entities controlled by the Company (subsidiaries). Adjustments are made to the financial statements of subsidiaries to bring their accounting policies in line with those used by the consolidated company. When preparing the consolidated financial statements, 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.

Refer to Note XI and Table VI for detailed information on subsidiaries, including percentages of ownership and main businesses.

e. Foreign Currency

In preparing the financial statements of each individual entity, transactions in currencies other than the entity's functional currency (i.e., foreign currencies) are recognized at the rates of exchange prevailing at the dates of the transactions.

Monetary items denominated in foreign currencies are translated at the rates prevailing on each date of balance sheets. Exchange differences on monetary items arising from settlement or translation are recognized in profit or loss in the period in which they arise.

155

Non-monetary items that are measured at historical cost in a foreign currency are translated using the exchange rate at the date of the transaction (i.e., not retranslated).

For the purpose of presenting the consolidated financial statements, the assets and liabilities of the consolidated company's foreign operations (including subsidiaries that operate in countries or use currencies different from that of the Company) are translated into the New Taiwan dollar using the exchange rate of each balance sheet date. Income and expense items are translated using the average exchange rates of the current period, with exchange differences arising therefrom recognized in other comprehensive income and attributed respectively to owners of the Company and to non-controlling interests.

f Inventories

Inventories comprise real estate under development, real estate held for development, building and land held for sale and merchandise inventory. Inventory is stated at the lower of cost or net realizable value. Comparing costs with net realizable value is based on individual item. Net realizable value represents the estimated selling price of inventories less the estimated cost of completion and the estimated cost necessary to make the sale. The cost of inventories is calculated using the weighted average method, except that the actual costs incurred in the construction of the real estate inventory are transferred to current operating costs in proportion of floor space to the recognition of revenue from sales of real estate.

  • g. Investment in affiliate enterprises

Associates are entities over which the consolidated company has major influence but they are neither a subsidiary nor joint ventures.

The consolidated company uses equity method for investment in associates.

Under the equity method, the investment in associates is initially treated at cost and adjusted thereafter for the post-acquisition change in the consolidated company's interest in profit and loss, shares in other comprehensive income and profit distribution by the associates. In addition, changes in the interests in associates are recognized based on the shareholding percentage.

Any excess of acquisition cost over the consolidated company's share of an associate's or a joint venture's identifiable assets and liabilities measured at the fair value on the date of acquisition is recognized as goodwill. The goodwill shall be included in the carrying amount of the investment but not allowed for amortization. If the consolidated company's share of the net fair value of the identifiable assets and liabilities exceeds acquisition cost, the excessive amount is recognized immediately in profit or loss.

When the consolidated company's share of loss derived from the investment of an affiliate equals or exceeds the consolidated company's interest (including the carrying amount of the investment and other long-term substantial interests in the associate's net asset in proportion to ownership percentage), the consolidated company shall cease recognizing losses further. The consolidated company shall only recognize additional losses and liabilities within the scope of occurred legal obligations, constructive obligations, or payments made on behalf of the associates.

To assess impairment, the consolidated company has to consider the overall carrying amount (including goodwill) of the investment as a single asset to compare the recoverable and carrying amounts. The cost of impairment identified is to be deemed as part of the carrying amount of the investment. Any reversal of the impairment loss is recognized only to the extent of the subsequent increases in the recoverable amount of investment.

156

Profit or loss in up- and downstream transactions between the consolidated company and the associates or transactions between associates shall only be recognized in the Consolidated Financial Statements when it is not related to the Company's interest in the associates.

  • h. Property, Plant and Equipment

Property, plant and equipment are recognized at cost, and then measured at cost less accumulated depreciation and accumulated impairment.

Freehold land is not depreciated.

The depreciation of property, plant and equipment is separately recognized using the straight-line method over their useful lives to each significant part. The Company reviews the estimated useful lives, residual values and depreciation method at least at the end of each reporting period, with the effect of any changes in estimates accounted for on a prospective basis.

Upon disposal of property, plant and equipment, the difference between the net sales proceeds and the carrying amount of the asset is recognized in profit or loss.

  • i. investment properties

Investment property is a property held to earn rental and/or for capital appreciation. Investment property also includes land held for future use that is currently undetermined.

Investment property is initially measured at cost, including transaction costs. Subsequent to initial recognition, investment property is measured at cost less accumulated depreciation and accumulated impairment loss. Depreciation of investment properties is recognized using the straight-line method.

Upon disposal of investment properties, the difference between the net sales proceeds and the carrying amount of the asset is recognized in profit or loss.

  • j. Contract cost-related assets

Sales service fees paid for sales of real estate under exclusive sales contract of property held for sale are only incurred at the time of obtaining a client's contract, and are recognized as an additional cost of obtaining the contract to the extent the amounts are recoverable, and are written off when the legal ownership of the real estate is passed to the client.

  • k. Impairment of tangible and intangible assets (excluding goodwill) and related assets of contract costs

On each balance sheet date, the consolidated company reviews the carrying amounts of its tangible and intangible assets (excluding goodwill) to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. When it is not possible to estimate the recoverable amount of an individual asset, the Company estimates the recoverable amount of the cash-generating unit to which the asset belongs. If corporate assets can be allocated to cash-generating units with a reasonable and consistent basis, then they are allocated to their individual cash-generating units. Otherwise, they are allocated to the smallest group of cash-generating units for which a reasonable and consistent allocation basis can be identified.

For intangible assets with indefinite life and that are not yet available for use, they are subject to annual impairment test at the time there are indications of impairment.

The recoverable amount is the higher of fair value less costs to sell and value in use. If the recoverable amount of an individual asset or cash-generating unit is estimated to be less than its carrying amount, the carrying amount of the asset or the cash-generating unit is reduced to its recoverable amount, with the resulting impairment loss recognized in profit or loss.

157

For customer contracts applicable to IFRS 15, an impairment loss on inventory, property, plant and equipment, and intangible asset related to the contracts with customers shall be recognized in accordance with the applicable standards of inventory impairment and the above-mentioned principles. Then, the impairment loss is recognized to the extent that the carrying amount of the assets related to contract costs exceeds the remaining amount of consideration that the Company expects to receive in exchange for related goods or services less the direct costs related to providing those goods or services. The assets related to the contract costs are then included in the carrying amount of the cash-generating unit to which they belong for the purpose of evaluating impairment of that cash-generating unit.

When an impairment loss is subsequently reversed, the carrying amount of the corresponding asset, cash-generating unit or assets related to contract costs is increased to the revised estimate of its recoverable amount, but only to the extent of the carrying amount, less any amount of amortization or depreciation, that would have been determined had no impairment loss been recognized on the asset in prior years. A reversal of an impairment loss is recognized in profit or loss.

  • l. Financial Instruments

Financial assets and liabilities shall be recognized in the consolidated balance sheets when the consolidated company becomes a party to the contractual provisions of the instruments.

While financial assets and liabilities are initially recognized, transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities are added to or deducted from the fair value of those financial assets and financial liabilities that are not measured at fair value through profit or loss. Transaction costs directly attributable to the acquisition or issue of financial assets or financial liabilities measured at fair value through profit or loss are recognized immediately in profit or loss.

1) Financial Assets

Regular way transactions of financial assets are recognized and derecognized on a settlement date basis.

a) Category of measurement

Financial assets held by the consolidated company are classified into the following categories: financial assets at fair value through profit or loss (FVTPL), financial assets at amortized cost, and investments in equity instruments at fair value through other comprehensive income (FVTOCI).

i. Financial asset at FVTPL

Financial assets are classified as at FVTPL when such a financial asset is mandatorily classified or designated as at FVTPL. Financial assets mandatorily required to measure at FVTPL includes investments in equity instruments that are not designated as FVTOCI, and investments in debt instruments that do not meet the criteria of amortized cost or FVTOCI.

Financial asset at FVTPL is measured at fair value, and any dividends or interests from such financial assets are recognized in other revenues. Any remeasurement gain or loss on such financial assets are recognized in other gain or loss. Fair value is determined in the manner described in Note 27.

  • ii. Financial asset measured at amortized cost

The consolidated company's investments in financial assets that meet the following two conditions are subsequently measured at amortized cost:

158

  • (a) Within a business model whose objective is to hold financial assets in order to collect contractual cash flows; and

  • (b) The contractual terms give rise to cash flows on specified dates that are solely payments of principal and interest on the principal amount outstanding.

Subsequent to initial recognition, financial assets measured at amortized cost, including cash and cash equivalents, notes receivable, trade receivable, and other receivable, are measured at amortized cost of total carrying amount determined by the effective interest method less any impairment loss. Any foreign exchange gain/loss is recognized in profit or loss.

Interest income is calculated by applying the effective interest rate to the gross carrying amount of such a financial asset, except for:

  • (a) Purchased or originated credit-impaired financial assets, for which interest income is calculated by applying the credit-adjusted effective interest rate to the amortized cost of such financial assets; and

  • (b) Financial assets that are not credit-impaired on purchase or origination but have subsequently become credit-impaired, for which interest income is calculated by applying the effective interest rate to the amortized cost of such financial assets in subsequent reporting periods.

Credit-impaired financial assets are those where the issuer or debtor has experienced major financial difficulties, defaults, the debtor is likely to file for bankruptcy or other financial restructuring, or disappearance of an active market for the financial assets due to financial difficulties.

Cash equivalents comprise time deposits that will mature within 3 months after the acquisition date, that are highly liquid and readily convertible to known amount of cash, and that are subject to an insignificant risk of changes in value. Cash equivalents are used to satisfy short-term cash commitments.

  • iii. Investments in equity instruments at FVTOCI

On initial recognition, the consolidated company may make an irrevocable election to designate investments in equity instruments as at FVTOCI. Designation as at FVTOCI is not permitted if the equity investment is held for trading or if it is contingent consideration recognized by an acquirer in a business combination.

Investments in equity instruments at FVTOCI are measured at fair value and subsequently measured at fair value with gain or loss arising from changes in fair value recognized in other comprehensive income and accumulated in other equity. The cumulative gain or loss will not be reclassified to profit or loss on disposal of the equity investments; instead, it will be transferred to retained earnings.

Dividends on these investments in equity instruments at FVTOCI are recognized in profit or loss when the consolidated company's right to receive the dividends is established, unless the dividends clearly represent a recovery of part of the cost of the investment.

  • b) Impairment of financial assets

On each date of balance sheets, the consolidated company evaluates a loss allowance for financial assets at amortized cost (including trade receivable) based on expected credit loss.

159

The loss allowances for notes receivable and trade receivable are recognized at an amount equal to lifetime expected credit losses. Other financial assets are first evaluated whether or not the credit risk has increased significantly since initial recognition. If it has not increased significantly, a loss allowance is recognized at an amount equal to expected credit loss within 12 months. If it has increased significantly, a loss allowance is recognized at an amount equal to expected credit loss over the expected life.

Expected credit losses are the weighted average credit losses resulting from a risk of default events as the weight. Expected credit losses within 12 months represent the expected credit losses resulting from possible default events of a financial instrument within 12 months after the reporting date. Expected credit loss over the expected life represent the expected credit losses resulting from all possible default events of a financial instrument over the expected life.

For the purpose of internal credit risk management, the consolidated company, without considering the collateral it holds, determines that the following circumstances represent a default in financial assets:

  • i. There are internal or external information showing that the borrower is no longer able to pay off the debt.

  • ii. Where the debt is overdue more than 365 days, unless there is reasonable and authenticated information showing that the delayed default basis is more appropriate.

An impairment loss of all financial assets is recognized with a corresponding adjustment to their carrying amount through a loss allowance account.

  • c) Derecognition of financial assets

The consolidated company derecognizes a financial asset only when the contractual rights to the cash flows from the financial asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the financial asset to another entity.

On derecognition of a financial asset at amortized cost in its entirety, the difference between the asset's carrying amount and the sum of the consideration received and receivable is recognized in profit or loss. On derecognition of equity instruments measured at FVTOCI in its entirety, the cumulative gain or loss will not be reclassified to profit or loss; instead, it will be transferred to retained earnings.

2) Equity instruments

Debt and equity instruments issued by the consolidated company are classified separately as financial liabilities or equity in accordance with the substance of contractual arrangements and the definitions of a financial liability and an equity instrument.

The equity instrument issued by the consolidated company shall be recognized by the payment for acquisition net of the direct cost of issuance.

The repurchase of equity instruments issued by the consolidated company is recognized in equity as a deduction. The purchase, sale, issuance, or write-off of the consolidated company's own equity instruments is not recognized in profit or loss.

  • 3) Financial Liabilities

  • a) Subsequent measurement

All financial liabilities are subsequently measured either at amortized cost using effective interest method, except below situations.

160

  • b) Derecognition of financial liabilities

The difference between the carrying amount of the financial liability derecognized and the consideration paid and payable, including liabilities of any transferred non-cash asset or afforded liabilities, is recognized in profit or loss.

m. Revenue Recognition

The consolidated company identifies contracts with customers, allocates the transaction price to the performance obligations and recognizes revenue when performance obligations are satisfied.

  • 1) Revenue from sales building and land

The consolidated company is principally engaged in appointments and management of contractors for the construction and sales of real estate, and the revenue is recognized when the legal ownership of the real estate is passed to the client. For the signed contract of residence sale, subject to the commercial practice, the real estate has no other use for the consolidated company. As the legal ownership of the real estate is passed to the client, the consolidated company has an enforceable right to the contractual amount and therefore revenue is recognized when the legal ownership of the real estate is passed to the client

  • 2) Revenue from construction contracts

The consolidated company gradually recognizes revenue over the period for the real estate construction contracts of which the real estate is governed under the client's control during construction. and measures the progress on the basis of costs incurred relative to the total expected costs due to costs incurred by the construction works are directly related to the progress in satisfying a performance obligation. Due to the direct correlation between the construction cost incurred and the completion of performance obligations, the consolidated company measured the progress of completion by the percentage of the actual cost incurred over the total estimated costs. If the payment for construction received exceeds the revenue recognized to date, the consolidated company recognizes a contract liability for the difference. Certain payments retained by the customer as specified in the contract is intended to ensure that the consolidated company adequately completes all its contractual obligations. Such retainage receivables are recognized as contract assets until the consolidated company satisfies its performance obligations.

If the outcome of the performance obligations cannot be measured reliably, construction revenue is recognized only to the extent of the costs incurred for satisfaction of performance obligations that are expected to be recovered.

  • 3) Service revenue

Service revenue is recognized when services are provided.

Revenue from a contract to provide services is recognized with reference to the stage of completion of the contract. The stage of completion of the contract is monthly recognized during the contract period.

n. Leases

At the inception of a contract, the consolidated company assesses whether the contract is, or contains, a lease.

  • 1) The consolidated company as lessor

Leases are classified as finance leases whenever the terms of a lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases.

161

When the consolidated company subleases the right-of-use asset, the classification of the sublease is determined by the right-of-use asset (instead of the underlying asset). However, if the main lease is a short-term lease where the recognition exemption is applicable to the consolidated company, the sublease is classified as an operating lease.

After lease-related incentives are deducted, the rental income from operating lease is recognized on a straight-line basis over the term of the lease. The initial direct costs arising from acquisition of operating leases is added to the carrying amount of the underlying assets; and an expense is recognized for the lease on a straight-line basis over the lease term.

When a lease includes both land and building elements, the consolidated company assesses the classification of each element separately as a financial or an operating lease based on the assessment as to whether substantially all the risks and rewards incidental to ownership of each element have been transferred to the lessee. The lease payments are allocated between the land and the building elements in proportion to the relative fair values of the leasehold interests in the land element and building element of the lease at the inception of a contract. If the allocation of the lease payments can be made reliably, each element is accounted for separately in accordance with its lease classification. If the lease payments cannot be allocated reliably between the land and building elements, the entire lease is generally classified as a finance lease unless it is clear that both elements are operating leases; in which case, the entire lease is classified as an operating lease.

2) The consolidated company as lessee

The consolidated company recognizes right-of-use assets and lease liabilities for all leases at the commencement date of a lease, except for short-term leases and low-value asset leases accounted for applying a recognition exemption where lease payments are recognized as expenses on a straight-line basis over the lease terms.

Right-of-use assets are measured initially at cost, which comprises the initial measurement of lease liabilities, the lease payments paid before the lease start date less the lease incentives received, the initial direct cost, and the estimated cost of restoring underlying assets. Subsequent measurement is calculated as cost less accumulated depreciation and accumulated impairment loss and adjusted for changes in lease liabilities as a result of remeasurement. Right-of-use assets are presented on a separate line in the consolidated balance sheets.

Right-of-use assets are depreciated using the straight-line method from the commencement dates to the earlier of the end of the useful lives of the right-of-use assets or the end of the lease terms.

Lease liabilities are initially measured at the present value of the lease payments, which comprise fixed payments and payments of penalties for terminating the lease reflected during the lease term less lease incentives received. The lease payments are discounted using the interest rate implicit in a lease, if that rate can be readily determined. If that rate cannot be readily determined, the consolidated company uses the lessee's incremental borrowing rate.

Subsequently, lease liabilities are measured at amortized cost using the effective interest method, with interest expense recognized over the lease terms. When there is a change in future lease payments resulting from a change in a lease term, the consolidated company remeasures the lease liabilities with a corresponding adjustment to the right-of-use assets. However, if the carrying amount of the right-of-use assets is reduced to zero, any remaining amount of the remeasurement is recognized in profit or loss. Lease liabilities are presented on a separate line item in the consolidated balance sheets.

162

  • o. Borrowing Costs

Borrowing costs directly attributable to an acquisition, construction or production of qualifying assets are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale.

Investment income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalization.

Other than that which is stated above, all other borrowing costs are recognized in profit or loss in the period in which they are incurred.

  • p. Employee Benefits

  • 1) Short-term employee benefits

Liabilities recognized in respect of short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in exchange for service rendered by employees.

  • 2) Post-retirement benefits

Payments of defined contribution retirement benefit plans are recognized as an expense when the employees have rendered service entitling them to the contribution.

  • q. Income Tax

Income tax expense is the sum of current income tax and deferred income tax.

  • 1) Current income tax

According to the Income Tax Law of the ROC, an additional income tax on unappropriated earnings was surcharged in the year approved by the shareholders' meeting.

Adjustments of prior years' tax liabilities are added to or deducted from the current year's tax provision.

  • 2) Deferred income tax

Deferred income tax is calculated on temporary differences between the carrying amounts of the recorded assets and liabilities and the corresponding tax bases used in the computation of taxable profit.

Deferred tax liabilities are generally recognized for all taxable temporary differences while deferred tax assets are recognized as it is very likely that taxable profits will be available against tax credits which those deductible temporary differences can be utilized.

Deferred tax liabilities are recognized for taxable temporary differences associated with investments in subsidiaries, except where the Company is able to control the timing of the reversal of the temporary difference and it is very likely that the temporary difference will not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with such investment and equity are only recognized to the extent that it is very likely that there will be sufficient taxable profit against which to utilize the benefit of the temporary differences that are expected to reverse in the foreseeable future.

The carrying amount of deferred tax asset is reviewed on each date of balance sheets and it is reduced to the extent that it is no longer very likely that sufficient taxable profits will be available to allow all or part of the deferred tax asset to be recovered. The deferred tax assets not originally recognized are also reviewed on each date of balance sheets, and

163

their carrying amount is recognized to the extent that it is very likely that sufficient taxable profits will be available to allow all or part of the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year in which the liability is settled or the asset is realized, and this tax rates is based on the tax rates and tax laws that have been enacted or substantively enacted on the date of balance sheet. The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the consolidated company expects to recover or settle the carrying amount of its assets and liabilities on the date of balance sheet.

3) Current and deferred income tax

Current and deferred income taxes are recognized in profit or loss, unless when they relate to items that are recognized in other comprehensive income or directly recorded in equity, the current and deferred income tax are separately recognized in other comprehensive income or directly recorded in equity.

5. Primary Sources of Uncertainties in Major Accounting Judgments, Estimates, and Assumptions

In the application of the consolidated company's accounting policies, the management is required to make judgments, estimates and assumptions based on historical experience and other factors that are considered to be relevant for the items that are not readily apparent from other sources. Actual results may differ from these estimates.

The management will constantly review the estimations and underlying assumptions. If an amendment of estimates only affects the current period, it shall be recognized in the period of amendment; if an amendment of accounting estimates affects the current year and future periods, it shall be recognized in the period of amendment and future periods.

Key Sources of Estimation and Assumption Uncertainty

Estimated impairment loss of inventory

The consolidated company regularly assesses the carrying amounts of the inventories to determine, in accordance with the accounting policy, that the inventories are stated at the lower of cost or net realizable value. The consolidated company estimates the net realizable value based on the most recent average selling prices of similar inventories and its historical experiences. Changes in the net realizable value will increase or decrease the amount of the Company's inventories.

6. Cash and Cash Equivalents

Cash and Cash Equivalents
Cash on hand and working capital
Bank demand deposits
Bank time deposits with original
maturity date within 3 months
December 31, 2020
$ 2,800
550,729

20,000
$ 573,529
December 31, 2019




$ 1,965
248,100
20,000
$ 270,065

164

The market interest rate intervals of bank deposits on the balance sheet date are as follows:

Bank deposits
Financial Assets at FVTPL - Current
Financial assets held for trading-
current
Fund beneficiary certificates
December 31, 2020
0.01%-0.35%
December 31, 2020
$ 17,111
December 31, 2019 December 31, 2019
0.05%-0.35%
December 31, 2019
$ 17,094

7. Financial Assets at FVTPL - Current

8. Notes receivable, trade receivables - net, trade receivables from related parties and other receivable

receivable
Measured at amortized cost
Notes receivable
Installment notes receivable
Less: long-term installment notes
receivable
Installment notes receivable -
current portion
Trade receivables
Trade receivables from related
parties
Other receivables
Less: Allowance for Bad Debts
December 31, 2020
$ 2,971
3,749
(
2,960)

789
$ 3,760
$ 14,629

11,606
$ 26,235
$ 14,325

13,410
$ 915
December 31, 2019

(








(







$ 4,456
4,539

1,471)
3,068
$ 7,524
$ 35,926
11,721
$ 47,647
$ 13,962
13,410
$ 552

a. Notes and trade receivable

The consolidated company mainly engaged in appointments of construction contractors to build public housing developments for leasing and selling. As a result, the trade receivables of the consolidated company arose from the purchase of building and land sold by the consolidated company's clients and the collection terms of the receivables are in accordance with the sales contracts. In the case of trade receivable arising from the lack of loan facilities from clients, the consolidated company may, after assessing their credit status and repayment ability, collect the amounts by instalments of bills receivable based on agreed terms.

In addition to trade receivable of real estate, the consolidated company has trade receivable arising from rental with lease guarantee deposits received in advance. In assessing the recoverability of trade receivable, the consolidated company considers any change in the credit quality of the trade receivable from the original credit date to the balance sheet date, and estimates the irrecoverable amounts by reference to past default records and the current financial condition of the clients and industrial economic conditions. The lease guarantee deposits received by the consolidated company at the balance sheet date are sufficient to cover potential default losses.

165

The consolidated company applies the simplified approach of IFRS 9 and recognizes allowance for uncollectible accounts for trade receivable as lifetime expected credit losses for the duration of contract. The lifetime expected credit loss is determined the provision matrix which refers to past default records and the current financial condition of the clients and industrial economic conditions. Due to the historical experience of credit losses of the consolidated company, there is no significant difference in the loss patterns of different client's groups. Therefore, the provision matrix does not further distinguish the customer base, and only sets the expected credit loss rate based on the overdue days of trade receivable.

The consolidated company writes off trade receivable when there is information indicating that the debtor is experiencing in severe financial difficulty and there is no realistic prospect of recovery. The consolidated company continues to engage in enforcement activity to attempt to recover the receivables due. Where recoveries are made, they are recognized in profit or loss.

The consolidated company's loss allowance for trade receivable based on the provision matrix were as follows:

December 31, 2020

December 31, 2020
Expected credit loss
rate
Total carrying amount
Allowance for loss
(lifetime expected
credit losses)
Costs after amortization
December 31, 2019
Expected credit loss
rate
Total carrying amount
Allowance for loss
(lifetime expected
credit losses)

Costs after
amortization
AR aging less than
365 days
-
$ 26,235

-
$ 26,235
AR aging less than
365 days
-
$ 47,647


-

$ 47,647
AR aging less than
365 days
AR aging of and
more than 365 days
100%
$ -


-

$ -

AR aging of and
more than 365 days
100%
$ -


-

$ -


Total
$ 26,235

-
$ 26,235
Total






$ 47,647
-
$ 47,647

166

b. Other receivables

The consolidated company's loss allowance for other receivable was as follows: December 31, 2020

Expected credit loss
rate
Total carrying amount
Allowance for loss
(lifetime expected
credit losses)

Costs after
amortization
AR aging less
than365 days
-
$ 915

-

$ 915
AR aging of and
more than 365
days
100%
$ 1,335


1,335

$ -
Counterparty in
trading shown
the indication of
default events
100%
$ 12,075

12,075

$ -
Total








$ 14,325
13,410
$ 915

Counterparty in trading shown the indication of default events was associate of the consolidated company.

December 31, 2019

consolidated company.
December 31, 2019
consolidated company.
December 31, 2019
consolidated company.
December 31, 2019
AR aging less
than365 days
AR aging of and
more than 365
days
Counterparty in
trading shown
the indication of
default events
Total
Expected credit loss
rate
-
100%
100%
Total carrying amount $ 552
$ 1,335 $ 12,075 $ 13,962
Allowance for loss
(lifetime expected
credit losses)

-

1,335

12,075

13,410
Costs after
amortization
$ 552
$ -
$ -
$ 552
Counterparty in trading shown the indication of default events was associate of the
consolidated company.
The movements of the loss allowance of other receivables were as follows:
For the Year Ended
December31,2020
For the Year Ended
December31,2019
Balance, beginning of year
$ 13,410
$ -
Add: Impairment loss recognized
for the year

-

13,410
Balance, end of year
$ 13,410
$ 13,410
Total


$ -

13,410
$ 13,410

Counterparty in trading shown the indication of default events was associate of the consolidated company.

9. Inventory, net

Inventory, net
Real estate under development
Real estate held for development
Building and land held for sale
Merchandise inventory
December 31, 2020
$ 1,850,092
1,468,198
4,699,658

59,488
$ 8,077,436
December 31, 2019




$ 1,925,857
1,697,931
5,282,328
51,954
$ 8,958,070

167

Real estate under development

Real estate under development
Project Item December 31, 2020
$ 315,456
-
1,123,616
5,106

405,914
$ 1,850,092
December 31, 2020
$ 1,074,116
-
211,208
93,249
55,927
16,886
10,877
5,689

246
$ 1,468,198
December 31, 2019
Tucheng Mingde Sec.
Xinzhuang Fuduxin
Kaohsiung 2nd Park E Building Plant
Kaohsiung K13 Plant
Hsinchu Fu Baitian
Real estate held for development
Project Item
Banqiao Puqian Sec. and Zhonghe
Guangfu Sec.
Tucheng Mingde Sec.
Tucheng Yuanhe Sec.
Beitou Enlightened Sec.
Banqiao Guoguang Sec. (Capacity
Transfer purpose)
Xizhi Jinlong Sec.
Nangang South Central Sec.
Xizhi
Fude
Sec.
(Capacity
Transfer purpose)
Tucheng Leli Sec. and Xuelin Sec.
(Capacity Transfer purpose)
$ -
1,504,033
420,682
1,142

-
$ 1,925,857
December 31, 2019




$ 1,074,116
229,733
211,208
93,249
55,927
16,886
10,877
5,689
246
$ 1,697,931
Building and land held for sale
Project Item
Yanping South Rd. Di Jing Garden
Tucheng ASE Residence
Xinzhuang Fuduxin Ronghua
Xizhi Li Garden
ASE Center
Earl Seventh generation
Peony
Bo City
December 31, 2020
$ 2,375,808
979,751
913,790
272,215
57,954
49,642
43,778

6,720
$ 4,699,658
December 31, 2019 December 31, 2019




$ 2,439,473
2,291,329
-
366,854
71,432
60,652
45,868
6,720
$ 5,282,328

As of December 31, 2020 and 2019, inventories of $4,266,869 thousand and $6,943,952 thousand, respectively, are expected to be recovered after more than 12 months.

168

The relevant amounts of operating cost and inventory were as follows:

Cost of Goods Sold
Other operating costs
The abovementioned cost of goods
sold includes
Loss on reduce inventory to
market (Gain from price
recovery of inventory)
For the Year Ended
December 31, 2020
$ 2,149,246

5,425
$ 2,154,671
($ 258,348)
For the Year Ended
December 31, 2019
For the Year Ended
December 31, 2019



(



$ 4,634,954
10,551
$ 4,645,505
$ 393,878

For the years ended December 31, 2020 and 2019, loss on reduce inventory to market (gain from price recovery of inventory) was provided (reversed) mainly due to the construction project of Xinzhuang Fuduxin.

Please refer to Note 29 for the amount of inventory pledged by the consolidated company as collateral against its secured borrowings.

10. Financial Assets at FVTOCI, Net

Investments in equity instruments at FVTOCI

Non-current
Domestic investment
Listed (OTC) stock
Foreign investment
Limited liability partnership
December 31, 2020
$ 3,587,830

-
$ 3,587,830
December 31, 2019 December 31, 2019




$ 3,671,678
4,913
$ 3,676,591

The consolidated company invested in equity instruments pursuant to its medium-term and long-term strategies for the purpose of making a profit; thus, the consolidated company elected to designate these investments to be measured at FVTOCI.

Please refer to Note 29 for information about investments in equity instruments at FVTOCI pledged as collateral.

11. Subsidiaries

Subsidiaries included in the consolidated financial statements

The entities of the consolidated financial statements are as follows:

Name of Investor
Company
The Company

Name of Subsidiary
Hung Ching Kwan Co., Ltd.
(Hung Ching Kwan)

Fuhua engineering Co., Ltd.
(Fuhua engineering)
Business Nature Percentage of Ownership
and VotingRights
December
31, 2020
December
31, 2019
63.5%
63.5%
100%
100%
Note
Leasing of mall and office
building
Contractor of construction
projects
Note 1
Note 1

(Continued on the next page)

169

(Continued from the previous page)

Name of Investor
Company




Hung Ching Co., Ltd.

Shanghai Youhong
Engineering Technical
Consulting Co., Ltd.

Superb First Co., Ltd.
Name of Subsidiary
Hung Ching New Co., Ltd.
(Hung Ching New)

ASE WeMall Management
and Consulting Co., Ltd.
(ASE WeMall M&C Co.)

Hung Ching Co., Ltd.

Superb First Co., Ltd.

Shanghai Youhong
Engineering Technical
Consulting Co., Ltd.

Shanghai Hong Rong
Property Management
Co., Ltd.

Shanghai You Chang
Property Management
Co., Ltd.
Business Nature
Retailer of household
equipment and supplies
Consultant of operation and
management in
department stores and
parking lots
General investment
General investment
Technical consulting
services of electronic
engineering and
architectural engineering
Consulting services of
property management and
construction and technical
consulting services of
architectural engineering
Consulting services of
property management and
construction and technical
consulting services of
architectural engineering
Percentage of Ownership
and VotingRights
December
31, 2020
December
31, 2019
100%
100%
100%
100%
100%
100%
100%
100%

100%
100%
100%
100%
100%
100%
Note
December
31, 2020
100%
100%
100%
100%
100%
100%
100%
Note 1
Note 1
Note 1
Notes 1 and
2
Note 1
Note 1
Notes 1 and
2

Note 1. It was compiled into the consolidated financial statement with the financial statements audited by the certified public accountant for the same period.

Note 2. Superb First Co., Ltd. was established in November 2018. In July 2019, the Company invested US$600 thousand and Superb First Co., Ltd. invested US$600 thousand in Shanghai You Chang Property Management Co., Ltd. The abovementioned investments were approved by the Investment Commission in July 2019.

12. Investments Accounted for Using the Equity Method

Investment in associates that are
not individually material
Hooyai Hotel Co.
December 31, 2020
$ -
December 31, 2019 December 31, 2019
$ -

The percentage of equity ownership and voting rights of the consolidated company in the associates were both 46% on the balance sheet date.

Information of associates not individually material is summarized as follows:

The Company's share
Net loss for the year
Other Comprehensive
Income/(Loss)
Total comprehensive income
For the Year Ended
December 31, 2020
$ -

-
$ -
For the Year Ended
December 31, 2019


( $ 4,521 )

-
($ 4,521)

The consolidated company has discontinued the recognition of losses as the associate had negative equity as of December 31, 2019.

170

The share of profit and loss and other comprehensive income of the associates accounted for using the equity method and the consolidated company were recognized based on the financial statements of investees companies audited by the certified public accountant for the same period.

13. Property, Plant and Equipment, Net

Cost
Balance as of January 1, 2019

Addition
Net exchange difference

Balance as of December 31, 2019

Accumulated depreciation and
impairment
Balance as of January 1, 2019

Depreciation expenses
Net exchange difference

Balance as of December 31, 2019

Balance as of December 31, 2019, net

Cost
Balance as of January 1, 2020

Addition
Disposal
Net exchange difference

Balance as of December 31, 2020

Accumulated depreciation and
impairment
Balance as of January 1, 2020

Disposal
Depreciation expenses
Net exchange difference

Balance as of December 31, 2020

Balance as of December 31, 2020, net
Land

$ 205,648

-
-

$ 205,648

$ -

-
-

$ -

$ 205,648

$ 205,648

-
-
-

$ 205,648

$ -

-
-
-

$ -

$ 205,648
Buildings and Property
$ 989,000

-
(
451)

$ 988,549

$ 444,679

16,095
(
127)

$ 460,647

$ 527,902

$ 988,549

-
-


194

$ 988,743

$ 460,647

-

16,072

66

$ 476,785

$ 511,958
Other Equipment
$ 33,215

49

115)

$ 33,149

$ 22,440

3,155

96)

$ 25,499

$ 7,650

$ 33,149

3,651

905 )
50

$ 35,945

$ 25,499


860 )
2,496
46

$ 27,181

$ 8,764
Total














(


(









(


(



(



(




(


(



(



(


$ 1,227,863

49

566)
$ 1,227,346
$ 467,119
19,250

223)
$ 486,146
$ 741,200
$ 1,227,346
3,651

905 )
244
$ 1,230,336
$ 486,146

860 )
18,568
112
$ 503,966
$ 726,370

Property, plant and equipment of the consolidated company are depreciated by straight-light method using the estimated useful lives as follows:

Buildings and Property 55 to 60 years Other Equipment 2 to 10 years

Please refer to Note 29 for information about the amount of property, plant and equipment - net pledged by the consolidated company as collateral for borrowings.

171

14. Lease Arrangements

  • a. Right-of-use assets
a.
Right-of-use assets
December 31, 2020
Carrying amount of right-of-use
assets
Buildings
$ 15,085
For the Year Ended
December 31, 2020
Depreciation
expense
of
right-of-use assets
Buildings
$ 3,176
b.
Lease liabilities
December 31, 2020
Carrying amount of lease
liabilities
Current
$ 2,972
Non-current
$ 12,805
Ranges of discount rates for lease liabilities are as follows:
December 31, 2020
Buildings
1.89%
c.
Major lease activities and terms
December 31, 2019
$ 18,261
For the Year Ended
December 31, 2019
$ 3,176
December 31, 2019
$ 2,796
$ 15,897
December 31, 2019
1.89%

The consolidated company leases several buildings for the use of offices with lease terms of 1 to 5 years. The consolidated company does not have bargain purchase options to acquire the leasehold buildings at the end of the lease terms.

d. Other lease information

Please refer to Note 15 for the operating lease agreements to rent its own merchandise inventory and investment properties by the consolidated company.

Expenses relating to short-term
leases and low-value asset
leases
Total cash (outflow) for leases
For the Year Ended
December 31, 2020
$ 10,278
($ 13,518)
For the Year Ended
December 31, 2019
For the Year Ended
December 31, 2019

(

(
$ 9,741
$ 12,861)

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

172

15. Investment properties, net

Investment properties, net
Land Buildings Total
Cost
Balance as of January 1,
2019 $ 725,735 $
3,724,033
$ 4,449,768
Addition
-
2,904
2,904
Balance as of December 31,
2019 $ 725,735
$
3,726,937
$ 4,452,672
Accumulated depreciation
and impairment
Balance as of January 1,
2019 $ - $
749,782
$ 749,782
Depreciation expenses
-
118,215
118,215
Balance as of December 31,
2019 $ -
$
867,997
$ 867,997
Balance as of December 31,
2019, net $ 725,735
$
2,858,940
$ 3,584,675
Cost
Balance as of January 1,
2020 $ 725,735 $
3,726,937
$ 4,452,672
Addition - 7,219 7,219
Disposal
( 15,113)
( 715)
( 15,828)
Balance as of December 31,
2020 $ 710,622
$
3,733,441
$ 4,444,063
Accumulated depreciation
and impairment
Balance as of January 1,
2020 $ - $
867,997
$ 867,997
Disposal - ( 4,595) ( 4,595)
Depreciation expenses
-
117,598
117,598
Balance as of December 31,
2020 $ -
$
981,000
$ 981,000
Balance as of December 31,
2020, net $ 710,622
$
2,752,441
$ 3,463,063

The investment property of the consolidated company includes the mall of Tucheng ASE, the building of Hotel J Metropolis held by the Company, and the exhibition hall of Asehome Design Center held by the subsidiary of Hung Ching Kwan.

Investment properties of the consolidated company are depreciated by straight-light method using the estimated useful lives as follows:

Buildings and Property 20 to 60 years Air-conditioning equipment and others 3 to 25 years

173

The fair value of the investment property is derived by reference to appraisal report evaluated by appraisal company of non-related party and to the actual price registration of in the adjacent area by the management. Evaluation of fair value is shown below:

Fair value
December31,2020

$ 7,628,790
December31,2019 December31,2019

$ 7,731,143

The operating lease is to lease merchandise inventory and investment property owned by the consolidated company leases with lease terms of 1 to 15 years. The lessee does not have bargain purchase options to acquire the leasehold buildings at the end of the lease terms.

As of December 31, 2020 and 2019, the guarantee deposits received by the consolidated company in accordance with operating lease agreements amounted to $26,977 thousand and $25,624 thousand, respectively.

The total future lease payments to be received of operating lease commitments (excluding variable lease payments) are as follows:

variable lease payments) are as follows:
1st Year
2nd Year
3rd Year
4th Year
5th Year
Over 5 years
December 31, 2020
$ 58,604
34,841
28,244
22,245
21,178

133,397
$ 298,509
December 31, 2019




$ 67,621
41,035
29,257
24,074
20,073
139,617
$ 321,677

The consolidated company held freehold interests in all of its investment properties. Please refer to Note 29 for the amount of investment properties - net pledged by the consolidated company as collateral for borrowings.

16. Other assets

Other assets
Current
Prepayments
Tax overpaid retained for offsetting
the future tax payable
Prepayments for construction and
purchases
Prepayments for building and land
Prepaid expenses
Other current assets
Payments on behalf of others
Temporary payments
Non-current
Refundable deposit
Long-term prepaid expenses
Long-term other receivable (Note XX)
Other
December 31, 2020
$ 48,803
86,094
168,278

2,043
$ 305,218
$ 3,648

32
$ 3,680
$ 154,896
26,102

8,126

3,128
$ 192,252
December 31, 2019

















$ 97,308
281,417
-
5,374
$ 384,099
$ 2,288
32
$ 2,320
$ 174,850
25,710
7,802
3,128
$ 211,490

174

17. Borrowings

  • a. Short-term borrowings
Bank credit loans
Bank secured loan (Note XXIX)
Interest rate of bank credit loans
Interest rate of bank secured
loans
b.
Short-term bills payable, net
Commercial paper payable
(Note 29)
Less: Discount on short-term
bills payable
Interest rate
c.
Long-term borrowings, net
Secured loan (Note 29)
Bank of Taiwan I (1)
Bank of Taiwan II (2)
DBS Bank and another bank (3)
Less: Current portion matured in
one year
Long-term borrowings
Interest rate
December 31, 2020
$ 1,353,750


1,459,250
$ 2,813,000

1.40%-1.88%
0.94%-1.88%
December 31, 2020
$ 1,841,000

1,223
$ 1,839,777
1.328%-1.938%
December 31, 2020
$ 2,111,120
124,038


278,100
2,513,258

495,085
$ 2,018,173
1.67%-1.90%
December 31, 2019 December 31, 2019
$ 1,078,250

1,460,750
$ 2,539,000
1.40%-1.88%
1.04%-1.88%
December 31, 2019
$ 2,600,000

2,872
$ 2,597,128
1.768%-1.988%
December 31, 2019







$ 2,200,000
172,208
473,940
2,846,148
135,267
$ 2,710,881
1.89%-1.91%
  • 1) The maturity date of the consolidated company's loan from Bank of Taiwan I is May 16, 2033 with repayment method of interests paid monthly and principal paid by installments starting the third year, and with Tucheng mall as collateral.

  • 2) The maturity date of the consolidated company's loan from Bank of Taiwan II is June 19, 2023 with repayment method of interests paid monthly and principal paid by installments starting the second year, and with Tucheng mall as collateral.

  • 3) The maturity date of the consolidated company's loan from DBS Bank and another bank is May 16, 2021 with repayment method of interests paid monthly and principal paid by the date of maturity, and with Tucheng mall as collateral.

18. Trade payable

Trade payable classified as construction retainage payable for construction contracts were $181,017 thousand and $323,871 thousand as of December 31, 2020 and 2019, respectively. Construction retainage received, which is interest free, will be paid for each construction contract at the end of the construction retainage period. This retainage period is the consolidated company's normal operating cycle, which normally exceeds one year.

175

19. Other current liabilities

Other current liabilities
Advance rental
Receipts on behalf of others
Guarantee deposits received
Other
December 31, 2020
$ 5,795
2,157
3,250

118
$ 11,320
December 31, 2019




$ 8,687
6,439
5,600
131
$ 20,857

20. Post-retirement benefit plans

The consolidated company adopted a pension plan under the Labor Pension Act, which is a government-managed defined contribution plan. The Company has made monthly contributions equal to 6% of each employee's monthly salary to employees' individual pension accounts of Bureau of Labor Insurance.

The subsidiary, Fuhua engineering, still has fund deposits of defined benefit plan at competent authority, and the balance of the fund amounted to $8,126 thousand and $7,802 thousand, respectively, as of December 31, 2020 and 2019, recorded as other non-current asset.

In accordance with the relevant endowment insurance system of the People's Republic of China, Shanghai Youhong Engineering Technical Consulting Co., Ltd. and Shanghai Hong Rong Property Management Co., Ltd. allocate fund of the endowment insurance according to a certain proportion of the salary each year, and contribute them to the designated institutions stipulated by the government of the People's Republic of China. Contributed fund is managed by the labor department of the local government.

21. Equity

  • a. Share capital

Ordinary shares

Ordinary shares
Authorized shares (In Thousand
Shares)
Authorized share capital
Issued and fully paid shares (In
Thousand Shares)
Issued share capital
December 31, 2020

540,306
$ 5,403,060

270,306
$ 2,703,060
December 31, 2019






540,306
$ 5,403,060
270,306
$ 2,703,060

The par value of the issued ordinary shares is $10 per share. Each share is entitled to one voting right and right of receiving dividend.

  • b. Capital surplus
To offset a deficit, to distribute
as cash dividends or stock
dividends
Additional paid-in capital
Treasury stock transaction
December 31, 2020
$ 148,999
163,562
$ 312,561
December 31, 2019 December 31, 2019




$ 148,999
148,176
$ 297,175

The abovementioned capital surplus may be used to offset a deficit or to be distributed as cash dividends or stock dividends; however, the stock dividends have a limitation up to a certain percentage of the paid-in capital per year.

176

  • c. Retained earnings and dividend policy According to the Company's Articles of Incorporation of the earnings distribution policy, the Company shall make appropriations from its net income (less any deficit), if any, to pay the taxes in comply with the laws, offset its accumulated deficit, set aside a legal reserve at 10% of the remaining earnings while no more set-aside if the legal reserve is up to the Company's paid-in capital, and then set aside or reverse a special reserve in accordance with the relevant laws or regulations. Of the remainder, together with any unappropriated earnings of prior years, shall be proposed by the Board of Directors as a plan for the distribution of the remaining undistributed earnings, and the shareholders shall resolve such plan in the shareholders' meeting for distribution of dividends to shareholders. For the policies on employees' compensation and remuneration of directors, which is stipulated in the Company's Articles of Incorporation, please refer to Note 23(7).

The Company's current industrial development is in a mature period while the business development is still at a growth stage with investment plans and funding requests in the coming years. Therefore, in addition to the abovementioned policies, the distribution of earnings shall be based on at least 20% by cash dividends and the remainder shall be distributed in the form of stock dividends as distribution of shareholders' dividends and bonuses for the year. However, if the Company obtains sufficient funds from external parties to meet its funding requests for the year, the proportion of cash dividends distributed above shall be increased to 40% on a discretionary basis.

As stated in the preceding paragraph, the Company may determine the most appropriate dividend policy and payment method depending on the actual operation of the year and taking into account the capital budget planning for the subsequent year.

The Company shall set aside a legal reserve until it equals the Company's paid-in capital. Legal reserve may be used to offset deficit. If the company has no deficit and the legal reserve has exceeded 25% of the company's paid-in capital, the excess may be transferred to capital or distributed in cash.

The company appropriates and reverses special reserves in accordance with the regulations of Financial-Supervisory-Securities-Fa's Letter No. 1010012865, Financial-Supervisory-Securities-Fa's Letter No. 1010047490, and Financial-Supervisory-Securities-Fa's Letter No. 1030006415 issued by the FSC and the directive titled "Questions and Answers for Special Reserves Appropriated Following Adoption of IFRSs."

The appropriations of earnings for 2019 and 2018 had been approved in Hung Ching Co.'s shareholders' meetings on June 18, 2020 and June 27, 2019, respectively, and they were as follows:

follows:
Legal reserve

Legal reserve (reversal)

Cash dividends
Appropriation of Earnings
For the Year
Ended
December 31,
2019
For the Year
Ended
December 31,
2018
$ 74,209 $ 41,873
(
1,710 )
19,660
486,551
324,367
Dividends Per Share ($)
For the Year
Ended
December 31,
2019
$ 74,209
(
1,710 )
486,551
For the Year
Ended
December 31,
2019


$ 1.80
For the Year
Ended
December 31,
2018
$ 1.20

The appropriations of earnings and dividends per share for the year ended December 31, 2020 had been proposed by the Company's board of directors on March 5, 2021, and they were as follows:

177

Legal reserve
Special reserve
Cash dividends
Appropriation of
Earnings
$ 39,115
29,062
378,428
Dividends Per Share
($)
$ 1.40

The appropriations of earnings for the year ended December 31, 2020 is subject to the resolution of the shareholders in the shareholders' meeting to be held on June 28, 2021.

d. Special reserve

Special reserve
Balance, beginning of year
Special capital reserve provided
(reversed)
Balance, end of year
For the Year Ended
December 31, 2020
$ 320,202
(
1,710)
$ 318,492
For the Year Ended
December 31, 2019

(


$ 300,542
19,660
$ 320,202

A special capital reserve shall be provided for the difference between the market price of the Company's shares held by the subsidiaries and the book value in proportion to their shareholdings and may be subsequently reversed as a result of the recovery of the market price.

e. Other equity items

  • 1) Exchange differences on translating the financial statements of foreign operations
Balance, beginning of year
Exchange differences on translating the
net assets of foreign operations
Related income tax from gain on
translating the net assets of foreign
operations
Balance, end of year
For the Year Ended
December 31, 2020
( $ 6,642 )
1,736
(
347 )
($ 5,253)
For the Year Ended
December 31, 2019
( $ 3,654 )
(
3,735 )
747
($ 6,642)

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

Balance, beginning of year
Recognized for the year
Unrealized gain (loss) - equity
instruments
Balance, end of year
For the Year Ended
December 31, 2020
$ 2,660,412
(
80,023 )
$ 2,580,389
For the Year Ended
December 31, 2019
For the Year Ended
December 31, 2019

$ 1,561,557
1,098,855
$ 2,660,412

178

f. Treasury Shares

(Unit: In Thousand Shares)

Reasons for repurchase
For the Year Ended
December 31, 2020
Shares of the Company
held by subsidiaries

For the Year Ended
December 31, 2019
Shares of the Company
held by subsidiaries
Number of
shares,
beginning of
year
8,548

8,548
Increase for
the year

-


-
Decrease for
the year
-

-
Number of
shares, end of
year


8,548
8,548

Information on shares of the Company held by subsidiaries on the balance sheet date is as follows:

Name of Subsidiary
December 31, 2020
Hung Ching New
December 31, 2019
Hung Ching New
Number of Shares
held (In Thousand
Shares)

8,548

8,548
Carrying amount
$ 164,116
$ 193,178
Market price



$ 164,116
$ 193,178

The shares of the Company held by subsidiaries, which are considered as treasury shares, are bestowed shareholders' rights, except for the rights to participate in any share issuance for cash and to vote.

22. Revenue

a. Contract balances

Contract balances
Notes receivable (Note 8)
Trade receivable (Note 8)
Trade receivables from related
parties (Note 8)
Long-term notes receivable
(Note 8)
Contract assets - current
Real estate construction
Contract liabilities – current
Building and land for sale
Merchandise sales
December 31, 2020
$ 3,760
$ 14,629
$ 11,606
$ 2,960
$ -
$ 413,174

6,715
$ 419,889
December 31, 2019














$ 7,524
$ 35,926
$ 11,721
$ 1,471
$ 3,198
$ 103,498
7,934
$ 111,432

179

b. Subdivision of revenue from client contracts

Detailed information on the revenue is described in Note 31.

23. Net income from continuing operation

  • a. Other income
Other income
Interest Revenue of bank
deposit
Dividend income
Other
For the Year Ended
December 31, 2020
$ 1,129
88,175

10,458
$ 99,762
For the Year Ended
December 31, 2019




$ 732
110,269
6,518
$ 117,519
  • b. Other gains and losses
b.
Other gains and losses
Gain (loss) on disposal of property,
plant and equipment
Gain (Loss) on disposal of
investment properties
Gain (loss) on financial assets at
FVTPL
Other loss
c.
Finance costs
Interest on bank loans
Interest on lease liabilities
Less:Amounts included in the cost of
required assets
Interest rate on interest capitalization
For the Year Ended
December 31, 2020
( $ 27)
6,748
226
(
2,356)
$ 4,591
For the Year Ended
December 31, 2020
$ 133,651
324

18,084
$ 115,891
1.40%-1.96%
For the Year Ended
December 31, 2019
$ -
-
1,134
(
281)
$ 853
For the Year Ended
December 31, 2019




$ 192,373
376
65,309
$ 127,440
1.68%-2.32%

180

d. Depreciation and amortization

d.
Depreciation and amortization
For the Year Ended
December 31, 2020
Property, plant and equipment
$ 18,568
Right-of-use assets
3,176
Investment properties
117,598
Long-term prepayment expenses
(recorded as other non-current
assets)

6,628
Total
$ 145,970
Depreciation expenses summarized
by function
Inventories, net
$ 283
OPERATING COSTS
96,673
OPERATING EXPENSES

42,386
$ 139,342
Amortization expenses summarized
by function
Inventories, net
$ 369
Operating expenses – amortization
expense

6,259
$ 6,628
e.
Direct operating expenses of investment properties
For the Year Ended
December31,2020
Direct operating expenses of
investment properties generating
rental revenue
$ 113,637
f.
Employee benefits expense
For the Year Ended
December 31, 2020
Short-term employee benefits
expense
$ 154,463
Post-Retirement Benefits
Defined contribution plans
4,152
Other employee benefits

17,951
Total employee benefit expenses
$ 176,566
Summarized by function
Inventories, net
$ 27,021
Operating Costs
17,075
Operating Expenses

132,470
$ 176,566
For the Year Ended
December 31, 2019
$ 19,250
3,176
118,215

4,887
$ 145,528
$ 67
96,686

43,888
$ 140,641
$ 82

4,805
$ 4,887
For the Year Ended
December31,2019
$ 113,155
For the Year Ended
December 31, 2019





$ 184,977
4,520
19,997
$ 209,494
$ 40,373
14,887
154,234
$ 209,494

181

  • g. Employees' compensation and remuneration of directors

The Company accrued employees' compensation and remuneration of directors at the rates of 1% to 7% and no higher than 3% for employees' compensation and for remuneration of directors of net profit before tax, respectively. The employees' compensation and remuneration of directors for the years ended December 31, 2020 and 2019, which were approved by the Company's Board of Directors on March 5, 2021 and March 6, 2020, respectively, were as follows:

Accrual rates

For the Year Ended
December 31, 2020
For the Year Ended
December 31, 2019
Employees' compensation
4%
4%
Remuneration of directors
2%
1.75%
Amount
For the Year Ended
December 31, 2020
For the Year Ended
December 31, 2019
Cash
Stock
Cash
Stock
Employees'
compensation $ 16,946
$ -
$ 35,907
$ -
Remuneration of
directors
8,473
-
15,709
-
For the Year Ended
December 31, 2020
For the Year Ended
December 31, 2019
Employees' compensation
4%
4%
Remuneration of directors
2%
1.75%
Amount
For the Year Ended
December 31, 2020
For the Year Ended
December 31, 2019
Cash
Stock
Cash
Stock
Employees'
compensation $ 16,946
$ -
$ 35,907
$ -
Remuneration of
directors
8,473
-
15,709
-
For the Year Ended
December 31, 2019
For the Year Ended
December 31, 2019
Cash
$ 35,907

15,709
Stock
$ -
-

If there is a change in the amounts after the consolidated financial statements are authorized for issue, the differences are recorded as a change in the accounting estimate and adjusted in the accounts in the following year.

There was no difference between the actual amount paid of employees' compensation and remuneration of directors and the amount recognized in the parent company only financial statements for the years ended December 31, 2019 and 2018.

Information on the employees' compensation and remuneration of directors resolved by the Company's board of directors for the years ended December 31, 2020 and 2019 is available at the Market Observation Post System website of the Taiwan Stock Exchange.

24. Income Tax from Continuing Operations

  • a. Income tax expense recognized in profit and loss account

Major components of income tax expense are as follows:

Current tax
In respect of the current year
Surcharges on unappropriated
earnings
Adjustments for prior years
Deferred income tax
In respect of the current year
Income tax expenses recognized in
profit or loss
For the Year Ended
December 31, 2020
$ 14,086
9,152
(
1,037)

22,201

558
$ 22,759
For the Year Ended
December 31, 2019
For the Year Ended
December 31, 2019

(






$ 130,648
5,990
1,436
138,074
718
$ 138,792

182

A reconciliation of accounting profit and current income tax expense is as follows:

Net income from continuing operation
Income tax expenses from income before
income tax calculated at the statutory
rate
Fees that cannot be deducted from taxes
Non-taxable income
Unrecognized deductible temporary
differences
Unrecognized loss carryforward
Surcharges on unappropriated earnings
Income tax expenses from previous years
adjusted for the year
Income tax expenses recognized in profit
or loss
For the Year Ended
December 31, 2020
$ 396,495
$ 125,695
4,823
(
163,173 )
37,019
10,280
9,152
(
1,037)
$ 22,759
For the Year Ended
December 31, 2019
$ 863,934
$ 117,319
82,404
(
157,939 )
79,674
9,908
5,990

1,436
$ 138,792

The tax rate for entities of the consolidated company that apply the Income Tax Act of the Republic of China is 20%. The tax rate applicable to subsidiaries in China area is 25%.

  • b. Income tax recognized in other comprehensive income
Deferred income tax
Reverse to other comprehensive
Income (Loss)
Translating of foreign operations
For the Year Ended
December 31, 2020

($ 347)
For the Year Ended
December 31, 2019
For the Year Ended
December 31, 2019

(
$ 747

183

c. Deferred tax assets

The movements of deferred tax assets were as follows:

For the Year Ended December
31, 2020
Deferred tax assets
Financial assets at FVTOCI

Property, plant and equipment
Investment properties
Exchange differences of
foreign operations
Other


For the Year Ended December
31, 2019
Deferred tax assets
Financial assets at FVTOCI

Property, plant and equipment
Investment properties
Exchange differences of
foreign operations
Other

Balance,
beginning of
year
$ 34,209

13,662
13,753
1,660
59

$ 63,343

$ 34,209

14,017
14,002
913
173

$ 63,314
Recognized in
profit and loss
$ -
(
355 )
(
256 )

-

53

($ 558)
$ -
(
355 )
(
249 )

-
(
114)

($ 718)
Recognized in
other
comprehensive
income
$ -

-

-
(
347
)

-

($ 347
)

$ -

-

-

747

-

$ 747
Balance, end
of year
Balance, end
of year

















$ 34,209

13,307

13,497
1,313
112
$ 62,438
$ 34,209

13,662

13,753

1,660
59
$ 63,343

d. Amounts of loss carryforward and deductible temporary differences for which no deferred tax assets have been recognized in the balance sheet

Loss carryforward
Expired in 2020
Expired in 2021
Expired in 2022
Expired in 2023
Expired in 2024
Expired in 2025
Expired in 2026
Expired in 2027
Expired in 2028
Expired in 2029
Expired in 2030
Deductible temporary
differences
December 31, 2020
$ -
14,957
20,177
16,127
126,098
34,595
40,506
41,562
56,388
45,723

46,984
$ 443,117
$ 207,816
December 31, 2019 December 31, 2019






$ 7,650
14,957
20,177
16,127
126,098
34,595
40,506
41,562
56,289
45,620
-
$ 403,581
$ 207,534

184

  • e. Income tax assessments

The Company's annual income tax return of a profit-seeking enterprise have been assessed by the tax authorities through the 2018 annual income tax return of a profit-seeking enterprise.

25. Earnings Per Share

Numerator and denominator used in the computation of earnings per share (EPS) are as follows:

For the Year Ended December 31, 2020
Basic EPS
Net income to calculate basic EPS

Effect of dilutive potential ordinary
share:
Employees' compensation

Diluted EPS
Net income to calculate diluted EPS

For the Year Ended December 31, 2019
Basic EPS
Net income to calculate basic EPS

Effect of dilutive potential ordinary
share:
Employees' compensation

Diluted EPS
Net income to calculate diluted EPS
Amount
(numerator) after
tax
$ 391,153

-

$ 391,153

$ 742,091

-

$ 742,091
Shares
(denominator) (In
Thousand Shares)
261,758

1,017

262,775

261,758

1,683

263,441
EPS ($)
after tax











$ 1.49
$ 1.49
$ 2.84
$ 2.82

If the consolidated company offered to settle the employees' compensation in cash or shares, the consolidated company presumes that the entire amount of the compensation would 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 shareholders resolve the number of shares to be distributed to employees as compensation at their meeting in the following year.

26. Management of Risks in Capital

The consolidated company conducts management of risks in capital to ensure that each entity of the group would continue as a going concern with the premise of optimizing the balances of debt and equity, and to maximize shareholders' equity. The overall strategy of the consolidated company has no significant change.

The consolidated company's capital structure consists of the consolidated company's net debt (which is borrowings less cash and cash equivalents) and equity attributable to the owners of the consolidated company (which are share capital, capital surplus, retained earnings, and other equity items).

The consolidated company is not subject to any other external capital requirements.

The key management of the consolidated company annually reviews the capital structure of the group, including the capital costs of various categories and related risks. Based on recommendations of the key management, the consolidated company will balance its overall

185

capital structure through dividends distribution, new stock issuance, shares repurchase, and new debts issuance or old debts repayment, etc.

27. Financial Instruments

  • a. Information on Fair value - Financial instruments measured at fair value on a recurring basis

  • 1) Fair Value Hierarchy

December 31, 2020

December 31, 2020
Level 1
Financial assets at FVTPL
Fund beneficiary certificates$ 17,111

Financial assets at FVTOCI
Investments in equity
instruments
Domestic
listed
(OTC)
stock
$ 3,587,830

December 31, 2019
Level 1
Financial assets at FVTPL
Fund beneficiary certificates$ 17,094

Financial assets at FVTOCI
Investments in equity
instruments
Domestic
listed
(OTC)
stock
$3,671,678

Foreign limited liability
partnership

-

$3,671,678
Level 2
$ -

$ -

Level 2
$ -

$ -


-

$ -
Level 3
$ -

$ -

Level 3
$ -

$ -


4,913

$ 4,913
Total



$ 17,111
$ 3,587,830
Total









$ 17,094
$3,671,678

4,913
$3,676,591

There was no transfer between Levels 1 and Level 2 for the years ended December 31, 2020 and 2019.

  • 2) Reconciliation of Level 3 fair value measurement of financial instruments

For the Year Ended December 31, 2020

For the Year Ended December 31, 2020
Financial assets
Balance, beginning of year
Recognized in other comprehensive income (unrealized
gain (loss) on FVTOCI)
Return on capital reduction
Balance, end of year
at FVTOCI
Equity instruments

(
$ 4,913
3,825

8,738)
$ -

186

For the Year Ended December 31, 2019
Financial assets
Beginning and ending balance of the year
at FVTOCI at FVTOCI
Equity instruments
$ 4,913
  • 3) Valuation techniques and inputs applied for Level 3 fair value measurement

The foreign limited liability partnership is estimated at fair value based on estimated future cash flows of the disposal proceeds less costs of disposal.

  • b. Categories of financial instruments
b.
Categories of financial instruments
Financial assets
Financial assets at FVTPL
Fund beneficiary certificates
financial assets at amortized cost
(Note 1)
Financial assets at FVTOCI
Investments in equity instruments
December 31, 2020
$ 17,111
762,295
3,587,830
December 31, 2019
$ 17,094
502,109
3,676,591

Financial liabilities

Measured at amortized cost (Note 2) 8,287,995 9,236,247

  • Note 1. The balances included financial assets measured at amortized cost which comprise cash and cash equivalents, notes receivable, trade receivable - net, trade receivables from related parties, other receivables, long-term notes receivable and refundable deposits (recorded in other non-current assets), etc.

  • Note 2. The balances included financial liabilities measured at amortized cost which comprise short-term borrowings, short-term bills payable - net, notes payable, trade payable, trade payables to related parties, other payable, long-term borrowings - current portion, long-term borrowings - net, guarantee deposits, etc.

  • c. Financial risk management objectives and policies

The consolidated company's major financial instruments included equity investments, loans and receivable, trade payable, short-term bills payable, and borrowings, etc. The consolidated company's Finance division provides services to each unit of the business, coordinates access to domestic financial markets, and monitors and manages the financial risks relating to the operations of the consolidated company through internal risk reports that analyze exposures by degree and magnitude of risks. These risks include market risk (including interest rate risk and other price risk), credit risk and liquidity risk.

The consolidated company manages and monitors these exposures to ensure appropriate measures are implemented on a timely and effective manner. Internal auditors review the compliance policies and risk exposure limits on an ongoing basis.

187

1) Market risk

As the consolidated company is rarely engaged in foreign currency transactions, exposure to exchange rate risk for fluctuations in market exchange rates is minimal. At this stage, the consolidated company's dedicated unit reviews the assets and liabilities that are affected by exchange rates only on a regular basis.

Therefore, the consolidated company's activities exposed it primarily to the financial risks of changes in interest rates and other price risk.

a) Interest rate risk

The consolidated company is exposed to interest rate risk because entities in the consolidated company borrow funds at both fixed and floating interest rates. The consolidated company manages interest rate risk by maintaining an appropriate combination of fixed and floating interest rates. The consolidated company regularly assesses the fluctuation of interest rates by adjusting the affected positions to align them with interest rate views and risk preferences established to ensure the most cost-effective hedging strategies are adopted.

The carrying amounts of financial assets and financial liabilities of the Company with exposures to interest rate on the balance sheet dates are as follows:

follows:
Interest rate risk with
fair value
-Financial liabilities
Interest rate risk with
cash flow
-Financial assets
-Financial liabilities
December 31, 2020
$ 1,839,777
561,862
5,326,258
December 31, 2019
$ 2,597,12
268,05
5,385,14

Sensitivity analysis

The consolidated company used the interest rate risk of non-derivatives financial instruments at the balance sheet date as basis. Facing the risk of changes in floating interest rates of financial assets and in market interest rates of financial liabilities, the consolidated company uses 1% increase or decrease in market interest rates as a reasonable risk assessment for reporting changes in interest rates to the management. If the market interest rate had been 1% higher and all other variables were held constant, the consolidated company's pre-tax income for the years ended December 31, 2020 and 2019 would decrease by $47,644 thousand and $51,171 thousand, respectively.

b) Other price risk

The consolidated company was exposed to equity price risk through its investments on equity securities of listed and OTC companies. This equity investment is not held for trading but a strategic investment. The consolidated company does not actively trade these investments. Equity price risk of the consolidated company is mainly concentrated on equity instruments in semiconductor packaging industry of the Taiwan Stock Exchange. Besides, the consolidated company has appointed a dedicated unit to regularly monitor the price risk and assess when it is necessary to increase the risk hedging position.

Sensitivity analysis

If equity prices had been 10% lower, no impact would incur on the consolidated company's pre-tax income for the year ended December 31, 2020 and 2019. The

188

consolidated company's pre-tax other comprehensive income for the years ended December 31, 2020 and 2019 would have decreased by $358,783 thousand and $367,168 thousand, respectively, due to changes in fair value of financial assets at FVTOCI.

  • 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 consolidated company. As of the balance sheet date, the consolidated company's maximum exposure to credit risk due to failure to discharge an obligation by the counterparties arises from the carrying amount of the respective recognized financial assets as stated in the consolidated balance sheets.

The policies adopted by the consolidated company are to trade with reputed counterparties only. If necessary, sufficient collateral must be obtained to reduce the risk of financial losses. Credit risk of the consolidated company is evaluated against contracts with positive fair value at the balance sheet date. The trading counterparties of consolidated company are financial institutions and organizations of company with good credit standing, so no significant credit risk is expected to incur.

To reduce credit risk, the management of the consolidated company has delegated a dedicated team responsible for determining credit limits, credit approvals and other monitoring procedures to ensure that follow-up action is properly taken to recover overdue debts. Moreover, the consolidated company reviews the recoverable amount of each individual trade receivable on the balance sheet date to ensure that adequate allowance is made for possible irrecoverable amounts. In this regard, the management believes that the consolidated company's credit risk has been significantly reduced.

The consolidated company's trade receivables consist of a large number of clients, mainly in Taiwan and Mainland China. The consolidated company has no concentration of credit risk as it has transactions with different clients. The consolidated company continuously assesses the financial position of its clients of the trade receivable.

  • 3) Liquidity risk

The Board of Directors bears the ultimate liability for the liquidity risk management of the consolidated company. The consolidated company has established an appropriate liquidity risk management framework to meet its management demand for short-term, mid-term, and long-term funding and liquidity. The consolidated company manages liquidity risk by maintaining adequate financing limit with banks and reserving flexibility of fundraising in the capital market as well as continuously monitoring the expected and actual cash flows and the maturity portfolio of financial assets and liabilities.

a) Table of liquidity risk

The following tables detail the analysis of the consolidated company's remaining contractual maturities for its non-derivative financial liabilities with agreed repayment periods. The tables were drawn up based on the undiscounted cash flows (including principal and estimated interest) of financial liabilities from the earliest date on which the consolidated company may be required to pay.

189

December31,2020
Within 6
Months
6 Months ~
1 Year
Above 1
Year
Total
non-derivative financial
liabilities
Short-term borrowings
$2,201,347 $ 621,829 $ - $2,823,176
Short-term bills payable,
net
1,841,000
-
- 1,841,000
Notes and trade payable
276,875 395,535 121,260 793,670
Trade payables to related
parties
250
-
-
250
Other payables
271,147
26,666
- 297,813
Lease liabilities
1,680
1,680
13,122
16,482
Long-term borrowings
399,647
134,093
2,421,820
2,955,560
$4,991,946
$1,179,803
$2,556,202
$8,727,951
Additional information about the maturity analysis for lease liabilities:
Less than 1
year
1-5 years 5-10 years
Total
Lease liabilities
$ 3,360
$ 13,122
$ -
$ 16,482
December 31, 2019
Within 6
Months
6 Months ~ 1
Year
Above 1 Year
Total
Non-derivative financial
liabilities
Short-term borrowings
$ 2,263,245 $ 283,111 $ -
$ 2,546,356
Short-term bills payable,
net
2,600,000
-
-
2,600,000
Notes and trade payable
351,100
503,762
50,707
905,569
Other payables
264,968
52,210
-
317,178
Lease liabilities
1,560
1,560
16,620
19,740
Long-term borrowings

62,921

125,568

3,239,094

3,427,583
$ 5,543,794
$ 966,211
$ 3,306,421
$ 9,816,426
December31,2020
Within 6
Months
6 Months ~
1 Year
Above 1
Year
Total
non-derivative financial
liabilities
Short-term borrowings
$2,201,347 $ 621,829 $ - $2,823,176
Short-term bills payable,
net
1,841,000
-
- 1,841,000
Notes and trade payable
276,875 395,535 121,260 793,670
Trade payables to related
parties
250
-
-
250
Other payables
271,147
26,666
- 297,813
Lease liabilities
1,680
1,680
13,122
16,482
Long-term borrowings
399,647
134,093
2,421,820
2,955,560
$4,991,946
$1,179,803
$2,556,202
$8,727,951
Additional information about the maturity analysis for lease liabilities:
Less than 1
year
1-5 years 5-10 years
Total
Lease liabilities
$ 3,360
$ 13,122
$ -
$ 16,482
December 31, 2019
Within 6
Months
6 Months ~ 1
Year
Above 1 Year
Total
Non-derivative financial
liabilities
Short-term borrowings
$ 2,263,245 $ 283,111 $ -
$ 2,546,356
Short-term bills payable,
net
2,600,000
-
-
2,600,000
Notes and trade payable
351,100
503,762
50,707
905,569
Other payables
264,968
52,210
-
317,178
Lease liabilities
1,560
1,560
16,620
19,740
Long-term borrowings

62,921

125,568

3,239,094

3,427,583
$ 5,543,794
$ 966,211
$ 3,306,421
$ 9,816,426
December31,2020
Within 6
Months
6 Months ~
1 Year
Above 1
Year
Total
non-derivative financial
liabilities
Short-term borrowings
$2,201,347 $ 621,829 $ - $2,823,176
Short-term bills payable,
net
1,841,000
-
- 1,841,000
Notes and trade payable
276,875 395,535 121,260 793,670
Trade payables to related
parties
250
-
-
250
Other payables
271,147
26,666
- 297,813
Lease liabilities
1,680
1,680
13,122
16,482
Long-term borrowings
399,647
134,093
2,421,820
2,955,560
$4,991,946
$1,179,803
$2,556,202
$8,727,951
Additional information about the maturity analysis for lease liabilities:
Less than 1
year
1-5 years 5-10 years
Total
Lease liabilities
$ 3,360
$ 13,122
$ -
$ 16,482
December 31, 2019
Within 6
Months
6 Months ~ 1
Year
Above 1 Year
Total
Non-derivative financial
liabilities
Short-term borrowings
$ 2,263,245 $ 283,111 $ -
$ 2,546,356
Short-term bills payable,
net
2,600,000
-
-
2,600,000
Notes and trade payable
351,100
503,762
50,707
905,569
Other payables
264,968
52,210
-
317,178
Lease liabilities
1,560
1,560
16,620
19,740
Long-term borrowings

62,921

125,568

3,239,094

3,427,583
$ 5,543,794
$ 966,211
$ 3,306,421
$ 9,816,426
December31,2020
Within 6
Months
6 Months ~
1 Year
Above 1
Year
Total
non-derivative financial
liabilities
Short-term borrowings
$2,201,347 $ 621,829 $ - $2,823,176
Short-term bills payable,
net
1,841,000
-
- 1,841,000
Notes and trade payable
276,875 395,535 121,260 793,670
Trade payables to related
parties
250
-
-
250
Other payables
271,147
26,666
- 297,813
Lease liabilities
1,680
1,680
13,122
16,482
Long-term borrowings
399,647
134,093
2,421,820
2,955,560
$4,991,946
$1,179,803
$2,556,202
$8,727,951
Additional information about the maturity analysis for lease liabilities:
Less than 1
year
1-5 years 5-10 years
Total
Lease liabilities
$ 3,360
$ 13,122
$ -
$ 16,482
December 31, 2019
Within 6
Months
6 Months ~ 1
Year
Above 1 Year
Total
Non-derivative financial
liabilities
Short-term borrowings
$ 2,263,245 $ 283,111 $ -
$ 2,546,356
Short-term bills payable,
net
2,600,000
-
-
2,600,000
Notes and trade payable
351,100
503,762
50,707
905,569
Other payables
264,968
52,210
-
317,178
Lease liabilities
1,560
1,560
16,620
19,740
Long-term borrowings

62,921

125,568

3,239,094

3,427,583
$ 5,543,794
$ 966,211
$ 3,306,421
$ 9,816,426
December31,2020 December31,2020 December31,2020 December31,2020 December31,2020 December31,2020 December31,2020
Total
$2,823,176
1,841,000
793,670

250
297,813

16,482
2,955,560
$8,727,951

$ $ 16,482
Within 6
Months
$ 2,263,245
2,600,000

351,100
264,968
1,560
62,921

$ 5,543,794
6 Months ~ 1
Year

$ 283,111

-

503,762

52,210

1,560
125,568

$ 966,211
Above 1 Total























$ 2,546,356
2,600,000
905,569
317,178
19,740
3,427,583
9,816,426
$
Additional information about the maturity analysis for lease liabilities:
Less than 1
year
1-5 years 5-10 years
Total
Lease liabilities
$ 3,120
$ 13,920
$ 2,700
$ 19,740
Additional information about the maturity analysis for lease liabilities:
Less than 1
year
1-5 years 5-10 years
Total
Lease liabilities
$ 3,120
$ 13,920
$ 2,700
$ 19,740
Additional information about the maturity analysis for lease liabilities:
Less than 1
year
1-5 years 5-10 years
Total
Lease liabilities
$ 3,120
$ 13,920
$ 2,700
$ 19,740
$ 19,740

b) Financing facilities

The bank loans are a significant source of liquidity for the consolidated company. As of December 31, 2020 and 2019, the consolidated company's amount of unused bank financing facilities amounted to $2,378,000 and $4,762,700, respectively.

190

28. Related Party Transactions

In preparing the consolidated financial statements, all transactions, account balances, income and expenses between the Company and its subsidiaries (which are the Company's related parties) have been eliminated in full and are not disclosed in this note accordingly. Except for those disclosed in other notes, the material transactions between the Company and other related parties are as follows.

  • a. Names and relationships of related parties
a. Names and relationships of related parties
b. Name of related party
Relationship with the Company
Advanced Semiconductor Engineering, Inc.
and its subsidiaries
Investor having significant influence
Jason C.S. Chang
Investor having significant influence
Richard H.P. Chang
Investor having significant influence
Hooyai Hotel Co.
Affiliates
Siliconware Electronics (FuJian) Co., Ltd.
Sibling
company
of
Advanced
Semiconductor Engineering, Inc.
Operating revenue
Item
Category and name of
related party
For the Year Ended
December 31, 2020
For the Year Ended
December 31, 2019
Sales Revenue of
Building and
Land
Investor having significant
influence
Advanced Semiconductor
Engineering, Inc.
$ -
$ 2,326,000
Rental revenue
Affiliates
Hooyai Hotel Co.
$ -
$ 8,400
Investor having significant
influence
Advanced Semiconductor
Engineering, Inc.

9,314

11,170
$ 9,314
$ 19,570
Construction
revenue
Investor having significant
influence
Advanced Semiconductor
Engineering, Inc.
$ 621
$ 681
Service revenue
Investor having significant
influence
Advanced Semiconductor
Engineering, Inc.
and its subsidiaries
$ 107,422
$ 71,232
Other related party
Siliconware Electronics
(FuJian) Co., Ltd.

2,702

8,466
$ 110,124
$ 79,698
Relationship with the Company







$ 2,326,000
$ 8,400
11,170
$ 19,570
$ 681
$ 71,232
8,466
$ 79,698

The consolidated company and its subsidiaries' transaction terms for related parties are comparable with those for third parties.

The consolidated company has entered into certain lease agreements with investors and associates having significant influence, and the rentals are received monthly or annually with rent terms expired one after another before December 31, 2025.

191

  • c. Receivables from related parties (excluding loans to related parties)
Item

Trade receivables from
related parties


Category and name of
related party

Investor having
significant influence
Advanced
Semiconductor
Engineering, Inc.
and its
subsidiaries

Jason C.S. Chang

December 31,
2020
$ 11,084

522

$ 11,606
December 31,
2019
December 31,
2019




$ 11,721
-
$ 11,721

The consolidated company and its subsidiaries' transaction terms for related parties are comparable with those for third parties.

The outstanding balances of payables from related parties is not collateralized. No loss allowance was set aside for receivables from related parties for the years ended December 31, 2020 and 2019.

  • d. Contract Asset

Category and name of related

Category and name of related
party December 31, 2020 December 31, 2019
Investor having significant
influence
Advanced Semiconductor
Engineering, Inc. $ - $ 3,198

No loss allowance was set aside for contract assets generated from related parties for the years ended December 31, 2020 and 2019.

e.

  • Payable from related party (excluding borrowings from related parties)
Item

Trade payables to
related parties

Category and name of
related party

Investor having
significant influence
Jason C.S. Chang
December 31,
2020
$ 250
December 31,
2019
December 31,
2019
$ -

The Company and its subsidiaries' transaction terms for related parties are comparable with those for third parties.

The outstanding balance of payables from related parties is not collateralized.

  • f. Endorsements/guarantees

Real estate of subsidiary is provided for the amount of the consolidated company's endorsements/guarantees. Please refer to Appendix 1.

192

  • g. Compensation of key management personnel
Short-term employee benefits
expense
Post-Retirement Benefits
For the Year Ended
December 31, 2020
$ 56,866

873
$ 57,739
For the Year Ended
December 31, 2019
For the Year Ended
December 31, 2019




$ 47,435
735
$ 48,170

The remuneration of directors and other members of key management personnel, as determined by the remuneration committee, was based on the individual performance and market trends.

  • h. Jason C.S. Chang and Richard H.P. Chang both provided notes and real estate as collateral for short-term notes issued by the Company for the years ended December 31, 2020 and 2019.

  • i. In May 2011, the Company entered into the Tucheng land co-construction and split-sales contract with Jason C.S. Chang, whereby Jason C.S. Chang provided the land subject to the Contract, and the Company contributed capital and land for the co-construction of the residential building and shopping mall of Tucheng. Per the contract, the distribution ratio of sales proceeds is 20% for Jason C.S. Chang and 80% for the Company. In November 2018, the Company's Board of Directors approved the lease of the land of Tucheng mall for the portion held by Jason C.S. Chang, and in March 2020, the Company agreed with Jason C.S. Chang and the Board of Directors resolved to grant rent-free until the end of 2020. The lease agreement will be entered with both parties reach agreement in 2021. In addition, in respect of the abovementioned co-construction projects, Jason C.S. Chang provided the Company with his ownership of the co-construction land as collateral of the bank loans for the construction projects.

  • j. The Company acquired the land of major road entrance and exit for the expected co-construction development project from Luchu Development Corporation, a subsidiary of Advanced Semiconductor Engineering, Inc., at a purchase price of $57,522 thousand and the transfer of ownership of the land was completed in November 2017. Per the letter of intent of the co-construction, the distribution ratio of sales proceeds shall be agreed upon after the Company obtains the construction license and after appraisal by both parties, and then an agreement of co-construction and split-sales shall be entered into.

  • k. The Company and Advanced Semiconductor Engineering, Inc. signed a co-development contract pursuant to the spirit of co-construction in June 2020 with agreements that the Company leases the self-constructed plants, of which Advanced Semiconductor Engineering, Inc. and its associates own the right of first refusal upon completion of the construction, and the final transaction price will be the selling price less the distribution ratio of co-construction valued by experts.

29. Pledged Assets

The following assets of the consolidated company, listed by net carrying amount, were provided to banks as collateral for short-term borrowings, short-term bills payable - net, long-term borrowings - current portion, and long-term borrowings.

Inventories, net
Financial assets at FVTOCI -
non-current, net
Property, plant and equipment, net
Investment properties, net
December 31, 2020
$ 1,999,870
3,524,762
500,989
3,278,632
December 31, 2019
$ 4,570,944
3,607,136
510,653
3,313,268

193

30. Supplementary Disclosures

Relevant Information on a. Significant transactions and b. Invested companies:

  • 1) Financing provided to others: None

  • 2) Endorsements/guarantees provided for others: Appendix 1

  • 3) Marketable securities held at year end (excluding investment in subsidiaries, associates and joint ventures): Appendix 2

  • 4) Marketable securities acquired or disposed of at costs or prices at least NT$300 million or 20% or greater of the paid-in capital: None

  • 5) Acquisition of real estate at costs of at least NT$300 million or 20% or greater 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 or more: None

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

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

  • 9) Trading in derivative instruments: None

  • 10) Others: Business relationships, situations, and amounts of significant inter-company transactions: Appendix 5

  • 11) Information on investee companies: Appendix 6

  • c. Information on Investments in Mainland China

  • 1) Information on any investee in mainland China, showing the name, principal business activities, paid-in capital, method of investment, inward and outward remittance of funds, shareholding percentage, net income of investee, investment gain (loss) recognized in the current period, carrying amount of the investment at the end of the period, repatriations of investment income, and limit on the amount of investment in the mainland China area: Appendix 7

  • 2) Significant transactions directly or indirectly through third region with investee companies in mainland China, and their prices, terms of payment, unrealized gain or loss: None

    • a) Purchase amount and percentage, and the ending balance and percentage of the related payables: None

    • b) Sales amount and percentage, and the ending balance and percentage of the related receivables: None

    • c) Property transaction amounts and the resulting gain or loss: None

    • d) Ending balances and the purposes of endorsements/guarantees or collateral provided: None

    • e) The maximum remaining balance, ending balance, range of interest rate and total amount of current interest of financing facilities: None

    • f) Other transactions having a significant impact on profit or loss or financial position for the period, such as provision or receipt of service: None

  • d. Information on Major Shareholders: List of all shareholders with ownership of 5 % or greater showing the names and the number of shares and percentage of ownership held by each shareholder. (Appendix 8)

194

31. Segment Information

Information reported to the chief operating decision maker for the purposes of resource allocation and assessment of segment performance, and the reportable segments of the consolidated company are as follows:

Real estate development - sales of residential and commercial property and plant

Construction - building of residential and commercial property and plant

Lease - lease of investment property

  • a. Segment revenue and operation results
For the Year Ended
December 31, 2020
Revenue from external
clients

Intersegment revenue

Segment revenue

Intercompany
elimination
Consolidated revenue
Segment income

OPERATING
EXPENSES
NON-OPERATING
INCOME AND
EXPENSES
Net income before tax
from continuing
operations
For the Year Ended
December 31, 2019
Revenue from external
clients

Intersegment revenue

Segment revenue

Intercompany
elimination
Consolidated revenue
Segment income

OPERATING
EXPENSES
NON-OPERATING
INCOME AND
EXPENSES
Net income before tax
from continuing
operations
Real estate
developmen
t
$3,164,448

-

$3,164,448

$1,015,202

$6,127,832

-

$6,127,832

$1,492,878
Constructio
n
$ 621
1,089,722

$1,090,343

$ 621

$ 681
1,246,636

$1,247,317

$ -
Lease
$ 144,612

1,800

$ 146,412

$ 28,254

$ 144,104

1,804

$ 145,908

$ 28,201
Other
$ 162,249

48,294

$ 210,543



$ 33,305




$ 145,407

28,713

$ 174,120



$ 54,845



Total




























$3,471,930
1,139,816
4,611,746
(1,139,816)
3,471,930
1,077,382
( 669,349 )
(
11,538)
$ 396,495
$6,418,024
1,277,153
7,695,177
(1,277,153)
6,418,024
1,575,924
( 693,141 )
(
18,849)
$ 863,934

195

The transaction conditions of intersegment revenue are decided by the two parties through negotiation.

Segment profit represents the profits made by each segment, excluding the general and administrative costs of headquarters and remuneration of directors that shall be amortized, share of profit of associates accounted for using equity method, dividend revenue, interest income, foreign exchange gain (loss), gain (loss) on valuation of financial products, finance costs, and income tax expenses. Such measurement amounts are provided to the chief business decision makers to allocate resources to segments and to evaluate their performance.

b. Major products and service revenue

The analysis of major products and service revenue of the Company's consolidated continuing operation is as follows:

ontinuing operation is as follows:
Real estate development
Construction
Lease
Other
For the Year Ended
December 31, 2020
$ 3,164,448
621
144,612

162,249
$ 3,471,930
For the Year Ended
December 31, 2019




$ 6,127,832
681
144,104
145,407
$ 6,418,024

c. Information on classification by area

The Company mainly operates in two geographical areas, Taiwan and China.

Information on the Company's revenues of continuing operations from external clients classified by the location of the business operation and the non-current assets classified by location of the asset are as follows:

ocation of the asset are as follows: as follows:

Taiwan

China

Revenue from external clients
For the Year
Ended
December 31,
2020
For the Year
Ended
December 31,
2019
$ 3,361,292 $ 6,336,726

110,638

81,298

$ 3,471,930
$ 6,418,024
NON-CURRENT ASSETS
For the Year
Ended
December 31,
2020
$ 3,361,292

110,638

$ 3,471,930
December 31,
2020
$ 4,390,119

9,611

$ 4,399,730
December 31,
2019








$ 4,547,601
9,496
$ 4,557,097

Non-current assets include Financial assets at FVTOCI - non-current - net and deferred tax assets

d. List of major clients

Among the sales revenue of real estate development amounted to $3,164,448 thousand and $6,127,832 thousand for the years ended December 31, 2020 and 2019, respectively, $0 thousand and $2,326,000 thousand were derived from the Group's largest customer, respectively.

196

APPENDIX 1

Hung Ching Development & Construction Co., Ltd. and Subsidiaries

Endorsements/Guarantees Provided for Others January 1 to December 31, 2020 Unit: In Thousands of New Taiwan Dollars

Code Company Name of
Endorsements/guarantees
Provider
Parties Being Endorsed/guaranteed Parties Being Endorsed/guaranteed Limits on
Endorsement/
Guarantee Provided
for a Single Entity
(Note 1)
Maximum Amount
Endorsed/
Guaranteed in the
current period
Outstanding Balance
of Endorsement/
Guarantee - Ending

Actual Amount Used

Amount of
Endorsed/
Guaranteed Secured
with Collateral
(Note 2)
Ratio of
Accumulated
Endorsement/
Guarantee to Net
Equity in Latest
Financial
Statements (%)
Maximum Limit on
Endorsement/
Guarantee Limit
(Note 1)
Endorsement/
Guarantee
Provided by
Parent on
Behalf of
Subsidiaries
Endorsement/
Guarantee
Provided by
Subsidiaries
on Behalf of
Parent

Endorsement/
Guarantee
Provided on
Behalf of
Companies in
Mainland
China
Company Name Relationship
1 Hung Ching Kwan The Company Subsidiary of the Company $ 1,483,452 $ 1,000,000 $ 1,000,000 $ 200,000 $ 1,000,000 101.12% $ 1,483,452 N Y N

Note 1. It was calculated based on 150% of the net value of shareholders' equity of Hung Ching Kwan's financial statements audited by the certified public accountant as of December 31, 2020. Note 2. Real estate provided by Hung Ching Kwan as collateral

197

APPENDIX 2

Hung Ching Development & Construction Co., Ltd. and Subsidiaries

Marketable Securities Held at Year End December 31, 2020

Unit: In Thousands of New Taiwan Dollars or Foreign Currency

Name of Holding Company
Type and Name of Marketable Security
Relationship with the Issuer of
Marketable Security
Account Title Year end Note
Shares (In Thousand
Shares)/ Number of Shares/
Unit

Carrying amount
Shareholding
Percentage %
Fair value
The Company
Hung Ching New
Stock
ASE Industrial Holding Co., Ltd.
Other-Limited liability partnership
Ripley Cable Holdings I, L.P.
Stock
Hung Ching Development & Construction Co., Ltd.
Fund
Yuanta Polaris Wan Tai Fund
TCB US Short Duration High Yield Bond Fund
Major shareholder of the Company

Parent Company

Financial
assets
at
FVTOCI
-
non-current, net
Financial
assets
at
FVTOCI
-
non-current, net
Financial
assets
at
FVTOCI
-
non-current, net
Financial assets at FVTPL - current
Financial assets at FVTPL - current

44,131

-

8,548
927
300
$ 3,587,830
-
164,116
14,142
2,969
1.0
4.1
3.2
-
-
$ 3,587,830
-
164,116
14,142
2,969
Notes 1 and 2
Note 3
Note 2
Note 4
Note 4

Note 1. Of which 43,355 thousand shares (net carrying amount of $3,524,762 thousand) were provided to financial institutions as financial guarantees.

Note 2. Market price was calculated based on the closing price as of December 31, 2020.

Note 3. Investment in foreign limited liability partnership; Fair value is estimated based on future cash flows of expected disposal proceeds less costs of disposal. Note 4. Market price was calculated based on the net value as of the last transaction date in December, 2020.

198

APPENDIX 3

Hung Ching Development & Construction Co., Ltd. and Subsidiaries

Total purchases from or sales to related parties amounting to at least NT$100 million or 20% or greater of the paid-in capital January 1 to December 31, 2020 Unit: In Thousands of New Taiwan Dollars

Buyer/Seller Counterparty Relationship Transacti on Details Terms and Reasons of Abnormal Transaction Notes/Trade Recei vable (Payable) Note
Purchase/ Sales Amount % to Total Purchases
or Sales

Payment Terms
Unit Price Payment Terms Balance % to Total
Notes/Trade
Receivable (Payable)
The Company
Fuhua engineering
Fuhua engineering
The Company
Subsidiary
Parent Company
Purchase
Sales
$ 864,851
(
1,089,722 )
93.86%
(
99.94% )
In comply with the
terms of contracts
In comply with the
terms of contracts
$ -
-

( $ 962,493 )
962,493
93.02%
100.00%
Notes 1 and 2
Notes 1 and 2

Note 1. Payment for construction

Note 2. The difference between the purchases and sales of Fuhua engineering and the Company was due to the recognition of related revenue and cost by Fuhua engineering under the percentage of completion method. Note 3. Wholly eliminated when preparing consolidated financial statements.

199

APPENDIX 4

Hung Ching Development & Construction Co., Ltd. and Subsidiaries

Receivables from related parties amounting to at least NT$100 million or 20% or greater of the paid-in capital December 31, 2020 Unit: In Thousands of New Taiwan Dollars

Company recording receivables Counterparty Relationship Balance of receivables
from related parties
Turnover rate Overdue balance of receivables from related parties Overdue balance of receivables from related parties Amount received of
receivables from related
parties after the balance
sheet date
Allowance for Bad Debts
Amount Action taken
Fuhua engineering The Company Parent Company $ 962,493 Note 1 $ - $ 390,843 $ -

Note 1. In comply with the collection term of the contract. Not applicable.

Note 2. Wholly eliminated when preparing consolidated financial statements.

200

APPENDIX 5

Hung Ching Development & Construction Co., Ltd. and Subsidiaries

Business Relationships, Situations, and Amounts of Significant Inter-company Transactions January 1 to December 31, 2020 Unit: In Thousands of New Taiwan Dollars

Code
(Note 1)
Name of Trader Counterparty of Trade Relationship with Trader (Note 2) Transaction Details (Notes 3 and 5) Transaction Details (Notes 3 and 5)
Account Amount Terms and Conditions Percentage of total
consolidated revenue or
total consolidated assets
(%)
0
0
0
0
1
1
1
1
2
3
4
Hung Ching Development & Construction Co., Ltd.
Hung Ching Development & Construction Co., Ltd.
Hung Ching Development & Construction Co., Ltd.
Hung Ching Development & Construction Co., Ltd.
Fuhua engineering
Fuhua engineering
Fuhua engineering
Fuhua engineering
ASE WeMall M&C Co.
Shanghai Hong Rong Logistics Management Co., Ltd.
Shanghai You ChangLogisticsManagement Co.,Ltd.
Fuhua engineering
Fuhua engineering
Fuhua engineering
ASE WeMall M&C Co.
Hung Ching Development & Construction Co., Ltd.
Hung Ching Development & Construction Co., Ltd.
Hung Ching Development & Construction Co., Ltd.
Hung Ching Development & Construction Co., Ltd.
Hung Ching Development & Construction Co., Ltd.
Shanghai You Chang Logistics Management Co., Ltd.
Shanghai HongRongLogisticsManagement Co.,Ltd.
1
1
1
1
2
2
2
2
2
3
3
Trade payables to related parties
Inventories, net
Cost of building and land for sale
OPERATING EXPENSES
Trade receivables from related parties
Construction revenue
Construction costs
Inventories, net
Service revenue
Service revenue
Service costs
$ 962,493
61,590
68,193
23,757

962,493
1,089,722
1,005,345
77,774
23,757
16,582
16,582
Note 4
Note 4
Note 4
Note 4
Note 4
Note 4
Note 4
Note 4
Note 4
Note 4
Note4
5.64
0.36
1.96
0.68
5.64
31.33
28.90
0.46
0.68
0.48
0.48

Note 1. Information on business transactions between the parent and subsidiaries shall be indicated in the code column as follows:

  1. Parent company is "0."

  2. The subsidiaries are numbered in order starting from "1." Note 2. Trader's relationship with the following three categories (just mark the category number):

  3. The parent to subsidiary.

  4. Subsidiary to the parent.

  5. Between subsidiaries.

Note 3. On whether to calculate the percentage of transaction amount to the consolidated total revenue or total assets, the percentage of transaction amount to the year-end balance of the consolidated total assets shall be calculated if a transaction belongs to the assets and liabilities account, whereas the percentage of accumulated transaction amount for the year to the consolidated total revenue shall be calculated if a transaction belongs to the profit and loss account.

Note 4. The Company and its subsidiaries' transaction terms for related parties are comparable with those for third parties.

Note 5. Transaction amounted to more than $5,000 thousand.

201

APPENDIX 6

Hung Ching Development & Construction Co., Ltd. and Subsidiaries

Information on Investee Companies, Location, .. etc. January 1 to December 31, 2020 Unit: In Thousands of New Taiwan Dollars or Foreign Currency

Name of Investor
Company
Investee company Location Main businesses Initial invest ment amount Held at yearend Investee company's
income in the current
period
Investment gain (loss)
recognized in the
currentperiod(Note 1)
Note
End of the Current
Period
End of the Previous
Period
Number of Shares (In
Thousand Shares)
Ratio % Carrying amount
The Company Hung Ching Kwan
Fuhua engineering
Hung Ching New
ASE WeMall M&C Co.
Hung Ching Co., Ltd.
Superb First Co., Ltd.
Hooyai HotelCo.
Taipei City
Taipei City
Taipei City
Taipei City
Hong Kong
Seychelles
Hsinchu City
Leasing of mall and office
building
Contractor of construction
projects
Retailer of household equipment
and supplies
Management consulting business
General investment
General investment
General hotels andrestaurants
$ 907,441
539,077
179,996

5,000
8,540
(HK$2,325)
17,088
(US$600)
14,672
$ 907,441

539,077

179,996

5,000
8,540
(HK$2,325)
17,088
(US$600)

14,672

82,495

65,000

46,300

500
1,099
600

828
63.5
100.0
100.0
100.0
100.0
100.0
46.0
$ 627,600
509,171
51,281
4,620
71,700
(HK$19,521)
30,971
(US$1,087)
-
( $ 47,666 )
49,470
10,939
1,063
(
1,625 )
(HK$-427)
10,818
(US$366)
(
8,559 )
( $ 30,249 )
34,779
(
4,447 )
1,063
(
1,625 )
(HK$-427)
10,818
(US$366)
-
Note 2
Note 3
Note4

Note 1. It was calculated based on the financial statements of investees companies audited by the certified public accountant for the same period.

Note 2. The investment gains recognized in the current period included unrealized gains of $84,377 thousand and realized gains of $69,686 thousand of upstream transactions.

  • Note 3. The investment gains and losses recognized in the current period include the Company's cash dividends received by subsidiary amounted to $15,386 thousand.

  • Note 4. The consolidated company has discontinued the recognition of losses as the associate had negative equity as of December 31, 2019.

Note 5. Except for the profit or loss in the current period and investment gain or loss recognized in the current period of the investee companies were based on the average exchange rate for the year ended December 31, 2020 of HKD$1=NT$3.809, US$1=NT$29.549 and RMB$1=NT$4.282, the amounts shown in this table are translated into NTD at the exchange rates by the end of December of HKD$1=NT$3.673, US$1=NT$28.480 and RMB$1=NT$4.377.

Note 6. Please refer to Appendix 7 for information on investments in Mainland China

Note 7. Wholly eliminated when preparing consolidated financial statements.

202

APPENDIX 7

Hung Ching Development & Construction Co., Ltd. and Subsidiaries

Information on Investments in Mainland China January 1 to December 31, 2020

Unit: In Thousands of New Taiwan Dollars or Foreign Currency, Unless Otherwise Specified

Investee Companies in
Mainland

Main businesses
Paid-in Capital Paid-in Capital Method of
Investment
Accumulated Outward
Remittance for
Investment from
Taiwan - Beginning of
the Period

Outward/Inward Rem
current

Outward/Inward Rem
current
ittance of Funds in the
period
Accumulated Outward
Remittance for
Investment from
Taiwan - End of the
Period

Investee company's
income in the current
period
Shareholding
Percentage of
Direct or
Indirect
Investment

Investment Gain
(Loss) Recognized in
the current period
(Note 4)
Carrying Amount of
Investment - End of
the Period
Accumulated
Repatriation of
Investment Income by
the End of the Current
Period


Note

Outward
Inward
Shanghai Youhong
Engineering
Technical
Consulting Co.,
Ltd.
Shanghai Hong Rong
Property
Management Co.,
Ltd.
Shanghai You Chang
Property
Management Co.,
Ltd.
Technical consulting
services of
electronic
engineering and
architectural
engineering
Consulting services of
property
management and
construction and
technical consulting
services of
architectural
engineering
Consulting services of
property
management and
construction and
technical consulting
services of
architectural
engineering
$ 8,540
(HK$2,325)

2,189
(RMB$500)

17,088
(US$600)
Note 1
Note 2
Note 3
$ 8,540
(HK$2,325)
-
17,088
(US$600)
$ -

-
-
$ -

-

-
$ 8,540
(HK$2,325)

-

17,088
(US$600)
( $ 1,625 )
(HK$-427)

2,217
(RMB$518)
10,818
(US$366)
100.00%
100.00%
100.00%
( $ 1,625 )
(HK$-427)
2,217
(RMB$518)
10,818
(US$366)
$ 71,700
(HK$19,521)
26,837
(RMB$6,131)
30,971
(US$1,087)
$ -
-
-


Accumulated Outwar
from Taiwan to Mainl
d Remittance for Invest
and China - End of the
ment
Period
Investment A mounts Authorized by the Investmen
Commission, MOEA
t Upper Limit on
Investme
Investment on the Company's
nts in Mainland China
$ 66,045
(US$2,319)
$ 67,469
(US$2,369)
$4,982,341 (Note 5)

Note 1. Shanghai Youhong Engineering Technical Consulting Co., Ltd. was invested through the investee company, Hung Ching Co., Ltd.

  • Note 2. It was invested by Shanghai Youhong Engineering Technical Consulting Co., Ltd. with its own capital, and the Company did not remit the funds separately.

  • Note 3. Shanghai You Chang Property Management Co., Ltd. was invested through the investee company, Superb First Co., Ltd.

  • Note 4. Investment income in the current period was calculated based on the financial statements audited by the certified public accountant for the same period.

  • Note 5. In accordance with the "Principles for Review of Investment or Technical Cooperation in the Mainland China" of the Investment Commission, it regulates the higher of 60% of the Company's net value or consolidated net value.

Note 6. Except for the profit or loss in the current period and investment gain or loss recognized in the current period of the investee companies were based on the average exchange rate for the year ended December 31, 2020 of HKD$1=NT$3.809, US$1=NT$29.549 and RMB$1=NT$4.282, the amounts shown in this table are translated into NTD at the exchange rates by the end of December of HKD$1=NT$3.673, US$1=NT$28.480 and RMB$1=NT$4.377.

Note 7. Wholly eliminated when preparing consolidated financial statements.

203

APPENDIX 8

Hung Ching Development & Construction Co., Ltd. and Subsidiaries

Information on Major Shareholders December 31, 2020

Major Shareholder's name Shares Shares
Number of Shares held Shareholding Percentage
(%)
Advanced Semiconductor Engineering, Inc.
Morgan Stanley & Co. International Plc, Value Investing Company
with HSBC as custodian
Brilliant Capital Profits Limited with HSBC as custodian
68,629,782

44,200,805
22,433,200
25.38
16.35
8.29

Note 1. Information on major shareholders in this table is provided by Taiwan Depository & Clearing Corporation according to information on shareholders holding at least 5% or greater of ordinary shares and preferred shares (including treasury shares) that have been issued and delivered without physical registration by the Company on the last business day at the end of the current quarter. Share capital indicated in the Company's consolidated financial statements may differ from the actual number of shares that have been issued and delivered without physical registration as a result of different basis of preparation.

  • Note 2. If a shareholder delivers its shareholding information to the trust, the aforesaid information shall be disclosed by the individual trustee who opened the trust account. For a shareholder who declares its shareholdings as an insider holding more than 10% of shares in accordance with the Securities and Exchange Act, such shareholding information shall include shares held by the shareholder and those delivered to the trust over which the shareholder has the right to determine the use of trust property. For information on declaration of shareholdings by insiders, please visit the Market Observation Post System.

204

  • VI. Financial Difficulties Occurred to the Company and its Affiliated Enterprises in the Most Recent Year and as of the Date of Publication of Annual Report: None.

Chapter 7. Financial Position and Operation Results of the Company

I. Review and Analysis of Financial Position (Consolidated)

Unit: NT$ thousand Unit: NT$ thousand
Year
Item
2020 2019 Difference
Amount %
Current assets 9,007,884 9,690,569
(682,685)
(7)
Non-current assets 8,049,998 8,297,031
(247,033)
(3)
Total assets 17,057,882 17,987,600
(929,718)
(5)
Current liabilities 6,696,025 6,755,233
(59,208)
(1)
Non-current liabilities 2,057,955 2,752,402
(694,447)
(25)
Total liabilities 8,753,980 9,507,635
(753,655)
(8)
Share capital 2,703,060 2,703,060
0
0
Capital Surplus 312,561 297,175
15,386
5
Retained earnings (accumulated
losses)
2,807,588 2,902,986
(95,398)
(3)
Other equity 2,575,136 2,653,770
(78,634)
(3)
Treasurystock (455,812) (455,812) 0 0
Non-controllinginterests 361,369 378,786
(17,417)
(5)
Total shareholders equity 8,303,902 8,479,965
(176,063)
(2)
Analysis of increase or decrease in percentage:
Decrease in non-current liabilities is mainly caused by decrease in long-term loans.

205

II. Review and Analysis of Financial Performance

(I) Financial Performance (Consolidated)

Unit: NT$thousand Unit: NT$thousand Unit: NT$thousand Unit: NT$thousand
Year
Item
2020 2019 Increased
(Decreased)
Amount
Percentage
of Change
(%)
Analysis
of
Change
Operating revenue
Operating costs
Gross profit (loss)
Operating expenses
Other profits and losses, net
Operating profit (loss)
Non-operating income and
profit
Non-operating expenses and
losses
Income (Loss) before tax
Income tax expense
Net income(loss)
3,471,930
2,394,548
1,077,382
669,349
0
6,418,024
4,842,100
1,575,924
693,141
0
(2,946,094)
(2,447,552)
(498,542)
(23,792)
0
(474,750)
(14,019)
(21,330)
(467,439)
(116,033)
(351,406)
(46)
(51)
(32)
(3)
0
(54)
(12)
(16)
(54)
(84)
(48)
1
1
1
1
1
1
1
408,033
104,353
115,891
882,783
118,372
137,221
863,934
138,792
725,142

396,495
22,759
373,736
Analysis of increase or decrease in percentage:
1. Decreases in operating revenue, operating costs, gross profit, operating profit, income before tax, income
tax expenses, and net income are mostly attributable to the fact that there were no completion or sales of
majorconstructionprojectsin 2020.

(II) Analysis of Changes in Operating Gross Profit

Increase in gross margin in 2020 comparing with that in 2019 is mostly attributable to the decrease in the amount of net sales, as there were no completion or sales of major construction projects in 2020.

III. Review and Analysis of Cash Flow

  • (I) Cash Flow Analysis of the Most Recent Fiscal Year
Unit: NT$thousand Unit: NT$thousand
Balance of
Cash at
Beginning of
thePeriod
Amount of Cash
Outflow within the
Year
Amount of
Cash Inflow
within the
Year
Amount of Cash
Surplus (Deficit)
RemedyforCash Deficit
Investment
Plans
Financial Plans
270,065 1,289,293 1,592,757 573,529 - -
1.
Analysis of changes in cash flows:
(1) Operating activities: Inflow of NT$1,473,372.
(2) Investing activities: Inflow of NT$117,781 thousand.
(3) Financing activities: Outflow of NT$1,289,293 thousand.
(4) Effect of exchange rate changes on cash and cash equivalents: Inflow of NT$1,604.
2.
Remedy for cash deficit and liquidity analysis:
Remedyforcashdeficit ismainly borrowingsfrom financial institutions.

206

(II) Cash Liquidity Analysis for the Upcoming Year

Unit: NT$ thousand Unit: NT$ thousand
Balance of Cash
at Beginning of
the Year
Expected
Amount of Cash
Outflow within
the Year

Expected Amount
of Cash Inflow
within the Year
Expected
Amount of Cash
Surplus (Deficit)
ExpectedRemedyforCash Deficit


Investment
Plans
Financial Plans
573,529 3,341,528 3,238,946 470,947 - -
  • IV. Effect upon Financial Operations of any Major Capital Expenditures during the Most Recent Fiscal Year: The Company does not have major capital expenditures during the most recent fiscal year.

  • V. Investment Policy for the Most Recent Year, Main Causes for the Profits or Losses, Improvement Plans and Investment Plans for the Coming Year:

  • The reinvestment policy of the Company in the most recent fiscal year is mainly to increase the Company’s profit and expand the its diversified operations. All of our investment projects were implemented after careful evaluation.

  • The investment profits of the investee company recognized in 2020 was NT$10,339 thousand, mainly due to the recognized investment income of NT$34,779 thousand from Fuhua Engineering Co., Ltd., NT$1,063 thousand from ASE WeMall Management and Consulting Co., Ltd., NT$10,818 thousand from Superb First Co., Ltd., as well as investment losses of NT$30,249 thousand from Hung Ching Kwan Co., Ltd., NT$4,447 thousand from Hung Ching New Co., Ltd., and NT$1,625 thousand from Hung Ching Co., Limited.

  • There are no major investment plans for the coming year.

VI. Risk Management Analysis and Evaluation

  • (I) Effect on the Profit (Loss) of Interest and Exchange Rate Fluctuations and Changes in the Inflation Rate, and Response Measures to Be Taken in the Future:

  • The Company has not yet engaged in import and export trade, so the change in exchange rate has insignificant impact on the profit or loss of the Company. As the consolidated company is rarely engaged in foreign currency transactions, exposure to exchange rate risk for fluctuations in market exchange rates is minimal.

  • The Company’s interest rate risk arises from short-term loans, bonds payable, and long-term loans in 2020. A 1% increase in market interest rate will decrease the Company’s consolidated net profit by NT$47,644 thousand.

  • The impact of inflation on the Company is not significant, but the impact of rising prices of gravel, concrete, and steel bars is significant. However, the Company tend to

207

have long and solid business relationship with its contractors, and the range of price increase is likely to be lower than the increased price in the market.

  • (II) Policy regarding High-risk Investments, Highly Leveraged Investments, Loans to Other Parties, Endorsements/Guarantees, and Derivatives Transactions, Main Reasons for the Profit (Loss) Generated Thereby, and Response Measures to Be Taken in the Future

  • The Company does not engage in high-risk or highly leveraged investments, nor does it engage in the transaction of derivatives.

  • The Company has established Regulations Governing Loaning of Funds to Others, but up until now the Company has never lent funds to others.

  • The Company does not have any endorsement or guarantee to other parties other than the bank guarantee to the Company's affiliates. Therefore, the risk is not high.

  • (III) Future R&D Plans and Expected R&D Spending: None.

  • (IV) Impact on the Company's Financial Operations and Contingency Action Regarding Recent Changes in Domestic and International Policies and Regulations:

The Company has consulted with relevant legal or accounting professionals about important policy and regulation changes domestically and internationally, and has taken appropriate measures to comply with the requirements of the relevant laws and regulations. Therefore, it should not have a significant impact on the Company's financial position and operation.

  • (V) Effect on the Financial Operations of Developments in Science and Technology and Industrial Change, and Measures to Be Taken in Response:

The Company is principally engaged in the entrusted construction, sales, and leasing of residential buildings and plant office buildings, as technological changes have no obvious relevance to the real estate industry. As of the date of publication of the annual report, technological changes and industrial changes have no significant impact on the Company's financial position and operation.

  • (VI) Effect of Changes in Corporate Image on Corporate Crisis Management and Corresponding Measures: The Company upholds the philosophy of integrity, responsibility, and law-abiding, and implements corporate governance and social responsibility. Since the Company became a listed company on March 6, 1995, its image in the industry has always been good.

  • (VII) Expected Benefits and Possible Risks of Merger and Acquisition, and Countermeasures: The Company currently does not have any merger and acquisition plans.

  • (VIII) Expected Benefits and Possible Risks Associated with Any Plant Expansion, and Measures to Be Taken in Response: The company has no need to expand the factory.

  • (IX) Risks Associated with Any Consolidation of Sales or Purchasing Operations, and Measures to Be Taken in Response: None.

208

  • (X) Effect upon and Risk to the Company in the Event a Substantial Quantity of Shares Belonging to a Director or Shareholder Holding More than a 10% of the Shares of the Company Has Been Transferred or Has Otherwise Changed hands, and Mitigation Measures Being or to Be Taken: The Directors of the Company and major shareholders holding more than 10% of the shares have always been supportive of the Company, and there was no substantial quantity of shares being transferred in 2020.

  • (XI) Effects of, Risks Relating to and Response to the Changes in Management Rights: The Company’s equity structure is stable for a long time, and is managed steadily by professional managers, and there is no risk of change in management rights.

(XII) Litigation and Non-litigation Matters

  1. Litigation between the Company and its customers: None.

  2. Major litigation or non-litigation cases involving the Company's Directors, General Manager, or major shareholders holding more than 10% of the Company's shares, or subordinate companies: None.

(XIII) Other Major Risks and Response Measures:

Description of information security risk assessment and analysis: The Company has established a dedicated information unit responsible for the implementation and security maintenance of applications, operating systems and network systems, and has established the control procedures for the inspection of information and telecommunication security in order to implement information and telecommunication security inspection and ensure the safety of using information technology within the Company. In 2020, the Company is not aware of any significant network attacks or data leaking incidents, and the Company has not been involved in any relevant legal cases or regulatory investigation.

VII. Other Important Matters: None.

209

Chapter 8. Special Disclosure

I. Information Related to the Company's Affiliates

  • (I) Relationship Overview between the Subordinate Companies and the Controlling Company
Name of
Controlling
Company
Reasons
for
Controlling
Shareholding and Pledges of the
Company
Shareholding and Pledges of the
Company
Controlling Personnel of Controlling
Company Serving as Directors,
Supervisors, or Managerial
Officers
Personnel of Controlling
Company Serving as Directors,
Supervisors, or Managerial
Officers

Number of
Shares Held
Percentage of
Shareholding
Number of
Shares
Pledged
Title Name
Advanced
Semiconductor
Engineering, Inc.
Substantive
control of
business

68,629,782
25.39% 0 Director
(Representative)
Director
(Representative)
Yuan-Yi
Tseng
Ching-Chou
Su
  1. Description of transactions: None.

  2. (1) Transaction of purchase and sales of goods: None.

  3. (2) Property transaction: None.

  4. (3) Financing condition: None.

  5. (4) Lease of assets: The Company's assets leased to Advanced Semiconductor Engineering, Inc. are:

    • 1) For the sewage treatment plant on Sec. 1, Zhonghua Road, Zhongli District, Taoyuan City, both parties agree that the rent is NT$350,000 per month, inclusive of tax.

    • 2) For the real estate property of Gaolinge, located on Ziyun Street, Taipei City, both parties agree that the rent is NT$360,000 per month, inclusive of tax.

  6. (5) Other material transactions: None.

  7. Endorsements and guarantees: None.

210

(II) Consolidated Business Report of the Affiliates

  1. Overview of the Affiliates

  2. (1) Organizational chart of the affiliates

Hung Ching Development & Construction Co., Ltd.

==> picture [511 x 455] intentionally omitted <==

----- Start of picture text -----

3.16%
100% 63.5% 100% 100% 100% 100%
100%
100%
Shanghai You Chang Property Management Ltd. Co.
Shanghai Youhong Engineering Technical Consulting Co., Ltd.
100%
Shanghai Hong Rong Property Management Ltd. Co.
Fuhua Engineering Co., Ltd. Hung Ching Kwan Co., Ltd. Superb First Co., Ltd. Hung Ching New Co., Ltd. ASE WeMall Management and Consulting Co., Ltd. Hung Ching Co., Limited
----- End of picture text -----

211

(2) Basic information of the Company's affiliates:

2021.04.30

2021.04.30
Name of Affiliate Date of
Incorporation

Address
Paid-in Capital Main Businesses
Fuhua Engineering
Co., Ltd.
1967.05.05 10F, No. 420, Sec. 1, Keelung Rd.,
Xinyi Dist., Taipei City

NT$650,000
thousand
Contractor of
construction
projects
Hung Ching Kwan
Co., Ltd.
1992.06.09 10F, No. 420, Sec. 1, Keelung Rd.,
Xinyi Dist., Taipei City

NT$1,300,000
thousand
Leasing of
remaining
booths owned by
the company and
office buildings
Hung Ching New Co.,
Ltd.
1997.11.14 10F, No. 420, Sec. 1, Keelung Rd.,
Xinyi Dist., Taipei City

NT$463,000
thousand
Wholesale and
retailing of daily
necessities ;
management
consulting
Hung Ching Co,
Limited
2007.12.11 Sino Centre, Room 1702, 582-592
Nathan
Road,
Mong
Kok,
Kowloon,HongKong


HK$1,099
thousand
General
investment
Shanghai Youhong
Engineering Technical
Consulting Co., Ltd.
2008.12.11 Room 1201, No. 2, Alley 2288, Zu
Chongzhi
Road,
Zhangjiang
Hi-Tech Park, Shanghai


US$300
thousand
Technical
consulting
services of
electronic
engineering and
architectural
engineering
Shanghai Hong Rong
Property Management
Ltd. Co.
2013.06.04 Room 1202, No. 2, Alley 2288, Zu
Chongzhi
Road,
Zhangjiang
Hi-Tech Park, Shanghai


RMB$500
thousand
Consulting
services of
property
management and
construction and
technical
consulting
services of
architectural
engineering
ASE WeMall
Management and
Consulting Co., Ltd.
2018.04.23 (1F), No. 210, Sec. 2, Xuefu Rd.,
Tucheng Dist., New Taipei City
NT$5,000
thousand
Management
consulting and
operation of
department store
and parkinglot
Superb First Co., Ltd. 2018.11.23 4, Franky Building Providence
Industrial Estate, Mahe,
SeychellesMaheSeychelles
US$600
thousand
General
investment
Shanghai You Chang
Property Management
Ltd. Co.
2019.03.14 Room 1119, No. 2, Alley 2288, Zu
Chongzhi Road, Zhangjiang
Hi-Tech Park, Shanghai

US$600
thousand
Property
management and
construction and
technical
consulting services
of architectural
engineering

(3) Information on common shareholders of presumptive controlled and subordinate companies: Not applicable.

212

  • (4) Industries covered by the business operation of the affiliates and their division of labor:

  • 1) Hung Ching New Co., Ltd. mainly engages in wholesale and retailing of daily necessities and management consulting.

  • 2) Fuhua Engineering Co., Ltd. mainly engages in the design and construction of civil engineering related to construction works and trading and marketing of relevant construction materials.

  • 3) Hung Ching Kwan Co., Ltd. mainly engages in the leasing of office buildings and remaining booths owned by the company, as well as retailing of goods.

  • 4) Hung Ching Co, Limited mainly engages in general investment.

  • 5) Shanghai Youhong Engineering Technical Consulting Co., Ltd. mainly engages in technology consulting in electronic engineering and in construction engineering.

  • 6) Shanghai Hong Rong Property Management Ltd. Co. mainly engages in consulting services of property management and construction and technical consulting services of architectural engineering

  • 7) ASE WeMall Management and Consulting Co., Ltd. mainly engages in the management consulting and operation of department store and parking lot.

  • 8) Superb First Co., Ltd. mainly engages in general investment.

  • 9) Shanghai You Chang Property Management Ltd. Co. mainly engages in property management and construction and technical consulting services of architectural engineering.

Division of labor

Currently, Fuhua Engineering Co., Ltd. engages in division of labor with the Company, as its operation is related to the business of the Company. All other affiliates do not engage in division of labor with the Company.

Company Name Division of labor with Hung Ching Development & Construction Co., Ltd.
Fuhua Engineering Co., Ltd. Accepting the entrust of Hung Ching Development & Construction Co., Ltd.
to beincharge ofthe constructionof residentialorplant office buildings.

213

(5) Directors, Supervisors, and General Manager of the affiliates:

2021.04.30

2021.04.30 2021.04.30
Name of Affiliate Title Name or Representative Shareholding
Number of
Shares (share)
Shareholding
Ratio (%)
Hung Ching
Development &
Construction Co., Ltd.
Chairman
Director and General Manager
Director
Director
Director
Director
Independent Director
Independent Director
Independent Director
Wen-Hsiang Chien
Chia-Pei Chou
Advanced Semiconductor Engineering, Inc.
Representative:
Yuan-Yi Tseng
Ching-Chou Su
Tu-Tsun Wang
Fang-Ying Chen
Chien-Hua Yao
Wei-Li Tso
Hung-Lung Hung
Chun-Chin Tu
27,782
67,723
68,629,782
17,242
5,923
2,000
20,000
2,768
206
-
-










0.01
0.03
25.39
0.01
0.02
-
0.01
-
-
-
-
Hung Ching New Co.,
Ltd.
Chairman
Director
Supervisor
Hung Ching Development & Construction Co., Ltd.
Representative: Yuan-Yi Tseng
Hung Ching Development & Construction Co., Ltd.
Representative:
Tu-Tsun Wang
Wen-Hsiang Chien
Hung Ching Development & Construction Co., Ltd.
Representative: Chia-Pei Chou
46,300,000
-
46,300,000
-
-
46,300,000
-






100.00
-
100.00
-
-
100.00
-
Fuhua Engineering
Co., Ltd.
Chairman
Director
Director and General Manager
Supervisor
Hung Ching Development & Construction Co., Ltd.
Representative: Wen-Hsiang Chien
Hung Ching Development & Construction Co., Ltd.
Representative:
Chia-Pei Chou
Yuan-Yi Tseng
Chia-Wei Chou
Shun-Wan Pan
Fang-Ying Chen
Chao-Hsiang Huang
Hung Ching Development & Construction Co., Ltd.
Representative: Hsiao-Wei Yao
65,000,000
-
65,000,000
-
-
-
-
-
-
65,000,000
-










100.00
-
100.00
-
-
-
-
-
-
100.00
-
Hung Ching Kwan
Co., Ltd.
Chairman
Director
Director and General Manager
Supervisor
Hung Ching Development & Construction Co., Ltd.
Representative: Chia-Pei Chou
Hung Ching Development & Construction Co., Ltd.
Representative:
Wen-Hsiang Chien
Ching-Hua Chen
Fang-Ying Chen
82,494,545
-
82,494,545
-
-
-






63.46
-
63.46
-
-
-
Hung Ching Co.,
Limited
Director Hung Ching Development & Construction Co., Ltd.
Representative:Yuan-Yi Tseng
1,099,000
-


100.00
-
Shanghai Youhong
Engineering Technical
Consulting Co.,Ltd.
Executive Director
Supervisor
Hung Ching Co., Limited
Representative: Yuan-Yi Tseng
Representative: Chia-PeiChou
-
-
-



100.00
-
-
Shanghai Hong Rong
Property Management
Ltd. Co.
Executive Director
Supervisor
Shanghai Youhong Engineering Technical Consulting
Co., Ltd.
Representative: Yuan-Yi Tseng
Representative: Chia-PeiChou
-
-
-



100.00
-
-
ASE WeMall
Management and
Consulting Co., Ltd.
Chairman
Director
Supervisor
Hung Ching Development & Construction Co., Ltd.
Representative: Chia-Pei Chou
Hung Ching Development & Construction Co., Ltd.
Representative:
Fang-Ying Chen
Ching-Chou Su
Hung Ching Development & Construction Co., Ltd.
Representative:Hsiao-Wei Yao
500,000
-
500,000
-
-
500,000
-







100.00
-
100.00
-
-
100.00
-
Superb First Co., Ltd. Director Hung Ching Development & Construction Co., Ltd.
Representative: Chia-PeiChou
600,000
100.00
Shanghai You Chang
Property Management
Ltd. Co.
Director
Supervisor
Superb First Co., Ltd.
Representative: Chia-Pei Chou
Representative: Ching-Chou Su
-
-
-



100.00
-
-

214

2. Operation status of the affiliates:

2020.12.31

2020.12.31 2020.12.31 2020.12.31 2020.12.31 2020.12.31 2020.12.31 2020.12.31 2020.12.31 2020.12.31
Unit: NT$thousand or thousands of dollars of foreign currency;NT$or dollar of foreign currencyfor earningsper share
Name of Affiliate Capital Total Assets Total liabilities Net Value Operating
revenue
Operating
(Loss) Profit
Profit (Loss)
(After Tax)
Earnings per
Share
(After Tax)
Hung Ching Development &
Construction Co., Ltd.
2,703,060
16,611,281

8,668,748

7,942,533

3,300,535

399,543

391,153

1.49
Hung Ching New Co., Ltd. 463,000
218,779

3,383
215,396
15,612
10,839
10,938

0.24
Fuhua Engineering Co., Ltd. 650,000
1,578,755

741,891

836,864

1,090,343

60,238

49,469

0.76
Hung Ching Kwan Co., Ltd. 1,300,000
1,287,496

298,528

988,968

62,698

( 44,720)

( 47,666)

( 0.37)
Hung Ching Co., Limited HK$ 2,325
HK$ 19,521

-
HK$ 19,521
-
- (HK$ 427)
-
Shanghai Youhong Engineering
Technical Consulting Co., Ltd.
RMB$ 2,052
RMB$17,342

RMB$ 960

RMB$16,382

RMB$ 6,237

(RMB$ 903)

(RMB$ 380)

-
Shanghai Hong Rong Property
Management Ltd. Co.
RMB$ 500
RMB$ 6,418

RMB$ 287

RMB$ 6,131

RMB$ 6,303

RMB$ 515

RMB$ 518

-
ASE WeMall Management and
Consulting Co., Ltd.
5,000
7,560

2,940

4,620

23,757

1,062

1,063

2.13
Superb First Co., Ltd. US$ 600
US$ 1,087

-
US$ 1,087
-
- US$ 366
-
Shanghai You Chang Property
Management Ltd. Co.
RMB$ 4,118
RMB$ 8,136

RMB$ 1,060

RMB$ 7,076

RMB$ 18,850

RMB$ 2,716

RMB$ 2,526

-
  • II. Private Placement Securities in the Most Recent Year and as of the Date of Publication of Annual Report: None.

  • III. Shares of the Company Held or Disposed of by Subsidiaries in the Most Recent Year as of the Date of Publication of Annual Report: None.

IV. Other Necessary Supplementary Explanations: None.

215

  • V. Items That Have Significant Influence on Shareholders' Equity or Security Price as Specified in Subparagraph 2 of Paragraph 2 of Article 36 of Securities and Exchange Act in the Most Recent Year as of the Date of Publication of Annual Report: None.

216

Hung Ching Development & Construction Co., Ltd.

Person in Charge: Wen-Hsiang Chien

Published on April 30, 2021

217