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MERCURIES Audit Report / Information 2021

Nov 15, 2021

52227_rns_2021-11-15_91772f3f-69de-4d23-b580-1f36681feefb.pdf

Audit Report / Information

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MERCURIES & ASSOCIATES HOLDING, LTD.

PARENT COMPANY ONLY FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2021AND 2020 TOGETHER WITH INDEPENDENT AUDITORS’ REPORT

INDEX TO PARENT COMPANY ONLY FINANCIAL STATEMENTS

Page
Independent Auditors’ Report 3-8
Balance Sheets as of December 31, 2021 and 2020 9
Statements of Comprehensive Income for the years ended December 31, 2021 and 2020 10
Statements of Change in Stockholders’ Equity for the years ended December 31, 2021 and 2020 11
Statements of Cash Flows for the years ended December 31, 2021 and 2020 12
Notes to Financial Statements 13-75
Statements of major accounts 76-88

2

INDEPENDENT AUDITORS' REPORT

The Board of Directors and Shareholders Mercuries & Associates Holding, Ltd.

Opinion

We have audited the accompanying parent company only balance sheets of Mercuries & Associates Holding, Ltd. as of December 31, 2021and 2020, and the related parent company only statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the parent company only financial statements, including a summary of significant accounting policies.

In our opinion, based on our audits and the reports of other auditors as described in the Other Matter section of our report, the accompanying parent company only financial statements present fairly, in all material respects, the financial positions of the Mercuries & Associates Holding, Ltd. as of December 31, 2021 and 2020, and its financial performance and its cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and generally accepted auditing standards in the Republic of China. Our responsibilities under those standards are further described in the section of Auditor’s Responsibilities for the audit of the parent company only financial statements of our report. We are independent of Mercuries & Associates Holding, Ltd. in accordance with the Norm of Professional Ethics for Certified Public Accountants of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with the Norm. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the parent company only financial statements for the year ended December 31, 2021. These matters were addressed in the context of our audit of the parent company only financial statements as a whole, and in forming our opinion thereon, we do not provide a separate opinion on these matters.

3

The completeness and accuracy of recording insurance reserves

Description:

Various insurance reserves the subsidiary Mercuries Life Insurance’s are provided by actuary in accordance with the “Guidelines for Insurance Enterprises Handling All Statutory Reserves” based on their professional judgment and experience. The insurance reserves are estimated for different types of insurance, and thus, the provision process of these reserves has a high degree of complexity. Liability reserves involve significant judgment from management due to uncertainty of estimation. In addition, to ensure the adequacy of the insurance liabilities recognition, significant judgment to the final total settlement value of each insurance claims is required. The Company should assess its adequacy of liabilities through estimated future cash flow for insurance contracts based on current information. If there is any shortfall in the current carrying amount of the insurance liability, the shortfall should be recognized as liability adequacy reserve. Therefore, this matter needs significant attention in our audit.

We performed the following audit procedures on the above key audit matter:

  1. Testing the effectiveness of the design and implementation of internal controls within the financial reporting process that are related to insurance reserves, which include testing the controls responsible for ascertaining the completeness and accuracy of the policy information.

  2. Performing the analysis on movements and recognition of insurance reserves and checking whether the related information and carrying amount of the worksheet are accurate.

  3. Testing samples on unearned premium reserves, liability reserves, claim reserves, premium deficiency reserves, special reserves and liabilities adequacy reserve to assess the accuracy of the premium and claim information, as well as inspecting the provision methodology, and examining whether the provision and hypothesis are in accordance with the “Guidelines for Insurance Enterprises Handling All Statutory Reserves”.

  4. Assess the appropriateness of the disclosure that are related to insurance reserves.

Valuation of investment assets

Description:

The subsidiary Mercuries Life Insurance’s fair value measurement of financial assets at fair value through profit or loss and fair value through other comprehensive income for debt instrument without an active market is determined by observable input parameters obtained either directly or indirectly in inactive markets. The fair value is estimated on the basis of the results of various valuation techniques, which is based on professional judgment by the Company’s management. In addition,

4

debt instruments that measured at amortized cost and fair value through other comprehensive income has excepted credit loss, recognition and estimation of such loss require significant judgment by the Company’s management. Therefore, this matter needs significant attention in our audit.

We performed the following audit procedures on the above key audit matter:

  1. Performing an assessment over the investment cycle of its initial recognition, subsequent measurements and their disclosures on financial statements.

  2. Inspecting the accounting policies related to fair value measurements and disclosures of financial instruments of the Company.

  3. Obtaining statements for financial assets and understanding the acquisition methods used for fair value of each category, as well as evaluating whether the fair value hierarchy is appropriate.

  4. Assessing the reasonableness of significant assumptions, fair value and the valuation sources according to the relevant information obtained from external sources.

  5. Executing impairment test, which included evaluating whether the design of the process for providing expected credit losses are appropriate and the significant hypothesis and factors of the estimations are reasonable, selecting the result to check the reasonableness of the credit risk has increased significantly since the original recognition of financial assets and test the accuracy of the calculation.

The completeness and accuracy of retail sales revenue

Description:

Retail sales revenue of the subsidiary Mercuries & Associates Ltd. and Simple Mart Retail Co., Ltd are recorded by point-of-sale (POS) terminals, which collect the information of item names, quantity, sales price and total sales amount of each transaction using preestablished merchandise master file data (which contains information such as item names, cost of purchase, retail price, combination sales promotions, etc.). After the daily closing process, each store manager uploads their sales information to the Enterprise Resource Planning (“ERP”) system, which summarizes all sales and automatically generates sales revenue journal entries. Each store manager also prepares a daily cash report, which summarizes amounts of sales, type of collections and cash deposited to the bank.

As retail sales revenue comprises numerous small amount transactions and highly relies on the POS and ERP systems, the process of summarizing and recording sales revenue by these systems is important with regard to the completeness and accuracy of the retail sales revenue. Therefore, this matter needs significant attention in our audit.

5

We performed the following audit procedures on the above key audit matter:

  1. Inspecting and checking whether additions and changes to the merchandise master file data had been properly approved and supported by the relevant documents.

  2. Inspecting and checking whether approved additions and changes to the merchandise master file data had been correctly entered in the merchandise master file.

  3. Inspecting and checking whether merchandise master file data had been periodically transferred to POS terminal in stores.

  4. Inspecting and checking whether sales information in POS terminals had been periodically and completely transferred to the ERP system and verify the daily cash reports and accounting information in stores.

  5. Inspecting daily cash reports and relevant documents.

  6. Inspecting cash deposit amounts recorded in daily cash reports and agreed them to bank remittance amounts.

Other matter

As described in Note 6.5, the financial statements of certain investee companies under equity method were audited by other auditors. Thus, the amounts and information of the investee companies shown within are in accordance with the audit reports assured by other auditors whose reports thereon have been furnished to us. The investments of the aforementioned investee companies amounted to $4,022,161 thousand and $3,731,843 thousand, constituted 14.48% and 13.14% of the total assets as of December 31, 2021 and 2020 respectively; and the share of profit of subsidiaries, associates and joint ventures accounted for under equity method of these investee companies were $420,743 thousand and $461,532 thousand, constituted 22.44% and 31.63% of the profit before income tax for the years ended December 31, 2021 and 2020, respectively.

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

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

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

6

Those charged with governance, including audit committee, are responsible for overseeing the financial reporting process of Mercuries & Associates Holding, Ltd.

Auditor’s Responsibilities for the Audit of the Parent Company only Financial Statements

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

As part of an audit in accordance with ROC GAAS, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

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

  2. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of internal control of Mercuries & Associates Holding, Ltd.

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

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

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

7

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

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

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

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

The engagement partners on the audit resulting in this independent auditors’ report are Ke-Yi Liu and Shu-Chen Chang.

BDO TAIWAN

March 31, 2022

Notice to Readers

The accompanying financial statements are intended only to present the financial position, results of operations and cash flows in accordance with accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such financial statements are those generally applied in the Republic of China.

For the convenience of readers, the independent 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. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors’ report and financial statements shall prevail.

8

MERCURIES & ASSOCIATES HOLDING, LTD. PARENT COMPANY ONLY BALANCE SHEETS December 31, 2021 and 2020

UNITNTD(In Thousands) UNITNTD(In Thousands)
Assets
Notes
December 31,2021 December 31, 2020 Liabilities & Stockholders' Equity
Notes
December 31,2021 December 31, 2020
$347,895)
127)
10,190)
1,159)
4,461)
462)
1.25)
-0
0.04)
-0
0.02)
-0
$81,562)
110)
21,364)
1,558)
2,777)
1,827)
$69,699)
2)
27,941)
0.25)
-0
0.10)
$57,860)
75,500)
39,152)
0.20)
0.27)
0.14)
97,642) 0.35) 172,512) 0.61)
2,214)
2,151,380)
5,600,000)
151,777)
56,107)
0.01)
7.74)
20.16)
0.55)
0.20)
-0
-0
8,271,500)
259,158)
62,479)
-0
-0
29.13)
0.91)
0.21)
364,294) 1.31) 109,198)
86,362)
250,000)
24,603,708)
2,299)
2,457,564)
1,500)
14,230)
0.31)
0.90)
88.57)
0.01)
8.85)
0.01)
0.04)
114,741)
-0
24,468,622)
3,406)
3,683,787)
208)
14,829)
7,961,478) 28.66) 8,593,137) 30.25)
8,059,120) 29.01) 8,765,649) 30.86)
9,131,067)
2,553)
2,455,481)
2,575,337)
5,566,015)
4,854,079)
(4,375,416)
(488,279)
32.87)
0.01)
8.84)
9.27)
20.04)
17.47)
(15.75)
(1.76)
9,093,510)
-0
2,032,125)
2,464,186)
4,068,090)
5,590,916)
(3,087,013)
(532,672)
32.03)
-0
7.16)
8.68)
14.33)
19.69)
(10.87)
(1.88)
27,415,663) 98.69) 28,285,593)
19,720,837) 70.99) 19,629,142) 69.14)

The accompanying notes are an integral part of financial statements

9

MERCURIES & ASSOCIATES HOLDING, LTD. PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME For the Years Ended December 31, 2021 and 2020

UNITNTD (In Thousands) UNITNTD (In Thousands) UNITNTD (In Thousands)
Item Notes 2021 2020
Operating revenue
Gross profit (loss)
Net gross profit (loss)
Operating expenses
General and administrative expenses
Total operating expenses
Operating profit (loss)
Non-operating income and expenses
Interest income
Other income
Other gains and losses
Financial costs
Sub-total
Profit (loss) before income tax
Income tax (expenses) benefit
Net profit (loss) from continuing operations
Net profit (loss)
Other comprehensive income (loss)
Components of other comprehensive income that will not be
reclassified to profit or loss
Unrealized gain (loss) on investments in equity instruments at
fair value through other comprehensive income
Share of other comprehensive income (loss) of subsidiaries,
associates and joint ventures accounted for under equity
method
Components of other comprehensive income that will be
reclassified to profit or loss
Financial statements translation differences of foreign
operations
Share of other comprehensive income (loss) of subsidiaries,
associates and joint ventures accounted for under equity
method
Other comprehensive income (loss), net of income tax
Total comprehensive income (loss)
Earnings per share
Basic earnings (loss) per share (in dollars)
Diluted earnings per share (in dollars)
The pro forma net income and earning per share if
accounting for treasury stock had not been adopted are as
follows:
Pro forma before income tax
Pro forma after income tax
Earnings per share
6.18
6.19
6.21
6.22
$1,761,551) 100.00) $1,610,699) 100.00)
1,761,551) 100.00) 1,610,699) 100.00)
1,761,551) 100.00) 1,610,699) 100.00)
(174,970) (9.93) (137,024) (8.51)
(174,970) (9.93) (137,024) (8.51)
1,586,581) 90.07) 1,473,675) 91.49)
3,102)
24,796)
311,469)
(50,818)
0.18)
1.41)
17.68)
(2.89)
14)
36,150)
3,319)
(53,793)
-0
2.24)
0.21)
(3.34)
288,549) 16.38) (14,310) (0.89)
1,875,130)
15,131)
106.45)
0.86)
1,459,365)
(61,685)
90.60)
(3.83)
$1,890,261) 107.31) $1,397,680) 86.77)
$1,890,261) 107.31) $1,397,680) 86.77)
$(27,580)
225,567)
(477)
(1,395,709)
(1.57)
12.81)
(0.03)
(79.23)
$(1,424)
(71,078)
2,422)
(1,254,846)
(0.09)
(4.41)
0.15)
(77.91)
$(1,198,199) (68.02) $(1,324,926) (82.26)
$692,062) 39.29) $72,754) 4.51)
$2.19) $1.63)
$1.96) $1.63)
$1,923,100) $1,506,772)
$1,938,231) $1,445,087)
$2.13) $1.59)

The accompanying notes are an integral part of financial statements

10

MERCURIES & ASSOCIATES HOLDING, LTD. PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY For the Years Ended December 31, 2021 and 2020

UNITNTD(In Thousands)
Summary Share Capital
Common
Stock
Share
capital
collected in
advance
Capital
Surplus
RetainedEarnings Other EquityInterests
Treasury
Stock
Total
Exchange
Differences
Arising on
Translation
of Foreign
Operations
Unrealized Gain
(Loss) on
Financial Assets
at Fair Value
through Other
Comprehensive
Income
Others
Legal
Reserve
Special
Reserve
Unappropriated
Earnings
Balance on January 1, 2020
Special reserve
Appropriation of earnings 2019
Legal reserve
Special reserve
Cash dividends
Stock dividends
Effects of changes in ownership interest from
investee
Changes in capital surplus of investees
Net profit (loss)
Other comprehensive income (loss)
Dividends from the Company received by subsidiaries
Disposal of investments in equity instruments at fair
value through other comprehensive income
Disposal of investments in equity instruments at fair
value through other comprehensive income from
investees
$8,266,827)
$-)
$1,913,534)
-0
-0
-0
-0
-0
-0
-0
-0
-0
-0
-0
-0
826,683)
-0
-0
-0
-0
(13,240)
-0
-0
84,424)
-0
-0
-0
-0
-0
-0
-0
-0
47,407)
-0
-0
-0
-0
-0
-0
$2,111,950)
$4,487,427)
$6,065,675)
-0
2,543,314)
(2,543,314)
352,236)
-0
(352,236)
-0
(2,962,651)
2,962,651)
-0
-0
(826,683)
-0
-0
(826,683)
-0
-0
(308,220)
-0
-0
-0
-0
-0
1,397,680)
-0
-0
(45,923)
-0
-0
-0
-0
-0
62,625)
-0
-0
5,344)
$(16,180)
$79,948)
$(1,803,809)
$(532,672)
$20,572,700)
-0
-0
-0
-0
-0
-0
-0
-0
-0
-0
-0
-0
-0
-0
-0
-0
-0
-0
-0
(826,683)
-0
-0
-0
-0
-0
-0
-0
-0
-0
(321,460)
-0
-0
-0
-0
84,424)
-0
-0
-0
-0
1,397,680)
(79)
87,731)
(1,366,655)
-0
(1,324,926)
-0
-0
-0
-0
47,407)
-0
(62,625)
-0
-0
-0
-0
(5,344)
-0
-0
-0
Balance on January 1, 2021
Appropriation of earnings 2020
Legal reserve
Special reserve
Cash dividends
Stock options from issuing convertible bonds
Effects of changes in ownership interest from
investee
Changes in unappropriated earnings of investees
Changes in capital surplus of investees
Net profit (loss)
Other comprehensive income (loss)
Conversion of convertible bonds
Disposal of common stock of the Company held by
subsidiaries
Dividends from the Company received by subsidiaries
Differences of acquisition or disposal price and book
value of subsidiaries
Disposal of investments in equity instruments at fair
value through other comprehensive income
Disposal of investments in equity instruments at fair
value through other comprehensive income from
investees
Changes in special reserve of investees
$9,093,510)
$-)
$2,032,125)
-0
-0
-0
-0
-0
-0
-0
-0
-0
-0
-0
77,332)
-0
-0
228,275)
-0
-0
-0
-0
-0
(38,369)
-0
-0
-0
-0
-0
-0
37,557)
2,553)
46,684)
-0
-0
55,826)
-0
-0
47,970)
-0
-0
5,638)
-0
-0
-0
-0
-0
-0
-0
-0
-0
$2,464,186)
$4,068,090)
$5,590,916)
111,151)
-0
(111,151)
-0
1,500,716)
(1,500,716)
-0
-0
(909,351)
-0
-0
-0
-0
-0
(165,423)
-0
-0
(30,661)
-0
-0
-0
-0
-0
1,890,261)
-0
-0
104,452)
-0
-0
-0
-0
-0
-0
-0
-0
-0
-0
-0
-0
-0
-0
(330)
-0
-0
(13,918)
-0
(2,791)
-0
$(16,259)
$99,710)
$(3,170,464)
$(532,672)
$19,629,142)
-0
-0
-0
-0
-0
-0
-0
-0
-0
-0
-0
-0
-0
-0
(909,351)
-0
-0
-0
-0
77,332)
-0
-0
-0
-0
62,852)
-0
-0
-0
-0
(30,661)
-0
-0
-0
-0
(38,369)
-0
-0
-0
-0
1,890,261)
(4,340)
(456,151)
(842,160)
-0
(1,198,199)
-0
-0
-0
-0
86,794)
-0
-0
-0
44,393)
100,219)
-0
-0
-0
-0
47,970)
-0
-0
-0
-0
5,639)
-0
330)
-0
-0
-0
-0
13,918)
-0
-0
-0
-0
-0
-0
-0
(2,791)

The accompanying notes are an integral part of financial statements

11

MERCURIES & ASSOCIATES HOLDING, LTD.

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS For the Years Ended December 31, 2021 and 2020

MERCURIES & ASSOCIATES HOLDING, LTD.
PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS
For the Years Ended December 31, 2021 and 2020
UNITNTD(In Thousands)
Items
Cash flows from operating activities
Profit (loss) before income tax from continuing operations
Profit (loss) before tax
Adjustments for
Income (gain) and expense (loss) items
Depreciation
Amortization
Net gain (loss) on financial assets (liabilities) at fair value through profit or loss
Interest expense
Interest income
Dividend income
Share of profit (loss) of associates and joint ventures accounted for under
equity method
Loss (gain) on disposal and scrap of property, plant and equipment
Loss (gain) on disposal of investment property
Loss (gain) on investment property at fair value
Loss(gain) on liquidation
Changes in assets and liabilities relating to operating activities
(Increase) decrease in notes receivable
(Increase) decrease in accounts receivable
(Increase) decrease in other receivables
(Increase) decrease in prepaid expenses
Increase (decrease) in other payables
Increase (decrease) in advanced receipts
Increase (decrease) in other current liabilities
Interest received
Dividends received
Interest paid
Income taxes refund (paid)
Net cash flows generated from (used in) operating activities
Cash flows from investing activities
Proceeds from disposal of financial assets at fair value through other
comprehensive income
Acquisition of financial assets at amortized cost
Acquisition of investments accounted for under equity method
Proceeds from disposal of investments accounted for under equity method
Acquisition of property, plant and equipment
Decrease in guarantee deposits
Acquisition of intangible assets
Proceed from disposal of Investment property
Net cash flows generated from (used in) investing activities
Cash flows from financing activities
Increase in short-term borrowings
Decrease in short-term borrowings
Increase in short-term notes and bills payable
Decrease in short-term notes and bills payable
Issuance of bonds payable
Proceeds from long-term borrowings
Repayments of long-term borrowings
Increase in guarantee deposits received
Decrease in guarantee deposits received
Increase in other non-current liabilities
Decrease in other non-current liabilities
Cash dividends paid
Net cash generated from (used in) financing activities
Net increase (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period
2021
$1,875,130)
1,875,130)
1,679)
423)
(2,898)
50,818)
(3,102)
(9,726)
(1,673,295)
1,537)
(216,296)
(105,945)
-0
11,174)
399)
916)
1,364)
12,555)
(11,173)
(38)
548)
787,763)
(37,417)
(167,793)
516,623)
782)
(250,000)
(272,489)
6,900)
(1,844)
600)
(1,714)
1,548,463)
1,030,698)
6,905,000)
(6,905,000)
8,772,000)
(8,772,000)
2,306,500)
63,766,500)
(66,438,000)
570)
(7,209)
2)
-0
(909,351)
(1,280,988)
266,333)
81,562)
$347,895)
2020
$1,459,365)
1,459,365)
2,092)
59)
-0
53,794)
(14)
(24,315)
(1,501,212)
265)
-0
(20,489)
1,067)
(2,293)
584)
11,788)
(1,363)
(37,119)
2,293)
17,448)
14)
889,348)
(54,661)
(426)
796,225)
134,885)
-0
(191,783)
-0
(3,047)
-0
(268)
-0
(60,213)
8,610,000)
(8,650,000)
16,015,000)
(16,015,000)
-0
80,156,500)
(79,995,000)
4,010)
(4,308)
-0
(1)
(826,683)
(705,482)
30,530)
51,032)
$81,562)

The accompanying notes are an integral part of financial statements

12

MERCURIES & ASSOCIATES HOLDING, LTD. NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS

FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020

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

1. GENERAL

Mercuries & Associates Holding, Ltd.(the Company) was founded in February 1965, formerly known as Mercuries & Associates, Co., Ltd. and reorganized its structure in 2015. The Company and its affiliates belong to a comprehensive service industry, providing a group of service including insurance, food & beverage, pharmaceutical and IT integration. The Company is mainly engaged in finance and investment.

2. THE AUTHORIZATION OF THE FINANCIAL STATEMENTS

The accompanying financial statements were approved and authorized for issuance by the Board of Directors on March 31, 2022.

3. APPLICATION OF NEW STANDARDS, AMENDMENTS AND INTERPRETATIONS

3.1. Effect of the adoption of new issuances of or amendments to International Financial Reporting Standards (“IFRSs”) as endorsed by the Financial Supervisory Commission (“FSC”)

New standards, interpretations and amendments as endorsed by FSC effective from 2021 are as follows:

New, Revised or Amended Standards and Interpretations
Amendments to IFRS 4, ‘Extension of the temporary exemption from
applying IFRS 9’
Amendments to IFRS 9, IAS39, IFRS7, IFRS 4 and IFRS 16—Phase 2
‘Interest rate benchmark reform’
Amendment to IFRS 16 ‘Leases – Covid-19-related rent concessions
beyond June 30, 2021 beyond June 30, 2021’
Effective Date Issued
by IASB
January 1, 2021
January 1, 2021
April 1, 2021 (Note)

Note: Earlier application from January 1, 2021 is allowed by the FSC

Based on the Company’s assessment, the above standards and interpretations have no significant impact to the Company’s financial position and operating results.

13

3.2. Effect of new issuances of or amendments to IFRSs as endorsed by the FSC but not yet adopted by the Company

New standards, interpretations and amendments as endorsed by the FSC effective from 2022 are as follows:

follows:
New, Revised or Amended Standards and Interpretations Effective Date Issued
by IASB
Amendments to IFRS 3, ‘Reference to the conceptual framework’
Amendments to IAS 16 ‘Property, plant and equipment—proceeds before
intended use’
Amendments to IAS 37, ‘Onerous contracts – cost of fulfilling a contract’
Annual Improvements to IFRS standards 2018-2020
January 1, 2022
January 1, 2022
January 1, 2022
January 1, 2022

Based on the Company’s assessment, the above standards and interpretations have no significant impact to the Company’s financial position and operating results.

3.3 Effect of 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 are as follows:

New, Revised or Amended Standards and Interpretations
Amendments to IFRS 10 and IAS 28 ‘Sale or contribution of assets
between an investor and its associate or joint venture’
IFRS 17 ‘Insurance contracts’
Amendments to IFRS 17, ‘Insurance contracts’
Amendments to IFRS 17 ‘Initial application of IFRS 17 and IFRS 9
comparative information’
Amendments to IAS 1, ‘Classification of liabilities as current or
non-current’
Amendments to IAS 1, ‘Disclosure of accounting policies’
Amendments to IAS 8, ‘Definition of accounting estimates’
Amendment to IAS 12 ‘ Deferred tax related to assets and liabilities
arising from a single transaction’
Effective Date Issued
by IASB
To be determined
by IASB
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2023

Based on the Company’s assessment, the above standards and interpretations have no significant impact to the Company’s financial position and operating results.

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4.SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The principal accounting policies applied in the preparation of the financial statements are set out below. These policies have been consistently applied to all the periods presented, unless otherwise stated.

4.1. Statement of Compliance

The financial statements have been prepared in accordance with the Guidelines Governing the Preparation of Financial Reports by Securities Issuers.

4.2. Basis of Preparation

  • 4.2.1. The financial statements have been prepared on the historical cost basis except for the following items:

  • (1) Financial instruments at fair value through other comprehensive income.

  • (2) Liabilities on cash-settled share-based payment arrangements are measured at fair value.

  • (3) Defined benefit liabilities recognized based on the net amount of pension fund assets less present value of defined benefit obligation.

  • (4) Investment property are measured at fair value.

  • 4.2.2. The preparation of financial statements in compliance with the IFRSs as endorsed by the FSC requires the use of certain critical accounting estimates. It also requires management to exercise its judgment in the process of applying the accounting policies. Areas involve higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements, please refer to Note 5 for more information.

4.3. Foreign currency transaction

In preparing the financial statements of each individual entity, transactions in currencies other than the entity’s functional currency (foreign currencies) are recorded at the rates of exchange prevailing at the dates of the transactions. At the end of each reporting period, monetary items denominated in foreign currencies are retranslated at the rates prevailing at that date. Such exchange differences are recognized in profit or loss in the year in which they arise. Non-monetary items measured at fair value that are denominated in foreign currencies are retranslated at the rates prevailing at the date when the fair value was determined. Exchange differences arising on the retranslation of non-monetary items are included in profit or loss for the year except for exchange differences arising on the retranslation of non-monetary items in respect of which gains and losses are recognized directly in other comprehensive income in which case, the exchange differences are also recognized directly in other comprehensive income. Non-monetary items measured in terms of historical cost in foreign currencies are not retranslated.

15

For the purposes of presenting separate financial statements, the assets and liabilities of the Company’s foreign operations are translated into NT$ using exchange rates prevailing at the reporting date. Income and expense items are translated at the average exchange rates for the period. Exchange differences are recognized in other comprehensive income and accumulated in equity.

4.4. Classification of current and non-current items

  • 4.4.1. Assets that meet one of the following criteria are classified as current assets; otherwise they are classified as non-current assets:

  • (1) Assets arising from operating activities that are expected to be realized, or are intended to be sold or consumed within the normal operating cycle;

  • (2) Assets held mainly for trading purposes;

  • (3) Assets that are expected to be realized within twelve months from the end of the reporting period;

  • (4) Cash and cash equivalents, excluding restricted cash and cash equivalents and those that are to be exchanged or used to pay off liabilities more than twelve months after the end of the reporting period.

  • 4.4.2. Liabilities that meet one of the following criteria are classified as current liabilities; otherwise they are classified as non-current liabilities:

  • (1) Liabilities that are expected to be paid off within the normal operating cycle;

  • (2) Liabilities arising mainly from trading activities;

  • (3) Liabilities that are to be paid off within twelve months from the end of the reporting period;

  • (4) Liabilities for which the repayment date cannot be extended unconditionally to more than twelve months after the end of the reporting period. Terms of a liability that could, at the option of the counterparty, result in its settlement by the issue of equity instruments do not affect its classification.

4.5. Cash equivalents

Cash equivalents refer to short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value. Time deposits can be classified as cash equivalents if they meet the criteria mentioned above and are held for short-term cash commitments in operational purpose.

16

4.6. Financial assets

Financial assets and financial liabilities are initially recognized when the Company becomes a party to the contractual provisions of the instrument. A financial asset or financial liability is initially measured at fair value plus transaction costs that are directly attributable to its acquisition or issue.

The Company shall reclassify all affected financial assets only when it changes its business model for managing its financial assets.

4.6.1. Financial assets at amortized cost

A financial asset is measured at amortized cost if it meets both of the following conditions and is not designated as at fair valu 日一 e through profit or loss (FVTPL):

  • (1) It is held within a business model whose objective is to hold assets to collect contractual cash flow.

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

These assets are subsequently measured at amortized cost, which is the amount at which the financial asset is measured at initial recognition, plus/minus, the cumulative amortization using the effective interest method, adjusted for any loss allowance. Interest income, foreign exchange gains and losses, and impairment loss, are recognized in profit or loss. Any gain or loss on derecognition is recognized in profit or loss.

4.6.2. Financial assets at fair value through other comprehensive income (FVOCI)

A debt investment is measured at FVOCI if it meets both of the following conditions and is not designated as at FVTPL:

  • (1) It is held within a business model whose objective is achieved by both collecting contractual cash flow and selling financial assets.

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

On initial recognition of an equity investment that is not held for trading, the Company may irrevocably elect to present subsequent changes in the investment’s fair value in other comprehensive income. This election is made on an instrument-by-instrument basis.

Debt investments at FVOCI are subsequently measured at fair value. Interest income calculated using the effective interest method, foreign exchange gains and losses and impairment are recognized in profit or loss. Other net gains and losses are recognized in other comprehensive income. On derecognition, gains and losses accumulated in other comprehensive income are reclassified to profit or loss.

17

Equity investments at FVOCI are subsequently measured at fair value. Dividends are recognized as income in profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment. Other net gains and losses are recognized in other comprehensive income and are never reclassified to profit or loss.

Dividend income is recognized in profit or loss on the date on which the Company’s right to receive payment is established.

4.6.3. Business model assessment

The Company makes an assessment of the objective of the business model in which a financial asset is held at portfolio level because this best reflects the way the business is managed and information is provided to management. The information considered includes:

  • 4.6.3.1. The stated policies and objectives for the portfolio and the operation of those policies in practice. These include whether management’s strategy focuses on earning contractual interest income, maintaining a particular interest rate profile, matching the duration of the financial assets to the duration of any related liabilities or expected cash outflows or realizing cash flows through the sale of the assets;

  • 4.6.3.2. How the performance of the portfolio is evaluated and reported to the Company’s management;

  • 4.6.3.3. The risks that affect the performance of the business model (and the financial assets held within that business model) and how those risks are managed;

Transfers of financial assets to third parties in transactions that do not qualify for derecognition are not considered sales for this purpose, and are consistent with the Company’s continuing recognition of the assets.

Financial assets that are held for trading or are managed and whose performance is evaluated on a fair value basis are measured at FVTPL.

  • 4.6.4. Impairment of financial assets

For debt instruments measured at fair value through other comprehensive income and financial assets at amortized cost (including accounts receivable that have a significant financing component or contract assets), at each end of the financial reporting period, the Company recognize the impairment provision for 12 months expected credit losses if there has not been a significant increase in credit risk since initial recognition or recognizes the impairment provision for the lifetime expected credit losses (ECLs) if such credit risk has increased since initial recognition after taking into consideration all reasonable and verifiable information that includes forecasts. On the other hand, for accounts receivable or contract assets that do not contain a significant financing component, the Company recognize the impairment provision for lifetime ECLs.

18

4.7. Investments accounted for under equity method

Investments accounted for under the equity method include investments in subsidiaries, associates and joint ventures. A subsidiary is an entity that is controlled by the Company. An associate is an entity over which the Company has significant influence and that is neither a subsidiary nor a joint venture. Significant influence is the power to participate in the financial and operating policy decisions of the investee but is not control or joint control over those policies.

Unrealized gains on transactions between the Company and its subsidiaries are eliminated to the extent of the Company’s interest in the subsidiaries. Accounting policies of subsidiaries have been adjusted where necessary to ensure consistency with the policies adopted by the Company.

The Company’s share of its subsidiaries’ profits or losses is recognized in profit or loss, and its share movements in other comprehensive income is recognized in other comprehensive income. When the Company’s share of losses in a subsidiary equals or exceeds its interest in the subsidiary, the Company should continue to recognize losses in proportion to its ownership.

Changes in a parent’s ownership interest in a subsidiary that do not result in the parent losing control of the subsidiary (transaction with non-controlling interests) are accounted for as equity transactions, i.e. transactions with owners in their capacity as owners. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognized directly in equity.

According to Regulations Governing the Preparation of Financial Reports by Securities Issuers, profit and other comprehensive income in the separate financial statements should be the same as profit and other comprehensive income attributable to shareholders of the parent in the consolidated financial statements, and the equity in the separate financial statements should be the same as the equity attributable to shareholders of the parent in the consolidated financial statements.

4.8. Investment property

Properties held by the Company to earn rentals revenue and/or for capital appreciation are classified as investment properties. Investment properties, including office buildings and lands held under operating leases, are measured initially at their costs. Cost of a purchased investment property comprises its purchase price and any directly attributable expenditure. Cost of investment property comprises expenditure of raw materials, direct labor, and any expenditure directly attributable to bringing the property to the condition necessary for it to be capable of operating.

Investment property is measured by fair value model and the change of fair value is recognized as profit and loss in the current period in accordance with IAS 40 “Investment property”. However, those categorized held for sale and discontinued operations according to IFRS 5 “Non-current Assets Held for Sale and Discontinued Operations” which met the criteria of non-current asset held for sale (including disposal group held for sale), and those met the criteria of the 53rd paragraph of IAS 40 “Investment property” were excluded.

19

When the use of a property changes, investment property is reclassified as property, plant and equipment (PPE) and its carrying amount at the date of reclassification becomes the cost for subsequent PPE.

4.9. Property, Plant and Equipment (PPE)

Property, plant and equipment are initially recorded at cost. Borrowing costs incurred during the construction period are capitalized.

Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset only when it is probable that future economic benefits associated with the item will flow to the Company and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognized. All other repairs and maintenance are expensed to profit or loss during the financial period in which they are incurred.

PPE apply cost model and are depreciated using the straight-line method to allocate their cost over their estimated useful lives. Land is not depreciated. Each part of an item of PPE with a cost that is significant in relation to the total cost of the item must be depreciated separately.

Residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at the end of each reporting period. If expectations for the assets’ residual values and useful lives differ from previous estimates or the patterns of consumption of the assets’ future economic benefits embodied in the assets have changed significantly, it is accounted for as a change in estimate under IAS 8, ‘Accounting Policies, Changes in Accounting Estimates and Errors’, from the date of the change. The estimated useful lives for buildings are 40~60 years, useful lives for other PPE are 5 years.

4.10. Leasing

When the Company acts as a lessor, it determines at lease commencement whether each lease is a finance lease or an operating lease. To classify each lease, the Company makes an overall assessment of whether the lease transfers to the lessee substantially all of the risks and rewards of ownership incidental to ownership of the underlying asset. If this is the case, then the lease is a finance lease; if not, then the lease is an operating lease. As part of this assessment, the Company considers certain indicators such as whether the lease constitutes the major part of the economic life of the asset.

If an arrangement contains lease and non-lease components, the Company applies IFRS15 to allocate the consideration in the contract.

4.11. Impairment of non-financial asset

For non-financial assets other than deferred tax assets and employee benefits, the Company assesses whether the impairment has occurred at the end of each reporting period, and estimates its recoverable value. If the recoverable value cannot be estimated individually, the Company estimates the recoverable amount of the cash generating unit of the asset to assess the impairment.

20

The recoverable amount is the higher of the fair value less cost of sale for individual asset or cash generating units and the value of their use. If the recoverable value of an individual asset or cash generating unit is less than the carrying amount, it shall be write down to the recoverable amount and the impairment loss shall be recognized.

The Company reassesses the impairment loss of non-financial assets other than goodwill at the end of each reporting period. If the recoverable value has increased, the impairment loss is written off in accordance with the changed of recoverable value. However, the amount added back cannot exceed the individual asset or cash generate unit's carrying amount less any depreciation expense from last year.

4.12. Employee benefits

4.12.1. Defined contribution pension plans

For defined contribution plans, the contributions are recognized as pension expense when they are due on an accrual basis. Prepaid contributions are recognized as an asset to the extent of a cash refund or a reduction in the future payments.

4.12.2. Bonuses to Employees and Remuneration to Directors

Employee bonuses and directors remuneration are recognized as expenses and liabilities, provided that such recognition is required under legal or constructive obligation and those amounts can be reliably estimated. Any difference between the resolved amounts by board of directors and the subsequently actual distributed amounts is accounted for as changes in estimates. If employee’s compensation is distributed by shares, number of shares distributed was calculated based on the closing price at the previous trading day of the board meeting.

4.12.3. Short-term employee benefits

Short-term employee benefit obligations are measured on an undiscounted basis and are expensed as the related service is provided.

A liability is recognized for the amount expected to be paid under short-term cash bonus or profit-sharing plans if the Company has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably.

21

4.13. Bonds Payable

The convertible bonds that the Company issued are embedded with a put option and a call option in addition to the option to convert the bonds to common stocks. At issuance, the issue price is split between financial assets and financial liabilities based on the issue terms. The related accounting treatments are as follows:

The option to convert the bonds to common stocks, put option and call option are measured at net fair value at initial recognition and are recognized as financial assets or financial liabilities at fair value through profit or loss. The difference between the carrying amount and the fair value at each reporting date is recognized as gains or losses on financial assets (liabilities) at fair value through profit or loss.

Bonds payable at initial recognition is measured at issue price less the amounts recognized as financial assets or financial liabilities at fair value through profit or loss. The difference between the fair value at initial recognition and the redemption value is recognized as premiums or discounts, an addition to or reduction from bonds payable, and is amortized using the effective interest rate. The amortization is recognized as an adjustment to financial cost in profit or loss during the outstanding period of the bonds.

Transaction costs that directly attribute to the issue of convertible bonds are allocated to each liability component of the bonds in proportion to the initial carrying amounts.

When the bonds are converted to common stocks by bondholders, the liability components, including bonds payable and financial liabilities at fair value through profit or loss, shall be re-measured according to their respective subsequent treatment aforementioned. The issue cost of the common stocks then equals to the total of the carrying amounts of the liability components.

4.14. Treasury shares

The Company adopt cost method to repurchase outstanding shares as treasury shares. The cost of repurchasing treasury shares is specified in the financial statement as a deduction of shareholders’ equity and the price difference of treasury share transactions is listed under the section of shareholders’ equity. When retiring treasury shares, it shall be credited as “treasury share”, and debited as “share capital” and “capital reserve - stock premium” in proportion to the share percentage of retirement.

The Company's shares held by its subsidiary are recorded as treasury shares. The profits generated from the subsidiaries’ disposal of the Company’s shares and the revenue received from the Company’s cash dividends are recorded in the “capital reserve - treasury share transaction”.

22

4.15. Revenue

Revenue is measured by fair value of the consideration received or receivable deducting the estimated customer returns, discounts, and other related sales allowance.

4.15.1. Dividend income and interest income

The dividend income is generated by investment and recognized when the shareholders’ right to receive payment is established, provided that the economic profits related to the transaction have the potential to be acquired by the Company and the amount of income could be reliably measured.

The interest income is recognized on an accrual basis based on the duration of time for the applicable effective interest rate for the outstanding principal.

4.15.2. Profit or loss from investment property

The rental income arising from the investment property is recognized as a part of the total leasing income during the lease period, and the incentive for the lease is recognized as a decrease in the rental income by the straight-line method during the lease term.

4.15.3. Service Revenue

Revenue from contract services is recognized under the percentage-of-completion method when the outcome of services provided can be estimated reliably. Contact cost is recognized when occurs unless it is an asset related to future contractual activities. If the outcome of a service contract cannot be estimated reliably, contract revenue should be recognized only to the extent that contract costs incurred are likely to be recoverable. Besides, losses will be recognized immediately if the services provided are expected to have a loss.

4.16. Income Tax

  • 4.16.1. The tax expense for the period comprises both current and deferred tax. Tax is recognized in profit or loss, except to the extent that it relates to items recognized in other comprehensive income or items recognized directly in equity.

  • 4.16.2. Deferred income tax is recognized, using the balance sheet method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated balance sheet. Deferred income tax is determined using tax rates that have been enacted or substantially enacted by the end of the reporting period and are expected to apply when the related deferred income tax asset is realized or the deferred income tax liability is settled. Deferred tax is recognized for taxable temporary differences associated with investments in subsidiaries and associates where the Company is able to control the reversal of the temporary difference in the foreseeable future.

23

  • 4.16.3. Deferred income tax assets are recognized only to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilized. At the end of each reporting period, unrecognized and recognized deferred income tax assets are reassessed.

4.16.4. Linked-tax system

The Company and its more than 90% owned subsidiaries adopt the linked-tax system for tax filings in accordance with MOF No.10500580850. Differences between current and deferred income tax expenses on consolidated entity basis and those on nonconsolidated entity basis are adjusted in the Company’s income tax expenses. Related reimbursement and appropriation are recognized as receivables or payables.

4.17. Earnings per share

Basic earnings per share are computed by dividing profit or loss attributable to ordinary shareholders by the weighted-average number of ordinary shares outstanding during the current reporting period. Diluted earnings per share are computed after adjustments (regarding all impact caused by potential diluted ordinary shares) made on profit or loss attributable to ordinary shareholders and weighted-average number of ordinary shares outstanding. Potential diluted ordinary shares include convertible bonds and bonus paid to employee. However, the adverse dilutive share is not computed.

5.CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION AND UNCERTAINTY

The preparation of financial statements requires management to make critical judgments in applying the accounting policies and make critical assumptions and estimates concerning future events. Assumptions and estimates may differ from the actual results and are continually evaluated and adjusted based on historical experience and other factors. The above information is addressed below:

5.1. Financial instruments

5.1.1. Fair value

The Company held certain financial instruments without active markets, including financial instruments lacking of active market quotes and financial instruments that turned out to be inactive due to market conditions (ex: low market liquidity). When a market is inactive, it is usually only a few or no observable market data available to measure the fair value of financial instruments. Determination of the existence of an active market for a financial instrument requires management’s judgments.

24

If the market of an investment held by the Company is not active, the fair value of the instrument is determined with valuation techniques. When the fair value may be publicly obtained from independent sources, it shall be adopted. Overall, the Company would decide a source and/or a valuation technique as a fair value determination method that can reflect the price achieved between market participants through regular trading as of the balance sheet date. Valuation techniques include adoption of recent arm's length transactions, reference to other instruments with substantially identical basis, application of discounted cash flow analysis, etc., which may also include a number of assumptions related to each variable (such as credit risk and interest rate). Adoption of different valuation techniques or assumptions may lead to significant discrepancies in fair value determination results.

5.1.2. Impairment

Financial assets measured at amortized cost and financial assets measured at FVOCI are estimated for loss allowance at an amount equal to the 12-month expected credit losses since initial recognition, despite the existence of evidence of objective impairment. Should credit risk on a financial instrument increase significantly, or there exists evidence of objective impairment, recognized the expected credit losses of the duration then the loss allowance might be increased, and effected profit or loss.

5.2. Impairment assessment on investments accounted for under equity method

The Company assesses the impairment of investments accounted for under equity method whenever triggering events or changes in circumstances indicate that an investment may be impaired and carrying value may not be recoverable. The Company measures the recoverable amounts based on the present value of future cash flow of expected cash dividends receivable from the investee and investment disposals to ensure the reasonableness of such assumptions.

6.DETAILS OF SIGNIFICANT ACCOUNTS

6.1. Cash and cash equivalents

Cash and cash equivalents
Cash on hand
Deposits in bank
Total
December 31, 2021 December 31, 2020
$155
347,740
$347,895
$375
81,187
$81,562

The Company associates with a number of financial institutions of high credit quality to disperse credit risk, so it expects that the probability of counterparty default is remote.

25

6.2.Notes and accounts receivable

Notes receivable
Accounts receivable
Total
December 31, 2021 December 31, 2020
$10,190
1,159
$11,349
$21,364
1,558
$22,922
  • 1.The Company applies the simplified approach to provide for its expected credit loss, i.e. the use of lifetime expected credit loss. Based on the historical experience of the Company, there is no significantly different loss patterns for different customer segments. The provision matrix does not divide different customer segments, and only accounts receivable to determine credit loss rate.

  • 2.Aging analysis of accounts receivables:

December 31, 2021
Expected Credit Loss
Book value
Loss allowance
Amortized cost
December 31, 2020
Expected Credit Loss
Book value
Loss allowance
Amortized cost
Not past
due
Past due
within 60
days
Past due 61
to 120 days
Past due
121 to
180 days
0%
$-
-
$-
Past due
121 to
180 days
0%
$-
-
$-
Past due
over 181
days
Total
0%
$1,159
-
0%
$-
-
0%
$-
-
0%
$-
-
$1,159
-
$1,159 $- $- $- $1,159
Not past
due
Past due
within 60
days
Past due 61
to 120 days
Past due
over 181
days
Total
0%
$1,432
-
0%
$126
-
0%
$-
-
0%
$-
-
$1,558
-
$1,432 $126 $- $- $1,558
  • 3.The maximum exposure to credit risk is the carrying amount of each categories of accounts receivable.

  • 4.The Company does not hold any collateral as guaranty of collectability.

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6.3. Financial assets at fair value through other comprehensive income - Non-current

Common stock
Preferred stock
Total
December 31, 2021 December 31, 2020
$55,712
30,650
$86,362
$78,067
36,674
$114,741
  • 1.The Company identify that equity instruments are held within a business model whose main objective is to hold the securities for the long term, and recognized these instruments as financial assets measured at FVOCI. The fair value of investments amounted to $86,362 thousand on December 31, 2021.

  • The company has no FVOCI pledged to others.

6.4. Financial asseets at amortized cost- Non-current

Item
Subordinated corporate bond
December 31,2021
$250,000
December 31,2020
$-

The Company purchased the first perpetual cumulative subordinated corporate bond issued by Mercuries Life Insuarance (MLI) amounted to 250,000 thousand in September 2021. Interest expense paid annually at a fixed rate of 3.3%. As of December 31, 2021, the Company recognized interest income of 2,554 thousand.

6.5.Investments accounted for under equity method

  • 1.As of December 31, 2021 and 2020, the investments of subsidiaries, associates and joint ventures are as follows:
are as follows:
1. Mercuries Life Insurance Co., Ltd.(MLI)
2. Mercuries & Associates, Ltd.(MA)
3. Mercuries Data Systems Ltd.(MDS)
4. SCI Pharmtech Inc.(SCI)
5. Mercury Fu Bao Co., Ltd.(MFB)
6. Simple Mart Retail Co., Ltd.(SMR)
7. Mercuries F&B Co., Ltd.(MF&B)
8. Other subsidiary
9. Other associates
ReduceTransfer to treasury stock
December 31,2021 December 31,2020
$15,678,826
723,837
1,200,773
1,054,281
3,207,423
1,158,061
1,052,806
894,561
121,419
(488,279)
$16,252,153)
732,758)
1,167,269)
1,054,787)
2,882,577)
909,442)
1,041,159)
858,362)
102,787)
(532,672)
$24,603,708 $24,468,622)

27

  • 2.The financial statement of certain investee companies under investments accounted for under equity method were audited by other auditors. The investments of the aforementioned investee companies amounted to $4,022,161 thousand and $3,731,843 thousand and the recognized share of profit of subsidiaries, associates and joint ventures accounted for under equity method were $420,743 thousand and $461,532 thousand.

  • 3.The share of profit of subsidiaries, associates and joint ventures accounted for under equity method for the years ended December 31, 2021 and 2020 are as follows:

1. MLI
2. MA
3. MDS
4. SCI
5. MFB
6. SMR
7. MF&B
8. Other subsidiary
9. Other associates
2021 2020
$445,189
101,280
79,755
17,683
567,207
132,401
216,991
70,215
42,573
$1,673,294
$761,175
155,477
58,519
114,337
104,376
125,148
307,056
(154,427)
29,551
$1,501,212

4.Summarized financial information of the subsidiaries:

December 31, 2021
MLI
MA
MDS
SCI
MFB
SMR
MF&B
Assets Liabilities Revenue Profit or
Loss
Ownership
$1,400,567,397 $1,359,129,007 $143,138,547 $1,090,798 39.59%
$3,237,962 $2,468,556 $3,408,261 $103,588 100.00%
$4,565,797 $2,282,919 $3,452,147 $149,232 53.44%
$4,189,795 $869,164 $864,217 $55,696 31.75%
$3,894,273 $180,179 $172,677 $545,137 100.00%
$5,532,624 $3,626,942 $13,964,763 $194,503 60.77%
$2,919,601 $1,792,988 $4,761,377 $231,773 93.63%

28

December 31, 2020
MLI
MA
MDS
SCI
MFB
SMR
MF&B
Assets Liabilities Revenue Profit or
Loss
Ownership
$1,338,837,240 $1,296,725,451 $157,231,964 $1,444,538 40.34%
$2,822,092 $2,046,075 $3,768,135 $155,867 100.00%
$4,380,200 $2,160,013 $2,986,117 $115,553 53.44%
$4,569,838 $1,247,616 $2,689,222 $360,124 31.75%
$3,512,386 $92,783 $153,219 $144,948 100.00%
$5,094,051 $3,773,645 $13,198,913 $181,966 68.88%
$2,942,152 $1,827,992 $4,696,882 $331,291 93.63%
  • 5.Certain investee companies under investments accounted for under equity method have quoted prices in active market. The market price information calculated based on the closing price on the reporting date are as follows:
MLI
MDS
SCI
SMR
December 31, 2021
$9,765,911
$1,285,489
$2,543,802
$2,904,142
December 31, 2020
$8,699,545
$1,157,432
$2,119,835
-
  • 6.MLI has resolved by the board of directors to increase capital by cash in 2021 and 2020. The Company acquired 32,830 thousand shares and 24,578 thousand shares with a consideration of $272,489 thousand and 185,563 thousand. The Company’s shareholding changed to 39.59%.

  • 7.The Company and SMR signed a Share Purchase Agreement with Sumitomo Corporation on October 16, 2020 to purchase shares of Sanyou Drugstores, Ltd. (SD) and obtained 5,000 thousand and 45,000 thousand shares, respectively. The transaction were completed on December 22, 2020 and the Company’s shareholding increased to 55%.

  • 8.SMR increased capital by cash for initial public offering in November 2021. The Company futher provided 100 thousand shares for underwriter over-allotment. The Company’s shareholding changed to 60.77%.

29

  • 9.Asiandawn has resolved by the board of directors to dissolve on December 31, 2019. The liquidation procedures has been completed on May 26, 2020.

  • 10.Mercuries Liquor&Food Co., Ltd has resolved by board of directors to reduce the capital for cover accumulated deficits in $95,000 thousand and the Company’s shareholding is 100%.

  • 11.The Company's stocks held by subsidiaries are treated as treasury stocks. Please refer to Note 6.16 for details.

  • 12.Detail information of investments accounted for under equity method please refer to Note 13.

  • 13.Investments accounted for under equity method pledged as collateral for bank borrowings please refer to Note 8 pledged assets.

6.6. Property, plant and equipment

Cost
January 1, 2021
Additions
Derecognition
December 31, 2021
Accumulated depreciation
and impairment
January 1, 2021
Additions
Derecognition
December 31, 2021
Book value
January 1, 2021
December 31, 2021
2021
Office equipment Others Total
$1,912
-
(314)
$9,128
1,844
(5,004)
$11,040
1,844
(5,318)
$1,598 $5,968 $7,566
$818
284
(267)
$6,816
1,395
(3,779)
$7,634
1,679
(4,046)
$835 $4,432 $5,267
$1,094 $2,312 $3,406
$763 $1,536 $2,299

30

6.7. Cost
January 1, 2020
Additions
Derecognition
December 31, 2020
Accumulated depreciation
and impairment
January 1, 2020
Additions
Derecognition
December 31, 2020
Book value
January 1, 2020
December 31, 2020
Investment property
January 1, 2021
Disposals
Gain (loss) on fair value adjustment
investment property
December 31, 2021
January 1, 2020
Gain (loss) on fair value adjustment
investment property
December 31, 2020
2020
Office equipment Others Total
$1,182
730
-
$15,317
2,317
(8,506)
$16,499
3,047
(8,506)
$1,912 $9,128 $11,040
$700
118
-
$13,348
1,974
(8,506)
$14,048
2,092
(8,506)
$818 $6,816 $7,634
$482 $1,969 $2,451
$1,094 $2,312 $3,406
of
of
2021
Land Buildings Total
$3,016,023
(1,105,146)
81,607
$667,764
(227,021)
24,337
$3,683,787
(1,332,167)
105,944
$1,992,484 $465,080 $2,457,564
2020
Land Buildings Total
$3,003,443
12,580
$659,854
7,910
$3,663,297
20,490
$3,016,023 $667,764 $3,683,787

31

  • 1.As of December 31, 2021 and 2020, fair value information are as follow:
Source of FV December 31, 2021 December 31, 2020
External appraisal $2,457,564 $3,683,787

2.The main contents of investment property for each companies are as follow:

Fair value is based on valuation performed by qualified independent appraisers who performed the appraisal based on “Regulations on Real Estate Appraisal” with the valuation dates on December 31, 2021 and 2020.

Name of appraisers firm December 31, 2021 December 31, 2020
Pannsia Real Estate Appraisers Joint
Firm
Yang, Min-An Yang, Min-An

Fair value of investment property is based on valuation by a professional evaluation agency and supported by market evidence. Appraising methods include the comparison approach, direct capitalization method of the income approach and discount cash flow method of the income approach. Commercial office buildings are appraised mainly using the comparison approach and income approach because of market liquidity and easy access to comparable sales and rental information in the neighboring areas. Marketplace depending on their characteristics, terms of rental contracts and reference of similar cases are generally appraised using the comparison approach, direct capitalization method and discount cash flow method of the income approach. Undeveloped lands are appraised mainly using the comparison approach, land development analysis approach and discount cash flow method of the income approach.

The estimation process of the valuation method involves differentiating between rented and not yet rented. The former is calculated by contract rent and the latter is calculated by market price. It also considers comparative rent information of similar properties to determine annual growth range of rent; includes idle loss, decoration offset loss, and the closing balance of disposal value of that property to calculate future cash inflow, then discounted by an appropriated discount rate accumulated until the valuation date. The income analysis covers a 10-year period, the interest income on rental deposits was extrapolated using the average deposit interest rate of the top five banks announced by the Central Bank of the Republic of China. Future cash out flow which consists of expenses directly related to operations, i.e. land tax, house tax, insurance fee, management fee, maintenance fee, replacement allocation, amortization of agent fee, etc., is estimated based on the actual expenses incurred in the current year, considering the Company’s current operation and possible changes in the future.

32

Investment properties measured using fair value model are categorized into Level 3 and related expected future cash inflows are as follow:

December 31, 2021
Expected future cash inflows
$3,301,035
Expected future cash outflows
(113,810)
Net cash inflows
$3,187,225
Rent information in the neighboring areas are as follows:
December 31, 2021
Contract rent
(square meter/month/dollar)
$223~$1,408
Market rent
(square meter/month/dollar)
$319~$1,650
Mainparameters
December 31, 2021
Income capitalization rate
2.09%~3.79%
Discount rate
2.15%~3.45%
December 31, 2021 December 31, 2020
$3,301,035
(113,810)
$5,102,538
(195,333)
$3,187,225 $4,907,205
December 31, 2020
$223~$1,408
$319~$1,650
December 31, 2021
$259~$1,680
$300~$1,640
December 31, 2020
Income capitalization rate
Discount rate
2.09%~3.79%
2.15%~3.45%
2.09%~4.24%
2.15%~3.70%

Fair value of undeveloped lands are measured by land development analysis. Increase in estimated total sale price, increase in rate of return, or decrease in overall capital interest rate would result in increase in the fair value. Significant assumptions used are as follows:

Estimated total sale price
Rate of return
Overall capital interest rate
December 31,2021 December 31,2020
$23,691 $23,403
15%
1.02%
15%
0.99%

The rate of returns are determined by reference to the annual profit rate and construction period of the similar product. Overall capitalization rate referred to interest rate of bank loan, demand deposit, 1 year time deposit and also considered the proportion of equity funds and borrowed funds.

3.In order to activated the assets, the Company has resolved by the board of directors to sell the land and buildings in Luzhu District, Taoyuan City on September 17, 2021 and signed a supplementary contract with a revised price of 1,553,000 thousand on October 25, 2021. This transaction has been completed in November 2021, and recognized $216,296 thousand of gain on disposal of investment property.

33

  • 4.The land in Yangmei can not be registered under the Company’s name for limited usage in agricultural and forestry only. Therefore it is registered under Mr. Wang Zhihua and a trust contract had been signed for protection.

  • 5.Lands appraisal according to legal present value had been performed on December 31, 1987. Total land value increased $17,407 thousand and after net of land value increment tax of $8,153 thousand net value increment of $8,796 thousand was transferred to retained surplus on January 1, 2012 as IFRS adoption.

  • 6.Land (lot number 210-212, located at Subsection 1 of Linyi Section in Taipei City) amounted to $133,123 thousand was partially expropriated by Bureau of Taipei MRT in September 2002. Remaining land of $17,005 thousand had been transferred to investment property.

6.8.Other payables

Payables for equipment
Accrued salaries
Accrued employee’s bonues and director’s
remuneration
Others
Total
Bonds payable
Total of issuance of convertible bonds
Less: discount on bonds payable
Less: accumulated converted amount
Total
December 31, 2021 December 31, 2020
$-
19,125
31,100
19,474
$69,699
December 31,2021
2,300,000
(62,220)
(86,400)
$2,151,380
$2,212
16,418
23,900
15,330
$57,860
December 31,2020
-
-
-
$-

6.9.Bonds payable

34

  • 1.With the aim of future operational requirement and repay bank loans, the first issuance of convertible bonds in 2020 was approved by FSCIB No.1090377875 on January 25, 2020. The term sheet for the bond is set as follows:
Issue Amount NT$2,300,000 thousand
Issue date January 25, 2021
Coupon Rate 0%
Issue period January 25, 2021 ~ January 25, 2026
Repayment Except for early call and cancellation by the Company or early put and
conversion by bondholders in accordance with the terms and conditions set by
the Company, the bondholders will receive in cash at maturity of the
convertible bonds.
Redemption at
the option of
the Company
1. At any time starting three months from the issue date until the 40th day
prior to the maturity date, when the closing price of its common shares on the
Taiwan Stock Exchange is over 30% of the conversation price for 30 consecutive
trading days, the Company could redeem the outstanding bonds based on par
value in cash.
2. At any time starting three months from the issue date until the 40th day
prior to the maturity date, when the balance of outstanding bonds is lower
than NT$230,000 thousand of the total issuance, the Company may repurchase
the outstandingbonds atpar in cash.
Redemption at
the option of
the
bondholders
Within the 40 days prior to 3 years after the issue day, the bondholders shall
have the right to require the Company to redeem the bonds at redemption
price of par value plus interest compensation in cash.
Conversion
period
Bondholders may convert bonds into the Company’s common shares at any
time startingthree months from the issue date to the maturitydate.
Conversion
price
The conversion price was NT$22.5 per share at issuing.
The conversionprice was adjusted to NT$21.54 since July29,2021.

The Company convertible bonds have been converted into common stocks of 4,011 thousand shares and $46,684 thousand of capital surplus are recognized.

35

6.10.Long-term borrowings

1.The details are as follows:

Bank Borrowing period and terms December
31,2021
December
31,2020
$1,600,000)
-)
-)
-)
-)
-)
-)
680,000)
450,000)
150,000)
-)
-)
1,920,000)
200,000)
200,000)
400,000
$1,440,000)
600,000)
300,000)
400,000)
200,000)
300,000)
300,000)
911,500)
450,000)
200,000)
500,000)
250,000)
1,920,000)
200,000)
-)
-)

36

Bank Borrowing period and repayment term December
31,2021
December
31,2020
Cathay United Bank
Taichung Commercial Bank
Total
Interest rate range
2020/12/22-2023/02/28
applying credit loan
2021/12/16-2023/12/16
applying credit loan
-
-
100,000
200,000
$5,600,000) $8,271,500)
0.73%~1.79% 0.92%~1.79%
  • 2.Guarantee syndicated bank loans were obtained to fulfill the Company’s mid-term working capital and to improve the financial structure. According to loan agreements, the Company shall maintain its current ratio, tangible net worth and interest coverage ratio during the loan periods.

  • 3.Certain long-term borrowings were to satisfy the demands of the Company’s mid-term working capital and to improve the financial structure. According to loan agreements, the Company shall maintain its debt ratio, net asset and interest coverage ratio during the loan periods.

  • 4.Assets pledged as collateral please refer to Note 8 for details.

6.11. Operating leases

1.Lessor

The Company acts as a lessor to rent investment properties under operating lease. For related information, please refers to note 6.7 for more details.

Maturity analysis of lease payments for undiscounted lease payments to be received after the reporting date are as follows:

Under 1 year
1~ 2 years
2~3 years
3~4 years
4~5 years
Over 5 years
Total
December 31,2021
$49,890
45,520
19,930
15,166
15,166
26,855
$172,527
December 31,2020
$ 72,131
25,310
22,393
11,084
3,600
17,400
$151,918

37

6.12. Pensions

Effective July 1, 2005, the Company has defined contribution pension plans set up according to the Labor Pension Act. 6% of employees’ monthly salaries are contributed to each individual account governed by Bureau of Labor Insurance. Pension cost of $652 thousand and $620 thousand are recognized for the years ended December 31, 2021 and 2020, respectively.

6.13. Share capital

Share capital
Authorized share capital
Capital stock Issued
December 31,2021
$12,000,000
$9,131,067
December 31,2020
$12,000,000
$9,093,510

As of December 31, 2021, the Company’s common stock was 9,131,067 thousand and outstanding common shares was 913,107 thousand shares with par value of $10 (in dollars) per share.

As of December 31, 2021, the Company’s convertible bonds of $86,400 thousand have been converted into common stocks, among which 3,756 thousand shares have completed the registration proceedures and remaining 255 thousand shares are waiting for registration approval.

6.14. Capital surplus

1.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 should only be used to offset accumulated deficit, to issue new stocks or to pay out as cash dividend to shareholders, provided that the Company has no accumulated deficit. Further, the R.O.C. Securities and Exchange Law requires that the amount of capital surplus used to issue new stocks should not exceed 10% of the paid-in capital each year.

  • 2.Capital surplus on December 31, 2021 and 2020 are as follows:
Treasury stock transactions
Changes in shareholding - subsidiaries and associates
accounted for under equity method
Difference between the proceeds and carrying
amount for the acquisition or disposal of subsidiaries
Stock options of convertible bonds
Convertible bonds premium
Restricted stock
Merger premium
Total
December 31,2021
$392,378
1,333,630
550,965
77,332
46,684
1,368
53,124
$2,455,481
December 31,2020
$288,582
1,143,724
545,327
-
-
1,368
53,124
$2,032,125

38

6.15. Retained earnings

1.Legal reserve

The legal reserve is for making good the deficit (or loss) of the Company. However, when the Company incurs no loss, it may, pursuant to a resolution of shareholders' meeting, distribute 25% of the amount that legal reserve exceeds the total capital by issuing new shares or paid out cash as dividends.

2.Special reserve

  • (1) In accordance with the regulations, the Company shall set aside special reserve equal to the net debit balance of other equity items at the end of the reporting period before distributing earnings. When the net debit balance of other equity items is reversed subsequently, the reversed amount should be included in the distributable earnings.

  • (2) The amounts previously set aside by the Company as special reserve on initial application of IFRSs in accordance with FSC NO. 1010012865 regulations on April 6, 2012 shall be reversed proportionately when the relevant assets are used, disposed or reclassified subsequently. Such amounts are reversed upon disposal or reclassified if the assets are investment property of land, and reversed over the use period if the assets are investment property other than land.

  • (3) On the initial application of fair value model to investment properties, the Company appropriated for a special reserve on initial application of IFRSs in accordance with FSC No. 1030006415 issued on March 18, 2014 at the amount that were the same as the net increase arising from fair value measurement and transferred to retained earnings. Additional special reserve should be appropriated for subsequent net increase in fair value. The amount appropriated may be reversed to the extent that the cumulative net increases in fair value decrease or on the disposal of investment property.

  • (4) The special reserves on December 31, 2021 and 2020 are as follows:

Securities Exchange Act requirement
IFRSs first adoption
Changes in share interests of investee
Fair value adjustment of investment property
Total
December 31,2021 December 31,2020
$2,507,949
61,004
250,198
2,746,864
$1,210,783
61,004
252,989
2,543,314
$5,566,015 $4,068,090

39

  • 3.Distribution of retained earnings

  • (1) According to the Company’s articles of incorporation, annual earnings after income tax shall be first used to offset previous deficit, set aside 10% of the remaining amount as legal reserve and set aside or reverse a special reserve according to relevant regulations. Any remaining balance shall be allocated according to the resolution of shareholders’ meeting.

The Company’s dividend policy considers the development plan, investment environment, working capital needs, competition and shareholder’s interest. Cash dividends shall be at least 10% of the total distribution.

  • (2) Information about the earning appropriations proposed by the Board of Directors for the year 2021, please refer to the “Market Observation Post System” at the website of the Taiwan Stock Exchange.

  • (3) Information about the earning appropriations proposed by the Board of Directors and resolved by the stockholders for the year 2020, please refer to the “Market Observation Post System” at the website of the Taiwan Stock Exchange.

  • (4) Information relate to employee’s bonuses and director’s remuneration, please refer to Note 6.20.

6.16. Treasury stock

Treasury stock
Subsidiary name
MFB
Mercuries General Media,
Inc.(MGM)
Mercuries
Harvest
Co.,
Ltd.(MH)
Total
Subsidiary name
MFB
MGM
MH
Total
December 31,2021
Shares
(Thousand shares)
Market price
(dollars)
Total Market
price
Treasury shares
amount
39,630 $22.65 $897,618 $403,974
2,914 22.65 65,994 26,264
5,629 22.65 127,493 58,041
48,173 $1,091,105 $488,279
December 31,2020
Shares
(Thousand shares)
43,985
2,914
5,629
52,528
Market price
(dollars)
$20.70
20.70
20.70
Total Market
price
Treasury shares
amount
$910,489
60,312
116,517
$448,367
26,264
58,041
$1,087,318 $532,672

MFB sold of 4,355 thousand shares of the Company in 2021.

40

6.17.Other equity

January 1, 2021
The Company
Subsidiaries and
associates
December 31, 2021
Exchange
differences
arising on
translation
of foreign
operations
Unrealized
gain (loss) on
financial
assets at
FVOCI
Other
comprehensive
income (loss) on
reclassification
under the
overlay
approach
Unearned
employee
benefit
Total
$(16,259)
(477)
(3,863)
$99,710
(27,250)
(414,653)
$(3,177,107)
-
(842,160)
$6,643
-
-
$(3,087,013)
(27,727)
(1,260,676)
$(20,599) $(342,193) $(4,019,267) $6,643 $(4,375,416)
January 1, 2020
The Company
Subsidiaries and
associates
December 31, 2020
Exchange
differences
arising on
translation
of foreign
operations
Unrealized
gain (loss) on
financial
assets at
FVOCI
Other
comprehensive
income (loss) on
reclassification
under the
overlay
approach
Unearned
employee
benefit
Total
$(16,180)
2,422)
(2,501)
$79,948
(64,049)
83,811
$(1,810,452)
-
(1,366,655)
$6,643
-
-
$(1,740,041)
(61,627)
(1,285,345)
$(16,259) $99,710) $(3,177,107) $6,643 $(3,087,013)

6.18.Operating revenue

Leasing revenue
Share of profit of subsidiaries, associates and
joint ventures accounted for under equity
method
Dividend revenue
Gain (loss) on liquidation
Other revenue
Total
2021
$78,531
1,673,294
9,726
-
-
$1,761,551
2020
$84,810
1,501,212
24,315
(1,067)
1,429
$1,610,699

41

6.19. Other gains and losses

Gain on financial liability at fair value through
profit or loss
Gain on fair value adjustment of investment
property
Gains on disposal of investment property
Loss
on disposal of property, plant
and
equipment
Other losses
Total
2021
$2,898
105,945
216,296
(1,537)
(12,133)
$311,469
2020
$-
20,489
-
(265)
(16,905)
$3,319

6.20. Employee benefit

Subject
Wages and salaries
Labor and health insurance
Pension
Director’s remuneration
Other employee benefit
2021
$56,726
1,213
947
10,900
443
2020
$48,767
996
915
8,500
373

The company had 23 and 18 employees for the year ended December 31, 2021 and 2020 which included 8 and 7 directors, respectively.

  • 1.According to Company’s Articles of Incorporation, it shall allocate no less than 1% of annual profit as bonuses to employees, and no more than 1% of annual profit as remuneration to directors, respectively, pursuant to the resolution of the boards of directors. However, the accumulated deficits should be covered first.

  • 2.For the year ended December 31, 2021 and 2020, the employee bonus and directors remuneration were accrued at $31,100 thousands and $23,900 thousands. These amounts were recognized as salary expenses. Employee’s bonuses and director’s remuneration for 2020 had been approved by the shareholders meeting with no difference to the accrued amount in the financial statements ended December 31, 2020.

  • 3.The information about employee’s bonus and director’s remuneration of the Company will be posted in the “Market Observation Post System” at the website of the Taiwan Stock Exchange.

42

6.21. Income tax expense (benefit)

1. Income tax expense

1. Income tax expense
2021
Current income tax expense
$-
Additional tax on unappropriated earnings
-
Income tax adjustment on prior years
(4,956)
Total current income tax expense (benefit)
(4,956)
Deferred income tax
Origination and reversal of temporary differences
(10,175)
Income tax expense (benefit)
$(15,131)
2. Reconciliation between income tax expense and accounting profit
2021
Tax calculated based on profit before tax at
statutory tax rate
$375,026
Effects from items disallowed by tax regulations
(375,026)
Effects from income tax on deferred income assets
(10,175)
Additional 5% tax on unappropriated earnings
-
Income tax adjustment on prior years
(4,956)
Income tax expense (benefit)
$(15,131)
2020
$-
75,838
(19,788)
56,050
5,635
$61,685
2020
$291,873
(291,873)
5,635
75,838
(19,788)
$61,685
  1. Deferred tax assets or liabilities as a result of temporary difference are as follows:
2021 2021 2021
Recognized in
Recognized
in profit or
other
comprehensive
Recognized Income
January1 loss income in equity taxpaid December 31
Temporary differences:
Investment property $(249,167) $10,122 $- $- $97,206 $(141,839)
Land value increment tax (8,153) - - - - (8,153)
Other (1,838) 53 - - - (1,785)
Total $(259,158) $10,175 $- $- $97,206 $(151,777)
Presented on balance sheet:
Deferred tax assets $- $-
Deferred tax liabilities (259,158) (151,777)
$(259,158) $(151,777)

43

2020

2020
Recognized
in profit or
Recognized in
other
comprehensive
Recognized December
January1 loss income in equity 31
Temporary differences:
Investment Property $(243,479) $(5,688) $- $- $(249,167)
Land value increment
(8,153) - - - (8,153)
tax
Other (1,891) 53 - - (1,838)
Total $(253,523) $(5,635) $- $- $(259,158)
Presented on balance sheet:
Deferred tax assets $- $-
Deferred tax liabilities (253,523) (259,158)
$(253,523) $(259,158)
  1. The amounts of deductible temporary difference that are not recognised as deferred tax assets are as follows:
Deductible temporary difference December 31, 2021
$108,452
December 31, 2020
$106,087
  1. Income tax returns of the Company through 2019 has been assessed and approved by the Tax Authority.

44

6.22. Earnings per share
2021
Amount after
tax
$1,890,261
1,890,261
14,118
$1,904,379
Amount after
tax
$1,397,680
1,397,680
$1,397,680
Weighted average
number of
ordinary shares
outstanding
(in thousands)
Earnings per
share
(in dollar)
Net profit
Basic earnings per share
Profit or (loss) attributable to common
shareholders
Assumed conversion of all dilutive potential
common shares
Employee bonus
Convertible bonds
Diluted earnings per share
Current profit (loss) attributable to
common shareholders plus assumed
conversion of all dilutive potential
common shares
2020
862,551
1,070
105,786
$2.19
$1.96
969,407
Weighted average
number of
ordinary shares
outstanding
(in thousands)
Earnings per
share
(in dollar)
Net profit
Basic earnings per share
Profit or (loss) attributable to common
shareholders
Assumed conversion of all dilutive potential
common shares
Employee bonus
Diluted earnings per share
Current profit (loss) attributable to
common shareholders plus assumed
conversion of all dilutive potential
common shares
857,203
1,238
$1.63
$1.63
858,441

45

After the retrospective adjustment, the weighted average number of ordinary shares outstanding is calculated as follows:

At January 1
Increase: Retained earning converted into common
stock, 2020
Increase: Conversion of convertible bonds
Decrease: Shares held by the subsidiaries
Total
2021
909,351
-
992
(47,792)
862,551
2020
826,683
82,668
-
(52,148)
857,203

The pro forma net income and earnings per share if accounting for treasure stock had not been adopted are as follows:

Profit attributable to common shareholders
Weighted average shares outstanding in basic
earnings per share
Basic earnings per share (in dollars):
Net Profit from continuing operations
2021
$1,938,232
910,343
$2.13
2020
$1,445,087
909,351
$1.59

The information of treasury stocks hold by subsidiaries, please refer to note 6.16.

7. RELATED-PARTY TRANSACTIONS

7.1. Related parties

Names of relatedparties
MA
MDS
MLI
MFB
MF&B
Relationshipwith the Company
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary

46

Names of relatedparties
MLF
MGM
SCI
Mercuries Insurance Agency Co., Ltd.(MIA)
SD(Note1)
SMR
Horizon Securities Co., Ltd(HS)
Relationshipwith the Company
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Associate

Note 1:SD has been restructured from a joint venture to a subsidiary on December 22, 2020.

7.2. Significant transactions and balances with related parties

7.2.1. Rent revenues

Subsidiary
7.2.2. Other income
Subsidiary
Joint venture
Total
7.2.3. Service revenues
Joint venture
7.2.4. Other expenses
Associate
2021
$30,352
2021
$21,368
-
$21,368
2021
$-
2021
1,110
2020
$31,527
2020
$29,994
2,010
$32,004
2020
$1,429
2020
1,111

47

7.2.5.Accounts receivables (payables)-related parties

(1) Accounts receivables

(1) Accounts receivables
Subsidiary
(2) Accounts payables
Subsidiary
Associate
Total
.Deposits received
Subsidiary
December 31, 2021
$2,799
December 31, 2021
$4
84
$88
December 31, 2021
$90
December 31, 2020
$904
December 31, 2020
$770
84
$854
December 31, 2020
$870

7.2.6.Deposits received

7.2.7.Bonds payable

The amounts of MLI’s first perpetual cumulative subordinated corporate bonds held by the Company are as follows:

Company are as follows:
Subordinated corporate bond
The above transactions of interest revenue are as
Interest revenue
7.2.8.Key management compensation
Salaries and other short-term employee benefit
December 31, 2021
$250,000
follows:
2021
$2,554
2021
$31,763
December 31, 2020
$-
2020
$-
2020
$30,023

48

8. PLEDGED ASSETS

Assets provided by the Company for business purposes are as follows:

Book Value

Assets
December 31,2021
December 31,2020
Purpose
MLI common stock
$2,966,899
$3,220,710
As a guarantee for credit line
Time deposits
-
600
As a guarantee for sales performance
Total
$2,966,899
$3,221,310
SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED CONTRACT COMMITMENTS
December 31,2021
December 31,2020
Promissory notes for borrowing from
financial institutions.
$10,980,000
$10,240,000
Endorsements/guarantees to subsidiary
$200,000
$-
Assets
December 31,2021
December 31,2020
Purpose
MLI common stock
$2,966,899
$3,220,710
As a guarantee for credit line
Time deposits
-
600
As a guarantee for sales performance
Total
$2,966,899
$3,221,310
SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED CONTRACT COMMITMENTS
December 31,2021
December 31,2020
Promissory notes for borrowing from
financial institutions.
$10,980,000
$10,240,000
Endorsements/guarantees to subsidiary
$200,000
$-
Promissory notes for borrowing from
financial institutions.
Endorsements/guarantees to subsidiary
December 31,2021
$10,980,000
$200,000

9. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED CONTRACT COMMITMENTS

10. SIGNIFICANT DISASTER LOSS: None

11. SIGNIFICANT SUBSEQUENT EVENTS :

The Company has resloved by board of directors to participate in MLI’s cash capital increment and acquire 136,198 thousand shares with a consideration of 1,116,820 thousands on March 11, 2022.

12.OTHERS

12.1. Capital management

The objectives of capital management is to maintain capital structure, reduce capital cost and continue to operate at the maximum interests of shareholders.

12.2. Financial instruments

  • I. Fair value information of financial instruments

The Company does not disclose the fair value for short-term financial instruments, such as cash equivalents, notes receivable, accounts receivables, other receivables, FVOCI, other financial assets, bank borrowings, other payables and other liabilities, etc. Since these financial instruments have relatively shorter maturity date, their carrying amount can be fairly presented as the fair values, the Company does not disclose the fair value. Furthermore, the fair values information of financial assets and financial liabilities were summarized at note 12.3.

49

II. Financial risk management policies

  • (1) The Company’s activities expose to a variety of financial risk including market risk (foreign exchange risk, interest risk and price risk), credit risk and liquidity risk. The Company’s overall risk management policies focuse on the unpredictable areas of financial markets and seek to minimize potential adverse effects on the Company’s financial position and financial performance.

  • (2) Risk management is carried out by a central finance department under policies approved by the Board of Directors. The general administration division identifies, evaluates and hedges financial risks to cooperate with the business operating units.

  • III. Significant financial risks and degrees of financial risks

  • (1) Market risk

    • A. Foreign currency risk

      • l The operation of the Company is affected by the exchange rate risks arising from various currencies, but the main risk is from the currency USD and JPY. The related exchange rate risk comes from recognized assets and liabilities denominated in foreign currencies.

      • l The Company businesses involve some non-functional currency operations. The information on assets and liabilities denominated in foreign currencies whose values would be materially affected by the exchange rate fluctuations are as follows:

ollows:
Financial assets
Investments accounted
for under equity method
USD
Financial assets
Investments accounted
for under equity method
USD
December 31,2021
Foreign currency
amount
Exchange
rate
NTD
$16,521
Foreign currency
amount
Exchange
rate
NTD
$597 28.48 $16,999

50

B. Foreign exchange sensitivity analysis

The following table shows the impact of 1% fall in the exchange rates of the local currencies to New Taiwan Dollar.

Currency Exchange
rate
changes
Effect on profit or loss Effect on profit or loss Effect on equities Effect on equities
2021 2020 2021 2020
USD -1% - - (165) (170)
  • C. Price risk

The Company is exposed to equity securities price risk of investments held and classified on the balance sheet of FVOCI. The Company is not exposed to commodity price risk.

D. Interest rate risk

Interest risk of the Company is from long-term borrowings and the cash flow risk is effected by floating interest rate.

(2) Credit risk

  • A. Credit risk is the risk of financial loss resulting from the inability of the client or counterparty to the financial instrument to perform its contractual obligations. Credit risk comes from cash and deposits held in banks, accounts receivable and committed transactions that have not yet been received. Banks and financial institutions with good credit ratings can be accepted as trading targets.

  • B. Management does not expect any significant losses due to non-performance by counterparties in 2021 and 2020.

(3) Liquidity risk

  • A. Cash flow forecasting is performed and aggregated by the general administration department of the Company with monitoring rolling forecasts of the Company’s liquidity requirements to ensure it has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times, so that the Company does not breach borrowing limits or covenants on any of its borrowing facilities. Such forecasting takes into consideration the Company’s debt financing plans, covenant compliance, compliance with internal balance sheet’s ratio targets.

51

  • B. The table below analyses the Company’s non-derivative financial liabilities based on the remaining period at the end of the reporting period to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows.
flows.
December 31,2021 Book value Contractual
cash flows
Less than 1
year
1~ 5years Over 5
years
Other payables
Other financial
liabilities
Bonds payable
Long-term
borrowings
$69,699
7,307
2,151,380
5,600,000
$69,699
7,307
2,213,600
5,600,000
$69,699
-
-
5,600,000
$-
7,307
2,213,600
-
$-
-
-
-
December 31,2020 Book value Contractual
cash flows
Less than 1
year
1~ 5years Over 5
years
Other payables
Other financial
liabilities
Long-term
borrowings
$57,860
13,946
8,271,500
$57,860
13,946
8,271,500
$57,860
-
8,271,500
$-
13,946
-
$-
-
-

12.3. Fair value estimation

  1. The table below analyses financial instruments measured at fair value using valuation method. The different levels have been defined as follows:

  2. Level 1: Fair value of financial instruments classified in Level 1 is based on the quoted price for an identical financial instrument in an active market. The definition of active market includes all of the following conditions: A) the products traded in the market are homogeneous, B) willing parties are available anytime in the market, and C) price information is available for the public.

  3. Level 2: Fair value of financial instruments classified in Level 2 is based on inputs other than quoted prices in active markets including observable input parameters obtained either directly (i.e., as prices) or indirectly (i.e., derived from prices) in active markets. Examples of observable inputs are as follows:

52

  • i) The quoted price for a similar financial instrument in an active market means the market transaction price for a similar financial instrument based on its characteristics and terms of transaction. The fair value of a financial instrument has to be adjusted according to the observable market price of the identical financial instrument. The reasons for adjustments include time lag of the market transaction prices for an identical financial instrument, wherein the quoted price does not represent the fair value at the measurement date. The reasons also include the difference in transaction terms for financial instruments, transaction prices involving related parties, and the relationship between the observable transaction prices of identical financial instruments and the market prices of held financial instruments.

  • ii) The quoted market price of an identical or similar financial instrument in an inactive market.

iii)The fair value is estimated on the basis of the results of a valuation technique, and the market inputs (i.e., interest rate, yield curve, and volatility rate) used are based on data obtainable from the market. An observable input can be derived from market data and reflects the expectation of market participants when it is used in evaluating the prices of financial instruments.

  • iv)A majority of the inputs are derived from observable market data, or the input correlation can be tested based on observable market data.

  • Level 3 Input for a fair value measurement for a financial instrument in Level 3 is not based on data obtainable from the market. An unobservable input, such as volatility for a share option derived from the share’s historical price, does not generally represent current market expectations about future volatility.

Financial instruments measured at fair
value
December 31,2021 December 31,2021
Total Level 1 Level 2 Level 3
Non-derivative financial instruments
Assets:
Financial assets at FVOCI:
Common stock
Venture capital
Preferred stock
$44,199
11,640
30,650
$127
-
-
$-
-
-
$44,072
11,640
30,650

53

Financial instruments measured at fair
value
December 31,2020 December 31,2020
Total Level 1 Level 2 Level 3
Non-derivative financial instruments
Assets:
Financial assets at FVOCI:
Common stock
Venture capital
Preferred stock
$66,543
11,634
36,674
$110
-
-
$-
-
-
$66,433
11,634
36,674

There was no significant transfer between the first and second levels for the years ended December 31, 2021 and 2020.

2. Fair value information of significant unobservable impacts (Level 3)

The following table shows the valuation techniques used in the determination of fair values within Level 3, as well as the significant unobservable inputs used in the valuation models:

Valuation
technique
Significant
unobservable
inputs
Inter-relationship
between significant
unobservable inputs
and fair value
measurement
Market
comparison
method
Liquidity discount
rate 2021 and 2020:
20%~35%
Inverse relationship
  1. Classification process of Level 3 fair value

The Company’s general administration department is responsible to verify the fair values of the assets based on independent sources that reflect the nearest market conditions. The Company ensure that the information used is independent, reliable, and coherent with other resources and represent exercisable prices. Also, the Company policy requires that these fair values are analyzed for remeasurement and reassessment on each reporting date to ensure that the fair values are reasonable.

54

  1. Sensitivity analysis of Level 3 fair value

While the Company’s measurement of fair value on financial assets are reasonable, these fair values might differ, should a different valuation model be used as its measurement method. The following table describes the impact to the profit or loss and other comprehensive income should change in the inputs be used on Level 3 financial assets.

December 31, 2021

Financial assets
measured at FVOCI
-Unquoted shares
-Venture capital
Input Increase
or
decrease
in input
Impact of changes in
fair value on profit
loss
Impact of changes in
fair value on profit
loss
Impact of changes in
fair value on Other
comprehensive
income
Impact of changes in
fair value on Other
comprehensive
income
Positive
impact
Negative
impact
Positive
impact
Negative
impact
Variable
discount rate
Variable
discount rate
1%
1%
$-
-
$-
-
$87
29
$(87)
(30)
Financial assets
measured at FVOCI
-Unquoted shares
-Venture capital
December 31,2020 December 31,2020 December 31,2020
Input Increase
or
decrease
in input
Impact of changes in
fair value on profit
loss
Impact of changes in
fair value on Other
comprehensive
income
Positive
impact
Negative
impact
Positive
impact
Negative
impact
Variable
discount rate
Variable
discount rate
1%
1%
$-
-
$-
-
$164
29
$(165)
(29)

55

12.4. Financial instruments not measured at fair value

The Company’s financial instruments not measured at fair value are listed in the table below. Other than cash and cash equivalent, receivables / payables, refundable deposit and guarantee deposits received, whose values are reasonably closed to their fair value, as well as lease liabilities, disclosure of fair value is not required. The fair value of financial instruments and non-financial assets not measured at fair value are as follows:

Assets and liabilities December 31,2021 December 31,2021
Total Quoted prices
in active
markets for
identical assets
(Level 1)
Significant
other
observable
inputs
(Level 2)
Significant
unobservable
inputs
(Level 3)
Financial Assets:
Financial assets
measured at amortized
costs
$225,980 $- $225,980 $-

13.SUPPLEMENTARY DISCLOSURES

13.1. Significant transactions information

  • 1.Loans to others: Appendix 1.

  • 2.Provision of endorsements and guarantees to others: Appendix 2.

  • 3.Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures): Appendix 3.

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

  • 5.Acquisition of individual real estate properties at costs of at least $300 million or 20% of the paid-in capital: Appendix 4.

  • 6.Disposal of individual real estate properties at prices of at least $300 million or 20% of the paid-in capital: Appendix 5.

  • 7.Purchases or sales of goods from or to related parties reaching $100 million or 20% of paid-in capital or more: None

  • 8.Receivables from related parties reaching $100 million or 20% of paid-in capital or more: None

56

  • 9.Derivative financial instruments undertaken during the year ended December 31, 2020: Appendix 8.

  • 10.Information on investees: Appendix 6.

13.2. Information on investments in Mainland China

  • 1.The Company has resolved by the board of directors to invest USD 5,000 thousand in Foodservice, and further invested in Mercuries Bakery (shanghai) Ltd. (MB Shanghai) through Foodservice. The investment was approved by the Investment Commission MOEA No. 10100187460 on May 14, 2012 and No. 10000491270 on November 18, 2011.

MB Shanghai seased its operation and liquidated on December 18, 2019. The remaining assets of USD 174 thousand has been repatriated to Foodservice. This liquidation had been approved and verified by the Investment Commission MOEA No. 10900238140 on August 25, 2020.

  • 2.The Company has resolved by the board of directors to invest USD 5,000 thousand in Tastynoodle, and further invested in Mercuries Foodservice (Shanghai) Ltd. (MF Shanghai) through Tastynoodle. The investment was approved by the Investment Commission MOEA No. 1010018747 on May 14, 2012 and No. 10000491290 on November 18, 2011.

MF Shanghai seased its operation and liquidated on October 30, 2019. The remaining assets of USD 27 thousand has been repatriated to Tastynoodle. This liquidation had been approved and verified by the Investment Commission MOEA No. 10900258870 on October 12, 2020.

  • 3.The Company has resolved by the board of directors to invest USD 5,000 thousand in Family Shoemart, and further invested in Mercuries Rich Ltd. (MR) through Family Shoemart. The investment was approved by the Investment Commission MOEA No. 10100184740 on May 14, 2012 and No. 10000491290 on November 18, 2011.

MR seased its operation and liquidated on July 27, 2020. The remaining assets of USD 390 thousand has been repatriated to Family Shoemart. This liquiation had been approved and verified by the Investment Commission MOEA No. 10900320080 on November 10, 2020.

  • 4.The Company’s investment type, amount and shareholding in Mainland China, please refer to appendix 7.

57

13.3. Information on major shareholders

Information on major shareholders
Shareholding
Shareholder's Name
Shares Percentage
Shang Lin Investment Co., Ltd. 187,146,480 20.48%
Shu Ren Investment Co., Ltd. 129,054,542 14.12%
Shang Hung Investment Co., Ltd. 60,101,185 6.58%
Shu Feng Investment Co., Ltd. 51,282,811 5.61%
  • 1.The major shareholders information was from the data that the Company issued common shares (including treasury shares) and preference shares in dematerialized form which were registered and held by the shareholders above 5% on the last operating date of each quarter and was calculated by Taiwan Depository & Clearing Corporation. The share capital which was recorded in the financial statements may differ from the actual number of shares issued in dematerialized form because of a different calculation basis.

  • 2.If the aforementioned data contains shares which were kept in trust by the shareholders, the data disclosed was the settlor’s separate account for the fund set by the trustee. As for the shareholder who reports share equity as an insider whose shareholding ratio is greater than 10% in accordance with Securities and Exchange Act, the shareholding ratio includes the self-owned shares and trusted shares, at the same time, persons who have power to decide how to allocate the trust assets. For the information of reported share equity of insider, please refer to Market Observation Post System.

58

Appendix 1 Loans to others
UNITNTD(In Thousands)
Appendix 1 Loans to others
UNITNTD(In Thousands)
Appendix 1 Loans to others
UNITNTD(In Thousands)
Appendix 1 Loans to others
UNITNTD(In Thousands)
Appendix 1 Loans to others
UNITNTD(In Thousands)
Appendix 1 Loans to others
UNITNTD(In Thousands)
Appendix 1 Loans to others
UNITNTD(In Thousands)
Appendix 1 Loans to others
UNITNTD(In Thousands)
Appendix 1 Loans to others
UNITNTD(In Thousands)
Appendix 1 Loans to others
UNITNTD(In Thousands)
Appendix 1 Loans to others
UNITNTD(In Thousands)
Appendix 1 Loans to others
UNITNTD(In Thousands)
Appendix 1 Loans to others
UNITNTD(In Thousands)
Appendix 1 Loans to others
UNITNTD(In Thousands)
Appendix 1 Loans to others
UNITNTD(In Thousands)
Appendix 1 Loans to others
UNITNTD(In Thousands)
Appendix 1 Loans to others
UNITNTD(In Thousands)
Number
(Note 1)
Creditor Borrower Financial
statement
account
(Note 2)
Related
party
Maximum
outstanding balance
during the year
ended December
31, 2021
(Note 3)
Balance at
December 31,
2021
(Note 8)
Actual
amount
drawn down
Interest
rate
Nature of
loan
(Note 4)
Amount of
transaction
s with the
borrower
(Note 5)
Reason or
short-term
financing
(Note 6)
Allowance for
doubtful
accounts
Collateral Limit on loans
granted to
a single party
(Note 7)
Ceiling on
total loans
granted
(Note 7)
Item Value
1 MERCURIES DATA SYSTEMS
LTD.
Mercuries Information
Systems International
Other
receivables
Yes $20,000 - - 1.75% 2 - Working
capital
- - - $228,288 $913,152

Note 1: The numbers filled in for the loans provided by the Company or subsidiaries are as follows:

  • (1)The parent company is ‘0’.

  • (2)The subsidiaries are numbered in order starting from ‘1’.

Note 2: Fill in the name of account in which the loans are recognized, such as receivables–related parties, current account with shareholders, prepayments, temporary payments, etc.

Note 3: Fill in the maximum outstanding balance of loans to others for the year ended December 31, 2021.

Note 4: The column of ‘Nature of loan’ shall fill in “1” for ‘Business transaction’ or “2” for ‘Short-term financing’.

Note 5: Fill in the amount of business transactions when nature of the loan is related to business transactions, which is the amount of business transactions occurred between the creditor and borrower in the current year. Note 6: Fill in the purpose when nature of loan is for short-term financing, for example, repayment of loan, acquisition of equipment, working capital, etc.

  • Note 7: Fill in limit on loans granted to a single party and ceiling on total loans granted as prescribed in the creditor company’s “Procedures for Provision of Loans”, and state each individual party to which the loans have been provided and the calculation for ceiling on total loans granted in the footnote.

  • (1)The nature of the loan is related to business transaction of MDS. Amount of the loan cannot exceed the amount of business transactions.

  • (2)Nature of the loan is related to financing necessity, total amount of loan cannot exceed 10% of net asset of MDS and the aggregate amount cannot exceed 40% of net asset of MDS.

  • Note 8: The amounts of funds to be loaned to others which have been approved by the Board of Directors of a public company in accordance with Article 14, Item 1 of the “Regulations Governing Loaning of Funds and Making of Endorsements/Guarantees by Public Companies” should be included in its published balance of loans to others at the end of the reporting period to reveal the risk of loaning the public company bears, even though they have not yet been appropriated. However, this balance should exclude the loans repaid when repayments are done subsequently to reflect the risk adjustment. In addition, if the board of directors of a public company has authorized the chairman to loan funds in instalments or in revolving within certain lines and within one year in accordance with Article 14, Item 2 of the “Regulations Governing Loaning of Funds and Making of Endorsements/Guarantees by Public Companies”, the published balance of loans to others at the end of the reporting period should also include these lines of loaning approved by the Board of Directors, and these lines of loaning should not be excluded from this balance even though the loans are repaid subsequently, for taking into consideration they could be loaned again thereafter.

59

Appendix 2 Provision of endorsements and guarantees to others:

UNITNTD (In Thousands) UNITNTD (In Thousands) UNITNTD (In Thousands) UNITNTD (In Thousands) UNITNTD (In Thousands) UNITNTD (In Thousands) UNITNTD (In Thousands) UNITNTD (In Thousands) UNITNTD (In Thousands) UNITNTD (In Thousands) UNITNTD (In Thousands) UNITNTD (In Thousands)
Number
(Note 1)
Endorser/
guarantor
Party being
endorsed/guaranteed
Limit on
endorsement/
guarantees
provided for a
single party
(Note 2,4)
Maximum
outstanding
endorsement/
guarantee
amount as of
December 31,
2021
Outstanding
endorsement/
guarantee
amount at
December
31,2021
Actual
Amount
Drawn
down
Amount of
endorsement/
guarantees
secured with
collateral
Ratio of accumulate
endorsement/
guarantee amount to
net asset value of
the endorser/
guarantor company
Ceiling on total
amount of
endorsements/
guarantees
provided
(Note 3,4)
Provision of
endorsement/
guarantees by
parent
company to
subsidiary
Provision of
endorsement/
guarantees by
subsidiary to
parent
company
Provision of
endorsement
/ guarantees
to the party
in Mainland
China
Company name Relationship
with the
endorser/
guarantor
(Note 1)
0 MERCURIES &
ASSOCIATES
HOLDING,
LTD.
SANYOU
DRUGSTORES,
LTD.
2 $2,958,126 $200,000 $200,000 $- - 1.01% $5,916,252 Y N N
1 MERCURIES
DATA SYSTEMS
LTD.
MERCURIES
DATA SYSTEMS
LTD.(Note 5)
1 456,576 8,000 8,000 8,000 - 0.35% 1,141,440 N N N

Note 1: Relationship between the endorser/guarantor and the party being endorsed/guaranteed is classified into the following six categories:

  • (1)Business transaction.

(2)The endorser/guarantor parent company owns directly more than 50% voting shares of the endorsed/guaranteed subsidiary.

(3)The endorser/guarantor parent company and its subsidiaries jointly own more than 50% voting shares of the endorsed/guaranteed company.

(4)The endorsed/guaranteed parent company directly or indirectly owns more than 50% voting shares of the endorser/guarantor subsidiary.

  • (5)Mutual guarantee as required by the construction contract.

  • (6)Due to joint venture, each shareholder provides endorsements/guarantees to the endorsed/guaranteed company in proportion to its ownership.

  • Note 2: Limit on provision of endorsements and guarantees to others granted to a single party cannot exceed 15% of the total net profit of the most recent financial statement.

  • Note 3: Total amount of provision of endorsements and guarantees to others cannot exceed 30% of total net profit of the most recent financial statement.

  • Note 4: 1.The total amount of accumulated external endorsements by the subsidiary MDS shall not exceed 50% of the net value of the latest financial statements of its verified by accountants.

  • 2.The amount of the endorsement guarantee of the subsidiary MDS to a single enterprise shall not exceed 20% of the net value of the latest financial statements of the subsidiary its verified by an accountant.

Note 5: The MDS needs to procedure for handling endorsement/guarantee because of Import and export goods. It is endorsed by the MDS and guaranteed by the bank to issue a letter of guarantee to the customs.

60

Appendix 3 Holding of marketable securities at the end of the period

Appendix 3 Holding of marketable securities at the end of the period Appendix 3 Holding of marketable securities at the end of the period Appendix 3 Holding of marketable securities at the end of the period Appendix 3 Holding of marketable securities at the end of the period Appendix 3 Holding of marketable securities at the end of the period
UNITNTD (In Thousands)/Thousand Shares
Securities held by Marketable securities Relationship with
the securities issuer
Financial statement account
As of December 31, 2021

Footnote
Number of shares Book value Ownership (%) Fair value
Mercuries &
Associates Holding,
Ltd.
Common Stock FIRST FINANCIAL HOLDING. Financial assets at fair value
through other comprehensive
income-current
5 $127 $127 NA
Mercuries &
Associates Holding,
Ltd.
Common Stock CHIAO-FU REAL ESTATE
MANAGEMENT CORP.
Financial assets at fair value
through other comprehensive
income-non-current
100 14,943 2.00% 14,943 NA
Mercuries &
Associates Holding,
Ltd.
Common Stock CONCORD VENTURE CAPITAL
CO., LTD.
Financial assets at fair value
through other comprehensive
income-non-current
3,124 11,640 3.12% 11,640 NA
Mercuries &
Associates Holding,
Ltd.
Common Stock UNION OPTRONICS CORP. Financial assets at fair value
through other comprehensive
income-non-current
366 6,005 0.69% 6,005 NA
Mercuries &
Associates Holding,
Ltd.
Common Stock ADVANCE MATERIALS
CORPORATION
Financial assets at fair value
through other comprehensive
income-non-current
2,093 19,135 1.78% 19,135 NA
Mercuries &
Associates Holding,
Ltd.
Common Stock SEMICONDUCTOR CO., LTD Financial assets at fair value
through other comprehensive
income-non-current
300 3,989 1.88% 3,989 NA
Mercuries &
Associates Holding,
Ltd.
Preferred Stock MAGICAP VENTURE CAPITAL
CO., LTD. PREFERRED SHARES
A
Financial assets at fair value
through other comprehensive
income-non-current
317 30,650 1.45% 30,650 NA
Mercuries &
Associates Holding,
Ltd.
Common Stock POWTEC ELECTROCHEMICAL
CORPORATION
Financial assets at fair value
through other comprehensive
income-non-current
13,630 0.96% NA
Mercuries &
Associates Holding,
Ltd.
Common Stock VEEGO CORPORATION Financial assets at fair value
through other comprehensive
income-non-current
400 2.22% NA
Mercuries &
Associates Holding,
Ltd.
Corporate bonds MERCURIES LIFE INSURANCE
CO., LTD.
Investment
accounted under the
equity method
Financial assets measured at
amortized cost-non-current
250 250,000 250,000 NA
Mercuries &
Associates, Ltd.
Beneficiary
certificates
PHI FUND, L.P. FUND
Financial assets at fair value
through profit or loss-non-
current
29,440 29,440 NA
Mercuries &
Associates, Ltd.
Common Stock ENERGENESIS BIOMEDICAL CO.,
LTD
Financial assets at fair value
through other comprehensive
income-non-current
354 14,006 0.53% 14,006 NA
Mercuries &
Associates, Ltd.
Preferred Stock ACEPODIA INC. Financial assets at fair value
through other comprehensive
income-non-current
403 27,846 0.83% 27,846 NA

61

Appendix 3 Holding of marketable securities at the end of the period

Appendix 3 Holding of marketable securities at the end of the period Appendix 3 Holding of marketable securities at the end of the period Appendix 3 Holding of marketable securities at the end of the period
UNITNTD (In Thousands)/Thousand Shares
Securities held by Marketable securities Relationship with
the securities issuer
Financial statement account
As of December 31, 2021

Footnote
Number of shares Book value Ownership (%) Fair value
Mercuries &
Associates, Ltd.
Corporate bonds MERCURIES LIFE INSURANCE
CO., LTD.
Investment
accounted under the
equity method
Financial assets measured at
amortized cost-non-current
60 60,000 60,000 NA
Mercuries Data
Systems Ltd.
Common Stock SHINEWAVE CO. LTD.
Financial assets at fair value
through other comprehensive
income-non-current
1,072 12,826 10.00% 12,826 NA
Mercuries Data
Systems Ltd.
Common Stock EASYCARD INVESTMENT
HOLDING CO., LTD.
Financial assets at fair value
through other comprehensive
income-non-current
2,299 69,016 2.21% 69,016 NA
Mercuries Data
Systems Ltd.
Common Stock VEEGO CORPORATION Financial assets at fair value
through other comprehensive
income-non-current
600 3.33% NA
Mercuries Data
Systems Ltd.
Common Stock SHUN TAK HOLDINGS LIMITED Financial assets at fair value
through other comprehensive
income-non-current
490 4,900 19.69% 4,900 NA
Mercuries Data
Systems Ltd.
Common Stock Piao Shi Jinghua Financial assets at fair value
through other comprehensive
income-non-current
13,893 4.90% 13,893 NA
Mercuries Data
Systems Ltd.
Preferred Stock TAISHIN FINANCIAL HOLDING
CO., LTD.
Financial assets at fair value
through profit or loss-non-
current
2,000 106,200 0.40% 106,200 NA
Mercury Fu Bao
Co., Ltd.
Common Stock ENERGENESIS BIOMEDICAL CO.,
LTD
Financial assets at fair value
through profit or loss-non-
current
654 29,312 0.99% 29,312 NA
Mercury Fu Bao
Co., Ltd.
Common Stock CONCORD VENTURE CAPITAL
CO., LTD.
Financial assets at fair value
through other comprehensive
income-non-current
4,686 17,482 4.69% 17,482 NA
Mercury Fu Bao
Co., Ltd.
Common Stock SYSJUST CO., LTD Financial assets at fair value
through other comprehensive
income-non-current
114 8,067 0.43% 8,067 NA
Mercury Fu Bao
Co., Ltd.
Common Stock MERCURIES & ASSOCIATES
HOLDING, LTD.
Investment
accounted under the
equity method to the
holding company
Financial assets at fair value
through other comprehensive
income-non-current
39,630 897,618 4.34% 897,618 NA
Mercury Fu Bao
Co., Ltd.
Common Stock POWTEC ELECTROCHEMICAL
CORPORATION
Financial assets at fair value
through other comprehensive
income-non-current
4,697 0.33% NA

62

Appendix 3 Holding of marketable securities at the end of the period

Appendix 3 Holding of marketable securities at the end of the period Appendix 3 Holding of marketable securities at the end of the period Appendix 3 Holding of marketable securities at the end of the period Appendix 3 Holding of marketable securities at the end of the period Appendix 3 Holding of marketable securities at the end of the period
UNITNTD (In Thousands)/Thousand Shares
Securities held by Marketable securities Relationship with
the securities issuer
Financial statement account
As of December 31, 2021

Footnote
Number of shares Book value Ownership (%) Fair value
Mercuries General
Media, Inc.
Common Stock MERCURIES & ASSOCIATES
HOLDING, LTD.
Investment
accounted under the
equity method to the
holding company
Financial assets at fair value
through other comprehensive
income-non-current
2,914 65,994 0.32% 65,994 NA
Mercuries Harvest
Co., Ltd.
Common Stock MERCURIES & ASSOCIATES
HOLDING, LTD.
Investment
accounted under the
equity method to the
holding company
Financial assets at fair value
through other comprehensive
income-non-current
5,629 127,493 0.62% 127,493 NA
SCI Pharmtech Inc. Beneficiary
certificates
UPAMC JAMES BOND MONEY
MARKET FUND
Financial assets at fair value
through profit or loss-current
2,760 46,564 46,564 NA
SCI Pharmtech Inc. Beneficiary
certificates
NOMURA TAIWAN MONEY
MARKET FUND
Financial assets at fair value
through profit or loss-current
1,273 20,980 20,980 NA
SCI Pharmtech Inc. Beneficiary
certificates
YUANTA USD MONEY MARKET
Fund USD
Financial assets at fair value
through profit or loss-current
99 29,358 29,358 NA
SCI Pharmtech Inc. Beneficiary
certificates
FUBON CHINA POLICY BANK
BOND ETF
Financial assets at fair value
through profit or loss-current
420 8,387 8,387 NA
SCI Pharmtech Inc. Common Stock FUBON FINANCIAL HOLDINGS Financial assets at fair value
through profit or loss-current
32 2,411 2,411 NA
SCI Pharmtech Inc. Preferred Stock FUBON S&P PREFERRED STOCK Financial assets at fair value
through profit or loss-current
793 50,118 50,118 NA
SCI Pharmtech Inc. Preferred Stock FUBON S&P PREFERRED STOCK
B
Financial assets at fair value
through profit or loss-current
36 2,272 2,272 NA
SCI Pharmtech Inc. Preferred Stock TAISHIN FINANCIAL HOLDING
CO., LTD. PREFERRED STOCK E
Financial assets at fair value
through profit or loss-current
400 21,040 21,040 NA
SCI Pharmtech Inc. Preferred Stock CATHAY FINANCIAL HOLDING
CO., LTD. PREFERRED STOCK A
Financial assets at fair value
through profit or loss-current
790 49,691 49,691 NA
SCI Pharmtech Inc. Preferred Stock CATHAY FINANCIAL HOLDING
CO., LTD. PREFERRED STOCK B
Financial assets at fair value
through profit or loss-current
33 2,097 2,097 NA

63

Appendix 3 Holding of marketable securities at the end of the period

Appendix 3 Holding of marketable securities at the end of the period Appendix 3 Holding of marketable securities at the end of the period Appendix 3 Holding of marketable securities at the end of the period Appendix 3 Holding of marketable securities at the end of the period Appendix 3 Holding of marketable securities at the end of the period
UNITNTD (In Thousands)/Thousand Shares
Securities held by Marketable securities Relationship with
the securities issuer
Financial statement account
As of December 31, 2021

Footnote
Number of shares Book value Ownership (%) Fair value
SCI Pharmtech Inc. Preferred Stock FUBON S&P US PREFERRED
STOCK
Financial assets at fair value
through profit or loss-current
2,350 38,963 38,963 NA
SCI Pharmtech Inc. Preferred Stock CTBC FINANCIAL HOLDING CO.,
LTD. PREFERRED STOCK B
Financial assets at fair value
through profit or loss-current
685 43,977 43,977 NA
SCI Pharmtech Inc. Preferred Stock SHIN KONG FINANCIAL
HOLDINGS PREFERRED STOCK A
Financial assets at fair value
through profit or loss-current
642 27,349 27,349 NA
SCI Pharmtech Inc. Preferred Stock CHAILEASE PREFERRED STOCK
A
Financial assets at fair value
through profit or loss-current
150 15,225 15,225 NA
SCI Pharmtech Inc. Common Stock CATHAY FINANCIAL HOLDINGS Financial assets at fair value
through profit or loss-current
28 1,769 1,769 NA
SCI Pharmtech Inc. Common Stock SUNNY PHARMTECH INC. Financial assets at fair value
through other comprehensive
income-non-current
4,497 31,032 3.25% 31,032 NA
SCI Pharmtech Inc. Common Stock ENERGENESIS BIOMEDICAL CO.,
LTD
Financial assets at fair value
through other comprehensive
income-non-current
1,603 41,489 2.42% 41,489 NA
Mercuries Furniture
Co., Ltd.
Beneficiary
certificates
PHI FUND, L.P. FUND Financial assets at fair value
through profit or loss -non-
current
19,627 19,627 NA

64

Appendix 4 Acquisition of indivdual real estate properties at costs of at least $300 million or 20% of the paid-in capital.

Name of
company
Name of
property
Transaction
date
Transaction
amount
Status of
payment
Counterparty Relationship
with the
Company
If the counterparty is a related party,
disclose the previous transfer information
If the counterparty is a related party,
disclose the previous transfer information
If the counterparty is a related party,
disclose the previous transfer information
If the counterparty is a related party,
disclose the previous transfer information
References
for
determining
price
Purpose of
acquisition
and current
condition
Other
agreed
matters
Owner Relationship
with the
Company
Date of
transfer
Amount
Mercuries Life
Insurance Co.,
Ltd.
Neihu Huaku
Finance and IT
Center
August 18,
2021
3,400,000 Paid in full Huaku
Development
Co., Ltd.
None - - - - Evaluated by
appraisal
report
Self-use -
SCI Pharmtech
Inc.
Guany in
factory
October 19,
2021
630,000 63,000 ECO Technical
Services Co.,
Ltd.
None - - - - Negotiation Factory
expansion
-

65

Appendix 5 Disposal of individual real estate properties at price of at least $300 million or 20% of the paid-in capital.

Appendix 5 Disposal of individual real estate properties at price of at least $300 million or 20% of the paid-in capital. Appendix 5 Disposal of individual real estate properties at price of at least $300 million or 20% of the paid-in capital. Appendix 5 Disposal of individual real estate properties at price of at least $300 million or 20% of the paid-in capital. Appendix 5 Disposal of individual real estate properties at price of at least $300 million or 20% of the paid-in capital. Appendix 5 Disposal of individual real estate properties at price of at least $300 million or 20% of the paid-in capital. Appendix 5 Disposal of individual real estate properties at price of at least $300 million or 20% of the paid-in capital. Appendix 5 Disposal of individual real estate properties at price of at least $300 million or 20% of the paid-in capital. Appendix 5 Disposal of individual real estate properties at price of at least $300 million or 20% of the paid-in capital. Appendix 5 Disposal of individual real estate properties at price of at least $300 million or 20% of the paid-in capital. Appendix 5 Disposal of individual real estate properties at price of at least $300 million or 20% of the paid-in capital. Appendix 5 Disposal of individual real estate properties at price of at least $300 million or 20% of the paid-in capital. Appendix 5 Disposal of individual real estate properties at price of at least $300 million or 20% of the paid-in capital. Appendix 5 Disposal of individual real estate properties at price of at least $300 million or 20% of the paid-in capital.
UNITNTD(In Thousands)/Thousand Shares
Name of Company Name of property Transaction date Original date of
acquisition
Book value Transaction
amount
Status of
receivement
Gain or loss
on disposal
(Note)
Counterparty Relationship
with the
Company
Purpose of
disposal
Reference for the
determining price
Other
MERCURIES & ASSOCIATES
HOLDING, LTD.
No. 323, No. 323-1, No. 323-4,
and No. 323-5, Section 2,
Nankan Road, Luzhu Township,
Taoyuan City and 48 parking
spaces
September 17, 2021 74.1
96.1~96.5
1,332,167 1,553,000 Received in full 216,296 DIGIT MOBILE INC. - Activated
assets
Evaluation according
to appraisal report
None

66

Appendix 6 Information on investees

UNIT NTD (In Thousands)/Foreign Currency(In Thousands)/Thousand Shares

Appendix 6 Information on investees UNITNTD (In Thou UNITNTD (In Thou UNITNTD (In Thou sands)/Foreign Curr ency(In Thousands)/ Thousand Shares
Investor Investees Location Main business activities Initial investment amount Shares held as at December 31, 2021 Net profit (loss)
of the investee
for the year
ended December
31, 2021
Investment income
(loss) recognized by
parent company for
the year ended
December 31,
2021(Notes 1)
Footnote
Balance as at
December 31,
2021
Balance as at
December 31,
2020
Number of shares Ownership
(%)
Book value
(Note2)
Mercuries & Associates
Holding, Ltd.
Mercuries Life Insurance Co., Ltd Taipei Life insurance $5,584,639 $5,312,150 1,056,917 39.59% $15,678,826 $1,090,798 $445,189 Subsidiary
Mercuries & Associates
Holding, Ltd.
Mercuries & Associates, Ltd. Taipei Domestic and international well-
known brands of footwear, apparel
and related accessories.
250,000 250,000 40,000 100.00% 723,837 103,588 101,280 Subsidiary
Mercuries & Associates
Holding, Ltd.
Mercuries Data Systems Ltd. Taipei Purchasing, sale, processing, and
installation of computer equipment
612,844 612,844 98,505 53.44% 1,200,773 149,232 79,755 Subsidiary
Mercuries & Associates
Holding, Ltd.
SCI Pharmtech Inc. Taoyuan Processing, Manufacture, and sale
of active pharmaceutical
ingredients (APIs) and API
intermediates
614,293 614,293 30,283 31.75% 1,054,281 55,696 17,683 Subsidiary
Mercuries & Associates
Holding, Ltd.
Simple Mart Retail Co., Ltd. Taipei Retail 367,393 368,289 41,019 60.77% 1,158,061 194,503 132,401 Subsidiary
Mercuries & Associates
Holding, Ltd.
Mercury Fu Bao Co., Ltd. Taipei Liquor, cigar, and cigarette trading
and agency.
14,164 14,164 236,260 100.00% 3,207,423 545,137 567,207 Subsidiary
Mercuries & Associates
Holding, Ltd.
Mercuries General Media, Inc. Taipei Agency for import production of
video tapes, etc.
30,237 30,237 4,200 86.96% 75,185 11,916 7,829 Subsidiary
Mercuries & Associates
Holding, Ltd.
Mercuries Harvest Co., Ltd. Taipei Lease and sales of machinery
equipment
90,478 90,478 9,000 100.00% 101,915 5,612 (17) Subsidiary
Mercuries & Associates
Holding, Ltd.
Mercuries F&B Co., Ltd. Taipei Beef noodles and pizza restaurant
chain stores
514,500 514,500 56,569 93.63% 1,052,806 231,773 216,991 Subsidiary
Mercuries & Associates
Holding, Ltd.
Mercuries Leisure Co., Ltd Taipei Leisure and entertainment 485,203 485,203 44,895 63.14% 449,071 8,677 5,479 Subsidiary
Mercuries & Associates
Holding, Ltd.
Hipact Tech Inc. Taipei Operation Management Consultant
and computer equipment
installation
19,734 19,734 17 8.61% 534 107 9 Subsidiary
Mercuries & Associates
Holding, Ltd.
Mercuries Furniture Co., Ltd. Taipei Furniture retail and decoration 626,210 626,210 13,000 100.00% 29,486 19,002 16,292 Subsidiary

67

Appendix 6 Information on investees

UNIT NTD (In Thousands)/Foreign Currency(In Thousands)/Thousand Shares

Appendix 6 Information on investees UNITNTD (In Thou UNITNTD (In Thou UNITNTD (In Thou sands)/Foreign Curr ency(In Thousands)/ Thousand Shares
Investor Investees Location Main business activities Initial investment amount Shares held as at December 31, 2021 Net profit (loss)
of the investee
for the year
ended December
31, 2021
Investment income
(loss) recognized by
parent company for
the year ended
December 31,
2021(Notes 1)
Footnote
Balance as at
December 31,
2021
Balance as at
December 31,
2020
Number of shares Ownership
(%)
Book value
(Note2)
Mercuries & Associates
Holding, Ltd.
M. T. I. Cigars Co., Ltd. Taipei Liquor, cigar, and cigarette trading
and agency.
750,000 750,000 3,209 100.00% 27,095 (144) (144) Subsidiary
Mercuries & Associates
Holding, Ltd.
Mercuries Liquor & Food Co., Ltd. Taipei Sales of tobacco and liquor,
beverage and food
180,300 180,300 10,500 100.00% 74,466 (34,404) 14,757 Subsidiary
Mercuries & Associates
Holding, Ltd.
Mercuries Insurance Agency Co., Ltd. Taipei Insurance agency 3,000 3,000 500 100.00% 35,679 20,377 20,377 Subsidiary
Mercuries & Associates
Holding, Ltd.
Mercuries Foodservice Co., Ltd. Samoa Investment 148,380 148,380 25.31% 6,124 Subsidiary
Mercuries & Associates
Holding, Ltd.
Tastynoodle Co., Ltd. Samoa Investment 147,913 147,913 100.00% 741 Subsidiary
Mercuries & Associates
Holding, Ltd.
Family Shoemart Co., Ltd. Samoa Investment 192,057 192,057 86.67% 9,656 Subsidiary
Mercuries & Associates
Holding, Ltd.
Sanyou Drugstores, Ltd. Taipei Cosmeceutical 506,220 506,220 55,000 55.00% 84,609 10,241 5,633 Subsidiary
Mercuries & Associates
Holding, Ltd.
Fuh Hwa Securities Investment Trust
Co.,Ltd.
Taipei Securities Investment Trust 86,800 86,800 1,971 3.28% 121,419 1,297,013 42,573 Associate
Mercuries Data Systems
Ltd.
Mercuries Data Systems International
Ltd.
British Virgin
Islands
Investment 738,652 738,652 100.00% 213,026 (20,931) (20,931) Subsidiary
Mercuries Data Systems
Ltd.
Hipact Tech Inc. Taipei Operation Management Consultant
and computer equipment
installation
114,435 114,435 146 72.80% 7,259 107 78 Subsidiary
Mercuries Data Systems
Ltd.
Mercuries Information Systems
International Co., Ltd
Taipei Software and data processing
services
3,000 3,000 300 100.00% 1,290 (135) (135) Subsidiary
Mercuries Data Systems
Ltd.
Mercuries Life Insurance Co., Ltd Taipei Life insurance 59,737 59,737 6,277 0.24% 97,434 1,090,798 2,901 Subsidiary

68

Appendix 6 Information on investees

UNIT NTD (In Thousands)/Foreign Currency(In Thousands)/Thousand Shares

Appendix 6 Information on investees UNITNTD (In Thou UNITNTD (In Thou UNITNTD (In Thou sands)/Foreign Curr ency(In Thousands)/ Thousand Shares
Investor Investees Location Main business activities Initial investment amount Shares held as at December 31, 2021 Net profit (loss)
of the investee
for the year
ended December
31, 2021
Investment income
(loss) recognized by
parent company for
the year ended
December 31,
2021(Notes 1)
Footnote
Balance as at
December 31,
2021
Balance as at
December 31,
2020
Number of shares Ownership
(%)
Book value
(Note2)
Mercuries Data Systems
Ltd.
Digicentre Company Limited. Taipei Software services 150,000 150,000 6,864 28.92% 169,920 19,165 5,543 Associate
Mercuries Data Systems
International Ltd.
Core Info Tech Limited(Hong Kong) Hong Kong Investment 715,423 715,423 100.00% 213,835 (20,931) (20,931) Subsidiary
Mercuries & Associates,
Ltd.
Mercuries Leisure Co., Ltd Taipei Leisure and entertainment 20,000 20,000 2,000 2.81% 20,005 8,677 244 Subsidiary
Mercuries & Associates,
Ltd.
Family Shoemart Co., Ltd. Samoa Investment 29,995 29,995 13.33% 1,486 Subsidiary
Mercuries & Associates,
Ltd.
Mercuries Life Insurance Co., Ltd Taipei Life insurance 115,952 80,408 14,571 0.55% 226,183 1,090,798 5,108 Subsidiary
Mercuries & Associates,
Ltd.
Sanor Co., Ltd. Taipei Agency for shoes 80,000 8,000 50.00% 95,547 31,094 15,547 Joint Venture
Mercuries & Associates,
Ltd.
TriHealth Enterprise Co., Ltd. Taipei Medicine circulation 70,000 2,800 21.21% 52,782 22,054 1,949 Associate
Mercuries & Associates,
Ltd.
Simple Mart Retail Co., Ltd. Taipei Retail 4,347 63 0.09% 1,779 194,503 15 Subsidiary
Mercury Fu Bao Co.,
Ltd.
Mercuries Life Insurance Co., Ltd Taipei Life insurance 356,117 356,117 64,792 2.43% 1,076,507 1,090,798 (28,476) Subsidiary
Mercury Fu Bao Co.,
Ltd.
SCI Pharmtech Inc. Taoyuan Processing, Manufacture, and sale
of active pharmaceutical
ingredients (APIs) and API
intermediates
118,791 118,791 2,317 2.43% 144,807 55,696 1,353 Subsidiary
Mercury Fu Bao Co.,
Ltd.
Mercuries Leisure Co., Ltd Taipei Leisure and entertainment 75,262 75,262 3,718 5.23% 37,189 8,677 454 Subsidiary
Mercury Fu Bao Co.,
Ltd.
Hipact Tech Inc. Taipei Operation Management Consultant
and computer equipment
installation
8,840 8,840 10 5.17% 515 107 6 Subsidiary

69

Appendix 6 Information on investees

UNIT NTD (In Thousands)/Foreign Currency(In Thousands)/Thousand Shares

Appendix 6 Information on investees UNITNTD (In Thou UNITNTD (In Thou UNITNTD (In Thou sands)/Foreign Curr ency(In Thousands)/ Thousand Shares
Investor Investees Location Main business activities Initial investment amount Shares held as at December 31, 2021 Net profit (loss)
of the investee
for the year
ended December
31, 2021
Investment income
(loss) recognized by
parent company for
the year ended
December 31,
2021(Notes 1)
Footnote
Balance as at
December 31,
2021
Balance as at
December 31,
2020
Number of shares Ownership
(%)
Book value
(Note2)
Mercury Fu Bao Co.,
Ltd.
Mercuries Foodservice Co., Ltd. Samoa Investment 49,303 49,303 7.62% 1,844 Subsidiary
Mercury Fu Bao Co.,
Ltd.
Fuh Hwa Securities Investment Trust
Co.,Ltd.
Taipei Securities Investment Trust 14,429 133,200 322 0.54% 19,862 1,297,013 77,866 Associate
Mercury Fu Bao Co.,
Ltd.
Horizon Securities Co., Ltd Taipei Integrated Securities Houses 135,631 135,631 20,286 6.12% 326,212 1,239,274 75,956 Associate
Mercuries Harvest Co.,
Ltd.
Mercuries Leisure Co., Ltd Taipei Leisure and entertainment 7,000 7,000 687 0.97% 7,093 8,677 84 Subsidiary
Mercuries F&B Co.,
Ltd.
Mercuries Life Insurance Co., Ltd Taipei Life insurance 144,691 144,691 14,571 0.55% 226,183 1,090,798 6,129 Subsidiary
Mercuries F&B Co.,
Ltd.
Horizon Securities Co., Ltd Taipei Integrated Securities Houses 49,903 Associate
Mercuries F&B Co.,
Ltd.
Mercuries Leisure Co., Ltd Taipei Leisure and entertainment 70,000 70,000 6,749 9.49% 67,504 8,677 824 Subsidiary
Mercuries F&B Co.,
Ltd.
Mercuries Foodservice Co., Ltd. Samoa Investment 275,896 275,896 45.74% 11,064 Subsidiary
Mercuries F&B Co.,
Ltd.
Mercuries F&B Consulting Co., Ltd Taipei Catering retail and management 29,100 19,400 2,910 97.00% 12,928 (8,394) (8,142) Subsidiary
Mercuries F&B Co.,
Ltd.
Mercuries Food Service Japan Ltd Japan Catering retail 27,013 27,013 10 100.00% 15,544 (8,443) (8,443) Subsidiary
SCI Pharmtech Inc. Yushan Pharmaceuticals, Inc. Taoyuan City
Luzhu Dist
The research and development ,
manufacture and sale of API
351,761 351,761 35,190 100.00% 348,599 (587) (587) Subsidiary
SCI Pharmtech Inc. Framosa Co., Ltd. Taipei Circular economy by purifying and
utilizing used solvents
66,000 6,600 40.00% 52,447 (33,883) (13,553) Associate

70

Appendix 6 Information on investees

UNIT NTD (In Thousands)/Foreign Currency(In Thousands)/Thousand Shares

Appendix 6 Information on investees UNITNTD (In Thou UNITNTD (In Thou UNITNTD (In Thou sands)/Foreign Curr ency(In Thousands)/ Thousand Shares
Investor Investees Location Main business activities Initial investment amount Shares held as at December 31, 2021 Net profit (loss)
of the investee
for the year
ended December
31, 2021
Investment income
(loss) recognized by
parent company for
the year ended
December 31,
2021(Notes 1)
Footnote
Balance as at
December 31,
2021
Balance as at
December 31,
2020
Number of shares Ownership
(%)
Book value
(Note2)
M. T. I. CIGARS CO.,
LTD.
Mercuries Foodservice Co., Ltd. Samoa Investment 134,428 134,428 - 21.33% 5,159 Subsidiary
Mercuries Furniture
Co., Ltd.
Mecuries Life Insurance Co., Ltd Taipei Life insurance 143,635 143,635 11,795 0.44% 183,091 1,090,798 4,955 Subsidiary
Mercuries Liquor &
Food Co., Ltd.
Shang Rih Ltd. Taipei Retail 6,000 6,000 600 100.00% 6,871 1,571 1,571 Subsidiary
Simple Mart Retail Co.,
Ltd.
Simple Mart Plus Co., Ltd. Taipei Catering retail 60,000 60,000 6,000 100.00% 41,191 (3,317) (3,317) Subsidiary
Simple Mart Retail Co.,
Ltd.
Sanyou Drugstores, Ltd. Taipei Cosmeceutical 55,980 55,980 45,000 45.00% 59,806 10,241 4,375 Subsidiary
Shang Rih Ltd. Mercuries Liquor & Food Japan Co.,
Ltd.
Japan Sales of liquor, beverage and food 4,116 4,116 - 100.00% 6,339 1,686 1,686 Subsidiary
Mercuries Life
Insurance Co., Ltd
Fuh Hwa Securities Investment Trust
Co.,Ltd.
Taipei Investment consulting and asset
management
825,352 825,352 18,426 30.71% 1,457,545 1,297,013 398,305 Associate
Mercuries Life
Insurance Co., Ltd
Horizon Securities Co., Ltd. Taipei Integrated Securities Houses 65,139 263,113 7,085 2.14% 113,932 1,239,274 66,114 Associate
Mercuries Life
Insurance Co., Ltd
CMG International One Co., Ltd Taipei Residence and Buildings Lease
Construction and Development
675,000 675,000 67,500 45.00% 669,617 (11,527) (5,187) Associate
Mercuries Life
Insurance Co., Ltd
CMG International Two Co., Ltd Taipei Residence and Buildings Lease
Construction and Development
675,000 675,000 67,500 45.00% 664,371 (16,869) (7,592) Associate
Mercuries Life
Insurance Co., Ltd
NFC II Renewable Power Co., Ltd. Taipei Investment, operation and
management of solar power plants
157,500 15,750 21.00% 157,044 (2,173) (456) Associate

Note 1:Including the current amortization of unrealized gains and losses and the difference between the investment cost and the equity net value the current amortization. Note 2:Including rent for related-party of the fair value adjustment of investment property.

71

Appendix 7 Information on investments in Mainland China:

Aendix 7 Information on investments in Mainland China: Aendix 7 Information on investments in Mainland China: Aendix 7 Information on investments in Mainland China: Aendix 7 Information on investments in Mainland China: Aendix 7 Information on investments in Mainland China:
pp UNITNTD (In Thousands)/Foreign Currency(In Thousands)
Investee in Mainland China Main business activities Paid-in capital Investment
method
(Note1)
Accumulated
amount of
remittance from
Taiwan to
Mainland China as
of January 1, 2021
Amount remitted from
Taiwan to Mainland
China/Amount
remitted back to
Taiwan for the period
ended December 31,
2021
Accumulated
amount of
remittance from
Taiwan to
Mainland China as
of December 31,
2021
Net income
of investee
as of
December
31, 2021
Ownership
held by the
company
(direct or
indirect)
Investment income
(loss) recognized by
the parent company
for the year ended
December 31,
2021(Note 2)
Book value
of
investment
in Mainland
China as of
December
31, 2021
Accumulated
amount of
investment
income
remitted back
to Taiwan as
of December
31, 2021
Remitted
to Mainland
China
Remitted
back to
Taiwan
Nanjing Sanshang Computer Software
Development Co., Ltd.
Computer software, information software
development, production, sales, self-produced product
management and related technical consulting services
US21 million (2) 668,244 - - 668,244 (20,933) 100.00% (20,933)
(2)B
210,257 -
Nanjing Dingshang Digital Technology
Co., Ltd.
Engineering design and construction of software
development, electronic technology research and
development, technology transfer service,
communication, network, electromechanical,
transportation,etc.
RMB4 million (3) - - - - (3,542) 42.00% (1,488)
(2)B
2,141 -
Accumulated amount of remittance from Taiwan to Mainland China as of December 31, 2021 Investment amount approved by the Investment Commission
of the Ministryof Economic Affairs(MOEA)
Ceiling on investments in Mainland China imposed by
the Investment Commission of MOEA(Note 3)
$701,719 (Note4) (1)Beijing Mercury Computer Information System Equipment
Co., Ltd. invested USD$1,000,000.
(2)Nanjing Dingshang Digital Technology Co., Ltd. invested
USD$19,818,822.
$1,369,727
$4,624 (Note5) Freetech Intelligent Systems Co., Ltd invested USD$159,988. $528,903

Note 1: Investment methods are classified into the following three categories; fill in the number of category each case belongs to:

  • (1)Directly invest in a company in Mainland China.

  • (2)Through investing in an existing company in the third area, which then invested in the investee in Mainland China.

  • (3)Others.

  • Note 2: In the ‘Investment income (loss) recognized by the parent company for the year ended December 31, 2020’ column:

  • (1)It should be indicated if the investee was still in the incorporation arrangements and had not yet any profit during this period.

  • (2)Indicate the basis for investment income (loss) recognition in the number of one of the following three categories:

  • A. The financial statements that are audited and attested by international accounting firm which has cooperative relationship with accounting firm in R.O.C.

  • B. The financial statements that are audited and attested by R.O.C. parent company’s auditors.

  • C. Others.

Note 3: The numbers in this table are expressed in New Taiwan Dollars.

  • Note 4: Including Beijing Sanshang Computer Information System Equipment Co., Ltd., which has been liquidated and deregistered, but has not yet applied to the Investment Review Committee of the Ministry of Economic Affairs to cancel the investment quota, the investment of USD 1,000,000 has been approved by the Investment Review Committee of the Ministry of Economic Affairs. The liquidation was completed on February 5, 2001.

Note 5: Subsidiaries MA and MF reinvested in Freetech Intelligent Technology Co., Ltd. through PHI FUND, L.P. Shareholding ratio is 0.0372%.

72

Appendix 8 Derivative financial instruments undertaken during the year ended December 31, 2021.

  • (1) The information of derivatives financial instruments

  • MLI

The MLI’s derivative instruments includes forward foreign exchange contracts, foreign exchange swaps contracts, and cross currency swaps contracts. Relevant information is as follows:

  • (1) Type, purpose, contract (principal) value and carrying amount

  • The MLI’s forward foreign exchange contracts, foreign exchange swaps contracts, and cross currency swaps contracts are mainly used to avoid the risk arise from changing in interest rate.

The MLI’s hedging strategy is aimed to avoid most of the market price risk. The MLI uses derivatives (which fair value are inversely proportional to the assets being hedged) as hedging instruments and assesses it regularly. However, the derivatives do not meet the conditions of hedge accounting, thus, they are classified as financial assets held for trading.

The details of the derivative instruments held by MLI are as follows:

Financial assets measured at FVTPL:
Forward foreign exchange contracts,
non-deliverable forward and foreign
exchange swaps
Forward foreign exchange contracts
Cross currency swaps contracts
Financial liabilities measured at FVTPL:
Forward foreign exchange contracts,
non-deliverable forward and foreign
exchange swaps
Forward foreign exchange contracts
Forward foreign exchange contracts
December 31, 2021 December 31, 2021 December 31, 2021
Carrying
amount
Currencies Amount
$2,347,979
38,320
980,647
USD
AUD
USD
USD
AUD
NZD
16,994,000
155,000
650,000
1,495,000
77,900
79,100
$3,366,946
$88,931
22,216
13,840
$124,987

73

December 31,2020

Financial assets measured at FVTPL:
Forward foreign exchange contracts,
non-deliverable forward and foreign
exchange swaps
Cross currency swaps contracts
Structured bonds
Financial liabilities measured at FVTPL:
Forward foreign exchange contracts,
non-deliverable forward and foreign
exchange swaps
Forward foreign exchange contracts
Forward foreign exchange contracts
Forward foreign exchange contracts
Futures
Carrying
amount
Currencies Amount
$4,686,573
566,673
579,168
USD
USD
USD
USD
CNH
NZD
AUD
-
8,328,000
720,000
20,000
6,234,000
1,950,000
127,800
168,700
-
$5,832,414
$1,699,941
47,907
71,753
159,606
108
$1,979,315

(2)Fair Value

The fair value of the derivative is the amount that MLI may claim or have to pay if the contract is terminated on the reporting date. It generally includes unrealized gains and losses from outstanding contracts for the current period. The fair value of MLI’s derivatives is calculated from the quotation of financial institutions.

The company's futures transactions for hedging purpose on December 31, 2021 and 2022 are as follow:

December 31, 2020

Open position Open position
Item type Buyer/
Seller
Open
position
Contract
principal
amount
Market value
Futures Taiwan Stock
Price Index
Futures
Seller 1 $2,828 $(108)

The futures of MLI held on December 31, 2021 was closed.

The margin paid for futures exchange were $952,290 thousand and $1,133,469 thousand on December 31, 2021 and 2020, respectively. The margins were classified under guarantee deposits.

74

  • (3) Presentation of derivatives on financial statement

Derivatives of the Company (including forward foreign exchange, cross currency swaps, structured deposits and convertible corporate bonds conversion rights) presented under balance sheet are as follows:

Financial assets at fair value through profit
or loss
Financial liabilities at fair value through
profit or loss
December 31, 2021
$3,366,946
$124,987
December 31, 2020
$5,832,414
$1,979,315

75

Mercuries & Associates Holding, Ltd. Accounting items

Mercuries & Associates Holding, Ltd.
Accounting items
ITEM
Cash and cash equivalents
―――――――――
Financial assets at fair value through other
comprehensive income
―――――――――
Notes receivable
―――――――――
Accounts receivable
―――――――――
Financial assets at fair value through other
comprehensive income-non-current
―――――――――
Financial assets at amortized cost-non-current
―――――――――
Investments accounted for under equity method
―――――――――
Accumulated impairment of investments accounted
for under equity method
―――――――――
Property, plant and equipment
―――――――――
Investment property
―――――――――
Other non-current assets
―――――――――
Other payables
―――――――――
Other current liabilities
―――――――――
Long-term borrowings
―――――――――
Deferred tax liabilities
―――――――――
Other non-current liabilities
―――――――――
General and administrative expense
―――――――――
Employee benefits, depreciation and amortization by
function
―――――――――
INDEX
Note 6.1
77
78
79
80
81
82
83
Note 6.6
Note 6.7
84
Note 6.8
85
Note 6.10
Note 6.21
86
87
88

76

Statement of financial assets at fair value through other comprehensive income

December 31, 2021

Name of securities Description Units Par
Value
Amount Rate (%) Cost Accumulated
impairment
Fair Value Fair Value Note
Unit
Price
Total Price
Financial assets at fair value through
other comprehensive income-current:
First Bank
Valuation adjustments for financial
assets at fair value through other
comprehensive income-current:
Total
5 $10 $50
-
$56
71
$-
-
$24.50
-
$127
-
$50 $127 $- $127

77

Statement of notes receivable

December 31, 2021 December 31, 2021
Client Name Description Amount Note
Non-related parties:
Tianxi
HotShoes.TW
Momentum
Power wind health industry
incorporated
Total
$1,900
2,940
2,688
2,662
$10,190

78

Statement of accounts receivable

December 31, 2021

Client Name Description Amount Note
Non-related parties:
E-Yuan
Lan Tian
Li Yang
$662
195
97
$954
Related parties:
MLF
Subtotal
Total
$205
$205
$1,159

79

Statement of financial assets at fair value through other comprehensive income-non-current

For the years ended December 31, 2021

Item Beginningbalance Beginningbalance Increase Increase Decrease Decrease Endingbalance Endingbalance Accumulated
Impairment
Guarantee or
Pledge
Note
Shares Fair Value Shares Amount
(Note 1)
Shares Amount
(Note 1)
Shares Fair Value
Chiaofu Real Estate
Management Co., Ltd.
100
3,124
366
2,158
300
363
13,630
$ 45,141
11,634
6,938
11,133
3,221
36,674
-
-
-
-
-
-
-
-
$-
6
-
8,315
768
-
-
-
-
-
(65)
-
(46)
-)
$(30,198)
-
(933)
(313)
-
(6,024)
-
100
3,124
366
2,093
300
317
13,630
$14,943
11,640
6,005
19,135
3,989
30,650
-
$-
-
62,619
-
3,000
-
-
None
None
None
None
None
None
None
Concord Venture Capital
CO.,LTD.
Union Optronics Corp.
Advance Materials
Corporation
Semiconductor Co., Ltd.
MagiCap Venture Capital
Co., Ltd., Preferred stock A
Powtec Electrochenical
Corporation
Total
20,041 $ 114,741 - $9,089 (111) $(37,468) 19,930 $86,362 $65,619

NOTE 1 It includes valuation adjustment of fair value.

80

Statement of financial assets at amortized cost- non-current

For the years ended December 31, 2021 For the years ended December 31, 2021 For the years ended December 31, 2021 For the years ended December 31, 2021 For the years ended December 31, 2021 For the years ended December 31, 2021 For the years ended December 31, 2021 For the years ended December 31, 2021 For the years ended December 31, 2021
Item Beginningbalance Increase Decrease Endingbalance Accumulated
Impairment
Guarantee or
Pledge
Note
Shares Fair Value Shares Amount Shares Amount Shares Fair Value
MLI Subordinated
corporate bond
- $- 250 $250,000 - $- 250 $250,000 $- None
Total
- $- 250 $250,000 - $- 250 $250,000 $-

81

Statement of Investments accounted for under equity method

For the years ended December 31, 2021

Name Beginning balance Beginning balance Increase Increase Decrease Decrease Ending balance Ending balance Ending balance Market price or
equity
Market price or
equity
Guarantee
or
Pledge
Note
Shares Amount Shares Amount Shares Amount Shares Percentage
of shares
Amount Unit
Price
Total Price
1.Mercuries Life Insurance Co.,
Ltd.
2.Mercuries & Associates, Ltd.
3.Mercuries Data Systems Ltd.
4.SCI Pharmtech Inc.
5.Simple Mart Retail Co., Ltd.
6.Mercury Fu Bao Co., Ltd.
7.Mercuries General Media, Inc.
8.Mercuries Harvest Co., Ltd.
9.Mercuries F&B Co., Ltd.
10.Mercuries Leisure Co., Ltd
11.Hipact Tech Inc.
12.Mercuries Furniture Co., Ltd.
13.M. T. I. CIGARS CO., LTD.
14.Mercuries Liquor & Food Co.,
Ltd.
15.Mercuries Insurance Agency
CO.,LTD
16.Mercuries Foodservice CO.,
LTD.
17.Tastynoodle CO., LTD.
18.Family Shoemart CO.,LTD.
19.Fuh Hwa Securities
Investment Trust Co., Ltd.
20.Sanyou Drugstores, Ltd.
Less: Transfer to treasury stocks
Total
1,009,228
40,000
98,505
25,236
41,119
236,260
4,200
9,000
47,940
44,895
17
13,000
3,209
10,500
500
-
-
-
1,971
55,000
-
$16,252,153
732,758
1,167,269
1,054,787
909,442
2,882,577
72,680
101,100
1,041,159
443,592
525
30,270
27,388
60,512
26,320
6,031
763
9,935
102,787
78,976
(532,672))
47,689
-
-
5,047
-
-
-
-
8,629
-
-
-
-
-
-
-
-
-
-
-
-
$272,489
-
33,504
-
248,619
324,846
2,505
815
11,647
5,479
9
-
-
13,954
9,359
-
-
-
18,632
5,633
44,393
$-
-
-
-
(100)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
$(845,816)
(8,921)
-
(506)
-
-
-
-
-
-
-
(784)
(293)
-
-
(177)
(22)
(279)
-
-
-
1,056,917
40,000
98,505
30,283
41,019
236,260
4,200
9,000
56,569
44,895
17
13,000
3,209
10,500
500
-
-
-
1,971
55,000
-
39.59%
100.00%
53.44%
31.75%
60.77%
100.00%
86.96%
100.00%
93.63%
63.14%
8.61%
100.00%
100.00%
100.00%
100.00%
25.31%
100.00%
86.67%
3.28%
55.00%
-
$15,678,826
723,837
1,200,773
1,054,281
1,158,061
3,207,423
75,185
101,915
1,052,806
449,071
534
29,486
27,095
74,466
35,679
6,124
741
9,656
121,419
84,609
(488,279)
9.24
19.24
13.05
84.00
70.80
15.72
25.31
19.04
18.65
10.00
49.85
8.62
8.44
7.09
71.36
-
-
-
46.31
1.56
$9,765,911
769,406
1,285,489
2,543,802
2,904,142
3,714,094
106,305
171,367
1,054,821
449,071
859
112,099
27,095
74,466
35,679
-
-
-
91,144
85,725
Note 8
None
None
None
None
None
None
None
None
None
None
None
None
None
None
None
None
None
None
None
$24,468,622 $991,884 $(856,798) $24,603,708

82

Statement of accumulated impairment of investments accounted for under equity method

For the years ended December 31, 2021

Item Beginning
balance
Increase Decrease Ending
balance
Note
1. Hipact Tech Inc.
2. SCI Pharmtech Inc.
3. Fuh Hwa Securities
Investment Trust Co., Ltd.
$3,041
53,443
36,536
$-
-
-
$-
-
-
$3,041
53,443
36,536
$93,020 - - $93,020

83

Statement of other non-current assets

December 31, 2021 December 31, 2021 December 31, 2021
Item Description Amount Note
Refundable deposits
Other
Total
Customs deposit, etc. $30
14,200
$14,230

84

Statement of other current liabilities

December 31, 2021 December 31, 2021 December 31, 2021
Item Description Amount Note
Advance receipts
Other
Total
$10,191
17,750
$27,941

85

Statement of other non-current liabilities

December 31, 2021 December 31, 2021 December 31, 2021
Item Description Amount Note
Guarantee deposits
received
Unrealized benefits of
disposing of assets
Other
Total
$7,307
48,791
9
$56,107

86

Statement of general and administrative expense

For the year ended December 31, 2021 For the year ended December 31, 2021
Item Description Amount Note
Salaries
Sundry charges
Taxes
Services expense
Commission expense
Other expense
Total
$68,573
54,966
9,405
12,316
17,619
12,091
The amount of individual item
included in others does not
exceed 5% of the account
balance.
$174,970

87

Statement of employee benefits, depreciation and amortization by function

For the year ended December 31, 2021 For the year ended December 31, 2021 For the year ended December 31, 2021 For the year ended December 31, 2021
2021 2020
Operating
Costs
Operating
Expenses
Total Operating
Costs
Operating
Expenses
Total
Employee benefit
Salaries The company $- $40,146 $40,146 $- $35,587 $35,587
The subsidiary - 16,580 16,580 - 13,180 13,180
Labor and health
insurance
- 1,213 1,213 - 996 996
Pension - 947 947 - 915 915
Director’s remuneration - 10,900 10,900 - 8,500 8,500
Others - 443 443 - 373 373
Depreciation - 1,679 1,679 - 2,092 2,092
Amortization - 423 423 - 59 59
  • Note 1: The Company had average 23 and 18 employees for the years ended December 31, 2021 and 2020, which included 8 and 7 non-employee directors, respectively.

  • Note 2:(a)Average employee benefits for current year was 2,850 thousand. Average employee benefits for previous year was 3,443 thousand.

  • (b)Average salaries for current year was 2,676 thousand. Average salaries for previous year was 3,235 thousand.

  • (c)The variation of adjustments of average salaries was (17.28%).

  • (d)The policies of the company's compensation is as follows:

The Company adopts a gender equality, equal pay for equal work, reasonable and motivating pay policy. Employees regularly accept performance evaluation, and the results become the basis for compensation, job assignment, promotion and management of personnel. The Company adjusts wages every year in considering the market salary level, external environmental changes, the company's operating conditions and personal performance to ensure that wages in line with market level and fairness. Adhering to the principle of profit sharing, year-end bonuses and employee compensation are paid according to the operating profits of the Company.

88