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INX — Interim / Quarterly Report 2017
Dec 8, 2017
52330_rns_2017-12-08_7900b198-02e4-44f3-945f-cf31935d6253.pdf
Interim / Quarterly Report
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INNOLUX CORPORATION AND SUBSIDIARIES
CONSOLIDATED FINANCIAL STATEMENTS AND
REVIEW REPORT OF INDEPENDENT
ACCOUNTANTS
MARCH 31, 2017 AND 2016
-----------------------------------------------------------------------------------------------------------------------------------For the convenience of readers and for information purpose only, the auditors’ report and the accompanying financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. In the event of any discrepancy between the English version and the original Chinese version or any differences in the interpretation of the two versions, the Chinese-language auditors’ report and financial statements shall prevail.
REVIEW REPORT OF INDEPENDENT ACCOUNTANTS
To the Board of Directors and Shareholders of Innolux Corporation:
We have reviewed the accompanying consolidated balance sheets of Innolux Corporation and subsidiaries as of March 31, 2017 and 2016, and the related consolidated statements of comprehensive income, of changes in equity and of cash flows for the three-month period then ended. These financial statements are the responsibility of the Company’s management. Our responsibility is to express a conclusion on these financial statements based on our reviews.
We conducted our reviews in accordance with the Statement on Auditing Standards No. 36, “Review of Financial Statements” in the Republic of China. A review consists principally of inquiries of company personnel and analytical procedures applied to financial data. It is substantially less in scope than an audit conducted in accordance with generally accepted auditing standards, the objective of which is the expression of an opinion regarding financial statements taken as a whole. Accordingly, we do not express such an opinion.
Based on our reviews, we are not aware of any material modifications or adjustments that should be made to the consolidated financial statements referred to above for them to be in conformity with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers” and IAS 34, “Interim Financial Reporting” as endorsed by the Financial Supervisory Commission.
PricewaterhouseCoopers, Taiwan
May 10, 2017
------------------------------------------------------------------------------------------------------------------------------------------------The accompanying consolidated financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying consolidated financial statements and report of independent accountants are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.
~1~
INNOLUX CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS MARCH 31, 2017, DECEMBER 31, 2016 AND MARCH 31, 2016
(Expressed in thousands of New Taiwan dollars)
(The consolidated balance sheets as of March 31, 2017 and 2016 are reviewed, not audited)
| Assets | Notes | March31,2017$35,881,482180,45344,517,32214,201,9641,654,04624,878,0581,289,758137,095122,740,178314,3017,273,6411,512,231196,075,992570,74318,326,57711,471,6581,280,284236,825,427$359,565,605 |
December31,2016$35,384,83964,24152,855,63211,599,3592,034,42723,401,7281,552,373105,532126,998,131250,1015,840,9291,517,418201,360,858573,42518,446,32114,698,1431,794,222244,481,417$371,479,548 |
March31,2016 |
|---|---|---|---|---|
| Current Assets 1100 Cash and cash equivalents 1110 Financial assets at fair value through profit or loss - current 1170 Accounts receivable, net 1180 Accounts receivable, net - related parties 1200 Other receivables 130X Inventory 1410 Prepayments 1479 Other current assets 11XX Total current assets Non-current assets 1510 Financial assets at fair value through profit or loss - non-current 1523 Available-for-sale financial assets - non- current 1550 Investments accounted for under equity method 1600 Property, plant and equipment 1760 Investment property, net 1780 Intangible assets 1840 Deferred income tax assets 1990 Other non-current assets 15XX Total non-current assets 1XXX Total assets |
6(1) 6(2) 6(4)(5) 7 7 6(6) 6(1) and 8 6(2) 6(3) 6(7) 6(8), 7 and 8 6(9) 6(10) and 8 6(8) and 8 |
$38,254,605391,99233,773,6662,141,3513,248,64729,165,7951,166,068670,261 |
||
108,812,385 |
||||
300,3456,782,2701,681,029193,473,161581,46819,090,78516,052,1664,484,752 |
||||
242,445,976 |
||||
$351,258,361 |
(Continued)
~2~
INNOLUX CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS MARCH 31, 2017, DECEMBER 31, 2016 AND MARCH 31, 2016
(Expressed in thousands of New Taiwan dollars)
(The consolidated balance sheets as of March 31, 2017 and 2016 are reviewed, not audited)
| Liabilities and Equity | Notes | March31,2017 | December31,2016 | March31,2016 | ||||
|---|---|---|---|---|---|---|---|---|
| Current Liabilities | ||||||||
| 2100 | Short-term borrowings | 6(11) | $ |
- $ |
11,583,750 |
$ |
2,891,950 |
|
| 2120 | Financial liabilities at fair | 6(2) | ||||||
| value through profit or | ||||||||
| loss - current | 16,826 |
1,190,148 |
174,156 |
|||||
| 2170 | Accounts payable | 47,048,678 |
51,875,305 |
44,577,527 |
||||
| 2180 | Accounts payable - related | 7 | ||||||
| parties | 6,672,701 |
5,120,235 |
2,516,705 |
|||||
| 2200 | Other payables | 6(12) and 7 | 24,521,468 |
22,916,097 |
19,903,069 |
|||
| 2230 | Current income tax | |||||||
| liabilities | 1,793,072 |
1,912,797 |
1,602,673 |
|||||
| 2250 | Provisions - current | 6(16) and 9 | 4,723,757 |
3,765,234 |
2,760,326 |
|||
| 2320 | Long-term liabilities, | 6(13) | ||||||
| current portion | 35,497,818 |
16,381,686 |
16,359,325 |
|||||
| 2399 | Other current liabilities | 1,493,933 |
1,420,652 |
1,101,950 |
||||
| 21XX | Total current liabilities | 121,768,253 |
116,165,904 |
91,887,681 |
||||
| Non-current liabilities | ||||||||
| 2540 | Long-term borrowings | 6(13) | 834,522 |
28,128,467 |
35,445,204 |
|||
| 2570 | Deferred income tax | |||||||
| liabilities | 891,603 |
672,971 |
536,241 |
|||||
| 2600 | Other non-current | 6(14) | ||||||
| liabilities | 524,261 |
505,843 |
578,943 |
|||||
| 25XX | Total non-current | |||||||
| liabilities | 2,250,386 |
29,307,281 |
36,560,388 |
|||||
| 2XXX | Total liabilities | 124,018,639 |
145,473,185 |
128,448,069 |
||||
| Equity attributable to | ||||||||
| owners of the parent | ||||||||
| 3110 | Share capital - common | 6(17) | ||||||
| stock | 99,520,784 |
99,521,488 |
99,526,816 |
|||||
| 3200 | Capital surplus | 6(18) | 99,648,514 |
99,647,810 |
99,645,204 |
|||
| Retained earnings | 6(19) | |||||||
| 3310 | Legal reserve | 3,758,507 |
3,758,507 |
2,676,947 |
||||
| 3350 | Unappropriated retained | |||||||
| earnings | 38,355,481 |
26,497,362 |
19,079,995 |
|||||
| 3400 | Other equity interest | 6(20) | ( |
5,736,320 )( |
3,418,804) |
1,881,330 |
||
| 31XX | Equity attributable to | |||||||
| owners of the parent | 235,546,966 |
226,006,363 |
222,810,292 |
|||||
| 3XXX | Total equity | 235,546,966 |
226,006,363 |
222,810,292 |
||||
| 3X2X | Total liabilities and | |||||||
| equity | $ |
359,565,605 $ |
371,479,548 |
$ |
351,258,361 |
The accompanying notes are an integral part of these consolidated financial statements.
~3~
INNOLUX CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2017 AND 2016
(Expressed in thousands of New Taiwan dollars, except for earnings (loss) per share)
(Reviewed, not audited)
| Items | Notes 2017 2016 7 $86,025,771$56,417,1206(6)(24) and 7 (65,680,750) (60,454,580)20,345,021(4,037,460)6(24) (472,420) (577,026)(1,592,845) (1,528,832)(3,647,720) (2,258,969)(5,712,985) (4,364,827)14,632,036(8,402,287)6(21) 447,2731,102,7586(22) 390,889(1,013,662)6(23) (114,080) (306,759)6(7) (1,929)86,370722,153(131,293)15,354,189(8,533,580)6(26) (3,496,070) (47,928)$11,858,119($8,581,508)6(20) ($3,925,710) ($832,733)1,681,080(37,760)(3,258) (15,927)6(26) (69,628)3,426(2,317,516) (882,994)($2,317,516) ($882,994)$9,540,603($9,464,502)$11,858,119($8,581,508)$9,540,603($9,464,502)6(27) $1.19($0.86)$1.18($0.86) |
|---|---|
| 4000 Sales revenue 5000 Operating costs 5900 Net operating margin Operating expenses 6100 Selling expenses 6200 General and administrative expenses 6300 Research and development expenses 6000 Total operating expenses 6900 Operating profit (loss) Non-operating income and expenses 7010 Other income 7020 Other gains and losses 7050 Finance costs 7060 Share of profit/(loss) of associates and joint ventures accounted for under equity method 7000 Total non-operating income and expenses 7900 Profit (loss) before income tax 7950 Income tax expense 8200 Profit (loss) for the period Other comprehensive (loss) income (net) Components of other comprehensive (loss) income that will be reclassified to profit or loss 8361 Financial statements translation differences of foreign operations 8362 Unrealized gain (loss) on valuation of available-for-sale financial assets 8370 Share of other comprehensive loss of associates and joint ventures accounted for under equity method 8399 Income tax relating to the components of other comprehensive income 8360 Components of other comprehensive loss that will be reclassified to profit or loss 8300 Other comprehensive loss for the period, net of tax 8500 Total comprehensive income (loss) for the period Profit (loss) attributable to: 8610 Owners of the parent Other comprehensive income (loss) attributable to: 8710 Owners of the parent Earnings (loss) per share (in dollars) 9750 Basic earnings (loss) per share 9850 Diluted earnings (loss) per share |
The accompanying notes are an integral part of these consolidated financial statements.
~4~
INNOLUX CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2017 AND 2016 (Expressed in thousands of New Taiwan dollars) (Reviewed, not audited)
| 2016 Balance at January 1 Cancellation of restricted stock to employees Changes in restricted stock to employees Compensation related to share-based payment Loss for the period Other comprehensive loss for the period Balance at March 31 2017 Balance at January 1 Cancellation of restricted stock to employee Profit for the period Other comprehensive loss for the period Balance at March 31 |
Notes | Equityattributable to owners of theparent | Equityattributable to owners of theparent | Equityattributable to owners of theparent | Equityattributable to owners of theparent | Equityattributable to owners of theparent | Equityattributable to owners of theparent | Equityattributable to owners of theparent | Total | |||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Common stock |
Capital surplus |
Retained Earnings | Other EquityInterest | |||||||||
| Legal reserve | Unappropriated earnings |
Financial statements translation differences of foreign operations |
Unrealized gain on available-for- sale financial assets |
Employee unearned compensation |
||||||||
| 6(15) 6(20) 6(20) |
$ 99,532,372(5,556)----$ 99,526,816$ 99,521,488(704)--$ 99,520,784 |
$ 99,643,5645,556(3,916) ---$ 99,645,204$ 99,647,810704--$ 99,648,514 |
$ 2,676,947-----$ 2,676,947$ 3,758,507---$ 3,758,507 |
$ 27,661,503---(8,581,508)-$ 19,079,995$ 26,497,362-11,858,119-$ 38,355,481 |
$ 1,695,294----(848,660 ) $ 846,634($ 4,040,408 ) --( 3,928,968 ) ($ 7,969,376 ) |
( |
$ 1,074,445----34,334)$ 1,040,111$ 621,604--1,611,452$ 2,233,056 |
($19,402)-3,97710,010--($5,415)$----$- |
$ 232,264,723-6110,010(8,581,508 )(882,994 )$ 222,810,292$ 226,006,363-11,858,119(2,317,516 )$ 235,546,966 |
The accompanying notes are an integral part of these consolidated financial statements.
~5~
INNOLUX CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2017 AND 2016
(Expressed in thousands of New Taiwan dollars)
(Reviewed, not audited)
| CASH FLOWS FROM OPERATING ACTIVITIES Profit (loss) before tax for the year Adjustments Adjustments to reconcile profit (loss) Depreciation and amortization Compensation related to share-based payment Share of gain (loss) of associates and joint ventures accounted for under equity method (Gain) loss on disposal of investments Loss on disposal of property, plant and equipment Impairment loss Interest expense Interest income Unrealized foreign exchange gain Changes in operating assets and liabilities Changes in operating assets Financial assets /liabilities at fair value through profit or loss Accounts receivable Accounts receivable - related parties Other receivables Inventories Prepayments Other current assets Changes in operating liabilities Accounts payable Accounts payable - related parties Other payables Provisions - current Other current liabilities Other non-current liabilities Cash inflow (outflow) generated from operations Cash paid for income tax Net cash flows from (used in) operating activities |
Notes 2017 2016 $15,354,189 ($8,533,580 )6(24) 8,476,46411,448,0196(24) -10,0106(7) 1,929 ( 86,370 )6(22) ( 1,004,517 ) 71,0306(22) 50,4942,6786(22) 120,000-6(23) 114,080305,9436(21) ( 68,991 ) ( 93,023 )( 4,725 ) ( 35,244 )( 1,353,734 ) ( 381,748 )8,338,31014,416,125( 2,602,605 ) 491,502375,793 ( 43,367 )( 1,476,330 ) 176,154262,615 ( 58,199 )( 31,908 ) ( 8,270 )( 4,826,627 ) ( 12,492,424 )1,552,466 ( 843,228 )3,081,513 ( 3,794,355 )958,523 ( 2,791,433 )73,281 ( 29,379 )18,41816,85527,408,638 ( 2,252,304 )( 240,306 ) ( 402,749 )27,168,332 ( 2,655,053 ) |
|---|---|
(Continued)
~6~
INNOLUX CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2017 AND 2016
(Expressed in thousands of New Taiwan dollars)
(Reviewed, not audited)
| CASH FLOWS FROM INVESTING ACTIVITIES Proceeds from disposal of available-for-sale financial assets Decrease in other financial assets Acquisition of property, plant and equipment Proceeds from disposal of property, plant and equipment Acquisition of intangible assets Increase in other non-current assets Interest received Net cash flows used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES (Decrease) increase in short-term borrowings Payment of long-term borrowings Repurchase from issuance of restricted stock to employees Interest paid Net cash flows used in financing activities Effect of changes in foreign currency exchange Net increase (decrease) in cash and cash equivalents Cash and cash equivalents at beginning of period Cash and cash equivalents at end of period |
Notes 2017 2016 $1,093,780 $221,4793451,520,4726(28) ( 5,804,379 ) ( 7,459,407 )205,9521,877( 213,127 ) ( 4,197 )( 14 ) ( 12,651 )73,579105,922( 4,643,864 ) ( 5,626,505 )( 11,579,025 ) 2,927,194( 8,220,000 ) ( 8,220,000 )- ( 884 )( 86,171 ) ( 281,217 )( 19,885,196 ) ( 5,574,907 )( 2,142,629 ) ( 411,720 )496,643 ( 14,268,185 )35,384,83952,522,790$35,881,482 $38,254,605 |
|---|---|
The accompanying notes are an integral part of these consolidated financial statements.
~7~
INNOLUX CORPORATION AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2017 AND 2016
(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)
(Reviewed, not audited)
1. HISTORY AND ORGANISATION
-
(1) Innolux Corporation (the “Company”) was organised on January 14, 2003 under the Act for Establishment and Administration of Science Parks in Republic of China (R.O.C.). The Company was listed on the Taiwan Stock Exchange Corporation (the “TSEC”) in October 2006. The Company merged with TPO Displays Corporation and Chi Mei Optoelectronics Corporation on March 18, 2010, with the Company as the surviving entity.
-
(2) The Company and its subsidiaries (the “Group”) engage in the research, development, design, manufacture and sales of TFT-LCD panels, modules and monitors of LCD, color filter, and low temperature poly-silicon TFT-LCD.
2. THE DATE OF AUTHORISATION FOR ISSUANCE OF THE CONSOLIDATED FINANCIAL
STATEMENTS AND PROCEDURES FOR AUTHORISATION
These consolidated financial statements were authorised for issuance by the Board of Directors on May 10, 2017.
3. APPLICATION OF NEW STANDARDS, AMENDMENTS AND INTERPRETATIONS
- (1) Effect of the adoption of new issuances of or amendments to International Financial Reporting Standards (“IFRS”) as endorsed by the Financial Supervisory Commission (“FSC”)
New standards, interpretations and amendments as endorsed by FSC effective from 2017 are as follows:
| New Standards,Interpretations and Amendments | Effective date by International Accounting Standards Board |
|---|---|
| Investment entities: applying the consolidation exception (amendments to IFRS 10, IFRS 12 and IAS 28) Accounting for acquisition of interests in joint operations (amendments to IFRS 11) IFRS 14, ‘Regulatory deferral accounts’ Disclosure initiative (amendments to IAS 1) Clarification of acceptable methods of depreciation and amortisation (amendments to IAS 16 and IAS 38) Agriculture: bearer plants (amendments to IAS 16 and IAS 41) Defined benefit plans: employee contributions (amendments to IAS 19R) Equity method in separate financial statements (amendments to IAS 27) Recoverable amount disclosures for non-financial assets (amendments to IAS 36) Novation of derivatives and continuation of hedge accounting (amendments to IAS 39) |
January 1, 2016 January 1, 2016 January 1, 2016 January 1, 2016 January 1, 2016 January 1, 2016 July 1, 2014 January 1, 2016 January 1, 2014 January 1, 2014 |
~8~
| New Standards,Interpretations andAmendments | Effective date by International Accounting StandardsBoard |
|---|---|
| IFRIC 21, ‘Levies’ Improvements to IFRSs 2010-2012 Improvements to IFRSs 2011-2013 Improvements to IFRSs 2012-2014 |
January 1, 2014 July 1, 2014 July 1, 2014 January 1, 2016 |
Except for the following, the above standards and interpretations have no significant impact to the Group’s financial condition and operating results based on the Group’s assessment.
- ‘ ’ Annual improvements to IFRSs 2010-2012 cycle IFRS 8, Operating segments
The standard is amended to require disclosure of judgments made by management in aggregating operating segments. This amendment also clarifies that a reconciliation of the total of the reportable segments’ assets to the entity’s assets is required only when segment asset is provided to chief operating decision maker regularly.
(2) Effect of new issuances of or amendments to IFRSs as endorsed by the FSC but not yet adopted by
the Group
None.
(3) IFRSs issued by IASB but not yet endorsed by the FSC
New standards, interpretations and amendments issued by IASB but not yet included in the IFRSs as endorsed by the FSC effective from 2017 are as follows:
| endorsed by the FSC effective from 2017 are as follows: | |
|---|---|
| New Standards,Interpretations and Amendments | Effective date by International Accounting Standards Board |
| Classification and measurement of share-based payment transactions (amendments to IFRS 2) Applying IFRS 9, ‘Financial instruments’ with IFRS 4, ‘Insurance contracts’ (amendments to IFRS 4) IFRS 9, ‘Financial instruments’ Sale or contribution of assets between an investor and its associate or joint venture (amendments to IFRS 10 and IAS 28) IFRS 15, ‘Revenue from contracts with customers’ Clarifications to IFRS 15, ‘Revenue from contracts with customers’ (amendments to IFRS 15) IFRS 16, ‘Leases’ Disclosure initiative (amendments to IAS 7) Recognition of deferred tax assets for unrealised losses (amendments to IAS 12) Transfers of investment property (amendments to IAS 40) IFRIC 22, ‘Foreign currency transactions and advance consideration’ |
January 1, 2018 January 1, 2018 January 1, 2018 To be determined by International Accounting Standards Board January 1, 2018 January 1, 2018 January 1, 2019 January 1, 2017 January 1, 2017 January 1, 2018 January 1, 2018 |
~9~
| New Standards,Interpretations andAmendments | Effective date by International Accounting StandardsBoard |
|---|---|
| Annual improvements to IFRSs 2014-2016 cycle - Amendments to IFRS 1, ‘First-time adoption of International Financial Reporting Standards’ Annual improvements to IFRSs 2014-2016 cycle - Amendments to IFRS 12, ‘Disclosure of interests in other entities’ Annual improvements to IFRSs 2014-2016 cycle - Amendments to IAS 28, ‘Investments in associates and joint ventures’ |
January 1, 2018 January 1, 2017 January 1, 2018 |
Except for the following, the above standards and interpretations have no significant impact to the Group’s financial condition and operating results based on the Group’s assessment.
-
A. IFRS 9, ‘Financial instruments’
-
(a) Classification of debt instruments is driven by the entity’s business model and the contractual cash flow characteristics of the financial assets, which would be classified as financial asset at fair value through profit or loss, financial asset at fair value through other comprehensive income or financial asset measured at amortised cost. Equity instruments would be classified as financial asset at fair value through profit or loss, unless an entity makes an irrevocable election at inception to recognize the equity instrument not held for trading at fair value in other comprehensive income.
-
(b) The impairment losses of debt instruments are assessed using an ‘expected credit loss’ approach. An entity assesses at each balance sheet date whether there has been a significant increase in credit risk on that instrument since initial recognition to recognise 12-month expected credit losses (‘ECL’) or lifetime ECL (interest revenue would be calculated on the gross carrying amount of the asset before impairment losses occurred); or if the instrument that has objective evidence of impairment, interest revenue after the impairment would be calculated on the book value of net carrying amount (i.e. net of credit allowance).
The Company shall always measure the loss allowance at an amount equal to lifetime expected credit losses for trade receivables that do not contain a significant financing component. -
(c) The amended general hedge accounting makes the accounting practices consistent with an entity’s risk management strategy. The components and the grouping of non-financial items can be loosened as hedged items. The 80~125% threshold of highly efficient hedge is removed, and that the hedge items and the hedged percentages of the hedge instruments that can be rebalance under the unchanged business objectives of risk management is increased.
-
B. IFRS 15, ‘Revenue from contracts with customers’
-
IFRS 15, ‘Revenue from contracts with customers’ replaces IAS 11, ‘Construction Contracts’, IAS 18, ‘Revenue’, and relevant interpretations and SICs. According to IFRS 15, revenue is recognized when a customer obtains control of goods or services. A customer obtains control of goods or services when a customer has the ability to direct the use of, and obtain substantially all of the remaining benefits from, the asset.
~10~
The core principle of IFRS 15 is that an entity recognises revenue to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. An entity recognises revenue in accordance with that core principle by applying the following steps:
- Step 1: Identify contracts with customer
Step 2: Identify performance obligations in the contract(s)
Step 3: Determine the transaction price
Step 4: Allocate the transaction price to the performance obligations in the contract(s) Step 5: Recognise revenue when the performance obligation is satisfied.
Further, IFRS 15 includes a set of comprehensive disclosure requirements that requires an entity to disclose sufficient information to enable users of financial statements to understand the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers.
-
C. Amendments to IFRS 15, ‘Clarifications to IFRS 15 Revenue from Contracts with Customers’ The amendments clarify how to identify a performance obligation (the promise to transfer goods or services to a customer) in a contract; determine whether a company is a principal (the provider of goods or services) or an agent (responsible for arranging for the goods or services to be provided); and determine whether the revenue from granting a license should be recognised at a point in time or a period of time. In addition to the clarifications, the amendments include two additional reliefs to reduce cost and complexity for a company when it first applies the new Standard.
-
D. Amendments to IAS 7, ‘Disclosure initiative’
-
This amendment requires that an entity shall provide more disclosures related to changes in liabilities arising from financing activities, including both changes arising from cash flows and non-cash changes.
-
E. IFRS 16, ‘Leases’
-
IFRS 16, ‘Leases’, replaces IAS 17, ‘Leases’ and related interpretations and SICs. The standard requires lessees to recognise a ‘right-of-use asset’ and a lease liability (except for those leases with terms of less than 12 months and leases of low-value assets). Lessor accounting still uses the dual classification approach: operating leases and finance leases, and only increases the related disclosures.
4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The principal accounting policies applied in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied to all the periods presented, unless otherwise stated.
(1) Compliance statement
-
A. The consolidated financial statements of the Group have been prepared in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers” and the International Accounting Standard 34, “Interim financial reporting” as endorsed by the FSC.
-
B. These financial statements should be read with the consolidated financial statements for the year ended December 31, 2016.
~11~
(2) Basis of preparation
-
A. Except for the following items, these consolidated financial statements have been prepared under the historical cost convention:
-
(a) Financial assets and financial liabilities (including derivative instruments) at fair value through profit or loss.
-
(b) Available-for-sale financial assets measured at fair value.
-
(c) Defined benefit liabilities recognized based on the net amount of pension fund assets less present value of defined benefit obligations.
-
B. The preparation of financial statements in conformity with International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the FSC (collectively referred herein as the “IFRSs”) requires the use of certain critical accounting estimates. It also requires management to exercise its judgment in the process of applying the Group’s accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in Note 5.
(3) Basis of consolidation
-
A. Basis for preparation of consolidated financial statements
-
The basis applied in these consolidated financial statements is consistent with that applied in the consolidated financial statements for the year ended December 31, 2016.
-
B. Subsidiaries included in the consolidated financial statements:
| Main business Name of investor Name of subsidiary activities Innolux Corporation Bright Information Holding Ltd. Investment holdings Golden Achiever International Ltd. Investment holdings Innolux Holding Limited Investment holdings Keyway Investment Management Limited Investment holdings Landmark International Ltd. Investment holdings Toppoly Optoelectronics (B.V.I.) Ltd. Investment holdings Innolux Hong Kong Holding Limited Investment holdings Leadtek Global Group Limited Distribution company Yuan Chi Investment Co., Ltd. Investment company |
March December March 31,2017 31,2016 31,2016 Description 100 100 100 - 100 100 100 - 100 100 100 - 100 100 100 - 100 100 100 - 100 100 100 - 100 100 100 - 100 100 100 - 100 100 100 - Ownership (%) |
|---|---|
~12~
| Main business Name of investor Name of subsidiary activities Innolux Corporation InnoJoy Investment Corporation Investment company Innolux Optoelectronics Europe B.V. Investment and distribution company Innolux Optoelectronics Japan Co., Ltd. Investment and distribution company Bright Information Holding Ltd. Kunpal Optoelectronics Ltd. Processing company Golden Achiever International Ltd. VAP Optoelectronics (Nanjing) Corp. Processing company Innolux Holding Limited Rockets Holding Ltd. Investment holdings Suns Holding Ltd. Investment holdings Lakers Trading Ltd. Distribution company Innolux Corporation Distribution company Ningbo Innolux Logistics Ltd. Warehousing company Foshan Innolux Logistics Ltd. Warehousing company Landmark International Ltd. Ningbo Innolux Optoelectronics Ltd. Processing company Ningbo Innolux Technology Ltd. Processing company Foshan Innolux Optoelectronics Ltd. Processing company Ningbo Innolux Display Ltd. Processing company Toppoly Optoelectronics (B.V.I.) Ltd. Toppoly Optoelectronics (Cayman) Ltd. Investment holdings Innolux Hong Kong Holding Limited Innolux Optoelectronics Hong Kong Holding Limited Investment holdings Innolux Hong Kong Limited Distribution company Innolux Technology Europe B.V. Investment and R&D company Innolux Technology Japan Co., Ltd. R&D company Innolux Technology USA Inc. Distribution company Innolux Optoelectronics Europe B.V. Innolux Optoelectronics Germany GmbH After sales service company Keyway Investment Management Limited |
March December March 31,2017 31,2016 31,2016 Description 100 100 100 - 100 100 100 100 100 100 - - - 100 (a) 100 100 100 - 100 100 100 - 100 100 100 - 100 100 100 - 100 100 100 - - 100 100 (e) 100 100 100 - 100 100 100 - - - 100 (d) 100 100 100 - 100 100 100 - 100 100 100 - 100 100 100 - 100 100 100 - 100 100 100 - 100 100 100 - 100 100 100 - 100 100 100 - Ownership (%) |
|---|---|
~13~
| Main business Name of investor Name of subsidiary activities Innolux Optoelectronics Japan Co., Ltd. Innolux Optoelectronics USA, Inc. Distribution company Rockets Holding Ltd. Best China Investments Ltd. Investment holdings Mega Chance Investments Ltd. Investment holdings Magic Sun Ltd. Investment holdings Stanford Developments Ltd. Investment holdings Nets Trading Ltd. Investment company Suns Holding Ltd. Warriors Technology Investments Ltd. Investment company Toppoly Optoelectronics Nanjing Innolux Technology Ltd. Distribution company (Cayman) Ltd. Nanjing Innolux Optoelectronics Ltd. Processing company Kunpal Optoelectronics Ltd. Processing company Innolux Optoelectronics Hong Kong Holding Limited Shanghai Innolux Optoelectronics Ltd. Processing company Innolux Technology Europe B.V. Innolux Technology Germany GmbH Testing and maintenance company Best China Investments Ltd. Asiaward Investment Ltd. Investment holdings Mega Chance Investments Ltd. Main Dynasty Investment Ltd. Investment holdings Magic Sun Ltd. Sun Dynasty Development Ltd. Investment holdings Stanford Developments Ltd. Innocom Technology (Shenzhen) Co., Ltd. Processing company Ningbo Innolux Display Ltd. Ningbo Innolux Electronics Ltd. Distribution company Ningbo Innolux Optoelectronics Ltd. Ningbo Innolux Flnet Electronics Ltd. Distribution company Foshan Innolux Optoelectronics Ltd. Foshan Innolux Flnet Electronics Ltd. Distribution company |
March December March 31,2017 31,2016 31,2016 Description 100 100 100 - 100 100 100 - 100 100 100 - 100 100 100 - 100 100 100 - 100 100 100 - 100 100 100 - 100 100 100 - 100 100 100 - 100 100 - (a) 100 100 100 - 100 100 100 - - 100 100 (e) - 100 100 (e) - 100 100 (e) 100 100 100 - 100 100 100 - 100 100 - (b) 100 100 - (c) Ownership (%) |
|---|---|
(a) Kunpal Optoelectronics Ltd. was previously a wholly-owned subsidiary of Bright Information Holding Ltd. However, after reorganization in July 2016, Kunpal Optoelectronics Ltd. became a wholly-owned subsidiary of Toppoly Optoelectronics (Cayman) Ltd.
~14~
- (b) Ningbo Innolux Flnet Electronics Ltd. was established in October 2016 and was included in the consolidated financial statements since the date of establishment.
- (c) Foshan Innolux Flnet Electronics Ltd. was established in October 2016 and was included in the consolidated financial statements since the date of establishment.
- (d) In October 2016, the Board of Directors of the Group resolved to merge Ningbo Innolux Technology Ltd., which was wholly owned by the Group, with Ningbo Innolux Display Ltd., and Ningbo Innolux Display Ltd. was the surviving company. The effective date was set on December 1, 2016, and was accounted as a reorganisation.
- (e) In the first quarter of 2017, the subsidiary had completed liquidation and dissolution.
-
C. Subsidiaries not included in the consolidated financial statements: None.
-
D. Adjustments for subsidiaries with different balance sheet dates: None.
-
E. The restrictions on fund remittance from subsidiaries to the parent company: None.
-
F. Subsidiaries that have non-controlling interests that are material to the Group: None.
-
(4) Derecognition of financial assets
The Group derecognizes a financial asset when one of the following conditions is met:
-
A. The contractual rights to receive cash flows from the financial asset expire.
-
B. The contractual rights to receive cash flows of the financial asset have been transferred and the Group has transferred substantially all risks and rewards of ownership of the financial asset.
-
C. The contractual rights to receive cash flows of the financial asset have been transferred and the Group has not retained control of the financial asset.
-
(5) Employee benefits
Except for the following additional accounting policies, the accounting policies on employee benefits are the same as those described in Note 4 of the 2016 consolidated financial statements. Pension cost for the interim period is calculated on a year-to-date basis by using the pension cost rate derived from the actuarial valuation at the end of the prior financial year, adjusted for significant market fluctuations since that time and for significant curtailments, settlements, or other significant one-off events. Also, the related information is disclosed accordingly.
(6) Income tax
Except for the following additional accounting policies, the accounting policies on income tax are the same as those described in Note 4 of the 2016 consolidated financial statements.
The interim period income tax expense is calculated according to pretax income times effective income tax rate, and the related information is disclosed accordingly.
- CRITICAL ACCOUNTING JUDGEMENTS, ESTIMATES AND KEY SOURCES OF ASSUMPTION UNCERTAINTY
For more information, please refer to Note 5 of the consolidated financial statements for the year ended December 31, 2016.
~15~
6. DETAILS OF SIGNIFICANT ACCOUNTS
(1) Cash and cash equivalents
| Cash and cash equivalents | |||
|---|---|---|---|
| Cash on hand, demand deposits and checking accounts Time deposits Cash equivalents - Repurchase bonds |
March31,20179,754,045$25,461,65735,215,702665,78035,881,482$ |
December31,20168,392,955$26,326,64934,719,604665,23535,384,839$ |
March31,2016 |
18,318,628$19,272,181 |
|||
37,590,809663,796 |
|||
38,254,605$ |
-
A. The Group associates with a variety of financial institutions all with high credit quality to disperse credit risk, so it expects that the probability of counterparty default is remote.
-
B. The above time deposits and bonds with repurchase agreement expire in 3 months and risks of changes in their values are remote. The remaining unpledged time deposits which did not meet the definition of cash equivalents were $4,755, $4,998 and $564,609 at March 31, 2017, December
-
31, 2016 and March 31, 2016, respectively, and were classfied as ‘other current assets’.
(2) Financial assets and liabilities at fair value through profit or loss
| Assets Current items Financial assets held for trading Forward foreign exchange contracts Non-current items Financial assets held for trading Stock-Advanced Optoelectronic Technology Inc. Valuation adjustment Liabilities Current items Financial liabilities held for trading Forward foreign exchange contracts |
March31,2017180,453$77,019$237,282314,301$16,826$ |
December31,201664,241$77,019$173,082250,101$1,190,148$ |
March31,2016 |
|---|---|---|---|
391,992$ |
|||
77,019$223,326 |
|||
300,345$ |
|||
174,156$ |
- A. The Group recognized net gain of $1,066,455 and $582,918 on the financial instruments for the three-month period ended March 31, 2017 and 2016, respectively.
~16~
B. The non-hedging derivative financial assets and liabilities transaction information are as follows:
| March31,2017 | March31,2017 | December31, | December31, | 2016 | ||||
|---|---|---|---|---|---|---|---|---|
| Contract | amount | Contract | amount | |||||
| Derivative financial | (Notional principal) | (Notional principal) | ||||||
| assets and liabilities | (in thousands) | Contractperiod | (in thousands) | Contractperiod | ||||
| Current items | ||||||||
| Forward foreign | USD (sell) | $ |
323,000 |
2017/01-2017/06 | USD (sell) | $ |
360,000 |
2016/10-2017/03 |
| exchange contracts | JPY (buy) | 36,384,485 |
2017/01-2017/06 | JPY (buy) | 39,597,920 |
2016/10-2017/03 | ||
| Forward foreign | EUR (sell) | 14,000 |
2017/02-2017/06 | TWD (sell) | 621,240 |
2016/09-2017/02 | ||
| exchange contracts | USD (buy) | 15,024 |
2017/02-2017/06 | USD (buy) | 20,000 |
2016/09-2017/02 | ||
| Forward foreign | EUR (sell) | 53,500 |
2016/12-2017/06 | EUR (sell) | 19,000 |
2016/10-2017/01 | ||
| exchange contracts | JPY (buy) | 6,496,560 |
2016/12-2017/06 | USD (buy) | 20,706 |
2016/10-2017/01 | ||
| Forward foreign | HKD (sell) | 325,642 |
2017/01-2017/04 | EUR (sell) | 55,000 |
2016/09-2017/04 | ||
| exchange contracts | EUR (buy) | 39,000 |
2017/01-2017/04 | JPY (buy) | 6,516,335 |
2016/09-2017/04 | ||
| Forward foreign | USD (sell) | 643,000 |
2017/01-2017/06 | EUR (sell) | 8,960 |
2016/12~2017/01 | ||
| exchange contracts | RMB (buy) | 4,446,211 |
2017/01-2017/06 | TWD (buy) | 302,364 |
2016/12~2017/01 | ||
| Forward foreign | USD (sell) | 30,000 |
2017/03-2017/04 | USD (sell) | 715,000 |
2016/09~2017/02 | ||
| exchange contracts | TWD (buy) | 915,000 |
2017/03-2017/04 | RMB (buy) | 4,948,754 |
2016/09~2017/02 | ||
| HKD (sell) | 330,712 |
2016/10~2017/01 | ||||||
| EUR (buy) | 39,000 |
2016/10~2017/01 | ||||||
| March 31,2016 | ||||||||
| Contract | amount | |||||||
| Derivative financial | (Notional principal) | |||||||
| assets and liabilities | (in thousands) | Contractperiod | ||||||
| Current items | ||||||||
| Forward foreign | TWD (sell) | $ |
8,840,375 |
2016/03-2016/06 | ||||
| exchange contracts | USD (buy) | 270,000 |
2016/03-2016/06 | |||||
| Forward foreign | USD (sell) | 332,000 |
2016/01-2016/06 | |||||
| exchange contracts | JPY (buy) | 37,975,785 |
2016/01-2016/06 | |||||
| Forward foreign | EUR (sell) | 49,000 |
2016/01-2016/08 | |||||
| exchange contracts | JPY (buy) | 6,181,220 |
2016/01-2016/08 | |||||
| Forward foreign | HKD (sell) | 330,564 |
2016/01-2016/04 | |||||
| exchange contracts | EUR (buy) | 39,000 |
2016/01-2016/04 | |||||
| Forward foreign | USD (sell) | 300,000 |
2016/02-2016/06 | |||||
| exchange contracts | RMB (buy) | 1,969,611 |
2016/02-2016/06 |
The Group entered into forward foreign exchange contracts to hedge exchange rate risk of import and export proceeds in foreign currency. However, these forward foreign exchange contracts are not accounted for under hedge accounting.
(3) Available-for-sale financial assets
| Available-for-sale financial assets | |||
|---|---|---|---|
| Items Non-current items Listed stocks Emerging and unlisted stocks |
March31,20176,703,477$570,1647,273,641$ |
December31,20165,295,578$545,3515,840,929$ |
March31,2016 |
6,047,231$735,039 |
|||
6,782,270$ |
A. The Group recognized net gain (loss) in other comprehensive income for fair value change and reclassified from equity to profit or loss for the three-month period ended March 31, 2017 and 2016. Please refer to Note 6(19).
~17~
-
B. The counterparties of the Group’s debt instrument investments have good credit quality.
-
C. For the three-month period ended March 31, 2017, the Company and its subsidiary assessed that investment value of certain investee companies was impaired and recognized impairment loss of $120,000 which was shown as ‘other gains and losses’.
(4) Accounts receivable
| Accounts receivable | ||||||||
|---|---|---|---|---|---|---|---|---|
| March31,2017 | December31,2016 | March31,2016 | ||||||
| Accounts receivable | $ |
45,530,389 |
$ |
53,798,678 |
$ |
34,657,856 |
||
| Less: Allowance for sales returns | ||||||||
| and discounts | ( |
903,569) |
( |
833,545) |
( |
765,685) |
||
| Allowance for bad debts | ( |
109,498) |
( |
109,501) |
( |
118,505) |
||
$ |
44,517,322 |
$ |
52,855,632 |
$ |
33,773,666 |
-
A. The Group’s accounts receivable that were neither past due nor impaired meet the credit ranking rule based on the counterparties’ industrial characteristics, scale of business and profitability.
-
B. The aging analysis of accounts receivable and notes receivable that were past due but not impaired is as follows:
| is as follows: | |||
|---|---|---|---|
| Up to 60 days 61 to 180 days Over 181 days |
March31,2017445,312$31,32655476,693$ |
December31,2016391,369$8,364-399,733$ |
March31,2016 |
$ 402,79795,0724,371502,240$ |
-
C. Movement analysis of accounts receivable and notes receivable that were impaired is as follows:
-
(a) As of March 31, 2017, December 31, 2016 and March 31, 2016, the Group’s accounts receivable that were impaired were $109,498, $109,501 and $118,505, respectively.
-
(b) Movement on allowance for bad debts for impairment loss on individual provision is as follows:
| At January 1 Net exchange difference (At March 31 |
2017109,501$3)(109,498$ |
2016118,516$11)118,505$ |
|---|---|---|
(5) Transfer of financial assets
The Company entered into a factoring agreement with financial institutions to sell its accounts receivable. Under the agreement, the Company is not obligated to bear the default risk of the transferred accounts receivable and this is without right of recourse. However, the Company is liable for the losses incurred on any business dispute.
The Company does not provide collateral, and has no continuous involvement in the transferred accounts receivable. As a result, the Company derecognized the transferred accounts receivable. As of March 31, 2017, all the accounts receivable sold were collected and the Company entered into factoring agreements with CTBC Bank and Taipei Fubon Commercial Bank in the amount of $18,804,600 and $6,066,000, respectively.
~18~
As of March 31, 2016, the related information on accounts receivable that were transferred but not expired is as follows. Partial amounts that were not advanced were recorded in other receivables:
March 31, 2016
| March31,2016 | ||||
|---|---|---|---|---|
| Purchaser of accounts receivable CTBC Bank Taipei Fubon Commercial Bank |
Accounts receivable transferred that hasnot expired 725,231$358,5771,083,808$ |
Amount derecognised 725,231$358,5771,083,808$ |
Facilities20,920,250$6,437,00027,357,250$ |
Amount advanced |
652,708$322,719 |
||||
975,427$ |
(6) Inventories
| Inventories | |||
|---|---|---|---|
| Raw materials and supplies Work in process Finished goods |
March31,20173,734,869$14,067,6657,075,52424,878,058$ |
December31,20163,352,916$12,345,9647,702,84823,401,728$ |
March31,2016 |
3,771,734$15,558,7729,835,28929,165,795$ |
-
A. For the three-month period ended March 31, 2017 and 2016, the Company and subsidiaries recognized cost of goods sold for inventories that have been sold at $65,655,406 and $60,313,282, and recognized net inventory loss at $25,344 and $141,298 due to write down of cost of scrap inventories to net realizable value, respectively.
-
B. Due to the earthquake which occurred in Kaohsiung, Taiwan on February 6, 2016, certain inventories were destroyed. Please refer to Note 10 for details.
(7) Investments accounted for under the equity method
| Ampower Holding Ltd. FI Medical Device Manufacturing Co., Ltd. TOA Optronics Corporation Others |
March31,2017870,941$496,64539,831104,8141,512,231$ |
December31,2016870,941$451,94389,366105,1681,517,418$ |
March31,2016 |
|---|---|---|---|
869,210$449,970263,54398,3061,681,029$ |
The operating results of the Group’s share in all individually immaterial associates are summarized below:
For the three-month period ended March 31,
| 2017 (Loss) profit for the period from continuing operations 1,929)($Other comprehensive loss - net of tax 3,258)((Total comprehensive (loss) income 5,187)($ |
2016 |
|---|---|
86,370$15,927)70,443$ |
~19~
(8) Property, plant and equipment
2017
| 2017 | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Transfer, net | ||||||||||||
| exchange | ||||||||||||
| differences | ||||||||||||
| AtJanuary1 | Additions | Disposals | and others | At March31 | ||||||||
| Cost: | ||||||||||||
| Land | 3,852,792$ |
$ |
- |
$ |
- |
$ |
- |
$ |
3,852,792 |
|||
| Buildings | 193,290,765 |
6,246 |
( |
81,662) |
( |
925,112) |
192,290,237 |
|||||
| Machinery and equipment | 438,234,703 |
4,895 |
( |
1,469,716) |
( |
181,823) |
436,588,059 |
|||||
| Other equipment | 36,511,450 |
3,734 |
( |
163,060) |
446,040 |
36,798,164 |
||||||
671,889,710 |
14,875 |
( |
1,714,438) |
( |
660,895) |
669,529,252 |
||||||
| Accumulated depreciation | ||||||||||||
| and impairment: | ||||||||||||
| Buildings | ( |
105,693,860) |
( |
2,473,972) |
40,348 |
631,568 |
( |
107,495,916) |
||||
| Machinery and equipment | ( |
371,358,748) |
( |
4,644,424) |
1,354,794 |
1,857,652 |
( |
372,790,726) |
||||
| Other equipment | ( |
29,890,362) |
( |
1,030,403) |
159,689 |
232,678 |
( |
30,528,398) |
||||
( |
506,942,970) |
( |
8,148,799) |
1,554,831 |
2,721,898 |
( |
510,815,040) |
|||||
| Unfinished construction and | ||||||||||||
| equipment under acceptance | 36,414,118 |
4,327,640 |
( |
105,943) |
( |
3,274,035) |
37,361,780 |
|||||
$ |
201,360,858 |
$ |
196,075,992 |
|||||||||
| 2016 | ||||||||||||
| Transfer, net | ||||||||||||
| exchange | ||||||||||||
| differences | ||||||||||||
| AtJanuary1 | Additions | Disposals | and others | At March31 | ||||||||
| Cost: | ||||||||||||
| Land | 3,852,792$ |
$ |
- |
$ |
- |
$ |
- |
$ |
3,852,792 |
|||
| Buildings | 185,696,326 |
35,045 |
( |
780,304) |
187,467 |
185,138,534 |
||||||
| Machinery and equipment | 432,460,229 |
85,876 |
( |
1,208,190) |
2,549,859 |
433,887,774 |
||||||
| Other equipment | 33,632,482 |
9,698 |
( |
59,232) |
575,095 |
34,158,043 |
||||||
655,641,829 |
130,619 |
( |
2,047,726) |
3,312,421 |
657,037,143 |
|||||||
| Accumulated depreciation | ||||||||||||
| and impairment: | ||||||||||||
| Buildings | ( |
95,892,428) |
( |
3,026,348) |
409,015 |
138,301 |
( |
98,371,460) |
||||
| Machinery and equipment | ( |
352,326,878) |
( |
7,077,096) |
1,195,000 |
( |
301,750) |
( |
358,510,724) |
|||
| Other equipment | ( |
26,880,493) |
( |
1,038,082) |
58,039 |
55,954 |
( |
27,804,582) |
||||
( |
475,099,799) |
( |
11,141,526) |
1,662,054 |
( |
107,495) |
( |
484,686,766) |
||||
| Unfinished construction and | ||||||||||||
| equipment under acceptance | 18,940,710 |
6,169,189 |
( |
2,169) |
( |
3,984,946) |
21,122,784 |
|||||
$ |
199,482,740 |
$ |
193,473,161 |
A. Amount of borrowing costs capitalized as part of property, plant and equipment and the range of the interest rates for such capitalization are as follows:
| the interest rates for such capitalization are as follows: | |
|---|---|
| Capitalised amount Range of the interest rates for capitalisation |
For the three-month period ended March31,2017 |
150,948$2.15%~2.40% |
~20~
-
B. Information about the property, plant and equipment that were pledged to others as collateral is provided in Note 8.
-
C As of March 31, 2017, December 31, 2016, and March 31, 2016, the prepayments for business facilities which have not yet entered the factory (shown as ‘other non-current assets’) amounted to $414,291, $896,996 and $3,442,181, respectively.
-
D. Due to the earthquake in Kaohsiung, Taiwan on February 6, 2016, a portion of property, plant and equipment were damaged. Please refer to Note 10 for details.
(9) Investment property
| Investment property | ||||
|---|---|---|---|---|
| Cost: Land Buildings Accumulated depreciation and impairment: Buildings (Cost: Land Buildings Accumulated depreciation and impairment: Buildings ( |
2017 | AtMarch31188,247$439,228627,47556,732)570,743$AtMarch31 188,247$439,228627,47546,007)581,468$ |
||
At January1188,247$439,228627,47554,050)(573,425$( |
Additions Transfers -$-$----2,682)-(2,682)$-$2016 |
|||
At January1188,247$564,109752,35671,853)(680,503$( |
Additions-$-(-(3,089)3,089)$( |
Disposals-$124,881)124,881)28,935(95,946)$ |
The fair value of the investment property held by the Group as at March 31, 2017, December 31, 2016, and March 31, 2016 was $1,109,891, $1,109,891 and $1,077,466, respectively. The amounts mentioned above represent valuation results of comparative method based on market trading information categorized within Level 3 in the fair value hierarchy.
~21~
(10) Intangible assets
A. Intangible assets are goodwill, payments for TFT-LCD related technology and royalty.
2017
| 2017 | |||
|---|---|---|---|
| AtJanuary1 Additions Cost: Patents and royalty 8,154,685$-$Goodwill 17,096,628-Others 4,417,732213,127(29,669,045213,127(Accumulated amortization and impairment: Patents and royalty 7,528,072)(204,866)(Others 3,694,652)(120,117)(11,222,724)(324,983)(18,446,321$111,856)($AtJanuary1 Additions Cost: Patents and royalty 8,152,685$-$Goodwill 17,096,628-Others 4,215,5004,197(29,464,8134,197(Accumulated amortization and impairment: Patents and royalty 6,668,709)(220,593)(Others 3,453,248)(82,811)(10,121,957)(303,404)(19,342,856$299,207)($ |
Disposals-$-46,479)(46,479)(-46,47946,479-$(2016 |
Transfer, net exchange differences and others At March31 -$8,154,685$-17,096,62821,287)4,563,09321,287)29,814,406-7,732,938)(13,3993,754,891)(13,39911,487,829)(7,888)$18,326,577$ |
At March31 |
Disposals-$-39,407)39,407)-39,40739,407-$ |
Transfer, net exchange differences and others At March31 -$8,152,685$-17,096,62844,7664,225,05644,76629,474,369-6,889,302)(2,3703,494,282)(2,37010,383,584)(47,136$19,090,785$ |
At March31 |
- B. Details of amortization on intangible assets are as follows:
For the three-month period ended March 31,
| Operating costs Operating expenses |
2017286,147$38,836324,983$ |
2016 |
|---|---|---|
252,986$50,418 |
||
303,404$ |
- C. The Company performed impairment analysis for recoverable amount of the goodwill at each reporting date and used the value in use as the basis for calculation of the recoverable amount. The value in use was calculated based on the estimated present value of future cash flows for five years. Based on the periodic evaluation, the Company did not recognize impairment loss on goodwill.
~22~
(11) Short-term borrowings
| Short-term borrowings | |||
|---|---|---|---|
| Type ofborrowings Bank loans Credit loans Range of interest rates |
December31,201611,583,750$0.83%~1.59% |
March31,20162,891,950$0.83%~1.23% |
Collateral |
| None |
As of March 31, 2017, the Group has no short-term borrowings.
| (12) (13) |
Other payables Long-term borrowings March31,2017 December31,2016 March31,2016 Wages and salaries payable and bonus 8,537,296$6,566,523$4,974,382$Payable on machinery and equipment 1,877,9003,339,7642,814,553Utilities expense payable 1,132,3261,064,2751,102,740Repairs and maintenance expense payable 2,070,2341,974,0591,617,761Other payables 10,903,7129,971,4769,393,63324,521,468$22,916,097$19,903,069$Type of loans Period March31,2017 December31,2016 March31,2016 Syndicated bank loans 2015/3/12 ~2021/12/6 36,620,000$44,840,000$52,060,000$Less: Administrative expenses charged by syndicated banks 287,660)(329,847)(255,471)(Current portion (includes administrative expenses) 35,497,818)(16,381,686)(16,359,325)(834,522$28,128,467$35,445,204$Range of interest rates 1.85%~2.06%1.77%~2.06%1.83%~2.19% |
|---|---|
A. Please refer to Note 8 for the information on assets pledged as collateral for long-term borrowings. B. The syndicated loan agreements specified that the Company shall meet covenants on current ratio, liability ratio, interest coverage, and tangible net equity, based on the Company’s annual consolidated financial statements audited by independent auditors. The Company’s financial ratios on the consolidated financial statements for the year ended December 31, 2016 are in compliance with the covenants on the syndicated loan agreement.
~23~
(14) Pensions
-
A. Defined benefit pension plan
-
(a) The Company and its domestic subsidiaries have a defined benefit pension plan in accordance with the Labor Standards Law, covering all regular employees’ service years prior to the enforcement of the Labor Pension Act on July 1, 2005, and service years thereafter of employees who choose to continue to be subject to the pension mechanism under the Law.
-
(b) The Company suspended its contributions to the pension reserve as agreed by the Science Park Administration in June 2013.
-
-
B. Defined contribution pension plan
-
(a) Effective July 1, 2005, the Company and its domestic subsidiaries have established a defined contribution pension plan (the “New Plan”) under the Labor Pension Act (the “Act”), covering all regular employees with R.O.C. nationality.
-
(b) The subsidiaries in Mainland China have defined contribution plans. Monthly contributions to an independent fund administered by the government in accordance with the pension regulations in the People’s Republic of China (PRC) are based on certain percentages of employees’ monthly salaries and wages.
-
(c) The pension costs under the defined contribution pension plans of the Group for the threemonth period ended March 31, 2017 and 2016 were $474,054 and $515,429, respectively.
-
-
(15) Share-based payment
-
A. The information on the Company’s share-based payment compensation plan negotiated with employees is provided in Note 6(15) of the consolidated financial statements for the year ended December 31, 2016.
-
B. The details of the employee stock option plan for the three-month period ended March 31, 2016 is as follows:
| is as follows: | |||||
|---|---|---|---|---|---|
| Weighted Weighted average Range of average Quantity (in exercise exercise remaining thousand price price vesting StockOptions units) (indollars) (indollars) period Outstanding options at the beginning of the period 50,00022.85$Options exercised --Options expired --Outstanding options at the end of the period 50,00021.8721.87$0.14 years Exercisable options at the end of the period 50,00021.87Forthe three-monthperiod endedMarch |
Forthe three-monthperiod endedMarch | 31,2016 | |||
| Weighted average exercise price (indollars) 22.85$--21.8721.87 |
Range of exercise price (indollars) 21.87$ |
Weighted average remaining vesting period 0.14 years |
Weighted average stock price of stock options at exercise date (indollars) |
||
9.89$ |
There was no employee stock option plan for the three-month period ended March 31, 2017.
- C. For the three-month period ended March 31, 2017 and 2016, the expenses incurred from sharebased payment arrangements were $0 and $10,010, respectively.
~24~
(16) Provisions-current
| Provisions-current | |||
|---|---|---|---|
| At January 1, 2017 Additions during the period Used during the period (At March 31, 2017 |
Warranty1,634,234$605,000285,177)1,954,057$ |
Litigation and others2,131,000$638,700-2,769,700$ |
Total |
3,765,234$1,243,700285,177)(4,723,757$ |
A. Warranty
The Group provides warranty on TFT-LCD panel products sold. Provision for warranty is estimated based on historical warranty data of TFT-LCD panel products.
B. Litigation and others
Litigation and other provisions for the Group are related to patents of TFT-LCD panel products and anti-trust litigations. For information on estimation of provisions, please refer to Note 9(1).
(17) Share capital
As of March 31, 2017, the Company’s authorized and outstanding capital were $105,000,000 and $99,520,784, respectively, with a par value of $10 (in dollars) per share. All proceeds from shares issued have been collected.
Movements in the number of the Company’s ordinary shares outstanding are as follows:
At January 1 Cancellation of restricted stock to employees (At March 31 |
2017 Number of ordinary shares (inthousands) 9,952,14971)(9,952,078 |
2016 Number of ordinary shares (inthousands) 9,953,237555)9,952,682 |
|---|---|---|
-
A. The Board of Directors of the Company resolved to increase capital for cash by issuing the GDR which had been completed in January 2013. The Company issued 1,125,000 thousand shares of common stock for cash, with a unit of GDR representing 10 shares of common stock at the Luxembourg Stock Exchange which raised a total of $14,519,051, net of issuance cost. As of March 31, 2017, there were 213 thousand units outstanding, representing 2,134 thousand shares of common stocks.
-
B. The Company adopted a resolution in 2013 to issue restricted shares to employees, consisting of 36,263 thousand shares without consideration and 36,263 thousand shares with consideration (the price for subscription is $5 per share). Until the vesting conditions are met by employees, those shares are restricted with regard to transfer of voting rights, dividend and other rights. As of March 31, 2017 and 2016, the Company has retired 71 thousand and 555 thousand shares of unvested restricted stocks to employees, respectively, and decreased capital in accordance with related regulation.
~25~
(18) Capital surplus
Pursuant to the R.O.C. Company Act, capital surplus arising from paid-in capital in excess of par value on issuance of common stocks and donations can be used to cover accumulated deficit or to issue new stocks or cash to shareholders in proportion to their share ownership, provided that the Company has no accumulated deficit. Further, the R.O.C. Securities and Exchange Law requires that the amount of capital surplus to be capitalized mentioned above should not exceed 10% of the paid-in capital each year. Accumulated deficit shall first be covered by retained earnings before the capital reserve can be used to cover the accumulated deficit.
| At January 1 Cancellation of restricted stock to employees Vested in restricted stock to employees At March 31 |
2017 | ||
|---|---|---|---|
Sharepremium99,614,516$-13899,614,654$ |
Share of profit (loss) of associates accounted for Restricted under equity stock to method employees 33,888$594)($-704-138)(33,888$28)($ |
Total | |
99,647,810$704-99,648,514$ |
| At January 1 Cancellation of restricted stock to employees Vested in restricted stock to employees Changes in restricted stock to employees At March 31 |
2016 | |||
|---|---|---|---|---|
| Share of profit (loss) of associates accounted for under equity Sharepremium method 99,101,649$36,458$--117,103---99,218,752$36,458$ |
Restricted Employee stock to stock options employees 393,500$111,957$-5,556-117,103)(-3,916)((393,500$3,506)($ |
Total | ||
99,643,564$5,556-3,916)99,645,204$ |
(19) Retained earnings
- A. Under the Company’s Articles of Incorporation, the current year’s earnings, if any, shall first be offset against prior years’ operating losses, then set aside 10% of the remaining amount as legal reserve (until the legal reserve equals the paid-in capital). Preferred dividend shall be distributed after setting aside or reversing a special reserve according to related regulations. The appropriation of the remaining amount along with the unappropriated earnings from previous years shall be proposed by the Board of Directors and resolved by the shareholders. The
~26~
Company is in an emerging industry which is growing rapidly, and has a capital intensive business. The Company is at the stage of stable growth. In line with the Company’s long-term financial plan in the future, investment environment and business competition situation, the appropriation of dividends shall be proposed by the Board of Directors and resolved by the shareholders, taking into account the future capital expenditure budget and capital requirement of the Company. However, the stock dividends distributed to shareholders shall not exceed twothirds of distributable dividends in current period.
-
B. Except for covering accumulated deficit or issuing new stocks or cash to shareholders in proportion to their share ownership, the legal reserve shall not be used for any other purpose. The use of legal reserve for the issuance of stocks or cash to shareholders in proportion to their share ownership is permitted, provided that the balance of the reserve exceeds 25% of the Company’s paid-in capital.
-
C. The details of the appropriation of 2016 net income which was proposed at the Board of Directors’ meeting in May 2017 and the appropriation of 2015 net income which was approved at the stockholders’ meeting in June 2016 are as follows:
| tockholders’ meeting in | June 2016 are as follows: | June 2016 are as follows: | June 2016 are as follows: |
|---|---|---|---|
| Legal reserve Special reserve Cash dividends |
Years endedDecember31, | ||
| Dividends per Amount share (indollars) 187,069$3,418,805995,2040.10$4,601,078$2016 |
2015 | ||
Amount187,069$3,418,805995,2044,601,078$ |
Amount1,081,560$-1,989,8103,071,370$ |
Dividends per share (indollars) |
|
0.20$ |
- D. For the information relating to employees’ compensation and directors’ and supervisors’ remuneration, please refer to Note 6(24).
(20) Other equity items
| remuneration, please refer to Note 6(24). Other equity items |
4). | ||
|---|---|---|---|
| Available- Currency for-sale translation investments Total At January 1 4,040,408)($621,604$3,418,804)($Revaluation of available-for-sale investments - gross -2,555,9312,555,931Revaluation transfer of available-for-sale investment - gross -874,851)(874,851)(Currency translation differences 3,925,710)(-3,925,710)(Share of subsidiaries and other comprehensive loss of associates 3,258)(-3,258)(Effect of income tax -69,628)(69,628)(At March 31 7,969,376)($2,233,056$5,736,320)($2017 |
2017 | ||
| Total |
~27~
| 2016 | 2016 | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| Available- | Employee | ||||||||
| Currency | for-sale | unearned | |||||||
| translation | investments | compensation | Total | ||||||
| At January 1 | $ |
1,695,294 |
$ |
1,074,445 |
($ |
19,402) |
$ |
2,750,337 |
|
| Revaluation of available-for-sale investments | |||||||||
| - gross | - |
( |
108,790) |
- |
( |
108,790) |
|||
| Revaluation transfer of available-for-sale | |||||||||
| investment - gross | - |
71,030 |
- |
71,030 |
|||||
| Currency translation differences | ( |
832,733) |
- |
- |
( |
832,733) |
|||
| Changes in restricted stocks to employees | - |
- |
3,977 |
3,977 |
|||||
| Compensation related to share-based | |||||||||
| payment | - |
- |
10,010 |
10,010 |
|||||
| Share of subsidiaries and other comprehensive | |||||||||
| loss of associates | ( |
15,927) |
- |
- |
( |
15,927) |
|||
| Effect of income tax | - |
3,426 |
- |
3,426 |
|||||
| At March 31 | $ |
846,634 |
$ |
1,040,111 |
($ |
5,415) |
$ |
1,881,330 |
(21) Other income
| Other income | |||||
|---|---|---|---|---|---|
| For the three-monthperiod | ended March31, | ||||
| 2017 | 2016 | ||||
| Rental revenue | $ |
32,621 |
$ |
44,319 |
|
| Interest income | 68,991 |
93,023 |
|||
| Other income | 345,661 |
965,416 |
|||
$ |
447,273 |
$ |
1,102,758 |
||
| Other gains and losses | |||||
| Forthe three-monthperiod | endedMarch31, | ||||
| 2017 | 2016 | ||||
| Net gain on financial assets and liabilities at fair | |||||
| value through profit or loss | $ |
1,066,455 |
$ |
582,918 |
|
| Net currency exchange loss | ( |
1,089,551) |
( |
637,835) |
|
| Gain (loss) on disposal of investments | 1,004,517 |
( |
71,030) |
||
| Loss on disposal of property, plant and equipment | ( |
50,494) |
( |
2,678) |
|
| Impairment loss | ( |
120,000) |
- |
||
| Litigation loss and others | ( |
420,038) |
( |
885,037) |
|
$ |
390,889 |
($ |
1,013,662) |
(22) Other gains and losses
(23) Finance costs
| Finance costs | ||
|---|---|---|
| Interest expense: Bank borrowings Others Factoring expense of accounts receivable |
Forthe three-monthperiod endedMarch31, | |
2017114,074$6-114,080$ |
2016 | |
305,720$223816 |
||
306,759$ |
~28~
(24) Expenses by nature
| Employee benefit expense: Salaries and other short-term employee benefits Share-based payments Post-employment benefits Depreciation Amortization |
Forthe three-monthperiod endedMarch31, | Forthe three-monthperiod endedMarch31, |
|---|---|---|
201712,922,366$-474,0548,151,481324,98321,872,884$ |
2016 | |
9,385,684$10,010515,42911,144,615303,404 |
||
21,359,142$ |
(25) Employees’ compensation and directors’ and supervisors’ remuneration
-
A. According to the Articles of Incorporation of the Company, a ratio of profit of the current year distributable, after covering accumulated losses, shall be distributed as employees’ compensation and directors’ and supervisors’ remuneration. The ratio shall not be lower than 5% for employees’ compensation and shall not be higher than 0.1% for directors’ and supervisors’ remuneration.
-
B. For the three-month period ended March 31, 2017, employees’ compensation was accrued at $949,040; while no directors’ and supervisors’ remuneration was accrued. For the three-month period ended March 31, 2016, no employees’ compensation was accrued. The aforementioned amounts were recognized in expenses.
-
The expense recognized for the three-month period ended March 31, 2017 was accrued based on the earnings of current year.
-
Employees’ compensation and directors’ and supervisors’ remuneration were accrued at $192,788 and $1,928, respectively, based on the earnings of current year distributable for the year ended December 31, 2016 and the employees’ compensation will be distributed in the form of cash. Employees’ compensation and directors’ and supervisors’ remuneration for 2016 as resolved by the Board of Directors were $231,338 and $3,856, respectively. The difference of $40,478 between employees’ compensation (directors’ and supervisors’ remuneration) as resolved by the Board of Directors and the amount recognized in the 2016 financial statements was caused by a different accrual ratio and had been recorded as expense in 2017. As of March 31, 2017, the compensation and remuneration have not yet been paid.
Information about employees’ compensation and directors’ and supervisors’ remuneration of the Company as resolved by the Board of Directors will be posted in the “Market Observation Post System” at the website of the Taiwan Stock Exchange.
~29~
(26) Income tax
A. Income tax expense
- (a) Components of income tax expense:
| e tax ome tax expense Components of income tax expense: |
||
|---|---|---|
| Current tax: Current tax on profit for the period Prior year income tax (overestimate) underestimate Total current tax Deferred tax: Origination and reversal of temporary differences Income tax expense |
Forthe three-monthperiod endedMarch31, | |
2017124,983$4,402)(120,5813,375,489(3,496,070$ |
2016 | |
981,995$558982,553934,625)47,928$ |
- (b) The income tax (charge)/credit relating to components of other comprehensive income is as follows:
| follows: | |
|---|---|
| Fair value gains/losses on available-for-sale financial assets |
2017 2016 69,628$3,426)($Forthe three-monthperiod endedMarch31, |
201769,628$( |
-
B. The Company’s income tax returns through 2014 have been assessed and approved by the Tax Authority.
-
C. Unappropriated retained earnings recorded by the Company pertain to retained earnings after 1998.
-
D. The details of imputation system are as follows:
| (a) Balance of tax credit account (b) Estimated (actual) creditable tax rate |
March31,20171,462,128$ |
December31,20161,420,948$2016 (Estimated) 7.75% |
March31,2016 |
|---|---|---|---|
761,660$2015 (Actual) |
|||
5.71% |
- (b) Estimated (actual) creditable tax rate
~30~
(27) Earnings per share
For the three-month period ended March 31,
| Basic earnings (loss) per share Profit (loss) attributable to ordinary shareholders of the parent Weighted average number of ordinary shares outstanding (shares in thousands) Basic earnings (loss) per share (in dollars) Diluted earnings per share Profit attributable to ordinary shareholders of the parent Weighted average number of ordinary shares outstanding (shares in thousands) Assumed conversion of all dilutive potential ordinary shares: -Employees’ compensation -Restricted stocks Diluted earnings per share (in dollars) |
201711,858,119$(9,952,0191.19$(11,858,119$9,952,01990,9835610,043,0581.18$ |
20168,581,508)$9,941,8430.86)$ |
|---|---|---|
As employee stock options had anti-dilutive effect for the three-month period ended March 31, 2016, they were not included in the calculation of diluted earnings per share.
(28) Non-cash transaction
Investing activities with partial cash payments:
For the three-month period ended March 31,
| Purchase of property, plant and equipment Add: Opening balance of payable on equipment Less: Ending balance of payable on equipment (Cash paid during the period |
20174,342,515$3,339,7641,877,900)(5,804,379$ |
20166,299,808$3,974,1522,814,553)7,459,407$ |
|---|---|---|
7. RELATED PARTY TRANSACTIONS
(1) Names and relationship of related parties
Names of related parties
Hon Hai Precision Industry Co., Ltd. and its subsidiaries
Chi Lin Optoelectronics Co., Ltd. and its subsidiaries
FI Medical Device Manufacturing Co., Ltd. GIO Optoelectronics Corp.
Relationship with the Group
The related party is owned by the same major shareholder of the Company
The related party’s director is the Company
Associate
Associate
~31~
(2) Significant related party transactions
A. Operating revenue
| nificant related party transactions Operating revenue |
||
|---|---|---|
| Sales of goods: Others Associates |
For the three-monthperiod ended March31, | |
201711,061,716$29,51711,091,233$ |
2016 | |
1,657,274$67,358 |
||
1,724,632$ |
The collection period was 30~120 days upon delivery or on a monthly-closing basis to related parties, and 30~90 days to non-related parties. The sales prices and the trading terms to related parties above were not significantly different from those of sales to third parties.
B. Purchases of goods
| Purchases of goods | ||
|---|---|---|
| Purchases of goods: Others Associates |
For the three-monthperiod ended March31, | |
20175,141,096$360,4085,501,504$ |
2016 | |
1,673,986$376,107 |
||
2,050,093$ |
The payment term was 30~120 days to related parties after delivery, and 30~180 days to nonrelated parties after delivery or on a monthly-closing basis. The purchase prices and the payment terms from related parties above were not materially different from those of purchases from third parties.
C. Consigned processing
(a) Consigned processing
| ties. signed processing Consigned processing |
||
|---|---|---|
| Processing costs: Others |
Forthe three-monthperiod endedMarch31, | |
2017131,236$ |
2016 | |
28,554$ |
(b) Balance of consigned processing at the end of period (shown as “Other payables”)
| Payables to related parties: Others |
March31,2017123,125$ |
December31,201646,171$ |
March31,2016 |
|---|---|---|---|
9,150$ |
The Group subcontracted the processing of products of associates in Mainland China. The processing fees were mainly charged based on cost plus method.
~32~
D. Receivables from related parties:
| Receivables from related parties: | |||
|---|---|---|---|
| Accounts receivable Others -Hon Hai Precision IndustryCo., Ltd. -OthersAssociates |
March31,201710,239,237$3,911,47751,25014,201,964$ |
December31,20167,605,574$3,946,04247,74311,599,359$ |
March31,2016 |
911,295$1,145,84184,215 |
|||
2,141,351$ |
The receivables from related parties arise mainly from sales transactions. The receivables are due 30~120 days after the date of sale. The receivables are unsecured in nature and bear no interest. There are no provisions held against receivables from related parties.
E. Payables to related parties:
| Payables to related parties: | |||
|---|---|---|---|
| Accounts payable Others -Hon Hai Precision IndustryCo., Ltd. -OthersAssociates |
March31,20176,132,209$350,333190,1596,672,701$ |
December31,20164,152,828$737,598229,8095,120,235$ |
March31,2016 |
1,434,682$920,363161,660 |
|||
2,516,705$ |
The payables to related parties arise mainly from purchase transactions and are due 30~120 days after the date of purchase. The payables bear no interest.
F. Property transactions
Purchase of property
- (a) Acquisition of property, plant and equipment:
| For | the | three-monthperiod ended March31, | three-monthperiod ended March31, | three-monthperiod ended March31, | ||
|---|---|---|---|---|---|---|
| 2017 | 2016 | |||||
| Others | $ |
37,234$ |
3,148 |
|||
| Period-end | balances arising from purchases of property (shown as “Other payables”): | |||||
| March | 31,2017 | December31,2016 | March31, | 2016 | ||
| Others | $ |
45,210 |
$ |
27,031 |
$ |
9,910 |
(b) Period-end balances arising from purchases of property (shown as “Other payables”):
Sale of property
- (a) Proceeds from sale of property and gain on disposal:
For the three-month period ended March 31,
| Others | Disposal Gain on proceeds disposal 716$34$2017 |
2016 | 2016 |
|---|---|---|---|
| Disposal proceeds 716$ |
Disposal proceeds -$ |
Gain on disposal |
|
-$ |
~33~
(b) Period-end balances arising from sale of property (shown as “Other receivables”):
| (3) | Key management compensation March31,2017 December31,2016 Others -$1,570$2017 Salaries and other short-term employee benefits 33,102$$Share-based payments -Post-employment benefit 10833,210$$For the three-monthperiod |
Key management compensation March31,2017 December31,2016 Others -$1,570$2017 Salaries and other short-term employee benefits 33,102$$Share-based payments -Post-employment benefit 10833,210$$For the three-monthperiod |
Key management compensation March31,2017 December31,2016 Others -$1,570$2017 Salaries and other short-term employee benefits 33,102$$Share-based payments -Post-employment benefit 10833,210$$For the three-monthperiod |
March31,2016 |
|---|---|---|---|---|
1,047$ |
||||
| ended March31, | ||||
201733,102$-10833,210$ |
2016 | |||
$ |
66,290652112 |
|||
$ |
67,054 |
8. PLEDGED ASSETS
The Group’s assets pledged as collateral are as follows:
| Pledged asset | Bookvalue | March31,2016 Purpose 5,837$Tariff guarantee and land lease -Credit card guarantee 56,436,434Long-term loans and performance guarantee for lease payable -Long-term loans and performance guarantee for lease payable 8,252Tariff guarantee, land lease and guarantee for contract 56,442,271$ |
Purpose | ||||
|---|---|---|---|---|---|---|---|
March31,2017-$1,62478,350,85213,333722 |
December31,2016-$1,72680,828,54415,551752 |
||||||
| Other financial assets-current Time deposits Time deposits Property, plant and equipment Intangible assets Other assets-non- current Time deposits |
|||||||
78,365,809$ |
80,845,821$ |
- SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNISED CONTRAC T COMMITMENTS
- (1) Contingencies Significant Litigations
- A. Chi Mei Optoelectronics Corporation (the “CMO”), Chi Mei Optoelectronics Japan Co., Ltd., Chi Mei Optoelectronics UK Ltd., Chi Mei Optoelectronics Europe B.V., and Chi Mei Optoelectronics USA Inc. were investigated by the United States (the “U.S.”) Department of Justice in December 2006 for alleged violation of the anti-trust laws. In December 2009, the Company reached a plea agreement with Department of Justice of the U.S. and paid off the fines. Later Brazil government initiated an investigation case against the Company. The investigation is still ongoing and the
~34~
Company has been cooperative with the investigation. As for civil lawsuits filed by some state governments in the U.S., downstream panel makers and customers, the Company had reached settlement agreement individually.
B. Eidos Displays, LLC and Eidos III, LLC (“Eidos”) filed a lawsuit with the United States District Court for the District of East Texas on April 25, 2011, alleging infringement of its patent. The administrative law judge has ruled a summary judgment for the lawsuit in December 2013 rendering Eidos’ patent as invalid, and the presiding judge has confirmed the summary judgment in January 2014. Eidos has filed a complaint in February 2014. The United States Court of Appeals for the Federal Circuit has rejected the judgement and sent back to the United States District Court in March 2015. The Company submitted an application to ask the United States Court of Appeals for the Federal Circuit to rehear en banc in April 2015. Though the United States Court of Appeals rejected the request in June 2015, the Company appealed to the Supreme Court in September 2015 and petitioned for writ of certiorari. The Supreme Court of the United States has denied the appeal of the Company in November 2015. The case remains at the ruling by the United States Court of Appeals for the Federal Circuit in March 2015. However, the results of the litigation are uncertain and are dependent on the future litigation progress. The Company does not expect that the lawsuit would have a material adverse effect on the Company’s financial position or results of operations in the short-term.
-
C. The Company had assessed and recognised related losses and liabilities as shown in ‘provisionscurrent’ for the aforementioned investigation relating to anti-trust laws and patent litigation.
-
(2) Commitments
-
A. Capital expenditure contracted for at the balance sheet date but not yet incurred is as follows:
March 31, 2017 December 31, 2016 March 31, 2016 Property, plant and equipment $ 18,283,411 $ 17,531,784 $ 45,650,100
- B. Operating lease commitments
The Group leases plant, land and warehouses under non-cancellable operating lease agreements. The majority of lease agreements are renewable at the end of the lease period at market rate. The Group has no significant additional operating lease agreement for the period. Please refer to Note 9(2) of the consolidated financial statements for the year ended December 31, 2016 for the related information.
- C. Outstanding letters of credit
The outstanding letters of credit for the purchase of property, plant and equipment are as follows:
March 31, 2017 December 31, 2016 March 31, 2016 Outstanding letters of credit $ 144,628 $ 245,565 $ 769,348
~35~
10. SIGNIFICANT DISASTER LOSS
The Company’s partial inventories and buildings were damaged due to the earthquake which occurred in Kaohsiung, Taiwan on February 6, 2016. The Company has conducted a disaster assessment and a conservative estimation on insurance claim to assess possible disaster loss. However, the Company has full earthquake insurance and business interruption insurance to cover the operating costs of inventories and building during the repair period. The Company is actively processing the insurance claims. According to the initial assessment, the Company has no other material loss on property after taking the insurance claims into account.
11. SUBSEQUENT EVENTS AFTER THE BALANCE SHEET DATE
- None.
12. OTHERS
(1) Capital management
No significant changes during the period. Please refer to Note 12 in the consolidated financial statements for the year ended December 31, 2016.
(2) Financial instruments
- A. Fair value information of financial instruments
The carrying amounts of the Group’s financial instruments not measured at fair value (including cash and cash equivalents, accounts receivable, other receivables, other financial assets-current, short-term loans, accounts payable, other payables and long-term loans) are approximate to their fair values. The fair value information of financial instruments measured at fair value is provided in Note 12(3).
- B. Financial risk management policies
No significant changes during the period. Please refer to Note 12 in the consolidated financial statements for the year ended December 31, 2016.
- C. Significant financial risks and degrees of financial risks
Except for the following description, there is no significant changes during the period. Please refer to Note 12 in the consolidated financial statements for the year ended December 31, 2016. (a) Market risk
Foreign exchange risk
-
i. The Group operates internationally and is exposed to foreign exchange risk arising from various currency exposures, primarily with respect to the USD and RMB. Foreign exchange risk arises from future commercial transactions, recognized assets and liabilities and net investments in foreign operations.
-
ii. The Group’s businesses involve some non-functional currency operations (the Company’s and certain subsidiaries’ functional currency: NTD; other certain subsidiaries’ functional currency: RMB). Based on the simulations performed, the impact on post-tax profit of a 1% exchange rate fluctuation would be an increase of $280,778 and $77,313 for the three-month period ended March 31, 2017 and 2016, respectively. The information on assets and liabilities denominated in foreign currencies whose values would be materially affected by the exchange rate fluctuations is as follows:
~36~
==> picture [478 x 144] intentionally omitted <==
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March 31, 2017 December 31, 2016
Foreign Foreign
Currency Exchange Currency Exchange
Amount Rate Book Value Amount Rate Book Value
(In Thousands) (Note) (NTD) (In Thousands) (Note) (NTD)
Financial assets
Monetary items
USD $ 4,854,078 30.33 $ 147,224,186 $ 6,907,778 32.25 $ 222,775,841
JPY 7,981,361 0.27 2,154,967 8,114,141 0.28 2,271,959
EUR 67,568 32.43 2,191,230 85,344 33.90 2,893,162
Non-monetary items
----- End of picture text -----
| Monetary items USD 4,854,078$30.33147,224,186$JPY 7,981,3610.272,154,967EUR 67,56832.432,191,230Non-monetary items |
6,907,778$32.25222,775,841$8,114,1410.282,271,95985,34433.902,893,162 |
6,907,778$32.25222,775,841$8,114,1410.282,271,95985,34433.902,893,162 |
6,907,778$32.25222,775,841$8,114,1410.282,271,95985,34433.902,893,162 |
|---|---|---|---|
USD2,433,873$30.3373,819,368$HKD 340,9483.901,329,697JPY 5,535,9520.271,494,707EUR 3,72332.43120,737USD 3,713,630$30.33112,634,398$JPY 35,102,7220.279,477,735EUR 42,56632.431,380,415Financial liabilities Monetary items Financial assets Monetary items USD JPY EUR Non-monetary items USD HKD JPY EUR USD JPY EUR Financial liabilities Monetary items |
2,337,217$33.2575,375,248$223,5214.16929,8475,619,2770.281,573,3983,70333.90125,5324,636,585$32.25149,529,866$35,248,1800.289,869,49042,37933.901,436,648March31,2016 |
||
| Foreign Currency Amount (In Thousands) 3,855,729$8,155,70038,8522,372,449$177,2565,419,0963,6093,498,637$25,330,0645,516 |
Exchange Rate (Note) 32.190.2936.5132.194.150.2936.5132.190.2936.51 |
Book Value (NTD) |
|
124,115,917$2,365,1531,418,48776,369,133$735,6121,571,538131,765112,621,125$7,345,719201,389 |
|||
Note: Exchange rate represents the amount of NT dollars for which one foreign currency could be exchanged.
iii. Total exchange gain (loss), including realized and unrealized arising from significant foreign exchange variation on the monetary items held by the Group for the three-month period ended March 31, 2017 and 2016 amounted to $1,089,551 and $637,835, respectively.
~37~
Price risk
The Group’s investments in equity securities comprise domestic listed and unlisted stocks. The prices of equity securities would change due to the change of the future value of investee companies. If the prices of these equity securities had increased/decreased by 20% with all other variables held constant, post-tax profit for the three-month period ended March 31, 2017 and 2016 would have increased/decreased by $62,860 and $60,069, respectively, as a result of gains/losses on equity securities classified as at fair value through profit or loss; other components of equity would have increased/decreased by $1,454,728 and $1,356,454, respectively, as a result of gains/losses on equity securities classified as available-for-sale.
Interest rate risk
-
i. The Group’s interest rate risk arises from long-term borrowings. Borrowings issued at variable rates expose the Group to cash flow interest rate risk which is partially offset by cash and cash equivalents held at variable rates. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. During the three-month period ended March 31, 2017 and 2016, the Group’s borrowings at variable rate were denominated in the NTD.
-
ii. Based on the simulations performed, the impact on post-tax profit of a 0.25% shift would be a maximum increase of $91,550 or decrease of $130,150 for the three-month period ended March 31, 2017 and 2016, respectively. The simulation is done on a quarterly basis to verify that the maximum loss potential is within the limit given by the management.
(b) Credit risk
No significant changes during the period. Please refer to Note 12 in the consolidated financial statements for the year ended December 31, 2016.
(c) Liquidity risk
The table below analyses the Group’s non-derivative financial liabilities and net-settled or gross-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date for non-derivative financial liabilities and to the expected maturity date for derivative financial liabilities. The amounts disclosed in the table are the contractual undiscounted cash flows.
Non-derivative financial liabilities
| March 31, 2017 Short-term borrowings Accounts payable Other payables Long-term borrowings (including current portion) |
Less than 1year -$53,721,37924,521,46835,620,000 |
Between 1 and3 years -$--150,000 |
Between 3 and5 years -$--850,000 |
Total |
|---|---|---|---|---|
-$53,721,37924,521,46836,620,000 |
~38~
Non-derivative financial liabilities
| Non-derivative financial liabilities | |||
|---|---|---|---|
| Less than December 31, 2016 1year Short-term borrowings 11,583,750$Accounts payable 56,995,540Other payables 22,916,097Long-term borrowings (including current portion) 16,440,000Less than March 31, 2016 1year Short-term borrowings 2,891,950$Accounts payable 47,094,232Other payables 19,903,069Long-term borrowings (including current portion) 16,440,000Derivative financial liabilities March 31, 2017 Forward exchange contracts December 31, 2016 Forward exchange contracts March 31, 2016 Forward exchange contracts |
Between 1 Between 3 and3 years and5 years -$-$----27,550,000850,000Between 1 Between 3 and3 years and5 years -$-$----35,620,000-Less than 1year 16,826$$Less than 1year 1,190,148$$Less than 1year 174,156$$ |
Total | |
11,583,750$56,995,54022,916,09744,840,000Total |
|||
2,891,950$47,094,23219,903,06952,060,000Total |
|||
$ |
16,826Total |
||
$ |
1,190,148Total |
||
$ |
174,156 |
(3) Fair value estimation
-
A.Details of the fair value of the Group’s financial assets and financial liabilities not measured at fair value are provided in Note 12(2)A. Details of the fair value of the Group’s investment property measured at cost are provided in Note 6(9).
-
B.The different levels that the inputs to valuation techniques are used to measure fair value of financial and non-financial instruments have been defined as follows:
-
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date. A market is regarded as active where a market in which transactions for the asset or liability take place with sufficient frequency and volume to provide pricing information on an ongoing basis. The fair value of the Group’s investment in listed stocks and on-the-run bonds is included in Level 1.
-
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. The fair value of the Group’s investment in derivative instruments is included in Level 2.
-
Level 3: Unobservable inputs for the asset or liability. The fair value of the Group’s investment in equity investment without active market is included in Level 3.
~39~
C.The related information of financial and non-financial instruments measured at fair value by level on the basis of the nature, characteristics and risks of the assets and liabilities for the three-month period ended March 31, 2017 and 2016 is as follows:
| March 31, 2017 Assets Recurring fair value measurements Financial assets at fair value through profit or loss Equity securities Forward exchange contracts Available-for-sale financial assets Equity securities Liabilities Recurring fair value measurements Financial liabilities at fair value through profit or loss Forward exchange contracts December31,2016 Assets Recurring fair value measurements Financial assets at fair value through profit or loss Equity securities Forward exchange contracts Available-for-sale financial assets Equity securities Liabilities Recurring fair value measurements Financial liabilities at fair value through profit or loss Forward exchange contracts |
Level 1314,301$-7,008,4777,322,778$-$Level 1 250,101$-5,598,5785,848,679$-$ |
Level 2-$180,453-180,453$16,826$Level 2 -$64,241-64,241$1,190,148$ |
Level3-$-265,164265,164$-$Level3 -$-242,351242,351$-$ |
Total |
|---|---|---|---|---|
314,301$180,4537,273,641 |
||||
7,768,395$ |
||||
16,826$ |
||||
| Total | ||||
250,101$64,2415,840,929 |
||||
6,155,271$ |
||||
1,190,148$ |
~40~
| March31,2016 Assets Recurring fair value measurements Financial assets at fair value through profit or loss Equity securities Forward exchange contracts Available-for-sale financial assets Equity securities Liabilities Recurring fair value measurements Financial liabilities at fair value through profit or loss Forward exchange contracts |
Level 1300,345$-6,047,2316,347,576$-$ |
Level 2-$391,992-391,992$174,156$ |
Level3-$-735,039735,039$-$ |
Total |
|---|---|---|---|---|
300,345$391,9926,782,270 |
||||
7,474,607$ |
||||
174,156$ |
-
D.The methods and assumptions the Group used to measure fair value are as follows:
-
(a)The instruments the Group used market quoted prices as their fair values (that is, Level 1) are listed below by characteristics:
Listed shares Emerging stocks Corporate bond Market quoted price Closing price Last transaction price Weighted average quoted price
-
(b)Except for financial instruments with active markets, the fair value of other financial instruments is measured by using valuation techniques or by reference to counterparty quotes. The fair value of financial instruments measured by using valuation techniques can be referred to current fair value of instruments with similar terms and characteristics in substance, discounted cash flow method or other valuation methods, including calculated by applying model using market information available at the consolidated balance sheet date.
-
(c)When assessing non-standard and low-complexity financial instruments, for example, debt instruments without active market, interest rate swap contracts, foreign exchange swap contracts and options, the Group adopts valuation technique that is widely used by market participants. The inputs used in the valuation method to measure these financial instruments are normally observable in the market.
-
(d)The valuation of derivative financial instruments is based on valuation model widely accepted by market participants, such as present value techniques and option pricing models. Forward exchange contracts are usually valued based on the current forward exchange rate.
-
(e)The output of valuation model is an estimated value and the valuation technique may not be able to capture all relevant factors of the Group’s financial and non-financial instruments. Therefore, the estimated value derived using valuation model is adjusted accordingly with additional inputs, for example, model risk or liquidity risk and etc. In accordance with the Group’s management policies and relevant control procedures relating to the valuation models
~41~
used for fair value measurement, management believes adjustment to valuation is necessary in order to reasonably represent the fair value of financial and non-financial instruments at the consolidated balance sheet. The inputs and pricing information used during valuation are carefully assessed and adjusted based on current market conditions.
-
(f)The Group takes into account adjustments for credit risks to measure the fair value of financial and non-financial instruments to reflect credit risk of the counterparty and the Group’s credit quality.
-
E.For the three-month period ended March 31, 2017 and 2016, there was no transfer between Level 1 and Level 2.
F.The following table presents the changes in level 3 instruments as at March 31, 2017 and 2016:
| Equity securities | Equity securities | ||||
|---|---|---|---|---|---|
| 2017 | 2016 | ||||
| At January 1 | $ |
242,351 |
$ |
719,585 |
|
| Gains and losses recognized in profit or loss | ( |
120,000) |
- |
||
| Gains and losses recognized in other comprehensive | |||||
| income | 142,813 |
15,454 |
|||
| At March 31 | $ |
265,164 |
$ |
735,039 |
-
G.The Group holds private equity shares issued by Fitipower Integrated Technology Inc. The required procedures for becoming publicly traded were completed and its shares started to be traded as emerging stock in the Taipei Exchange from October 2016. The Group has transferred the fair value from Level 3 into Level 1 at the end of month when the event occurred.
-
H.Investment management segment is in charge of valuation procedures for fair value measurements being categorized within Level 3, which is to verify independent fair value of financial instruments. Such assessment is to ensure the valuation results are reasonable by applying independent information to make results close to current market conditions, confirming the resource of information is independent, reliable and in line with other resources and represented as the exercisable price, and frequently calibrating valuation model, performing back-testing, updating inputs used to the valuation model and making any other necessary adjustments to the fair value.
-
Investment management segment set up valuation policies, valuation processes and rules for measuring fair value of financial instruments and ensure compliance with the related requirements in IFRS.
~42~
I.The following is the qualitative information of significant unobservable inputs and sensitivity analysis of changes in significant unobservable inputs to valuation model used in Level 3 fair value measurement:
| measurement: | |||||
|---|---|---|---|---|---|
| Non-derivative equity instrument: Unlisted shares Venture capital shares Private equity fund investment Non-derivative equity instrument: Unlisted shares Venture capital shares Private equity fund investment |
Fair value at March 31, 2017 |
Valuation technique |
Significant unobservable input |
Range (weighted average) |
Relationship of inputs to fairvalue |
239,126$26,038Fair value at December 31,2016 |
Market comparable companies Net asset value Valuation technique |
Price to sales ratio multiple, price to book ratio multiple Discount for lack of marketability Not applicable Significant unobservable input |
0.82~1.67(1.03)30%~70%(31%)289(289)Range (weighted average) |
The higher the multiple, the higher the fair value The higher the discount for lack of marketability, the lower the fair value Not applicable Relationship of inputs to fairvalue |
|
214,665$27,686 |
Market comparable companies Net asset value |
Price to earnings ratio multiple, price to book ratio multiple, control premium Discount for lack of marketability Not applicable |
0.68~1.55(0.88)30%~70%(31%)308(308) |
The higher the multiple and control premium, the higher the fair value The higher the discount for lack of marketability, the lower the fair value Not applicable |
~43~
| Non-derivative equity instrument: Unlisted shares Venture capital shares Private equity fund investment Private placement shares (emerging companies) |
Fair value at March 31, 2016 |
Valuation technique |
Significant unobservable input |
Range (weighted average) |
Relationship of inputs to fairvalue |
|---|---|---|---|---|---|
378,477$27,842328,720 |
Market comparable companies Net asset value Market price method |
Price to earnings ratio multiple, price to book ratio multiple, control premium Discount for lack of marketability Not applicable Discount for lack of marketability |
0.62~1.39(0.74)30%~70%(31%)309(309)30%(30%) |
The higher the multiple and control premium, the higher the fair value The higher the discount for lack of marketability, the lower the fair value Not applicable The higher the discount for lack of marketability, the lower the fair value |
- J.The Group has carefully assessed the valuation models and assumptions used to measure fair value; therefore, the fair value measurement is reasonable. However, use of different valuation models or assumptions may result in different measurement. The following is the effect of profit or loss or of other comprehensive income from financial assets and liabilities categorised within Level 3 if the inputs used to valuation models have changed:
| Financial assets | Period | Input | Change | Recognised in other comprehensive income |
Recognised in other comprehensive income |
|---|---|---|---|---|---|
| Favourable change |
Unfavourable change |
||||
| Equity instrument Equity instrument Equity instrument |
2017/3/31 2016/12/31 2016/3/31 |
$ 265,164242,351735,039 |
± 1%± 1%± 1% |
$ 2,6522,4247,350 |
($ 2,652)( 2,424)( 7,350) |
13. SUPPLEMENTARY DISCLOSURES
(1) Significant transactions information
-
A. Loans to others: Please refer to Table 1.
-
B. Provision of endorsements and guarantees to others: None.
-
C. Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures): Please refer to Table 2.
-
D. Acquisition or sale of the same security with the accumulated cost exceeding $300 million or 20% of the Company’s paid-in capital: Please refer to Table 3.
-
E. Acquisition of real estate reaching $300 million or 20% of paid-in capital or more: None.
-
F. Disposal of real estate reaching $300 million or 20% of paid-in capital or more: None.
~44~
-
G. Purchases or sales of goods from or to related parties reaching $100 million or 20% of paid-in capital or more: Please refer to Table 4.
-
H. Receivables from related parties reaching $100 million or 20% of paid-in capital or more: Please refer to Table 5.
-
I. Trading in derivative instruments undertaken during the reporting periods: Please refer to Note 6(2).
-
J. Significant inter-company transactions during the reporting periods: Please refer to Table 6.
(2) Information on investees
Names, locations and other information of investee companies (not including investees in Mainland China): Please refer to Table 7.
(3) Information on investments in Mainland China
-
A. Basic information: Please refer to Table 8.
-
B. Significant transactions, either directly or indirectly through a third area, with investee companies in the Mainland Area: Please refer to Table 1, 4, 5 and 6.
14. SEGMENT INFORMATION
(1) General information
The Group is primarily engaged in research, development, manufacture and sale of TFT LCD. The chief operating decision-maker considered the business from a perspective of product size of TFT LCD. TFT LCD products are currently classified into big size and small-medium size. Because the Group met the criteria for combining the segment information of big size and small-medium size TFT LCD departments, the Group disclosed only one reportable operating segment for all TFT LCD products.
The Group’s operating segment information was prepared in accordance with the Group’s accounting policies. The chief operating decision-maker allocated resources and assesses performance of the operating segments primarily based on the operating revenue and profit (loss) before tax and discontinued operations of individual operating segment.
(2) Segment information
The segment information provided to the chief operating decision-maker for the reportable segments is as follows:
For the three-month period ended March 31,
| Segment revenue Segment income (loss) Depreciation and amortization Capital expenditure-property, plant and equipment |
2017 TFT LCD 86,025,771$15,354,189$(8,476,464$5,804,379$ |
2016 TFT LCD 56,417,120$8,533,580)$11,448,019$7,459,407$ |
|---|---|---|
(3) Reconciliation for segment income (loss)
In current period, the revenue and income or loss before tax of reportable operating segment are consistent with those of continuing operations.
~45~
Innolux Corporation and Subsidiaries
Loans to others
For the three-month period ended March 31, 2017
Table 1
Expressed in thousands of NTD (Except as otherwise indicated)
| No. | Creditor | Borrower | General ledger account |
Is a related party |
Maximum outstanding balance during the three-month period ended March 31,2017 |
Balance as at March 31, 2017 |
Actual amount drawn down |
Interest rate |
Nature of loan |
Amount of transactions with the borrower |
Reason for short-term financing |
Allowance for doubtful accounts |
Collateral | Collateral | Limit on loans granted to a singleparty |
Ceiling on total loansgranted |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Item | Value | ||||||||||||||||
| 1 1 1 1 1 2 3 3 4 |
Innocom Technology (Shenzhen) Co., Ltd. Innocom Technology (Shenzhen) Co., Ltd. Innocom Technology (Shenzhen) Co., Ltd. Innocom Technology (Shenzhen) Co., Ltd. Innocom Technology (Shenzhen) Co., Ltd. Nanjng Innolux Technology Ltd. Innolux Technology USA Inc. Innolux Technology USA Inc. Innolux Technology Europe B.V. |
Foshan Innolux Optoelectronics Ltd. Ningbo Innolux Optoelectronics Ltd. Ningbo Innolux Display Ltd. Shanghai Innolux Optoelectronics Ltd. Nanjing Innolux Optoelectronics Ltd. Nanjing Innolux Optoelectronics Ltd. Innolux Hong Kong Limited Lakers Trading Ltd. Innolux Hong Kong Limited |
Other receivables Other receivables Other receivables Other receivables Other receivables Other receivables Other receivables Other receivables Other receivables |
Related parties Related parties Related parties Related parties Related parties Related parties Related parties Related parties Related parties |
4,351,830 $ 3,297,075 1,846,362 439,610 3,472,919 351,688 181,980 181,980 1,257,501 |
4,351,830 $ 2,417,855 1,626,557 439,610 2,154,089 351,688 - 181,980 1,231,751 |
$ 4,326,052 2,417,855 1,626,557 439,610 2,154,089 351,688 - 181,980 1,231,751 |
1.10%~ 2.00% Short-term financing 1.50%~ 2.00% Short-term financing 1.50%~ 2.00% Short-term financing 2% Short-term financing 1.5%~2% Short-term financing 1.5% Short-term financing 0% Short-term financing 1.01%~ 1.04% Short-term financing 0.627% Short-term financing |
$ - - - - - - - - - |
Operating support Operating support Operating support Operating support Operating support Operating support Operating support Operating support Operating support |
$ - - - - - - - - - |
- - - - - - - - - |
$ - - - - - - - - - |
235,546,966 $ 235,546,966 235,546,966 235,546,966 235,546,966 235,546,966 235,546,966 235,546,966 235,546,966 |
235,546,966 $ 235,546,966 235,546,966 235,546,966 235,546,966 235,546,966 235,546,966 235,546,966 235,546,966 |
A A A A A A A A A |
Table 1, Page 1
| No. | Creditor | Borrower | General ledger account |
Is a related party |
Maximum outstanding balance during the three-month period ended March 31,2017 |
Balance as at March 31, 2017 |
Actual amount drawn down |
Interest rate |
Nature of loan |
Amount of transactions with the borrower |
Reason for short-term financing |
Allowance for doubtful accounts |
Collateral | Collateral | Limit on loans granted to a singleparty |
Ceiling on total loansgranted |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Item | Value | ||||||||||||||||
| 5 6 7 8 9 10 11 12 13 14 |
Innolux Technology Japan Co., Ltd. Innolux Optoelectronics Japan Co., Ltd. Asiaward Investment Ltd. Best China Investments Ltd. Main Dynasty Investment Ltd. Mega Chance Investments Ltd. Sun Dynasty Development Limited Magic Sun Limited Warriors Technology Investments Ltd. Innolux Optoelectronics USA, Inc. |
Leadtek Global Group Limited Leadtek Global Group Limited Best China Investments Ltd. Lakers Trading Ltd. Mega Chance Investments Ltd. Lakers Trading Ltd. Magic Sun Limited Lakers Trading Ltd. Lakers Trading Ltd. Lakers Trading Ltd. |
Other receivables Other receivables Other receivables Other receivables Other receivables Other receivables Other receivables Other receivables Other receivables Other receivables |
Related parties Related parties Related parties Related parties Related parties Related parties Related parties Related parties Related parties Related parties |
1,410,760 $ 678,250 246,107 246,107 405,294 405,294 1,010,164 1,010,164 333,630 121,320 |
1,410,760 $ 678,250 - 246,107 - 405,294 - 1,010,164 333,630 121,320 |
1,410,760 $ 678,250 - 246,107 - 405,294 - 1,010,164 333,630 121,320 |
0.5% 0.5% 0% 0% 0% 0% 0% 0% 0% 1.04% |
Short-term financing Short-term financing Short-term financing Short-term financing Short-term financing Short-term financing Short-term financing Short-term financing Short-term financing Short-term financing |
$ - - - - - - - - - - |
Operating support Operating support Operating support Operating support Operating support Operating support Operating support Operating support Operating support Operating support |
$ - - - - - - - - - - |
- - - - - - - - - - |
$ - - - - - - - - - - |
$ 235,546,966 235,546,966 235,546,966 235,546,966 235,546,966 235,546,966 235,546,966 235,546,966 235,546,966 235,546,966 |
$ 235,546,966 235,546,966 235,546,966 235,546,966 235,546,966 235,546,966 235,546,966 235,546,966 235,546,966 235,546,966 |
A A A A A A A A A A |
Note A: The Company - Innolux Corporation
1.For loans obtained for short-term financing, financial limit on loans granted to a single party shall not exceed 10% of the company’s net equity, based on the most recent audited financial statements of the company.
2.The financial limit on loans granted shall not exceed 40% of the company’s net equity. If it is for short-term capital needs, the limit shall not exceed 30% of the company’s net equity.
3.The policy for loans granted to direct or indirect wholly-owned overseas subsidiaries is as follows: for short-term capital needs, financial limit shall not be below the 40% requirement, but should not exceed 100% of the company’s net equity.
Table 1, Page 2
Innolux Corporation and Subsidiaries
Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures)
March 31, 2017
| March 31, 2017 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Securities held by Table 2 |
Marketable securities | Relationship with the securities issuer |
General ledger account | As of March 31,2017 | Fair value Footnote Expressed in thousands of NTD (Except as otherwise indicated) |
|||
| Number of shares | Book value | Ownership (%) | Fair value | |||||
| Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Yuan Chi Investment Co., Ltd. Yuan Chi Investment Co., Ltd. InnoJoy Investment Corporation InnoJoy Investment Corporation InnoJoy Investment Corporation Warriors Technology Investments Ltd. Warriors Technology Investments Ltd. Nets trading Ltd. |
Common stock AvanStrate Inc. TPV Technology Ltd. Chi Lin Optoelectronics Co., Ltd. Epistar Corporation Chimei Materials Technology Corp. Allied Material Technology Corp. Trillion Science Inc. China Electric Mfg. Corp. Advanced Optoelectronic Technology, Inc. Fitipower Integrated Technology Inc. G-TECH Optoelectronics Corporation OED Holding Ltd. General Interface Solution (GIS) Holding Limited PilotTech Global Fund |
None None None None None None None None None None None None None None |
Available-for-sale financial assets - non- current Available-for-sale financial assets - non- current Available-for-sale financial assets - non- current Available-for-sale financial assets - non- current Available-for-sale financial assets - non- current Available-for-sale financial assets - non- current Available-for-sale financial assets - non- current Available-for-sale financial assets - non- current Financial assets at fair value through profit or loss Available-for-sale financial assets - non- current Available-for-sale financial assets - non- current Available-for-sale financial assets - non- current Available-for-sale financial assets - non- current Available-for-sale financial assets - non- current |
900,000 150,500,000 32,350,095 89,072 44,741,305 1,209 1,439,180 9,241,000 11,165,222 10,000,000 3,651,565 16,000,000 32,499,000 90 |
$ 55,319 1,233,859 177,520 2,846 588,348 - 603 76,423 314,301 305,000 73,396 5,684 4,728,605 26,038 |
1 6 19 - 9 - 2 2 7 7 2 6 11 - |
$ 55,319 1,233,859 177,520 2,846 588,348 - 603 76,423 314,301 305,000 73,396 5,684 4,728,605 26,038 |
Table 2, Page 1
Innolux Corporation and Subsidiaries
Acquisition or sale of the same security with the accumulated cost exceeding $300 million or 20% of the Company's paid-in capital
For the three-month period ended March 31, 2017
Table 3
Expressed in thousands of NTD (Except as otherwise indicated)
Relationship Balance as at January 1, 2017 Balance as at March 31, 2017 Marketable General with the (Note 5) Addition (Note 3) Disposal (Note 3) (Note 5) securities ledger Counterparty investor Number Number Number Selling Book Gain on Number Investor (Note 1) account (Note 2) (Note 2) of shares Amount of shares Amount of shares price value disposal of shares Amount Warriors General Available-forNot Not 40,500,000 $ 3,705,750 - $ - 8,001,000 $ 1,086,330 $ 82,939 $1,003,391 32,499,000 $ 4,728,605 Technology Interface sale financial applicable applicable Investments Solution (GIS) assets - nonLtd. Holding Limited current (Stock)
Note 1: Marketable securities in the table refer to stocks, bonds, beneficiary certificates and other related derivative securities.
Note 2: Fill in the columns the counterparty and relationship if securities are accounted for under the equity method; otherwise leaves the columns blank.
Note 3: Aggregate purchases and sales amounts should be calculated separately at their market values to verify whether they individually reach NT$300 million or 20% of paid-in capital or more. Note 4: Paid-in capital referred to herein is the paid-in capital of parent company. In the case that shares were issued with no par value or a par value other than NT$10 per share, the 20 % of paid-in capital shall be replaced by 10% of equity attributable to owners of the parent in the calculation.
Note 5: It includes unrealized gains (losses) on available-for-sale financial assets.
Table 3, Page 1
Table 4
Innolux Corporation and Subsidiaries Purchases or sales of goods from or to related parties reaching $100 million or 20% of paid-in capital or more For the three-month period ended March 31, 2017
Expressed in thousands of NTD (Except as otherwise indicated)
Differences in transaction terms
| Differences in transaction terms | Differences in transaction terms | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchaser/seller | Counterparty | Relationship with the counterparty |
Transaction | compared to third party transactions |
Notes/accounts receivable(payable) | Footnote | |||||
| Purchases (sales) |
Amount | Percentage of total purchases (sales) |
Credit term | Unitprice | Credit term | Balance | Percentage of total notes/accounts receivable(payable) |
||||
| Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation |
Hon Hai Precision Industry Co., Ltd. Lakers Trading Ltd. Hongfujin Precision Industry (Yantai) Co., Ltd. Innolux Optoelectronics Japan Co., Ltd. Honfujin Precision Electronics (Chongqing) Co., Ltd. Innolux Hong Kong Limited Hongfutai Precision Electrons (Yantai) Co., Ltd. Innolux Optoelectronics USA, Inc. FIH (Hong Kong) Limited Chi Lin Optoelectronics Co., Ltd. Hon Hai Precision Industry Co., Ltd. FI Medical Device Manufacturing Co., Ltd. |
Same major stockholder An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary of Hon Hai Precision Industry Co., Ltd. A subsidiary of the Company An indirect wholly-owned subsidiary of Hon Hai Precision Industry Co., Ltd. An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary of Hon Hai Precision Industry Co., Ltd. An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary of Hon Hai Precision Industry Co., Ltd. The company is a corporate director of Chi Lin Optoelectronics Same major stockholder The company's investments accounted for under the equity method |
Sales Sales Sales Sales Sales Sales Sales Sales Sales Sales Purchases Purchases |
7,526,137 $ 784,749 494,137 449,420 445,951 442,967 179,491 134,402 112,391 105,848 1,443,521 304,034 |
9 1 1 1 1 1 - - - - 2 - |
90 days 60 days 60-90 days 45-90 days 45-90 days 60 days 90 days 45 days 60 days 45 days 60~90 days after acceptance 30 days after acceptance |
Similar with general sales Similar with general sales Similar with general sales Single sales target, no basis for comparison Similar with general sales Similar with general sales Similar with general sales Similar with general sales Similar with general sales Similar with general sales Single purchases target, no basis for comparison Single purchases target, no basis for comparison |
No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference |
10,239,237 $ - 457,456 167,344 430,742 - 241,838 94,076 110,966 71,119 1,887,510) ( 146,779) ( |
18 - 1 - 1 - - - - - 2 - |
Table 4, Page 1
Differences in transaction terms
| Differences in transaction terms | Differences in transaction terms | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchaser/seller | Counterparty | Relationship with the counterparty |
Transaction | compared to third party transactions |
Notes/accounts receivable(payable) | Footnote | |||||
| Purchases (sales) |
Amount | Percentage of total purchases (sales) |
Credit term | Unitprice | Credit term | Balance | Percentage of total notes/accounts receivable(payable) |
||||
| Innolux Corporation Innolux Corporation Innolux Corporation Foshan Innolux Optoelectronics Ltd. Foshan Innolux Optoelectronics Ltd. Foshan Innolux Optoelectronics Ltd. Ningbo Innolux Optoelectronics Ltd. Innolux Hong Kong Limited Foshan Innolux Optoelectronics Ltd. Ningbo Innolux Optoelectronics Ltd. Ningbo Innolux Display Ltd. Shanghai Innolux Optoelectronics Ltd. Nanjing Innolux Optoelectronics Ltd. Innolux Technology Europe B.V. |
Lakers Trading Ltd. Innolux Hong Kong Limited Leadtek Global Group Limited Foxconn Precision Electronics (YanTai) Co., Ltd. Premier Image Technology (China) Ltd. Futaijing Precision Electronics (Beijing) Co., Ltd. Ningbo Innolux Display Ltd. Nanjng Innolux Technology Ltd. Lakers Trading Ltd. Leadtek Global Group Limited Lakers Trading Ltd. Innolux Hong Kong Limited Innolux Hong Kong Limited Innolux Hong Kong Limited |
An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary A subsidiary of the Company An indirect wholly-owned subsidiary of Hon Hai Precision Industry Co., Ltd. An indirect wholly-owned subsidiary of Hon Hai Precision Industry Co., Ltd. An indirect wholly-owned subsidiary of Hon Hai Precision Industry Co., Ltd. An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary A subsidiary of the Company An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary |
Processing expense Processing expense Processing expense Sales Sales Sales Sales Sales Processing revenue Processing revenue Processing revenue Processing revenue Processing revenue Service revenue |
11,636,996 $ 4,193,181 4,005,284 1,033,868 473,622 345,674 1,082,377 438,885 7,504,176 3,871,564 4,103,497 2,271,570 1,672,464 157,609 |
18 6 6 5 2 2 11 6 71 78 99 100 100 100 |
60-90 days 60-90 days 60-90 days 90 days 90 days 90 days 60 days 60 days 60 days 60 days 60 days 60 days 60 days 60 days |
Cost plus Cost plus Cost plus Similar with general transactions Similar with general transactions Similar with general transactions Similar with general transactions Similar with general transactions Similar with general transactions Similar with general transactions Similar with general transactions Similar with general transactions Similar with general transactions Similar with general transactions |
No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference No material difference |
($ 22,254,486) 6,138,599) ( 21,251,672) ( 1,177,307 539,333 393,633 732,103 304,097 15,306,830 17,356,683 2,925,506 1,496,211 4,399,324 53,367 |
28 8 27 4 2 1 3 4 84 96 99 100 100 71 |
Table 4, Page 2
Differences in transaction terms
| Differences in transaction terms | Differences in transaction terms | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchaser/seller | Counterparty | Relationship with the counterparty |
Transaction | compared to third party transactions |
Notes/accounts receivable(payable) | Footnote | |||||
| Purchases (sales) |
Amount | Percentage of total purchases (sales) |
Credit term | Unitprice | Credit term | Balance | Percentage of total notes/accounts receivable(payable) |
||||
| Ningbo Innolux Display Ltd. Foshan Innolux Optoelectronics Ltd. Ningbo Innolux Optoelectronics Ltd. Ningbo Innolux Optoelectronics Ltd. |
Hon Hai Precision Industry Co., Ltd. Hon Hai Precision Industry Co., Ltd. Hon Hai Precision Industry Co., Ltd. Hongfujin Precision Industry (Shenzhen) Co., Ltd. |
Same major stockholder Same major stockholder Same major stockholder An indirect wholly-owned subsidiary of Hon Hai Precision Industry Co., Ltd. |
Purchases Purchases Purchases Purchases |
252,957 $ 3,081,219 116,611 108,764 |
5 16 1 1 |
90 days after goods are shipped 90 days after goods are shipped 90 days after goods are shipped 90 days after goods are shipped |
Similar with general transactions Similar with general transactions Similar with general transactions Similar with general transactions |
No material difference No material difference No material difference No material difference |
($ 290,897) 3,802,505) ( 137,616) ( 136,639) ( |
6 14 2 1 |
Table 4, Page 3
Innolux Corporation and Subsidiaries
Receivables from related parties reaching $100 million or 20% of paid-in capital or more March 31, 2017
Table 5
Expressed in thousands of NTD (Except as otherwise indicated)
| Creditor | Counterparty | Relationship with the counterparty |
Balance as at March 31, 2017 |
Turnover rate |
Overdue receivables | Overdue receivables | Amount collected subsequent to the balance sheet date |
Allowance for doubtful accounts |
|---|---|---|---|---|---|---|---|---|
| Amount | Action taken | |||||||
| Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Ningbo Innolux Optoelectronics Ltd. Ningbo Innolux Optoelectronics Ltd. Ningbo Innolux Display Ltd. Nanjing Innolux Optoelectronics Ltd. Shanghai Innolux Optoelectronics Ltd. Foshan Innolux Optoelectronics Ltd. |
Hon Hai Precision Industry Co., Ltd. Hongfujin Precision Industry (Yantai) Co., Ltd. Honfujin Precision Electronics (Chongqing) Co., Ltd. Foshan Innolux Optoelectronics Ltd. Hongfutai Precision Electrons (Yantai) Co., Ltd. Competition Team Technology (India) Private Limited Innolux Optoelectronics Japan Co.,Ltd. FIH (Hong Kong) Limited Leadtek Global Group Limited Ningbo Innolux Display Ltd. Lakers Trading Ltd. Innolux Hong Kong Limited Innolux Hong Kong Limited Lakers Trading Ltd. |
Same major stockholder An indirect wholly-owned subsidiary of Hon Hai Precision Industry Co., Ltd. An indirect wholly-owned subsidiary of Hon Hai Precision Industry Co., Ltd. An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary of Hon Hai Precision Industry Co., Ltd. An indirect wholly-owned subsidiary of Hon Hai Precision Industry Co., Ltd. A subsidiary of the Company An indirect wholly-owned subsidiary of Hon Hai Precision Industry Co., Ltd. A subsidiary of the Company An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary |
$ 10,239,237 457,456 430,742 295,546 241,838 227,644 167,344 110,966 17,356,683 732,103 2,925,506 4,399,324 1,496,211 15,306,830 |
3.37 4.79 3.59 0.02 2.09 0.75 11.26 6.99 0.93 4.09 5.20 1.36 5.59 2.08 |
$ 33,867 478 136,439 205,861 21,584 - - 2,151 11,505,304 - - 2,705,510 - 3,737,400 |
Subsequent collection Subsequent collection Subsequent collection Subsequent collection Subsequent collection - - Subsequent collection Subsequent collection - - Subsequent collection - Subsequent collection |
$ 3,666,910 106,221 156,237 5,536 44,887 138,424 175,484 4,777 2,919,296 333,517 1,677,971 941,275 933,685 6,748,471 |
$ - - - - - - - - - - - - - - |
Table 5, Page 1
| Creditor | Counterparty | Relationship with the counterparty |
Balance as at March 31, 2017 |
Turnover rate |
Overdue receivables | Overdue receivables | Amount collected subsequent to the balance sheet date |
Allowance for doubtful accounts |
|---|---|---|---|---|---|---|---|---|
| Amount | Action taken | |||||||
| Foshan Innolux Optoelectronics Ltd. Foshan Innolux Optoelectronics Ltd. Foshan Innolux Optoelectronics Ltd. Innocom Technology (Shenzhen) Co., Ltd. Innolux Hong Kong Limited |
Foxconn Precision Electronics (YanTai) Co., Ltd. Premier Image Technology (China) Ltd. Futaijing Precision Electronics (Beijing) Co., Ltd. Lakers Trading Ltd. Nanjng Innolux Technology Ltd. |
An indirect wholly-owned subsidiary of Hon Hai Precision Industry Co., Ltd. An indirect wholly-owned subsidiary of Hon Hai Precision Industry Co., Ltd. An indirect wholly-owned subsidiary of Hon Hai Precision Industry Co., Ltd. An indirect wholly-owned subsidiary An indirect wholly-owned subsidiary |
$ 1,177,307 539,333 393,633 688,600 304,097 |
3.46 4.90 3.51 0.31 5.47 |
$ - - - 651,359 37,002 |
- - - Subsequent collection Subsequent collection |
$ - - - - 140,936 |
$ - - - - - |
Table 5, Page 2
Table 6
Expressed in thousands of NTD (Except as otherwise indicated)
Innolux Corporation and Subsidiaries
Significant inter-company transactions during the reporting period For the three-month period ended March 31, 2017
Transaction (Note C)
| Number | Companyname | Counterparty | Relationship (Note A) |
General ledger account | Amount | Transaction terms (Note B) |
Percentage of consolidated total operating revenues or total assets |
|---|---|---|---|---|---|---|---|
| 0 0 0 0 0 0 0 0 0 0 0 0 1 1 2 2 3 3 4 5 5 5 5 6 |
Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Shanghai Innolux Optoelectronics Ltd. Shanghai Innolux Optoelectronics Ltd. Foshan Innolux Optoelectronics Ltd. Foshan Innolux Optoelectronics Ltd. Nanjing Innolux Optoelectronics Ltd. Nanjing Innolux Optoelectronics Ltd. Innocom Technology (Shenzhen) Co., Ltd. Ningbo Innolux Optoelectronics Ltd. Ningbo Innolux Optoelectronics Ltd. Ningbo Innolux Optoelectronics Ltd. Ningbo Innolux Optoelectronics Ltd. Ningbo Innolux Display Ltd. |
Innolux Hong Kong Limited Innolux Hong Kong Limited Innolux Hong Kong Limited Innolux Optoelectronics Japan Co.,Ltd. Innolux Optoelectronics Japan Co.,Ltd. Innolux Optoelectronics USA, Inc. Lakers Trading Ltd. Lakers Trading Ltd. Lakers Trading Ltd. Leadtek Global Group Limited Leadtek Global Group Limited Foshan Innolux Optoelectronics Ltd. Innolux Hong Kong Limited Innolux Hong Kong Limited Lakers Trading Ltd. Lakers Trading Ltd. Innolux Hong Kong Limited Innolux Hong Kong Limited Lakers Trading Ltd. Leadtek Global Group Limited Leadtek Global Group Limited Ningbo Innolux Display Ltd. Ningbo Innolux Display Ltd. Lakers Trading Ltd. |
1 1 1 1 1 1 1 1 1 1 1 1 3 3 3 3 3 3 3 3 3 3 3 3 |
Sales Processing expense Accrued expenses Sales Accounts receivable Sales Sales Processing expense Accrued expenses Processing expense Accrued expenses Accounts receivable Processing revenue Accounts receivable Processing revenue Accounts receivable Processing revenue Accounts receivable Accounts receivable Processing revenue Accounts receivable Sales Accounts receivable Processing revenue |
442,967 $ 4,193,181 6,138,599) ( 449,420 167,344 134,402 784,749 11,636,996 22,254,486) ( 4,005,284 21,251,672) ( 295,546 2,271,570 1,496,211 7,504,176 15,306,830 1,672,464 4,399,324 688,600 3,871,564 17,356,683 1,082,377 732,103 4,103,497 |
- - - - - - - - - - - - - - - - - - - - - - - - |
1 5 2 1 - - 1 14 6 5 6 - 3 - 9 4 2 1 - 5 5 1 - 5 |
Table 6, Page 1
Transaction (Note C)
| Number | Companyname | Counterparty | Relationship (Note A) |
General ledger account | Amount | Transaction terms (Note B) |
Percentage of consolidated total operating revenues or total assets |
|---|---|---|---|---|---|---|---|
| 6 7 7 8 |
Ningbo Innolux Display Ltd. Innolux Hong Kong Limited Innolux Hong Kong Limited Innolux Technology Europe B.V. |
Lakers Trading Ltd. Nanjng Innolux Technology Ltd. Nanjng Innolux Technology Ltd. Innolux Hong Kong Limited |
3 3 3 3 |
Accounts receivable Sales Accounts receivable Service revenue |
2,925,506 $ 438,885 304,097 157,609 |
- - - - |
1 1 - - |
Note A: 1 refers to the parent company to the subsidiary.
3 refers to the subsidiary to the subsidiary.
Note B: Except for no comparable transactions from related parties, sales prices were similar to non-related parties transactions and the collection period was 30~120 days; the purchases from related parties were at market prices and payment term was 30~120 days upon receipt of goods.
Note C: Amount disclosure standard: purchases, sales and receivables from related parties in excess of $100 million or 20% of capital.
Table 6, Page 2
Innolux Corporation and Subsidiaries Information on investees
For the three-month period ended March 31, 2017
Table 7
Expressed in thousands of NTD (Except as otherwise indicated)
| Investor | Investee | Location | Main business activities |
Initial inves | tment amount | Share | sheld as atMarch31,2017 | sheld as atMarch31,2017 | Net profit (loss) of the investee for the three- month period ended March 31, 2017 |
Investment income (loss) recognised by the Company for the three- month period ended March31,2017 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance as at March 31,2017 |
Balance as at December31,2016 |
Numberofshares | Ownership (%) |
Bookvalue | |||||||
| Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Corporation Innolux Holding Limited Innolux Holding Limited Innolux Holding Limited Innolux Holding Limited Toppoly Optoelectronics (B.V.I.) Ltd. Innolux Hong Kong Holding Limited Innolux Hong Kong Holding Limited Innolux Hong Kong Holding Limited Innolux Hong Kong Holding Limited Innolux Hong Kong Holding Limited Innolux Optoelectronics Europe B.V. |
Bright Information Holding Ltd. Golden Achiever International Ltd. Innolux Holding Limited Keyway Investment Management Limited Landmark International Ltd. Toppoly Optoelectronics (B.V.I.) Ltd. Innolux Hong Kong Holding Limited Leadtek Global Group Limited Yuan Chi Investment Co., Ltd. InnoJoy Investment Corporation Innolux Optoelectronics Europe B.V. Innolux Optoelectronics Japan Co., Ltd. Ampower Holding Ltd. FI Medical Device Manufacturing Co., Ltd. iZ3D, Inc. Chi Mei Lighting Technology Corporation GIO Optoelectronics Corp. Rockets Holding Ltd. Suns Holding Ltd. Lakers Trading Ltd. Innolux Corporation Toppoly Optoelectronics (Cayman) Ltd. Innolux Optoelectronics Hong Kong Holding Limited Innolux Hong Kong Limited Innolux Technology Europe B.V. Innolux Technology Japan Co., Ltd. Innolux Technology USA Inc. Innolux Optoelectronics Germany GmbH |
Hong Kong BVI Samoa Samoa Samoa BVI Hong Kong BVI Taiwan Taiwan Netherlands Japan Cayman Taiwan USA Taiwan Taiwan Samoa Samoa Samoa USA Cayman Hong Kong Hong Kong Netherlands Japan USA Germany |
Investment holdings Investment holdings Investment holdings Investment holdings Investment holdings Investment holdings Investment holdings Distributor company Investment company Investment company Importing, exporting, buying, selling and logistics services of electronic equipment and TFT-LCD monitors Researching, manufacturing and selling of the film transistor liquid crystal display Investment holdings Production and selling of the absorption for medical element Research and development and sale of 3D flat monitor Manufacturing of electronic equipment and lighting equipment Manufacturing and selling of components of TFT-LCD Investment holdings Investment holdings Distributor company Distributor company Investment holdings Investment holdings Distributor company Holding company and R&D testing company R&D testing company Distributor company Importing, exporting, buying, selling and logistics services of electronic equipment and TFT-LCD monitors |
119,724 $ 119,106 7,858,300 62,179 33,438,542 3,674,115 2,107,291 - 1,217,235 1,674,054 121,941 1,335,486 1,717,714 73,500 - 819,312 800,892 7,296,530 555,422 - 6,348 3,650,192 - - 3,073,072 1,815,603 263,685 10,324 |
119,724 $ 119,106 7,858,300 197,554 33,438,542 3,674,115 2,107,291 - 1,217,235 1,674,054 121,941 1,335,486 1,717,714 73,500 - 819,312 800,892 7,296,530 555,422 - 6,348 3,650,192 - - 3,073,072 1,815,603 263,685 10,324 |
4,910,000 40,250 246,768,185 1,656,410 709,450,000 146,847,000 1,158,844,000 50,000,000 - 167,405,392 180 80 14,062,500 7,350,000 4,333 78,195,856 14,812,705 226,504,550 18,177,052 1 2,000 146,817,000 162,897,802 35,000,000 375,810 201 1,000 250 |
100 100 100 100 100 100 100 100 100 100 100 100 50 49 35 33 24 100 100 100 100 100 100 100 100 100 100 100 |
97,200 $ 57,989 19,805,995 73,104 43,411,554 5,971,612 3,244,008 401,687 880,996 1,311,769 120,743 1,501,904 870,941 496,645 - - 104,027 13,222,570 6,439,796 231,071 87,452) ( 5,971,263 1,204,959 1,511,436) ( 2,111,901 1,684,075 350,485 12,848 |
147 $ 56) ( 1,029,795 10,089 32,572 387,361) ( 4,259 723,300 46,518) ( 55,817 669 10,214) ( - 91,228 - - 3,706 11,556 1,018,587 - 348) ( 387,361) ( 20,807 28,522) ( 17,621 8,362) ( 2,427 625 |
147 $ 56) ( 1,029,795 10,089 42,545 386,646) ( 5,513) ( 723,300 46,518) ( 55,817 669 10,214) ( - 44,702 - - 437 11,556 1,018,587 - 348) ( 387,361) ( 20,807 28,522) ( 17,621 8,362) ( 2,427 625 |
Table 7, Page 1
| Investor | Investee | Location | Main business activities |
Initial inves | tment amount | Share | sheld as atMarch31,2017 | sheld as atMarch31,2017 | Net profit (loss) of the investee for the three- month period ended March 31, 2017 |
Investment income (loss) recognised by the Company for the three- month period ended March31,2017 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance as at March 31,2017 |
Balance as at December31,2016 |
Numberofshares | Ownership (%) |
Bookvalue | |||||||
| Innolux Optoelectronics Japan Co., Ltd. Rockets Holding Ltd. Rockets Holding Ltd. Rockets Holding Ltd. Rockets Holding Ltd. Rockets Holding Ltd. Suns Holding Ltd. Innolux Technology Europe B.V. Yuan Chi Investment Co., Ltd. Yuan Chi Investment Co., Ltd. Yuan Chi Investment Co., Ltd. |
Innolux Optoelectronics USA, Inc. Best China Investments Ltd. Mega Chance Investments Ltd. Magic Sun Ltd. Stanford Developments Ltd. Nets Trading Ltd. Warriors Technology Investments Ltd. Innolux Technology Germany GmbH Chi Mei Lighting Technology Corporation GIO Optoelectronics Corp. TOA Optronics Corporation |
USA Samoa Samoa Samoa Samoa Samoa Samoa Germany Taiwan Taiwan Taiwan |
Selling of electronic equipment and computer monitors Investment holdings Investment holdings Investment holdings Investment holdings Investment company Investment company Testing and maintenance company Trading business, manufacturing of electronic equipment and lighting equipment Manufacturing and selling of components of TFT-LCD Selling of electronic materials, trading business, manufacturing of electronic equipment and lighting equipments |
2,400 $ 314,740 573,940 1,146,370 5,391,125 27,477 555,422 33,735 263,812 6,881 423,606 |
2,400 $ 314,740 573,940 1,146,370 5,391,125 27,477 555,422 33,735 263,812 6,881 423,606 |
1,000 10,000,001 18,000,000 38,000,001 164,000,000 900,001 18,177,052 100,000 19,673,402 109,021 58,007,000 |
100 100 100 100 100 100 100 100 8 - 40 |
265,669 $ 246,107 405,295 1,010,164 11,532,709 28,182 6,439,794 54,179 - 787 39,831 |
2,220) ($ - - - 11,556 - 1,018,587 288 - 3,706 17,745) ( |
2,220) ($ - - - 11,556 - 1,018,587 288 - 3 47,071) ( |
Table 7, Page 2
Innolux Corporation and Subsidiaries
Information on investments in Mainland China
For the three-month period ended March 31, 2017
Table 8
Expressed in thousands of NTD (Except as otherwise indicated)
| Investee in Mainland China |
Main business activities | Paid-in capital (Note A) |
Investment method (NoteC) |
Accumulated amount of remittance from Taiwan to Mainland China as of January 1, 2017 |
Amount remitted from Taiwan to Mainland China/Amount remitted back to Taiwan for the three-month period ended March31,2017 |
Amount remitted from Taiwan to Mainland China/Amount remitted back to Taiwan for the three-month period ended March31,2017 |
Accumulated amount of remittance from Taiwan to Mainland China as of March 31, 2017 |
Net income of investee for the three-month period ended March 31, 2017 |
Ownership held by the Company (direct or indirect) |
Investment income (loss) recognised by the Company for the three-month period ended March 31, 2017 (Note B) |
Book value of investments in Mainland China as of March 31, 2017 |
Accumulated amount of investment income remitted back to Taiwan as of March 31, 2017 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Remitted to Mainland China |
Remitted back to Taiwan |
||||||||||||
| Innocom Technology (Shenzhen) Co., Ltd. OED Company Ningbo Innolux Optoelectronics Ltd. Foshan Innolux Optoelectronics Ltd. Ningbo Innolux Display Ltd. Nanjng Innolux Technology Ltd. Kunpal Optoelectronics Ltd. VAP Optoelectronics (Nanjing) Corp. Nanjing Innolux Optoelectronics Ltd. Ningbo Innolux Logistics Ltd. Shanghai Innolux Optoelectronics Ltd. |
Manufacturing and selling of LCD backend module and related components Manufacturing and selling of electronic paper Manufacturing and selling of LCD backend module and related components Manufacturing and selling of LCD backend module and related components Manufacturing and selling of LCD backend module and related components Purchases and sales of monitor-related components company Glass thinning processing service Manufacturing and selling of LCD backend module and related components Manufacturing and selling of LCD backend module and related components Warehousing services Manufacturing and selling of LCD backend module and related components |
$ 4,974,120 282,709 9,402,300 11,616,390 4,852,800 63,693 121,320 306,333 4,306,860 - 636,930 |
2 2 2 2 2 2 2 2 2 2 2 |
$ 3,849,233 60,660 223,382 11,616,390 4,852,800 63,693 114,703 115,254 4,306,860 121,320 - |
$ - - - - - - - - - - - |
$ - - - - - - - - - 121,320 - |
$ 3,849,233 60,660 223,382 11,616,390 4,852,800 63,693 114,703 115,254 4,306,860 - - |
$ 11,556 ( 35,379) ( 84,966) 36,554 80,385 3,756 ( 1,989) ( 56) ( 389,128) 4,303 20,807 |
100 4 100 100 100 100 100 100 100 100 100 |
$ 11,556 - ( 84,966) 37,153 80,385 3,756 ( 1,989) ( 56) ( 389,128) 4,303 20,807 |
$ 11,532,697 8,915 20,527,806 19,117,583 3,791,081 522,440 58,669 57,609 5,390,133 - 1,204,959 |
$ 1,124,887 - 5,236,018 - - - - - - 45,503 - |
2.1 2.1 2.2 2.2 2.2 2.8 2.3 2.3 2.4 2.3 2.6 2.9 2.5 |
Table 8, Page 1
| Investee in Mainland China |
Main business activities | Paid-in capital (Note A) |
Investment method (NoteC) |
Accumulated amount of remittance from Taiwan to Mainland China as of January 1, 2017 |
Amount remitted from Taiwan to Mainland China/Amount remitted back to Taiwan for the three-month period ended March31,2017 |
Amount remitted from Taiwan to Mainland China/Amount remitted back to Taiwan for the three-month period ended March31,2017 |
Accumulated amount of remittance from Taiwan to Mainland China as of March 31, 2017 |
Net income of investee for the three-month period ended March 31, 2017 |
Ownership held by the Company (direct or indirect) |
Investment income (loss) recognised by the Company for the three-month period ended March 31, 2017 (Note B) |
Book value of investments in Mainland China as of March 31, 2017 |
Accumulated amount of investment income remitted back to Taiwan as of March 31, 2017 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Remitted to Mainland China |
Remitted back to Taiwan |
||||||||||||
| Foshan Innolux Logistics Ltd. Warehousing services $ 45,495 Amlink (Shanghai) Ltd. Manufacturing and selling of power supply, modem, ADSL, and other IT equipments 242,640 Interface Optoelectronics (Shenzhen) Co., Ltd. Development of new type of flat panel display, monitor and peripherals, production and management, and offer of after-sales service 2,917,746 Ningbo Innolux Electronics Ltd. Manufacturing and selling of LCD backend module and related components 131,883 Foshan Innolux Flnet Electronics Ltd. Commodity agency 4,396 Ningbo Innolux Flnet Electronics Ltd. Commodity agency 4,396 Ceiling on investments in Mainland China: Companyname Accumulated amount of remittance from Taiwan to Mainland China as of March 31, 2017 |
2 $ 45,495 $ - 2 303,300 - 2 409,455 - 3 - - 3 - - 3 - - Investment amount approved by the Investment Commission of the Ministry of Economic Affairs(MOEA) |
$ - $ 45,495 $ 1,543 - 303,300 - - 409,455 457,618 - - 34,901 - - 632 - - ( 1,092) Ceiling on investments in Mainland China imposed by the Investment Commission of MOEA |
100 50 11 100 100 100 |
$ 1,543 - - 34,901 632 ( 1,092) |
$ 68,344 188,385 4,728,605 265,530 5,010 3,052 |
$ - - - - - - |
2.6 2.7 2.1 3.1 3.2 3.2 |
||||||
| Innolux Corporation | 27,498,135 $ |
36,784,459 $ |
141,328,180 $ |
Note A: The relevant figures were listed in NT$. Where foreign currencies were involved, the figures were converted to NT$ using exchange rate. Note B: Profit or loss recognised for the three-month period ended March 31, 2017 was reviewed by independent accountants.
Table 8, Page 2
Note C: The investment methods are as follows:
-
Directly investing in Mainland China.
-
Through investing in companies in the third area, which then invested in the investee in Mainland China.
-
2.1. Through investing in Innolux Holding Limited in the third area, which then invested in the investee in Mainland China.
-
2.2. Through investing in Landmark International Ltd. in the third area, which then invested in the investee in Mainland China.
-
2.3. Through investing in Toppoly Optoelectronics (B.V.I) Ltd. in the third area, which then invested in the investee in Mainland China.
-
2.4. Through investing in Golden Achiever International Ltd. in the third area, which then invested in the investee in Mainland China.
-
2.5. Through investing in Innolux Hong Kong Holding Limited in the third area, which then invested in the investee in Mainland China.
-
2.6. Through investing in Keyway Investment Management Limited in the third area, which then invested in the investee in Mainland China.
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2.7. Through investing in Ampower Holding Ltd. in the third area, which then invested in the investee in Mainland China.
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2.8. Ningbo Innolux Display Ltd. acquired Ningbo Innolux Technology Ltd. by merger, and approved by the Investment Commission of the Ministry of Economic Affairs in November 2016.
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2.9. Ningbo Innolux Logistics Ltd. was liquidated in February 2017.
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Others.
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3.1. The company invested in the company via investee company in Mainland China, Ningbo Innolux Display Ltd. Except for the investment via the holding companies in Mainland China, other investments shall be not approved by Investment Commission of the Ministry of Economic Affairs.
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3.2 The company invested via Foshan Innolux Optoelectronics Ltd. and Ningbo Innolux Optoelectronics Ltd. which are the company investment entities in Mainland China to invest in Foshan Innolux Flnet Electronics Ltd.
and Ningbo Innolux Flnet Electronics Ltd. Except for the investment via the holding companies in Mainland China, other investments shall be not approved by Investment Commission of the Ministry of Economic Affairs.
Table 8, Page 3