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Mirle — Interim / Quarterly Report 2021
Dec 2, 2021
52102_rns_2021-12-02_aa5be39d-1986-4c8d-9e12-eb57f1b0e0e8.pdf
Interim / Quarterly Report
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Mirle Automation Corporation and Subsidiaries
Consolidated Financial Statements for the Nine Months Ended September 30, 2021 and 2020 and Independent Auditors’ Review Report
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INDEPENDENT AUDITORS’ REVIEW REPORT
The Board of Directors and Shareholders Mirle Automation Corporation
Introduction
We have reviewed the accompanying consolidated balance sheets of Mirle Automation Corporation (the “Corporation”) and its subsidiaries (collectively referred to as the “Group”) as of September 30, 2021 and 2020, the related consolidated statements of comprehensive income for the three months ended September 30, 2021 and 2020 and for the nine months ended September 30, 2021 and 2020, the consolidated statements of changes in equity and cash flows for the nine months then ended, and the related notes to the consolidated financial statements, including a summary of significant accounting policies (collectively referred to as the “consolidated financial statements”). Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Accounting Standard 34 “Interim Financial Reporting” endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China. Our responsibility is to express a conclusion on the consolidated financial statements based on our reviews.
Scope of Review
Except as explained in the following paragraph, we conducted our reviews in accordance with Statement of Auditing Standards No. 65 “Review of Financial Information Performed by the Independent Auditor of the Entity”. A review of consolidated financial statements consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Basis for Qualified Conclusion
As stated in Note 11 to the consolidated financial statements, we did not review the financial statements of some immaterial subsidiaries included in the consolidated financial statements. As of September 30, 2021 and 2020, total assets amounted to NT$958,909 thousand and NT$938,422 thousand, which represented 8.93% and 8.70% of the consolidated total assets, respectively, and total liabilities amounted to NT$231,369 thousand and NT$103,850 thousand, which represented 3.49% and 1.52% of the consolidated total liabilities, respectively. The amounts of total comprehensive (loss) income were NT$(2,192) thousand, NT$(3,328) thousand, NT$(64,842) thousand and NT$643 thousand, which represented (1.45)%, (2.09)%, (16.86)% and 0.16% of the consolidated total comprehensive income for the three months ended September 30, 2021 and 2020 and for the nine months ended September 30, 2021 and 2020, respectively.
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As stated in Note 12 to the consolidated financial statements, the investments accounted for using the equity method amounted to NT$53,130 thousand and NT$42,956 thousand as of September 30, 2021 and 2020, respectively, and the share of loss of associates accounted for using the equity method was NT$7,754 thousand, NT$6,648 thousand, NT$20,848 thousand and NT$15,333 thousand for the three months ended September 30, 2021 and 2020 and for the nine months ended September 30, 2021 and 2020, respectively. Recognition and disclosure were based on the unreviewed financial statements of the investees for the same reporting periods. These investment amounts, as well as the related information disclosed in Note 33 to the consolidated financial statements were based on the unreviewed financial statements of the investees for the same reporting periods as those of the Group.
Qualified Conclusion
Based on our reviews, except for the financial statements of subsidiaries and investees as well as related information disclosed in the preceding paragraph which we have not reviewed and may require adjustments to the consolidated financial statements, nothing has come to our attention that caused us to believe that the accompanying consolidated financial statements do not give a true and fair view of the financial position of the Group as of September 30, 2021 and 2020, its consolidated financial performance for the three months ended September 30, 2021 and 2020, and its consolidated financial performance and its consolidated cash flows for the nine months then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Accounting Standard 34 “Interim Financial Reporting” endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.
The engagement partners on the reviews resulting in this independent auditors’ review report are Mei-Chen Tsai and Ming Hui Chen.
Deloitte & Touche Taipei, Taiwan Republic of China
November 10, 2021
Notice to Readers
The accompanying consolidated financial statements are intended only to present the consolidated financial position, financial performance and cash flows in accordance with accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to review such consolidated financial statements are those generally applied in the Republic of China.
For the convenience of readers, the independent auditors’ review report and the accompanying consolidated financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors’ review report and consolidated financial statements shall prevail.
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MIRLE AUTOMATION CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In Thousands of New Taiwan Dollars)
| ASSETS CURRENT ASSETS Cash and cash equivalents (Notes 6 and 28) Financial assets at fair value through profit or loss - current (Notes 7 and 28) Contract assets - current (Notes 23 and 29) Notes receivable (Notes 9, 23 and 28) Accounts receivable (Notes 9, 23 and 28) Receivables from related parties (Notes 23, 28 and 29) Other receivables (Notes 9 and 28) Other receivables - related parties (Notes 28 and 29) Inventories (Note 10) Other current assets (Note 17) Total current assets NON-CURRENT ASSETS Financial assets at fair value through other comprehensive income - non-current (Notes 8 and 28) Investments accounted for using the equity method (Note 12) Property, plant and equipment (Note 13) Right-of-use assets (Note 14) Intangible assets (Notes 16, 29 and 30) Goodwill (Note 15) Deferred income tax assets (Notes 4 and 25) Prepayment for equipment Refundable deposits (Note 28) Prepayment for investments (Note 17) Total non-current assets TOTAL |
September 30, 2021 (Reviewed) Amount % $ 1,793,506 17 370,225 3 2,646,716 25 102,232 1 683,409 6 5,185 - 69,386 - 380 - 1,579,700 15 211,803 2 7,462,542 69 49,098 1 53,130 1 2,602,188 24 339,115 3 54,648 1 42,310 - 7,779 - 19,667 - 107,775 1 - - 3,275,710 31 $ 10,738,252 100 |
December 31, 2020 (Audited) Amount % $ 2,841,783 25 - - 2,615,024 23 234,469 2 625,506 6 1,993 - 59,001 1 - - 1,503,416 13 176,149 2 8,057,341 72 39,098 - 37,374 - 2,449,453 22 360,833 3 51,661 1 43,906 1 7,779 - 23,147 - 127,937 1 10,000 - 3,151,188 28 $ 11,208,529 100 |
September 30, 2020 (Reviewed) |
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|---|---|---|---|---|---|---|
| Amount % $ 1,722,931 16 - - 2,983,901 27 209,546 2 632,773 6 8,035 - 90,369 1 - - 1,865,173 17 186,253 2 7,698,981 71 38,344 - 42,956 1 2,432,328 23 362,975 3 47,309 1 11,589 - 7,779 - 20,875 - 124,976 1 - - 3,089,131 29 $ 10,788,112 100 |
| LIABILITIES AND EQUITY CURRENT LIABILITIES Short-term bank loans (Notes 18 and 28) Contract liabilities - current (Notes 23 and 29) Notes payable (Note 28) Accounts payable (Note 28) Accounts payable to related parties (Notes 28 and 29) Current income tax liabilities (Notes 4 and 25) Provisions - current (Note 20) Lease liabilities - current (Notes 14 and 28) Current portion of long-term debts (Notes 18 and 28) Accrued expenses and other current liabilities (Notes 19, 28 and 29) Total current liabilities NON-CURRENT LIABILITIES Long-term bank loans (Notes 18 and 28) Lease liabilities - non-current (Notes 14 and 28) Net defined benefit liability - non-current (Notes 4, 21 and 24) Guarantee deposits received (Note 28) Other noncurrent liabilities Total non-current liabilities Total liabilities EQUITY ATTRIBUTABLE TO SHAREHOLDERS OF THE CORPORATION (Note 22) Ordinary shares Capital surplus Retained earnings Legal reserve Special reserve Unappropriated earnings Other equity Exchange differences on the translation of the financial statements of foreign operations Unrealized loss on investments in financial assets at fair value through other comprehensive income Total equity attributable to shareholders of the Corporation NON-CONTROLLING INTERESTS (Note 22) Total shareholders’ equity TOTAL |
September 30, 2021 (Reviewed) Amount % $ 300,000 3 882,009 8 71,343 1 3,003,680 28 7,882 - 149,825 1 13,154 - 25,223 - - - 581,900 6 5,035,016 47 1,076,367 10 239,822 2 282,788 3 318 - 76 - 1,599,371 15 6,634,387 62 1,955,312 18 254,962 3 902,775 8 152,050 1 1,017,037 10 (182,295 ) (2 ) (7,645) - 4,092,196 38 11,669 - 4,103,865 38 $ 10,738,252 100 |
December 31, 2020 (Audited) Amount % $ 300,000 3 1,676,671 15 63,447 1 2,641,198 24 5,278 - 160,823 1 4,356 - 24,241 - 5,000 - 595,338 5 5,476,352 49 1,058,967 9 257,252 2 306,390 3 318 - 88 - 1,623,015 14 7,099,367 63 1,955,312 18 253,729 2 852,644 8 173,348 1 1,016,226 9 (144,404 ) (1 ) (7,645) - 4,099,210 37 9,952 - 4,109,162 37 $ 11,208,529 100 |
September 30, 2020 (Reviewed) |
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|---|---|---|---|---|---|---|
| Amount % $ 800,000 7 1,156,321 11 81,899 1 2,544,595 24 688 - 136,468 1 6,165 - 23,152 - - - 448,321 4 5,197,609 48 1,065,217 10 260,902 2 296,177 3 318 - 424 - 1,623,038 15 6,820,647 63 1,955,312 18 253,729 3 852,644 8 173,348 2 923,093 8 (182,455 ) (2 ) (8,399) - 3,967,272 37 193 - 3,967,465 37 $ 10,788,112 100 |
The accompanying notes are an integral part of the consolidated financial statements.
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MIRLE AUTOMATION CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (In Thousands of New Taiwan Dollars, Except Earnings Per Share) (Reviewed, Not Audited)
| NET SALES (Notes 23 and 29) OPERATING COSTS (Notes 10, 24 and 29) GROSS PROFIT OPERATING EXPENSES (Notes 14, 24 and 29) Selling and marketing expense General and administrative expense Research and development expense Expected credit gain (Note 9) Total operating expenses OTHER OPERATING INCOME AND EXPENSES (Note 24) OPERATING INCOME NONOPERATING INCOME AND EXPENSES Interest income (Note 24) Other income (Notes 16, 24, 27 and 29) Other gains and losses (Notes 24 and 29) Finance costs (Note 24) Share of loss of associates (Note 12) Foreign exchange loss, net (Note 23) Total non-operating income and expenses INCOME BEFORE INCOME TAX INCOME TAX EXPENSE (BENEFIT) (Notes 4 and 25) NET INCOME |
For the Three Months Ended September 30 | For the Three Months Ended September 30 | For the Three Months Ended September 30 | **For the Nine Months ** | Ended September 30 | Ended September 30 | ||
|---|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2021 | 2020 | |||||
| Amount % $ 2,537,420 100 2,013,196 79 524,224 21 104,158 4 133,666 5 90,622 4 (6,468) - 321,978 13 35 - 202,281 8 7,376 - 4,252 - (2,166 ) - (2,748 ) - (7,754 ) - (4,282) - (5,322) - 196,959 8 34,146 2 162,813 6 |
Amount % $ 2,246,992 100 1,787,300 80 459,692 20 104,897 5 103,289 5 102,726 4 (9,207) (1) 301,705 13 (867) - 157,120 7 5,120 - 17,322 1 (2,437 ) - (3,525 ) - (6,648 ) (1 ) (47,417) (2) (37,585) (2) 119,535 5 (9,768) (1) 129,303 6 |
Amount % $ 7,150,670 100 5,585,145 78 1,565,525 22 330,317 5 378,994 5 301,981 4 (6,189) - 1,005,103 14 (423) - 559,999 8 15,853 - 19,459 - (4,813 ) - (8,624 ) - (20,848 ) - (61,909) (1) (60,882) (1) 499,117 7 76,601 1 422,516 6 |
Amount % $ 6,418,646 100 5,057,385 79 1,361,261 21 281,514 4 312,917 5 301,564 5 (8,997) - 886,998 14 1,710 - 475,973 7 18,096 - 50,872 1 (4,735 ) - (10,083 ) - (15,333 ) - (68,347) (1) (29,530) - 446,443 7 37,367 1 409,076 6 (Continued) |
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MIRLE AUTOMATION CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (In Thousands of New Taiwan Dollars, Except Earnings Per Share) (Reviewed, Not Audited)
| OTHER COMPREHENSIVE (LOSS) INCOME (Note 22) Items that may be reclassified subsequently to profit or loss Exchange differences on the translation of the financial statements of foreign operations TOTAL COMPREHENSIVE INCOME NET INCOME ATTRIBUTABLE TO Shareholders of the Corporation Non-controlling interests TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO Shareholders of the Corporation Non-controlling interests EARNINGS PER SHARE (Note 26) Basic Diluted |
For the Three Months Ended September 30 | For the Three Months Ended September 30 | For the Three Months Ended September 30 | **For the Nine Months ** | Ended September 30 | Ended September 30 | ||
|---|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2021 | 2020 | |||||
| Amount % $ (11,444) - $ 151,369 6 $ 160,539 6 2,274 - $ 162,813 6 $ 149,095 6 2,274 - $ 151,369 6 $ 0.82 $ 0.82 |
Amount % $ 29,889 1 $ 159,192 7 $ 129,298 6 5 - $ 129,303 6 $ 159,187 7 5 - $ 159,192 7 $ 0.66 $ 0.66 |
Amount % $ (37,984) (1) $ 384,532 5 $ 420,706 6 1,810 - $ 422,516 6 $ 382,815 5 1,717 - $ 384,532 5 $ 2.15 $ 2.15 |
Amount % $ (17,507) - $ 391,569 6 $ 409,065 6 11 - $ 409,076 6 $ 391,558 6 11 - $ 391,569 6 $ 2.09 $ 2.09 |
The accompanying notes are an integral part of the consolidated financial statements.
(Concluded)
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MIRLE AUTOMATION CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
(In Thousands of New Taiwan Dollars) (Reviewed, Not Audited)
BALANCE, JANUARY 1, 2020 Appropriation of 2019 earnings Legal reserve Special reserve Cash dividends distributed by the Corporation - 25% Other changes in capital surplus Changes in capital surplus from investments in associates accounted for using the equity method Net profit for the nine months ended September 30, 2020 Other comprehensive loss for the nine months ended September 30, 2020 Total comprehensive income (loss) for the nine months ended September 30, 2020 BALANCE, SEPTEMBER 30, 2020 BALANCE, JANUARY 1, 2021 Appropriation of 2020 earnings Legal reserve Special reserve Cash dividends distributed by the Corporation - 20% Other changes in capital surplus Changes in capital surplus from investments in associates accounted for using the equity method Net profit for the nine months ended September 30, 2021 Other comprehensive loss for the nine months ended September 30, 2021 Total comprehensive income (loss) for the nine months ended September 30, 2021 BALANCE, SEPTEMBER 30, 2021 |
**Equity Attributable to Shareholders of the Corporation ** | **Equity Attributable to Shareholders of the Corporation ** | **Equity Attributable to Shareholders of the Corporation ** | **Equity Attributable to Shareholders of the Corporation ** | Non-controlling Total Interest $ 4,069,951 $ 182 - - - - (488,828 ) - (5,409 ) - 409,065 11 (17,507) - 391,558 11 $ 3,967,272 $ 193 $ 4,099,210 $ 9,952 - - - - (391,062 ) - 1,233 - 420,706 1,810 (37,891) (93) 382,815 1,717 $ 4,092,196 $ 11,669 |
Total Equity $ 4,070,133 - - (488,828 ) (5,409 ) 409,076 (17,507) 391,569 $ 3,967,465 $ 4,109,162 - - (391,062 ) 1,233 422,516 (37,984) 384,532 $ 4,103,865 |
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|---|---|---|---|---|---|---|---|---|---|---|
| Share Capital Issued and Outstanding |
Capital Surplus | Retained Earnings | Other Equity Unrealized Loss on Investments Exchange in Equity Differences on Instruments Translation of Designated as the Financial at Fair Value Statements of Through Other Foreign Comprehensive Operations Income $ (164,948 ) $ (8,399 ) - - - - - - - - - - (17,507) - (17,507) - $ (182,455) $ (8,399) $ (144,404 ) $ (7,645 ) - - - - - - - - - - (37,891) - (37,891) - $ (182,295) $ (7,645) |
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| Equity Investments in Component of Associates and Convertible Joint Ventures Bonds Issued Accounted for by the Using the Corporation Equity Method $ 234,579 $ 4,516 - - - - - - - (4,516 ) - - - - - - $ 234,579 $ - $ 234,579 $ - - - - - - - - 1,233 - - - - - - $ 234,579 $ 1,233 |
Treasury Shares $ 19,150 - - - - - - - $ 19,150 $ 19,150 - - - - - - - $ 19,150 |
Total $ 258,245 - - - (4,516 ) - - - $ 253,729 $ 253,729 - - - 1,233 - - - $ 254,962 |
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| Number of Shares (In Thousands) 195,531 - - - - - - - 195,531 195,531 - - - - - - - 195,531 |
Amount $ 1,955,312 - - - - - - - $ 1,955,312 $ 1,955,312 - - - - - - - $ 1,955,312 |
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| Unappropriated Legal Reserve Special Reserve Earnings $ 785,624 $ 108,311 $ 1,135,806 67,020 - (67,020 ) - 65,037 (65,037 ) - - (488,828 ) - - (893 ) - - 409,065 - - - - - 409,065 $ 852,644 $ 173,348 $ 923,093 $ 852,644 $ 173,348 $ 1,016,226 50,131 - (50,131 ) - (21,298 ) 21,298 - - (391,062 ) - - - - - 420,706 - - - - - 420,706 $ 902,775 $ 152,050 $ 1,017,037 |
Total $ 2,029,741 - - (488,828 ) (893 ) 409,065 - 409,065 $ 1,949,085 $ 2,042,218 - - (391,062 ) - 420,706 - 420,706 $ 2,071,862 |
The accompanying notes are an integral part of the consolidated financial statements.
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MIRLE AUTOMATION CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (In Thousands of New Taiwan Dollars) (Reviewed, Not Audited)
| CASH FLOWS FROM OPERATING ACTIVITIES Profit before income tax Adjustments for: Depreciation expenses Amortization expenses Expected credit gain Finance costs Interest income Share of loss of associates Loss (gain) on disposal of property, plant and equipment Loss on disposal of other assets Reversal of inventory write-down Net loss on foreign currency exchange Net gain on fair value change of financial assets designated as at fair value through profit or loss Property, plant and equipment reclassified as operating expenses Gain on lease modification Changes in operating assets and liabilities Contract assets Notes receivable Accounts receivable Accounts receivable from related parties Other receivables Other receivables - related parties Inventories Other current assets Contract liabilities Notes payable Accounts payable Accounts payables to related parties Provisions Accrued expenses and other current liabilities Net defined benefit liabilities Cash generated from (used in) operations Income tax paid Net cash generated from (used in) operating activities |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|
|---|---|---|---|
| 2021 $ 499,117 112,416 21,205 (6,189) 8,624 (15,853) 20,848 423 - (1,746) 1,541 (255) - - (31,692) 132,289 (51,450) (3,192) (10,385) (380) (74,184) (40,317) (794,662) 7,896 362,694 2,604 8,798 (33,684) (23,602) 90,864 (87,599) 3,265 |
2020 $ 446,443 111,536 16,837 (8,997) 10,083 (18,096) 15,333 (1,719) 9 (5,154) 47,559 (204) 32 (9) (185,832) (111,162) 229,232 (4,035) (13,177) - 347,724 14,170 (364,373) 6,408 (790,313) 497 (1,870) (301,440) (12,270) (572,788) (42,387) (615,175) (Continued) |
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MIRLE AUTOMATION CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (In Thousands of New Taiwan Dollars) (Reviewed, Not Audited)
| CASH FLOWS FROM INVESTING ACTIVITIES Disposal of financial assets at fair value through other comprehensive income Acquisition of financial assets at fair value through profit or loss Disposal of financial assets at fair value through profit or loss Acquisition of long-term investments under the equity method Acquisition of property, plant and equipment Disposal of property, plant and equipment Decrease in refundable deposits Increase in intangible assets Decrease (increase) in prepayments for equipment Interest received Net cash used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Increase in short-term bank loans Decrease in short-term bank loans Proceeds from long-term borrowings Repayments of long-term borrowings Decrease in guarantee deposits Repayment of the principal portion of lease liabilities Dividends paid Interest paid Net cash (used in) generated from financing activities EFFECTS OF EXCHANGE RATE CHANGES ON THE BALANCE OF CASH HELD IN FOREIGN CURRENCIES DECREASE IN CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD CASH AND CASH EQUIVALENTS, END OF PERIOD |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|
|---|---|---|---|
| 2021 $ - (420,001) 50,031 (35,371) (236,108) 1,641 20,162 (24,467) 3,480 20,516 (620,117) 300,000 (300,000) 17,400 (5,000) - (18,455) (391,062) (8,615) (405,732) (25,693) (1,048,277) 2,841,783 $ 1,793,506 |
2020 $ 972 (530,000) 530,204 (39,280) (312,174) 19,155 22,813 (12,872) (1,497) 18,173 (304,506) 2,630,000 (2,730,000) 1,058,967 (3,750) (3,212) (19,063) (488,828) (9,991) 434,123 (2,615) (488,173) 2,211,104 $ 1,722,931 |
The accompanying notes are an integral part of the consolidated financial statements.
(Concluded)
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MIRLE AUTOMATION CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021 AND 2020 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise) (Reviewed, Not Audited)
1. GENERAL INFORMATION
Mirle Automation Corporation (the “Corporation”) was incorporated in Hsinchu Science Industrial Park, Republic of China (ROC) on February 2, 1989 and commenced business on March 16, 1989. The Corporation is mainly engaged in the business of automation equipment systems and its components, various parking facilities, medical equipment and the design, development, production and sale of the automation equipment used in these products, and also provides after-sales services for the products. The Corporation is also engaged in the leasing business, and develops and sells software and databases that are used in automation equipment. Moreover, the Corporation also provides construction planning, installation, consulting and maintenance services for the above products.
The Corporation’s shares were listed and have been trading on the Taiwan Stock Exchange (TWSE) since September 2001.
The consolidated financial statements are presented in the Corporation’s functional currency, the New Taiwan dollar.
2. APPROVAL OF CONSOLIDATED FINANCIAL STATEMENTS
The consolidated financial statements were reported to the board of directors and authorized for issue on November 10, 2021.
3. APPLICATION OF NEW, AMENDED AND REVISED STANDARDS AND INTERPRETATIONS
- a. Initial application of the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) (collectively, the “IFRSs”) endorsed and issued into effect by the Financial Supervisory Commission (FSC)
The initial application of the amendments to the IFRSs endorsed and issued into effect by the FSC did not have material impact on the accounting policies of the Corporation and the entities controlled by the Corporation (collectively referred to as the “Group”).
- b. The IFRSs endorsed by the FSC for application starting from 2022
| New, Amended or Revised Standards and Interpretations “Annual Improvements to IFRS Standards 2018-2020” 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” |
Effective Date Announced by IASB |
|---|---|
| January 1, 2022 (Note 1) January 1, 2022 (Note 2) January 1, 2022 (Note 3) January 1, 2022 (Note 4) |
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Note 1: The amendments to IFRS 9 will be applied prospectively to modifications and exchanges of financial liabilities that occur on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IAS 41 “Agriculture” will be applied prospectively to the fair value measurements on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IFRS 1 “First-time Adoptions of IFRSs” will be applied retrospectively for annual reporting periods beginning on or after January 1, 2022.
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Note 2: The amendments are applicable to business combinations for which the acquisition date is on or after the beginning of the annual reporting period beginning on or after January 1, 2022.
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Note 3: The amendments are applicable to property, plant and equipment that are brought to the location and condition necessary for them to be capable of operating in the manner intended by management on or after January 1, 2021.
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Note 4: The amendments are applicable to contracts for which the entity has not yet fulfilled all its obligations on January 1, 2022.
As of the date the consolidated financial statements were authorized for issue, the Group is continuously assessing the possible impact that the application of the above standards and interpretations will have on the Group’s financial position and financial performance and will disclose the relevant impact when the assessment is completed.
- c. New IFRSs issued by IASB but not yet endorsed and issued into effect by the FSC
| New, Amended or Revised 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 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” Amendments to IAS 12 “Deferred Tax related to Assets and Liabilities arising from a Single Transaction” |
Effective Date Announced by IASB (Note 1) |
|---|---|
| To be determined by IASB January 1, 2023 January 1, 2023 January 1, 2023 January 1, 2023 (Note 2) January 1, 2023 (Note 3) January 1, 2023 (Note 4) |
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Note 1: Unless stated otherwise, the above New IFRSs are effective for annual reporting periods beginning on or after their respective effective dates.
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Note 2: The amendments will be applied prospectively for annual reporting periods beginning on or after January 1, 2023.
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Note 3: The amendments are applicable to changes in accounting estimates and changes in accounting policies that occur on or after the beginning of the annual reporting period beginning on or after January 1, 2023.
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Note 4: Except that deferred taxes will be recognized on January 1, 2022 for temporary differences associated with leases and decommissioning obligations, the amendments will be applied prospectively to transactions that occur on or after January 1, 2022.
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As of the date the consolidated financial statements were authorized for issue, the Group is continuously assessing the possible impact that the application of the above standards and interpretations will have on the Group’s financial position and financial performance and will disclose the relevant impact when the assessment is completed.
4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
- a. Statement of compliance
These interim consolidated financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IAS 34 “Interim Financial Reporting” as endorsed and issued into effect by the FSC. Disclosure information included in these interim consolidated financial statements is less than the disclosure information required in a complete set of annual consolidated financial statements.
- b. Basis of preparation
The consolidated financial statements have been prepared on the historical cost basis except for financial instruments which are measured at fair value and net defined benefit liabilities which are measured at the present value of the defined benefit obligation less the fair value of plan assets.
The fair value measurements, which are grouped into Levels 1 to 3 based on the degree to which the fair value measurement inputs are observable and based on the significance of the inputs to the fair value measurement in its entirety, are described as follows:
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1) Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities;
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2) Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for an asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices); and
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3) Level 3 inputs are unobservable inputs for an asset or liability.
c. Basis of consolidation
The consolidated financial statements incorporate the financial statements of the Corporation and the entities controlled by the Corporation (i.e., its subsidiaries).
When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the Corporation.
All intra-group transactions, balances, income and expenses are eliminated in full upon consolidation. Total comprehensive income of subsidiaries is attributed to the owners of the Corporation and to the non-controlling interests even if this results in the non-controlling interests having a deficit balance.
See Note 11, Table 5 and Table 6 for detailed information on subsidiaries (including percentages of ownership and main businesses).
- d. Other significant accounting policies
Except for the following, refer to the consolidated financial statements for the year ended December 31, 2020.
- 11 -
1) Retirement benefits
Pension cost for an interim period is calculated on a year-to-date basis by using the actuarially determined pension cost rate at the end of the prior financial year, adjusted for significant market fluctuations since that time and for significant plan amendments, settlements, or other significant one-off events.
- 2) Taxation
Income tax expense represents the sum of the tax currently payable and deferred tax. Interim period income taxes are assessed on an annual basis and calculated by applying to an interim period’s pre-tax income the tax rate that would be applicable to expected total annual earnings.
5. CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY
The Group considers the recent development of the COVID-19 in Taiwan and its implications on economic environment when making its critical accounting estimates in cash flow projections, growth rate, discount rate, profitability, etc. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised if the revisions affect only that period or in the period of the revisions and future periods if the revisions affect both current and future periods. Refer to the consolidated financial statements for the year ended December 31, 2020.
6. CASH AND CASH EQUIVALENTS
| September 30, | September 30, | December 31, | December 31, | September 30, | September 30, | |
|---|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | ||||
| Cash on hand |
$ | 9,733 |
$ | 9,885 |
$ | 9,815 |
| Demand deposits |
828,276 | 1,844,080 |
799,552 | |||
| Checking accounts |
360 | 737 |
560 | |||
| Cash equivalents | ||||||
| Time deposits with original maturities of less | ||||||
| than 3 months | 271,171 | 309,149 | 157,356 | |||
| Time deposits with original maturities of more | ||||||
| than 3 months and less than 1 year | 683,966 |
677,932 | 755,648 | |||
| $ | 1,793,506 |
$ | 2,841,783 |
$ | 1,722,931 |
Cash equivalents include time deposits with original maturities within 1 year from the date of acquisition, which are highly liquid, readily convertible to a known amount of cash and subject to an insignificant risk of changes in value. The Group’s cash is held for the purpose of meeting short-term cash commitments.
The market rates of cash in bank at the end of the reporting period were as follows:
| September 30, | December 31, | September 30, | |
|---|---|---|---|
| 2021 | 2020 | 2020 | |
| Bank deposits | 0.001%-2.70% | 0.001%-2.55% | 0.001%-2.80% |
- 12 -
7. FINANCIAL INSTRUMENTS AT FAIR VALUE THROUGH PROFIT OR LOSS
| September 30, | December | December | 31, | September | September | 30, | ||
|---|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | ||||||
| Financial assets at fair value through | ||||||||
| profit or loss (FVTPL)-current | ||||||||
| Financial assets held for trading | ||||||||
| Non-derivative financial assets | ||||||||
| Mutual funds | $ 370,225 |
$ | - |
$ | - | |||
| FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE | INCOME | |||||||
| September 30, | December | 31, | September | 30, | ||||
| 2021 | 2020 | 2020 | ||||||
| Non-current | ||||||||
| Investments in equity instruments at fair value | ||||||||
| through other comprehensive income | ||||||||
| (FVTOCI) | $ 49,098 | $ | 39,098 | $ | 38,344 | |||
| Domestic investments | ||||||||
| Unlisted shares | $ 10,000 | $ | - | $ | - | |||
| Foreign investments | ||||||||
| Unlisted shares | 39,098 |
39,098 | 38,344 | |||||
| $ 49,098 | $ | 39,098 | $ | 38,344 |
8. FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME
The Corporation invested in TIEF Fund, L.P. and Phoenix II Innovation Venture Capital Co., Ltd. for medium to long-term strategic purposes, and expects to make profit through long-term investments. Accordingly, the management elected to designate these investments in equity instruments at FVTOCI as they believe that recognizing short-term fluctuations in these investments’ fair value in profit or loss would not be consistent with the Corporation’s strategy of holding these investments for long-term purposes.
9. NOTES RECEIVABLE, ACCOUNTS RECEIVABLE AND OTHER RECEIVABLES
| September 30, | December 31, | September 30, | |
|---|---|---|---|
| 2021 | 2020 | 2020 | |
| Notes receivable | |||
| Operating | $ 102,302 |
$ 234,591 |
$ 209,740 |
| Less: Allowance for impairment loss | (70) |
(122) |
(194) |
| $ 102,232 |
$ 234,469 |
$ 209,546 | |
| (Continued) |
- 13 -
| September 30, | September 30, | December 31, | December 31, | September 30, | September 30, | |
|---|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | ||||
| Accounts receivable | ||||||
| At amortized cost | ||||||
| Gross carrying amount | $ | 702,595 |
$ | 655,119 |
$ | 653,199 |
| Less: Allowance for impairment loss | (19,186) |
(29,613) |
(20,426) | |||
| $ | 683,409 |
$ | 625,506 |
$ | 632,773 | |
| Other receivables | ||||||
| Business tax | $ |
26,813 |
$ | 43,733 |
$ |
63,605 |
| Others | 45,512 |
18,207 |
29,703 | |||
| 72,325 | 61,940 |
93,308 | ||||
| Less: Allowance for impairment loss | (2,939) |
(2,939) |
(2,939) | |||
$ |
69,386 |
$ | 59,001 |
$ |
90,369 |
(Concluded)
a. Notes receivable and accounts receivable
The average credit period of sales of goods was 30 to 180 days.
In order to minimize credit risk, the management of the group has delegated a team responsible for determining credit limits, credit approvals and other monitoring procedures to ensure that follow-up action is taken to recover overdue debts. In addition, the Group reviews the recoverable amount of each individual trade debt at the end of the reporting period to ensure that adequate allowance is made for possible irrecoverable amounts. In this regard, the management believes the Group’s credit risk was significantly reduced.
The Group measures the loss allowance for accounts receivable at an amount equal to lifetime ECLs. The expected credit losses on accounts receivable are estimated using a provision matrix by reference to the past default experience of the debtor and an analysis of the debtor’s current financial position, adjusted for general economic conditions of the industry in which the debtors operate and an assessment of both the current as well as the forecasted direction of economic conditions at the reporting date. As the Group’s historical credit loss experience does not show significantly different loss patterns for different customer segments, the provision for loss allowance based on past due status is not further distinguished according to the Group’s different customer base.
The Group writes off an accounts receivable when there is information indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery, e.g. when the debtor has been placed under liquidation. For accounts receivable that have been written off, the Group continues to engage in enforcement activity to attempt to recover the receivables due. Where recoveries are made, these are recognized in profit or loss.
- 14 -
The following table details the loss allowance of notes receivable and accounts receivable based on the Group’s provision matrix.
September 30, 2021
| Gross carrying amount Loss allowance (Lifetime ECLs) Amortized cost December 31, 2020 Gross carrying amount Loss allowance (Lifetime ECLs) Amortized cost September 30, 2020 Gross carrying amount Loss allowance (Lifetime ECLs) Amortized cost |
Less than 30 Days $ 250,595 (2,552) $ 248,043 Less than 30 Days $ 229,231 (2,015) $ 227,216 Less than 30 Days $ 264,254 (2,766) $ 261,488 |
31 to 90 Days $ 207,133 (1,690) $ 205,443 31 to 90 Days $ 290,073 (2,492) $ 287,581 31 to 90 Days $ 236,057 (1,783) $ 234,274 |
91 to 180 Days $ 118,803 (1,014) $ 117,789 91 to 180 Days $ 176,316 (851) $ 175,465 91 to 180 Days $ 116,615 (618) $ 115,997 |
Over 180 Days $ 228,366 (14,000) $ 214,366 Over 180 Days $ 194,090 (24,377) $ 169,713 Over 180 Days $ 246,013 (15,453) $ 230,560 |
Total $ 804,897 (19,256) $ 785,641 Total $ 889,710 (29,735) $ 859,975 Total $ 862,939 (20,620) $ 842,319 |
|---|---|---|---|---|---|
The movements of the loss allowance of notes receivable and accounts receivable were as follows:
Balance at January 1 Less: Amounts written off Less: Net remeasurement of loss allowance Foreign exchange gains and losses Balance at September 30 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|---|---|---|---|
| 2021 $ 29,735 (4,165) (6,189) (125) $ 19,256 |
2020 $ 29,689 - (8,997) (72) $ 20,620 |
As of September 30, 2021, December 31, 2020 and September 30, 2020, the amounts of loss allowance which included individually impaired notes receivable and accounts receivable of debtors in significant financial difficulty were $8,151 thousand, $19,041 thousand and $19,041 thousand, respectively. The expected credit losses recognized are carrying amounts of notes receivable and accounts receivable. The Group does not hold any collateral over the balance of these notes receivable and accounts receivable.
- 15 -
10. INVENTORIES
| September 30, | September 30, | December 31, | December 31, | September 30, | September 30, | |
|---|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | ||||
| Finished goods | $ | 12,362 |
$ | 27,920 |
$ | 38,878 |
| Work in progress | 1,048,687 | 1,094,659 | 1,421,623 | |||
| Raw materials | 518,510 | 376,792 | 404,672 | |||
| Inventory in transit | 141 |
4,045 |
- | |||
| $ | 1,579,700 |
$ | 1,503,416 |
$ | 1,865,173 |
The components of operating costs related to inventories are as follows:
| Cost of goods sold Write downs of (reversal of) inventories Sale of scraps |
For the Three Months Ended September 30 2021 2020 $ 2,013,196 $ 1,787,300 $ 11,292 $ (9,497) $ (8,229) $ (286) |
For the Three Months Ended September 30 2021 2020 $ 2,013,196 $ 1,787,300 $ 11,292 $ (9,497) $ (8,229) $ (286) |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|
|---|---|---|---|---|---|
| 2021 $ 2,013,196 $ 11,292 $ (8,229) |
2021 $ 5,585,145 $ (1,746) $ (8,578) |
2020 $ 5,057,385 $ (5,154) $ (549) |
The Group did not pledge inventories as collateral for bank borrowings.
11. SUBSIDIARIES
a. Subsidiaries included in the consolidated financial statements
| Investor Investee Nature of Activities MIRLE AUTOMATION CORPORATION MIRTEK (BVI) CORP. LTD. Investment MIRLE AUTOMATION INTER CO., LTD Machinery installation construction, automatic warehousing and logistics equipment and cybernation equipment construction David Investment co., ltd. Investment FACTORY AUTOMATION INTERNATIONAL CO., LTD. Design of computer application package software and sale of computer peripheral equipment MIRTEK (BVI) CORP. LTD. Mirle Automation Technology (Shanghai) Co., Ltd. Developing, producing and selling of various packing machines, labeling machines, other food machinery, components of thermoforming models and automatic storage management equipment, logistics, other automated product systems and services and computer and network system integration and services MIRLE HOLDING CO., LTD. Investment |
Proportion of Ownership (%) September 30, 2021 December 31, 2020 September 30, 2020 Remark 100 100 100 1 100 100 100 1 99 99 99 1 51 51 - 1 100 100 100 2 100 100 100 1 (Continued) |
|---|---|
- 16 -
| Investor Investee Nature of Activities MIRLE HOLDING CO., LTD. Mirle Automation (Kunshan) Co., Ltd. Researching, developing and producing of welding robots and their welding equipment, automatic storage and management equipment, logistics and other automated product systems, industrial controller products and systems and providing industrial robot system, visual inspection system and computer and network system integrated application services David Investment Co., Ltd. IOT SERVICES INFORMATION SYSTEM CORPORATION Machinery and equipment manufacturing and installation construction, wholesale and retail sale of computing and business machinery equipment IOT SERVICES INFORMATION SYSTEM CORPORATION VAN QUOC INFORMATION TECHNOLOGY CONSULTING SERVICES CO., LTD. Machinery and equipment installation construction, wholesale and retail sale of computing and business machinery equipment |
Proportion of Ownership (%) September 30, 2021 December 31, 2020 September 30, 2020 Remark 100 100 100 1 100 99 99 1 100 100 100 1 |
|---|---|
(Concluded)
Remarks:
-
1) Company is an immaterial subsidiary; its financial statements have not been reviewed. Management considers that even if these financial statements are to be reviewed, they would not have a significant impact on the Group.
-
2) Company is a material subsidiary; its financial statements have been reviewed.
On November 9, 2020, the Corporation’s board of directors approved the reinvestment in Factory Automation International Co., Ltd. for an amount not more than NT$50,000 thousand. On December 25, 2020, the Corporation remitted NT$42,075 thousand to acquire 51% interest and obtained control of the aforementioned company. For more information, refer to Note 27 to the consolidated financial statements for the year ended December 31, 2020.
12. INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD
| September 30, | December | 31, | September | 30, | |
|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | |||
| Investments in associates | |||||
| Material associates | |||||
| MAIN DRIVE CORPORATION | $ 42,609 | $ 37,374 | $ 42,956 | ||
| Mirle Automation Technology (Guangdong) | |||||
| Co., Ltd. | 10,521 |
- | - | ||
| $ 53,130 | $ 37,374 | $ 42,956 |
Refer to Note 33(b) for the nature of activities, principal places of business and countries of incorporation of associates.
- 17 -
The Group adopts the equity method to account for the above associate.
a. Material associates
| Name of Associate MAIN DRIVE CORPORATION Mirle Automation Technology (Guangdong) Co., Ltd. |
Proportion of Ownership and Voting Rights |
|---|---|
| September 30, 2021 December 31, 2020 September 30, 2020 26.85% 27.61% 27.61% 49% - - |
The Corporation subscribed for 3,928 thousand ordinary shares of MAIN DRIVE CORPORATION for NT$39,280 thousand in cash after approval was obtained from the board of directors on May 11, 2020, which increased the proportion of ownership from 20.4% to 27.61%.
The Corporation subscribed for 2,485 thousand ordinary shares of MAIN DRIVE CORPORATION for NT$24,850 thousand in cash after approval was obtained from the board of directors on May 12, 2021, which decreased the proportion of ownership from 27.61% to 26.85%.
The Corporation reinvested Mirle Automation Technology (Guangdong) Co., Ltd. with its own funds through Mirle Automation Technology (Shanghai) Co., Ltd. for RMB2,450 thousand in cash after approval was obtained from the board of directors on August 11, 2021. As of September 30, 2021, the shareholding ratio was 49%.
The summarized financial information in respect of the Group’s material associate below represents amounts shown in the associate’s financial statements prepared in accordance with IFRSs adjusted by the Group for equity accounting purposes.
MAIN DRIVE CORPORATION
| September 30, 2021 December 31, 2020 September 30, 2020 Current assets $ 118,094 $ 85,563 $ 102,990 Non-current assets 143,492 133,939 127,524 Current liabilities (59,983) (43,255) (49,408) Non-current liabilities (42,910) (40,880) (25,523) Equity $ 158,693 $ 135,367 $ 155,583 Proportion of the Group’s ownership 26.85% 27.61% 27.61% Equity attributable to the Group $ 42,609 $ 37,374 $ 42,956 Carrying amount $ 42,609 $ 37,374 $ 42,956 For the Three Months Ended September 30 For the Nine Months Ended September 30 2021 2020 2021 2020 Operating revenue $ 5,208 $ 508 $ 11,955 $ 1,822 Net loss for the period $ (28,880) $ (24,082) $ (76,674) $ (64,128) |
September 30, 2021 December 31, 2020 September 30, 2020 Current assets $ 118,094 $ 85,563 $ 102,990 Non-current assets 143,492 133,939 127,524 Current liabilities (59,983) (43,255) (49,408) Non-current liabilities (42,910) (40,880) (25,523) Equity $ 158,693 $ 135,367 $ 155,583 Proportion of the Group’s ownership 26.85% 27.61% 27.61% Equity attributable to the Group $ 42,609 $ 37,374 $ 42,956 Carrying amount $ 42,609 $ 37,374 $ 42,956 For the Three Months Ended September 30 For the Nine Months Ended September 30 2021 2020 2021 2020 Operating revenue $ 5,208 $ 508 $ 11,955 $ 1,822 Net loss for the period $ (28,880) $ (24,082) $ (76,674) $ (64,128) |
September 30, 2021 December 31, 2020 September 30, 2020 Current assets $ 118,094 $ 85,563 $ 102,990 Non-current assets 143,492 133,939 127,524 Current liabilities (59,983) (43,255) (49,408) Non-current liabilities (42,910) (40,880) (25,523) Equity $ 158,693 $ 135,367 $ 155,583 Proportion of the Group’s ownership 26.85% 27.61% 27.61% Equity attributable to the Group $ 42,609 $ 37,374 $ 42,956 Carrying amount $ 42,609 $ 37,374 $ 42,956 For the Three Months Ended September 30 For the Nine Months Ended September 30 2021 2020 2021 2020 Operating revenue $ 5,208 $ 508 $ 11,955 $ 1,822 Net loss for the period $ (28,880) $ (24,082) $ (76,674) $ (64,128) |
September 30, 2021 December 31, 2020 September 30, 2020 Current assets $ 118,094 $ 85,563 $ 102,990 Non-current assets 143,492 133,939 127,524 Current liabilities (59,983) (43,255) (49,408) Non-current liabilities (42,910) (40,880) (25,523) Equity $ 158,693 $ 135,367 $ 155,583 Proportion of the Group’s ownership 26.85% 27.61% 27.61% Equity attributable to the Group $ 42,609 $ 37,374 $ 42,956 Carrying amount $ 42,609 $ 37,374 $ 42,956 For the Three Months Ended September 30 For the Nine Months Ended September 30 2021 2020 2021 2020 Operating revenue $ 5,208 $ 508 $ 11,955 $ 1,822 Net loss for the period $ (28,880) $ (24,082) $ (76,674) $ (64,128) |
September 30, 2021 December 31, 2020 September 30, 2020 Current assets $ 118,094 $ 85,563 $ 102,990 Non-current assets 143,492 133,939 127,524 Current liabilities (59,983) (43,255) (49,408) Non-current liabilities (42,910) (40,880) (25,523) Equity $ 158,693 $ 135,367 $ 155,583 Proportion of the Group’s ownership 26.85% 27.61% 27.61% Equity attributable to the Group $ 42,609 $ 37,374 $ 42,956 Carrying amount $ 42,609 $ 37,374 $ 42,956 For the Three Months Ended September 30 For the Nine Months Ended September 30 2021 2020 2021 2020 Operating revenue $ 5,208 $ 508 $ 11,955 $ 1,822 Net loss for the period $ (28,880) $ (24,082) $ (76,674) $ (64,128) |
|---|---|---|---|---|
| 2021 $ 11,955 $ (76,674) |
2020 $ 1,822 $ (64,128) |
- 18 -
Mirle Automation Technology (Guangdong) Co., Ltd.
| September 30, | September 30, | ||||
|---|---|---|---|---|---|
| 2020 | |||||
| Current assets | $ |
24,640 | |||
| Non-current assets | - | ||||
| Current liabilities | (3,305) | ||||
| Non-current liabilities | - | ||||
| Equity | $ | 21,335 | |||
| Proportion of the Group’s ownership | 49% | ||||
| Equity attributable to the Group | $ | 10,454 | |||
| Carrying amount | $ | 10,521 | |||
| For | the Three | For | the Nine | ||
| Months Ended | Months Ended | ||||
| September | 30, | September 30, | |||
| 2021 | 2021 | ||||
| Operating revenue | $ | - | $ | - | |
| Net loss for the period | $ |
(138) |
$ |
(138) |
- b. The investments in associates accounted for using the equity method, and the share of profit or loss and other comprehensive income (loss) of those investments for the nine months ended September 30, 2021 and 2020 were based on unreviewed financial statements of the investees for the same reporting periods as those of the Group. Management considers that even if these financial statements are to be reviewed, they would not have a significant impact on the Group.
13. PROPERTY, PLANT AND EQUIPMENT
| September 30, | December 31, | September 30, | |
|---|---|---|---|
| 2021 | 2020 | 2020 | |
| Assets used by the Group | $ 2,601,286 |
$ 2,448,940 |
$ 2,431,827 |
| Assets leased under operating leases | 902 |
513 |
501 |
$ 2,602,188 |
$ 2,449,453 |
$ 2,432,328 |
| Cost Balance at January 1, 2021 Additions Disposals Transfers to assets leased under operating leases Reclassified Effects of foreign currency exchange differences Balance at September 30, 2021 |
**Assets Used by ** | the Group | Assets Leased und Lease |
er Operating s Machinery Equipment Total $ - $ 3,241,678 - 256,345 - (26,203 ) 1,142 - - - - (15,599) $ 1,142 $ 3,456,221 (Continued) |
||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Freehold Land $ 179,901 - - - - - $ 179,901 |
Buildings and Accessory Equipment $ 2,316,942 20,656 (3,165 ) - 3,913 (13,003) $ 2,325,343 |
Machinery Equipment $ 305,432 27,288 (18,067 ) (1,142 ) 15,236 (1,070) $ 327,677 |
Transportation Equipment $ 48,849 5,307 (3,469 ) - - (666) $ 50,021 |
Office Equipment $ 90,879 9,647 (1,502 ) - - (851) $ 98,173 |
Work In Progress $ 299,139 193,447 - - (19,149 ) - $ 473,437 |
Buildings and Accessory Equipment $ 536 - - - - (9) $ 527 |
- 19 -
Accumulated depreciation Balance at January 1, 2021 Depreciation expenses Disposals Transfers to assets leased under operating leases Effects of foreign currency exchange differences Balance at September 30, 2021 Accumulated impairment Balance at January 1, 2021 Disposals Balance at September 30, 2021 Carrying amounts at December 31, 2020 and January 1, 2021 Carrying amounts at September 30, 2021 Cost Balance at January 1, 2020 Additions Transfers from assets leased under operating leases Disposals Transfers to assets used by the Group Reclassified Effects of foreign currency exchange differences Balance at September 30, 2020 Accumulated depreciation Balance at January 1, 2020 Depreciation expenses Transfers from assets leased under operating leases Disposals Transfers to assets used by the Group Effects of foreign currency exchange differences Balance at September 30, 2020 Accumulated impairment Balance at January 1, 2020 and September 30, 2020 Carrying amounts at September 30, 2020 |
**Assets Used by ** | the Group | Assets Leased und Lease |
er Operating s Machinery Equipment Total $ - $ 787,567 91 90,054 - (24,125 ) 641 - - (4,107) $ 732 $ 849,389 $ - $ 4,658 - (14) $ - $ 4,644 $ - $ 2,449,453 $ 410 $ 2,602,188 $ 18,018 $ 2,991,390 - 263,975 - 41,502 - (40,804 ) (17,142 ) (41,502 ) - (32 ) (876) (5,673) $ - $ 3,208,856 $ 1,756 $ 708,376 - 88,203 - 2,381 - (23,368 ) (1,670 ) (2,381 ) (86) (1,341) $ - $ 771,870 $ - $ 4,658 $ - $ 2,432,328 (Concluded) |
||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Freehold Land $ - - - - - $ - $ - - $ - $ 179,901 $ 179,901 $ 179,901 - - - - - - $ 179,901 $ - - - - - - $ - $ - $ 179,901 |
Buildings and Accessory Equipment $ 533,479 48,390 (2,969 ) - (2,425) $ 576,475 $ - - $ - $ 1,783,463 $ 1,748,868 $ 2,281,541 934 24,360 (6,390 ) - - (3,215) $ 2,297,230 $ 473,180 48,451 711 (6,390 ) - (583) $ 515,369 $ - $ 1,781,861 |
Machinery Equipment $ 166,453 28,572 (16,454 ) (641 ) (554) $ 177,376 $ 4,658 (14) $ 4,644 $ 134,321 $ 145,657 $ 296,809 18,362 17,142 (31,576 ) - 3,675 379 $ 304,791 $ 158,477 27,231 1,670 (14,930 ) - (169) $ 172,279 $ 4,658 $ 127,854 |
Transportation Equipment $ 32,636 3,842 (3,280 ) - (556) $ 32,642 $ - - $ - $ 16,213 $ 17,379 $ 47,966 647 - (870 ) - - (338) $ 47,405 $ 29,476 3,740 - (555 ) - (272) $ 32,389 $ - $ 15,016 |
Office Equipment $ 54,976 9,150 (1,422 ) - (575) $ 62,129 $ - - $ - $ 35,903 $ 36,044 $ 84,470 6,462 - (1,968 ) - - (352) $ 88,612 $ 44,773 8,726 - (1,493 ) - (196) $ 51,810 $ - $ 36,802 |
Work In Progress $ - - - - - $ - $ - - $ - $ 299,139 $ 473,437 $ 56,530 237,570 - - - (3,707 ) - $ 290,393 $ - - - - - - $ - $ - $ 290,393 |
Buildings and Accessory Equipment $ 23 9 - - 3 $ 35 $ - - $ - $ 513 $ 492 $ 26,155 - - - (24,360 ) - (1,271) $ 524 $ 714 55 - - (711 ) (35) $ 23 $ - $ 501 |
Operating leases are related to leases of buildings and ancillary equipment and machinery equipment with lease terms between 2 to 10 years. The lessees do not have bargain purchase options to acquire the assets at the expiry of the lease periods.
The maturity analysis of lease payments receivable under operating lease payments was as follows:
| September 30, | September 30, | December 31, | December 31, | September 30, | September 30, | ||
|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | |||||
| Year | 1 | $ | 3,744 |
$ | 119 |
$ | 119 |
| Year | 2 | 121 | 119 | 119 | |||
| Year | 3 | - | 89 | 119 | |||
| $ | 3,865 |
$ | 327 |
$ | 357 |
There was no indication of impairment for the nine months ended September 30, 2021 and 2020.
The Group’s property, plant and equipment are depreciated on a straight-line basis over their estimated useful lives as follows:
| Buildings and ancillary equipment | 3-50 years |
|---|---|
| Machinery equipment | 2-20 years |
| Transportation equipment | 4-9 years |
| Office equipment | 2-10 years |
- 20 -
Electromechanical power equipment are depreciated on a straight-line basis over their estimated useful lives of 40-50 years and 3-15 years.
14. LEASE ARRANGEMENTS
- a. Right-of-use assets
| Carrying amounts Land Transportation equipment Additions to right-of-use assets Depreciation charge for right-of-use assets Land Buildings Transportation equipment |
September 30, 2021 December 31, 2020 September 30, 2020 $ 334,556 $ 356,843 $ 362,046 4,559 3,990 929 $ 339,115 $ 360,833 $ 362,975 For the Three Months Ended September 30 For the Nine Months Ended September 30 2021 2020 2021 2020 $ 2,007 $ 11,409 $ 6,914 $ 7,290 $ 20,924 $ 21,991 - 101 - 453 677 196 1,438 889 $ 7,591 $ 7,587 $ 22,362 $ 23,333 |
September 30, 2021 December 31, 2020 September 30, 2020 $ 334,556 $ 356,843 $ 362,046 4,559 3,990 929 $ 339,115 $ 360,833 $ 362,975 For the Three Months Ended September 30 For the Nine Months Ended September 30 2021 2020 2021 2020 $ 2,007 $ 11,409 $ 6,914 $ 7,290 $ 20,924 $ 21,991 - 101 - 453 677 196 1,438 889 $ 7,591 $ 7,587 $ 22,362 $ 23,333 |
September 30, 2021 December 31, 2020 September 30, 2020 $ 334,556 $ 356,843 $ 362,046 4,559 3,990 929 $ 339,115 $ 360,833 $ 362,975 For the Three Months Ended September 30 For the Nine Months Ended September 30 2021 2020 2021 2020 $ 2,007 $ 11,409 $ 6,914 $ 7,290 $ 20,924 $ 21,991 - 101 - 453 677 196 1,438 889 $ 7,591 $ 7,587 $ 22,362 $ 23,333 |
September 30, 2021 December 31, 2020 September 30, 2020 $ 334,556 $ 356,843 $ 362,046 4,559 3,990 929 $ 339,115 $ 360,833 $ 362,975 For the Three Months Ended September 30 For the Nine Months Ended September 30 2021 2020 2021 2020 $ 2,007 $ 11,409 $ 6,914 $ 7,290 $ 20,924 $ 21,991 - 101 - 453 677 196 1,438 889 $ 7,591 $ 7,587 $ 22,362 $ 23,333 |
September 30, 2021 December 31, 2020 September 30, 2020 $ 334,556 $ 356,843 $ 362,046 4,559 3,990 929 $ 339,115 $ 360,833 $ 362,975 For the Three Months Ended September 30 For the Nine Months Ended September 30 2021 2020 2021 2020 $ 2,007 $ 11,409 $ 6,914 $ 7,290 $ 20,924 $ 21,991 - 101 - 453 677 196 1,438 889 $ 7,591 $ 7,587 $ 22,362 $ 23,333 |
September 30, 2021 December 31, 2020 September 30, 2020 $ 334,556 $ 356,843 $ 362,046 4,559 3,990 929 $ 339,115 $ 360,833 $ 362,975 For the Three Months Ended September 30 For the Nine Months Ended September 30 2021 2020 2021 2020 $ 2,007 $ 11,409 $ 6,914 $ 7,290 $ 20,924 $ 21,991 - 101 - 453 677 196 1,438 889 $ 7,591 $ 7,587 $ 22,362 $ 23,333 |
|---|---|---|---|---|---|---|
| 2021 $ 6,914 - 677 $ 7,591 |
2021 $ 2,007 $ 20,924 - 1,438 $ 22,362 |
2020 $ 11,409 $ 21,991 453 889 $ 23,333 |
Except for recognized depreciation, the Group did not have significant sublease or impairment of right-of-use assets during the nine months ended September 30, 2021 and 2020.
- b. Lease liabilities
| September 30, | December 31, | December 31, | September 30, | September 30, | |
|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | |||
| Carrying amounts | |||||
| Current | $ 25,223 |
$ | 24,241 |
$ | 23,152 |
| Non-current | $ 239,822 |
$ | 257,252 | $ | 260,902 |
| Range of discount rate for lease liabilities was as follows: | |||||
| September 30, | December 31, | September 30, | |||
| 2021 | 2020 | 2020 | |||
| Land | 1.90%-2.10% | 1.90%-2.10% | 1.40%-2.10% | ||
| Transportation equipment | 1.40%-1.44% | 1.40% | 1.40% |
- c. Material lease-in activities and terms
The Group leases land, buildings and transportation equipment for office space and operational uses with lease terms of 2-50 years, 2 years and 2-3 years, respectively. The Group does not have bargain
- 21 -
purchase options to acquire the land, buildings and transportation equipment at the end of the lease terms.
- d. Other lease information
Lease arrangements under operating leases for the leasing out of freehold property, plant and equipment are set out in Note 13.
| Expenses relating to short-term leases Expenses relating to low-value asset leases Total cash outflow for leases |
For the Three Months Ended September 30 2021 2020 $ 1,397 $ 2,382 $ 276 $ 406 |
For the Three Months Ended September 30 2021 2020 $ 1,397 $ 2,382 $ 276 $ 406 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|---|---|---|---|---|---|
| 2021 $ 1,397 $ 276 |
2021 $ 5,066 $ 639 $ (24,160) |
2020 $ 8,664 $ 1,277 $ (29,004) |
The Group’s leases of certain buildings and office equipment qualify as short-term leases and certain office equipment qualify as low-value asset leases. The Group has elected to apply the recognition exemption and thus, did not recognize right-of-use assets and lease liabilities for these leases.
15. GOODWILL
| September 30, 2021 Goodwill $ 42,310 Balance at January 1 Effect of foreign currency exchange differences Balance at September 30 OTHER INTANGIBLE ASSETS Franchises Computer Software Cost Balance at January 1, 2021 $ 9,389 $ 56,043 Additions - 2,658 Decrease - (3,363) Effect of foreign currency exchange differences - (219) Balance at September 30, 2021 $ 9,389 $ 55,119 |
December 31, 2020 September 30, 2020 $ 43,906 $ 11,589 For the Nine Months Ended September 30 |
December 31, 2020 September 30, 2020 $ 43,906 $ 11,589 For the Nine Months Ended September 30 |
December 31, 2020 September 30, 2020 $ 43,906 $ 11,589 For the Nine Months Ended September 30 |
|---|---|---|---|
| 2021 $ 43,906 (1,596) $ 42,310 Others $ 49,436 21,809 - (329) $ 70,916 |
2020 $ 12,663 (1,074) $ 11,589 Total $ 114,868 24,467 (3,363) (548) $ 135,424 (Continued) |
||
16. OTHER INTANGIBLE ASSETS
- 22 -
Accumulated amortization Balance at January 1, 2021 Amortization expense Decrease Effect of foreign currency exchange differences Balance at September 30, 2021 Carrying amounts at December 31, 2020 and January 1, 2021 Carrying amounts at September 30, 2021 Cost Balance at January 1, 2020 Additions Decrease Effect of foreign currency exchange differences Balance at September 30, 2020 Accumulated amortization Balance at January 1, 2020 Amortization expense Decrease Effect of foreign currency exchange differences Balance at September 30, 2020 Carrying amounts at September 30, 2020 |
Franchises $ 3,755 352 - - $ 4,107 $ 5,634 $ 5,282 $ 9,389 - - - $ 9,389 $ 3,286 352 - - $ 3,638 $ 5,751 |
Computer Software $ 29,024 10,835 (3,363) (150) $ 36,346 $ 27,019 $ 18,773 $ 58,319 6,237 (8,673) (62) $ 55,821 $ 29,031 11,353 (8,664) (47) $ 31,673 $ 24,148 |
Others $ 30,428 10,018 - (123) $ 40,323 $ 19,008 $ 30,593 $ 39,103 6,635 - (107) $ 45,631 $ 23,118 5,132 - (29) $ 28,221 $ 17,410 |
Total $ 63,207 21,205 (3,363) (273) $ 80,776 $ 51,661 $ 54,648 $ 106,811 12,872 (8,673) (169) $ 110,841 $ 55,435 16,837 (8,664) (76) $ 63,532 $ 47,309 (Concluded) |
|---|---|---|---|---|
The Corporation signed several power purchase agreements with Taiwan Power Company that would expire in 20 years starting from the date of interconnection of the electric generators. The gains for the nine months ended September 30, 2021 and 2020, which were recognized as other income, amounted to $1,851 thousand and $1,928 thousand, respectively.
Other intangible assets pledged as collateral for bank borrowings are set out in Note 30.
- 23 -
17. OTHER CURRENT ASSETS
| September 30, | September 30, | December 31, | December 31, | September 30, | September 30, | |
|---|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | ||||
| Current | ||||||
| Payments in advance | $ |
100,743 |
$ | 11,465 |
$ | 11,875 |
| Overpaid VAT | 29,963 | 59,448 | 56,520 | |||
| Temporary payments | 14,458 | 22,074 | 22,052 | |||
| Prepayments for construction | 13,724 | 37,386 | 47,068 | |||
| Others | 52,915 |
45,776 |
48,738 | |||
| $ | 211,803 |
$ | 176,149 |
$ | 186,253 | |
| Non-current | ||||||
| Prepayments for investments | $ | - |
$ | 10,000 |
$ | - |
The Corporation plans to invest in Phoenix II Innovation Venture Capital Co., Ltd. and has injected capital of NT$10,000 thousand in 2020. As of December 31, 2020, the aforementioned company was approved for establishment on January 14, 2021.
18. BORROWINGS
a. Short-term bank loans
| September 30, | December 31, | September 30, | |
|---|---|---|---|
| 2021 | 2020 | 2020 | |
| Unsecured borrowings | |||
| Working capital loan | $ 300,000 |
$ 300,000 |
$ 800,000 |
The effective interest rates on the working capital loan were 0.51%, 0.51% and 0.51%-0.69% as of September 30, 2021, December 31, 2020 and September 30, 2020, respectively.
- b. Long-term bank loans
| September | 30, | December 31, | September | 30, | |
|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | |||
| Unsecured borrowings | |||||
| Bank loans (expiring before April 15, 2025) | $ 1,076,367 |
$ 1,063,967 |
$ 1,065,217 | ||
| Less: Current portion | - |
(5,000) |
- | ||
$ 1,076,367 |
$ 1,058,967 |
$ 1,065,217 |
The effective interest rates of the bank loans were 0.41%-0.50%, 0.41%-0.85% and 0.41%-0.85% as of September 30, 2021, December 31, 2020 and September 30, 2020, respectively.
- 24 -
19. ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES
| September 30, 2021 Bonus $ 234,307 Salaries 93,451 Payables for equipment 35,776 Compensation of employees and remuneration of directors and supervisors 12,764 Others 205,602 $ 581,900 PROVISIONS - CURRENT September 30, 2021 Warranties $ 13,154 Balance at January 1 Additional provisions recognized Amount used Effect of foreign currency exchange differences Balance at September 30 |
December 31, 2020 September 30, 2020 $ 264,388 $ 222,382 111,281 98,164 15,539 8,588 14,672 11,346 189,458 107,841 $ 595,338 $ 448,321 December 31, 2020 September 30, 2020 $ 4,356 $ 6,165 For the Nine Months Ended September 30 |
December 31, 2020 September 30, 2020 $ 264,388 $ 222,382 111,281 98,164 15,539 8,588 14,672 11,346 189,458 107,841 $ 595,338 $ 448,321 December 31, 2020 September 30, 2020 $ 4,356 $ 6,165 For the Nine Months Ended September 30 |
December 31, 2020 September 30, 2020 $ 264,388 $ 222,382 111,281 98,164 15,539 8,588 14,672 11,346 189,458 107,841 $ 595,338 $ 448,321 December 31, 2020 September 30, 2020 $ 4,356 $ 6,165 For the Nine Months Ended September 30 |
|---|---|---|---|
| 2021 $ 4,356 26,078 (17,264) (16) $ 13,154 |
2020 $ 8,035 20,181 (22,046) (5) $ 6,165 |
20. PROVISIONS - CURRENT
The provision for warranty claims represents the present value of management’s best estimate of the future outflow of economic benefits that will be required under the Group’s obligations for warranties under contracts for the sale of goods. The estimate had been made on the basis of historical warranty trends and may vary as a result of new materials, altered manufacturing processes or other events affecting product quality.
21. RETIREMENT BENEFIT PLANS
Employee benefit expenses in respect of the Corporation’s defined benefit retirement plans amounted to $1,006 thousand and $1,524 thousand for the three months ended September 30, 2020 and 2019, respectively, and $3,018 thousand and $4,574 thousand for the nine months ended September 30, 2021 and 2020, respectively. The employee benefit expenses were calculated using the actuarially determined pension cost discount rates as of December 31, 2020 and 2019.
- 25 -
22. EQUITY
- a. Share capital
1) Ordinary shares
| September 30, | December 31, | September 30, | |
|---|---|---|---|
| 2021 | 2020 | 2020 | |
| Share authorized (in thousands of shares) | 226,000 |
226,000 |
226,000 |
| Share authorized |
$ 2,260,000 |
$ 2,260,000 |
$ 2,260,000 |
| Share issued and fully paid (in thousands | |||
| of shares) | 195,531 |
195,531 |
195,531 |
| Share issued |
$ 1,955,312 |
$ 1,955,312 |
$ 1,955,312 |
Fully paid ordinary shares, which have a par value of $10, carry one vote per share and carry a right to dividends.
A total of 20,000 thousand shares of the share capital were reserved for the issuance of employee share options, preference shares with warrants or bonds with attached share options.
b. Capital surplus
| September 30, | December | 31, | September | 30, | |
|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | |||
| May be used to offset a deficit, distributed | |||||
| as cash dividends, or transferred to share | |||||
| capital (1) | |||||
| Conversion of bonds | $ 234,579 |
$ 234,579 |
$ 234,579 | ||
| Treasury share transactions | 19,150 |
19,150 |
19,150 |
||
| 253,729 | 253,729 | 253,729 | |||
| May be used to offset a deficit only | |||||
| Share of changes in capital surplus of joint | |||||
| ventures (2) | 1,233 |
- | - | ||
| $ 254,962 |
$ 253,729 |
$ 253,729 |
-
1) The premium from shares issued in excess of par may be used to offset a deficit; in addition, when the Corporation has no deficit, such capital surplus may be distributed as cash dividends or transferred to capital (limited to a certain percentage of the Corporation’s capital surplus and once a year).
-
2) According to IAS 28, if the Corporation did not acquire the equity of its associates from their seasoned equity offering in accordance with the proportion of ownership, which caused the proportion of ownership to change but still had significant impact, its adjusted capital surplus may only be used to offset a deficit.
-
c. Retained earnings and dividends policy
Under the dividends policy as set forth in the Corporation’s articles of incorporation (the “Articles”), where the Corporation made a profit in a fiscal year, the profit shall be first utilized for paying taxes, offsetting losses of previous years, setting aside as legal reserve 10% of the remaining profit, setting
- 26 -
aside or reversing a special reserve in accordance with the laws and regulations, and then any remaining profit together with any undistributed retained earnings shall be used by the Corporation’s board of directors as the basis for proposing a distribution plan, which should be resolved in the shareholders’ meeting for the distribution of dividends and bonuses to shareholders. For the policies on the distribution of compensation of employees and remuneration of directors after the amendment, refer to “Compensation of employees and remuneration of directors” in Note 24(h).
In accordance with the Corporation’s Articles, the dividends policy is to enable the shareholders to have a share in the Group’s profit, for continuous expansion of its business and stabilization of profitability. The total cash dividends paid in any given year should be at least 40% of total dividends distributed.
An appropriation of earnings to a legal reserve shall be made until the legal reserve equals the Corporation’s paid-in capital. The legal reserve may be used to offset deficits. If the Group has no deficit and the legal reserve has exceeded 25% of the Group’s paid-in capital, the excess may be transferred to capital or distributed in cash.
The appropriations of earnings for 2020 and 2019 were approved in the shareholders’ meetings on July 29, 2021 and June 12, 2020, respectively. The appropriations and dividends per share were as follows:
Legal reserve Special reserve Cash dividends Cash dividends per share (NT$) |
Appropriation of Earnings | Appropriation of Earnings | Appropriation of Earnings |
|---|---|---|---|
| **For the Year Ended ** | **December 31 ** | ||
| 2020 $ 50,131 $ (21,298) $ 391,062 $ 2.0 |
2019 $ 67,020 $ 65,037 $ 488,828 $ 2.5 |
- d. Special reserve
| Balance at January 1 (Reversal of) appropriations in respect of Debits to other equity items Balance at September 30 |
For the Nine Months Ended September 30 |
|
|---|---|---|
| 2021 2020 $ 173,348 $ 108,311 (21,298) 65,037 $ 152,050 $ 173,348 |
e. Non-controlling interests
| Balance at January 1 Share of profit for the period Other comprehensive (loss) income for the period Exchange differences on the translation of the financial statements of foreign operations Balance at September 30 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|---|---|---|
| 2021 2020 $ 9,952 $ 182 1,810 11 (93) - $ 11,669 $ 193 |
- 27 -
23. REVENUE
a. Revenue from contracts with customers
| b. c. |
For the Three Months Ended September 30 For the Nine Months Ended September 30 2021 2020 2021 2020 Revenue from contracts with customers Construction contract revenue $ 1,916,983 $ 1,322,272 $ 4,957,365 $ 3,903,383 Revenue from the sale of goods 487,728 825,312 1,778,261 2,172,608 Revenue from the rendering of services 132,709 99,408 415,044 342,655 $ 2,537,420 $ 2,246,992 $ 7,150,670 $ 6,418,646 Contract balances September 30, 2021 December 31, 2020 September 30, 2020 January 1, 2020 Notes receivable (Note 9) $ 102,232 $ 234,469 $ 209,546 $ 98,022 Accounts receivable (Note 9) $ 683,409 $ 625,506 $ 632,773 $ 1,099,350 Receivables from related parties (Note 29) $ 5,185 $ 1,993 $ 2,983,901 $ 4,000 Contract assets - current Construction of properties $ 2,646,716 $ 2,615,024 $ 3,221,524 $ 2,607,856 Contract liabilities - current Construction of properties $ 882,009 $ 1,676,671 $ 1,156,321 $ 1,520,694 Disaggregation of revenue Reportable Segments Automatic Production Line and Equipment Segment Information and Controller Segment Total For the nine months ended September 30, 2021 Type of goods or services Construction contract revenue $ 4,640,239 $ 317,126 $ 4,957,365 Revenue from the sale of goods 236,034 1,542,227 1,778,261 Revenue from the rendering of services 67,478 347,566 415,044 $ 4,943,751 $ 2,206,919 $ 7,150,670 |
For the Three Months Ended September 30 For the Nine Months Ended September 30 2021 2020 2021 2020 Revenue from contracts with customers Construction contract revenue $ 1,916,983 $ 1,322,272 $ 4,957,365 $ 3,903,383 Revenue from the sale of goods 487,728 825,312 1,778,261 2,172,608 Revenue from the rendering of services 132,709 99,408 415,044 342,655 $ 2,537,420 $ 2,246,992 $ 7,150,670 $ 6,418,646 Contract balances September 30, 2021 December 31, 2020 September 30, 2020 January 1, 2020 Notes receivable (Note 9) $ 102,232 $ 234,469 $ 209,546 $ 98,022 Accounts receivable (Note 9) $ 683,409 $ 625,506 $ 632,773 $ 1,099,350 Receivables from related parties (Note 29) $ 5,185 $ 1,993 $ 2,983,901 $ 4,000 Contract assets - current Construction of properties $ 2,646,716 $ 2,615,024 $ 3,221,524 $ 2,607,856 Contract liabilities - current Construction of properties $ 882,009 $ 1,676,671 $ 1,156,321 $ 1,520,694 Disaggregation of revenue Reportable Segments Automatic Production Line and Equipment Segment Information and Controller Segment Total For the nine months ended September 30, 2021 Type of goods or services Construction contract revenue $ 4,640,239 $ 317,126 $ 4,957,365 Revenue from the sale of goods 236,034 1,542,227 1,778,261 Revenue from the rendering of services 67,478 347,566 415,044 $ 4,943,751 $ 2,206,919 $ 7,150,670 |
For the Three Months Ended September 30 For the Nine Months Ended September 30 2021 2020 2021 2020 Revenue from contracts with customers Construction contract revenue $ 1,916,983 $ 1,322,272 $ 4,957,365 $ 3,903,383 Revenue from the sale of goods 487,728 825,312 1,778,261 2,172,608 Revenue from the rendering of services 132,709 99,408 415,044 342,655 $ 2,537,420 $ 2,246,992 $ 7,150,670 $ 6,418,646 Contract balances September 30, 2021 December 31, 2020 September 30, 2020 January 1, 2020 Notes receivable (Note 9) $ 102,232 $ 234,469 $ 209,546 $ 98,022 Accounts receivable (Note 9) $ 683,409 $ 625,506 $ 632,773 $ 1,099,350 Receivables from related parties (Note 29) $ 5,185 $ 1,993 $ 2,983,901 $ 4,000 Contract assets - current Construction of properties $ 2,646,716 $ 2,615,024 $ 3,221,524 $ 2,607,856 Contract liabilities - current Construction of properties $ 882,009 $ 1,676,671 $ 1,156,321 $ 1,520,694 Disaggregation of revenue Reportable Segments Automatic Production Line and Equipment Segment Information and Controller Segment Total For the nine months ended September 30, 2021 Type of goods or services Construction contract revenue $ 4,640,239 $ 317,126 $ 4,957,365 Revenue from the sale of goods 236,034 1,542,227 1,778,261 Revenue from the rendering of services 67,478 347,566 415,044 $ 4,943,751 $ 2,206,919 $ 7,150,670 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|---|---|---|---|---|---|
| 2020 $ 3,903,383 2,172,608 342,655 $ 6,418,646 January 1, 2020 $ 98,022 $ 1,099,350 $ 4,000 $ 2,607,856 $ 1,520,694 |
|||||
| Automatic Production Line and Equipment Segment Information and Controller Segment $ 4,640,239 $ 317,126 236,034 1,542,227 67,478 347,566 $ 4,943,751 $ 2,206,919 |
Total $ 4,957,365 1,778,261 415,044 $ 7,150,670 |
(Continued)
- 28 -
| For the nine months ended September 30, 2020 Type of goods or services Construction contract revenue Revenue from the sale of goods Revenue from the rendering of services |
Reportable Segments | ||
|---|---|---|---|
| Automatic Production Line and Equipment Segment Information and Controller Segment $ 3,338,568 $ 564,815 242,379 1,930,229 70,831 271,824 $ 3,651,778 $ 2,766,868 |
Total $ 3,903,383 2,172,608 342,655 $ 6,418,646 (Concluded) |
24. NET PROFIT (LOSS) FROM CONTINUING OPERATIONS
a. Other operating income and expenses
| Gain (loss) on disposal of property, plant and equipment Loss on disposal of other assets b. Interest income Bank deposits Other c. Other income Government grants income (Note 27) Franchise income (Note 16) Rental income Others |
For the Three Months Ended September 30 2021 2020 $ 35 $ (867) - - $ 35 $ (867) For the Three Months Ended September 30 2021 2020 $ 4,975 $ 5,120 2,401 - $ 7,376 $ 5,120 For the Three Months Ended September 30 2021 2020 $ (474) $ - 467 608 867 48 3,392 16,666 $ 4,252 $ 17,322 |
For the Three Months Ended September 30 2021 2020 $ 35 $ (867) - - $ 35 $ (867) For the Three Months Ended September 30 2021 2020 $ 4,975 $ 5,120 2,401 - $ 7,376 $ 5,120 For the Three Months Ended September 30 2021 2020 $ (474) $ - 467 608 867 48 3,392 16,666 $ 4,252 $ 17,322 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|
|---|---|---|---|---|---|
| 2021 2020 $ (423) $ 1,719 - (9) $ (423) $ 1,710 For the Nine Months Ended September 30 |
|||||
| 2021 2020 $ 13,449 $ 18,096 2,404 - $ 15,853 $ 18,096 For the Nine Months Ended September 30 |
|||||
| 2021 $ (474) 467 867 3,392 $ 4,252 |
2021 $ 10,236 1,851 966 6,406 $ 19,459 |
2020 $ 10,350 1,928 492 38,102 $ 50,872 |
- 29 -
d. Other gains and losses
| Net gain on fair value changes of financial instruments at fair value through profit or loss Other net loss Finance costs Interest on bank loans Interest on lease liabilities Depreciation and amortization Property, plant and equipment Right-of-use assets Other intangible assets An analysis of depreciation by function Operating costs Operating expense An analysis of amortization by function Operating costs Selling and marketing expense General and administrative expense Research and development expense Other expenses |
For the Three Months Ended September 30 2021 2020 $ 132 $ 42 (2,298) (2,479) $ (2,166) $ (2,437) For the Three Months Ended September 30 2021 2020 $ 1,391 $ 2,076 1,357 1,449 $ 2,748 $ 3,525 For the Three Months Ended September 30 2021 2020 $ 30,199 $ 28,595 7,591 7,587 7,294 5,673 $ 45,084 $ 41,855 $ 11,227 $ 10,200 26,563 25,982 $ 37,790 $ 36,182 $ 1,760 $ 1,361 468 414 3,923 2,612 1,026 1,169 117 117 $ 7,294 $ 5,673 |
For the Three Months Ended September 30 2021 2020 $ 132 $ 42 (2,298) (2,479) $ (2,166) $ (2,437) For the Three Months Ended September 30 2021 2020 $ 1,391 $ 2,076 1,357 1,449 $ 2,748 $ 3,525 For the Three Months Ended September 30 2021 2020 $ 30,199 $ 28,595 7,591 7,587 7,294 5,673 $ 45,084 $ 41,855 $ 11,227 $ 10,200 26,563 25,982 $ 37,790 $ 36,182 $ 1,760 $ 1,361 468 414 3,923 2,612 1,026 1,169 117 117 $ 7,294 $ 5,673 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|
|---|---|---|---|---|---|
| 2021 2020 $ 255 $ 204 (5,068) (4,939) $ (4,813) $ (4,735) For the Nine Months Ended September 30 |
|||||
| 2021 2020 $ 4,492 $ 5,642 4,132 4,441 $ 8,624 $ 10,083 For the Nine Months Ended September 30 |
|||||
| 2021 $ 30,199 7,591 7,294 $ 45,084 $ 11,227 26,563 $ 37,790 $ 1,760 468 3,923 1,026 117 $ 7,294 |
2021 $ 90,054 22,362 21,205 $ 133,621 $ 32,631 79,785 $ 112,416 $ 5,496 1,306 10,971 3,080 352 $ 21,205 |
2020 $ 88,203 23,333 16,837 $ 128,373 $ 33,261 78,275 $ 111,536 $ 3,876 1,127 7,595 3,887 352 $ 16,837 |
-
e. Finance costs
-
f. Depreciation and amortization
-
30 -
g. Employee benefits expense
| Post-employment benefits Defined contribution plans Defined benefit plans (Note 21) Termination benefits Other employee benefits Total employee benefits expense An analysis of employee benefits expense by function Operating costs Operating expenses |
For the Three Months Ended September 30 2021 2020 $ 12,668 $ 11,359 1,006 1,524 13,674 12,883 1,095 1,192 420,175 351,553 $ 434,944 $ 365,628 $ 251,577 $ 179,097 183,367 186,531 $ 434,944 $ 365,628 |
For the Three Months Ended September 30 2021 2020 $ 12,668 $ 11,359 1,006 1,524 13,674 12,883 1,095 1,192 420,175 351,553 $ 434,944 $ 365,628 $ 251,577 $ 179,097 183,367 186,531 $ 434,944 $ 365,628 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|
|---|---|---|---|---|---|
| 2021 $ 12,668 1,006 13,674 1,095 420,175 $ 434,944 $ 251,577 183,367 $ 434,944 |
2021 $ 36,606 3,018 39,624 3,154 1,242,796 $ 1,285,574 $ 722,221 563,353 $ 1,285,574 |
2020 $ 33,783 4,574 38,357 2,333 1,054,572 $ 1,095,262 $ 544,998 550,264 $ 1,095,262 |
- h. Compensation of employees and remuneration of directors
According to the Corporation’s Articles, the Corporation accrues compensation of employees and remuneration of directors at rates of no less than 1% and no higher than 2%, respectively, of net profit before income tax, compensation of employees, and remuneration of directors.
For the three months and the nine months ended September 30, 2021 and 2020, the compensation of employees and the remuneration of directors were as follows:
Accrual rate
| Compensation of employees Remuneration of directors |
For the Nine Months Ended September 30 |
|---|---|
| 2021 2020 1% 1% 1.5% 1.5% |
Amount
| Compensation of employees Remuneration of directors |
For the Three Months Ended September 30 2021 2020 $ 1,966 $ 1,121 2,949 1,682 |
For the Nine Months Ended September 30 |
|---|---|---|
| 2021 2020 $ 5,098 $ 4,533 7,647 6,799 |
If there is a change in the amounts after the consolidated financial statements are authorized for issue, the differences are recorded as a change in the accounting estimate.
- 31 -
The appropriations of compensation of employees and remuneration of directors for 2020 and 2019 that were resolved by the board of directors on March 18, 2021 and March 19, 2020, respectively, are as shown below:
| Compensation of employees Remuneration of directors |
For the Year Ended December 31, 2020 Cash Shares $ 5,863 $ - 8,795 - |
For the Year Ended December 31, 2019 |
|---|---|---|
| Cash Shares $ 8,602 $ - 12,903 - |
There is no difference between the actual amounts of compensation of employees and remuneration of directors and supervisors paid and the amounts recognized in the consolidated financial statements for the years ended December 31, 2020 and 2019.
Information on the compensation of employees and remuneration of directors and supervisors resolved by the Corporation’s board of directors is available at the Market Observation Post System website of the Taiwan Stock Exchange.
25. INCOME TAXES
- a. Income tax recognized in profit or loss
Major components of income tax expense are as follows:
| Current tax In respect of the current period Adjustments for prior year Deferred tax In respect of the current period Income tax expense recognized in profit or loss |
For the Three Months Ended September 30 2021 2020 $ 24,128 $ 10,396 10,018 (20,164) - - $ 34,146 $ (9,768) |
For the Three Months Ended September 30 2021 2020 $ 24,128 $ 10,396 10,018 (20,164) - - $ 34,146 $ (9,768) |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|---|---|---|---|---|---|
| 2021 $ 24,128 10,018 - $ 34,146 |
2021 $ 62,356 14,245 - $ 76,601 |
2020 $ 57,457 (20,090) - $ 37,367 |
b. Income tax assessments
Income tax returns of the Corporation through 2018 have been assessed by the tax authorities.
26. EARNINGS PER SHARE
| Basic earnings per share Diluted earnings per share |
For the Three Months Ended September 30 2021 2020 $ 0.82 $ 0.66 $ 0.82 $ 0.66 |
For the Three Months Ended September 30 2021 2020 $ 0.82 $ 0.66 $ 0.82 $ 0.66 |
Unit: NT$ Per Share For the Nine Months Ended September 30 |
Unit: NT$ Per Share For the Nine Months Ended September 30 |
Unit: NT$ Per Share For the Nine Months Ended September 30 |
|---|---|---|---|---|---|
| 2021 $ 0.82 $ 0.82 |
2021 $ 2.15 $ 2.15 |
2020 $ 2.09 $ 2.09 |
- 32 -
The earnings and weighted average number of ordinary shares outstanding used in the computation of earnings per share from continuing operations were as follows:
Net Profit for the Periods
| Net profit attributable to owner of the Corporation Earnings used in the computation of basic earnings per share Earnings used in the computation of diluted earnings per share |
For the Three Months Ended September 30 2021 2020 $ 160,539 $ 129,298 160,539 129,298 $ 160,539 $ 129,298 |
For the Three Months Ended September 30 2021 2020 $ 160,539 $ 129,298 160,539 129,298 $ 160,539 $ 129,298 |
For the Nine Months Ended September 30 |
|---|---|---|---|
| 2021 $ 160,539 160,539 $ 160,539 |
2021 2020 $ 420,706 $ 409,065 420,706 409,065 $ 420,706 $ 409,065 |
Weighted average number of ordinary shares outstanding (in thousands of shares):
| Weighted average number of ordinary shares used in the computation of basic earnings per share Effect of potentially dilutive ordinary shares: Compensation of employees Weighted average number of ordinary shares used in the computation of dilutive earnings per share |
For the Three Months Ended September 30 2021 2020 195,531 195,531 121 110 195,652 195,641 |
For the Three Months Ended September 30 2021 2020 195,531 195,531 121 110 195,652 195,641 |
For the Nine Months Ended September 30 |
|---|---|---|---|
| 2021 195,531 121 195,652 |
2021 2020 195,531 195,531 155 198 195,686 195,729 |
If the Corporation offered to settle compensation paid to employees in cash or shares, the Corporation assumed the entire amount of the compensation will be settled in shares, and the resulting potential shares were included in the weighted average number of shares outstanding used in the computation of diluted earnings per share, as the effect is dilutive. Such dilutive effect of the potential shares is included in the computation of diluted earnings per share until the number of shares to be distributed to employees is resolved in the following year.
27. GOVERNMENT GRANTS
The Corporation participated in a project proposed by the Ministry of Economic Affairs called “Smart Measuring Technology Applied to 3D Curved Glass Manufacturing Process”, with the Institute for Information Industry in June 2020. The amount of subsidy provided by the Ministry of Economic Affairs was NT$12,893 thousand. As of June 30, 2021, the case has been closed, and the accumulated government grant income recognized was NT$12,419 thousand.
- 33 -
28. FINANCIAL INSTRUMENTS
- a. Fair value of financial instruments not measured at fair value
The management believes that except for the financial assets at amortized cost whose fair values cannot be reliably measured, the carrying amounts of the other financial assets and financial liabilities approximate their fair values.
-
b. Fair value of financial instruments that are measured at fair value on a recurring basis
-
1) Fair value hierarchy
| September 30, 2021 Financial assets at FVTPL Beneficiary certificate of funds Financial assets at FVTOCI Investments in equity instruments Domestic unlisted shares Foreign unlisted shares December 31, 2020 Financial assets at FVTOCI Investments in equity instruments Foreign unlisted shares September 30, 2020 Financial assets at FVTOCI Investments in equity instruments Foreign unlisted shares |
Level 1 $ 370,225 $ - - $ - Level 1 $ - Level 1 $ - |
Level 2 $ - $ - - $ - Level 2 $ - Level 2 $ - |
Level 3 $ - $ 10,000 39,098 $ 49,098 Level 3 $ 39,098 Level 3 $ 38,344 |
Total $ 370,225 |
|---|---|---|---|---|
$ 10,000 39,098 |
||||
$ 49,098 |
||||
Total $ 39,098 |
||||
Total $ 38,344 |
There were no transfers between Level 1 and 2 in the current and prior periods.
- 2) Valuation techniques and inputs applied for Level 3 fair value measurement
The fair value of unlisted shares is estimated based on the financial statements of the issuer of such shares or based on the observable price of shares of comparable companies at the end of the period. The estimated fair value is further evaluated by comparing the financial position and financial performance of the issuer with the comparable companies and by applying the implied value multiplier to the estimated price at the balance sheet date.
- 34 -
c. Categories of financial instruments
| September 30, | September 30, | December 31, | December 31, | September 30, | September 30, | |
|---|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | ||||
| Financial assets | ||||||
| FVTPL | ||||||
| Mandatorily classified as at FVTPL |
$ | 370,225 |
$ | - |
$ | - |
| Financial assets at amortized cost | ||||||
| Cash and cash equivalents | 1,793,506 | 2,841,783 | 1,722,931 | |||
| Notes receivable, net (including related | ||||||
| parties) | 102,232 | 234,554 | 209,546 | |||
| Accounts receivable, net (including related | ||||||
| parties) | 688,594 | 627,414 | 640,808 | |||
| Other receivables (including related | ||||||
| parties) | 69,766 | 59,001 | 90,369 | |||
| Refundable deposits | 107,775 | 127,937 | 124,976 | |||
| Financial assets at FVTOCI | ||||||
| Equity instruments | 49,098 | 39,098 | 38,344 | |||
| Financial liabilities | ||||||
| Amortized cost | ||||||
| Short-term bank loans | 300,000 | 300,000 | 800,000 | |||
| Notes payable | 71,343 | 63,447 | 81,899 | |||
| Accounts payable (including related | ||||||
| parties) | 3,011,562 | 2,646,476 | 2,545,283 | |||
| Accrued expenses and other current | ||||||
| liabilities | 581,900 | 595,338 | 448,321 | |||
| Long-term bank loans (including current | ||||||
| portion) | 1,076,367 | 1,063,967 | 1,065,217 | |||
| Lease liabilities | 265,045 | 281,493 | 284,054 | |||
| Guarantee deposits received | 318 | 318 | 318 |
- d. Financial risk management objectives and policies
The Group’s financial risk management objectives are to manage market risk, credit risk and liquidity risk relating to the operations of the Group. To reduce the related financial risks, the Group is committed to identify, evaluate and avoid the uncertainty of the market to reduce the potentially negative effects of market volatility on the Group’s financial performance.
The Group’s important financial activities were reviewed by the managements in accordance with relevant regulations and internal control system. During the execution of the financial plans, the Group strictly complied with relevant financial operating procedures.
1) Market risk
The Group’s activities exposed it primarily to the financial risks of changes in foreign currency exchange rates (see (a) below) and interest rates (see (b) below).
There had been no change to the Group’s exposure to market risks or the manner in which these risks were managed and measured.
- 35 -
a) Foreign currency risk
Several subsidiaries of the Group have foreign currency denominated sales and purchases, which expose the Group to foreign currency risk.
The Group’s main operating activities are foreign currency denominated sales and purchases, which expose the Group to the risk of exchange rate changes.
The carrying amounts of the Group’s foreign currency denominated monetary assets and monetary liabilities are set out in Note 32.
Sensitivity analysis
The Group is mainly exposed to the exchange rate fluctuation of the USD, RMB and JPY.
The following table details the Group’s sensitivity to a 5% increase and decrease in the functional currency against the relevant foreign currencies. The sensitivity analysis included outstanding foreign currency denominated monetary items and adjusted their translation at the end of the reporting period for a 5% change in foreign currency rates. The sensitivity analysis included cash and cash equivalents, accounts receivable, accounts payable, and short-term bank loans. A positive (negative) number below indicates the increase (decrease) in pre-tax profit associated with the functional currency weakening (strengthening) 5% against the relevant foreign currency.
| Profit or loss |
USD Impact For the Nine Months Ended September 30 2021 2020 $ (90,313) $ (111,563) |
RMB Impact For the Nine Months Ended September 30 2021 2020 $ (1,898) $ (9,656) |
JPY Impact |
|---|---|---|---|
| For the Nine Months Ended September 30 |
|||
| 2021 2020 $ (1,566) $ (775) |
The Group’s sensitivity to foreign currency decreased during the current year mainly due to the decrease in USD denominated net assets.
b) Interest rate risk
The Group is exposed to interest rate risk because entities in the Group borrow funds at both fixed and floating interest rates. The risk is managed by the Group by maintaining an appropriate mix of fixed and floating rate borrowings and using interest rate swap contracts and forward interest rate contracts. Hedging activities are evaluated regularly to align with interest rate views and defined risk appetites ensuring the most cost-effective hedging strategies are applied.
The carrying amounts of the Group’s financial assets and financial liabilities with exposure to interest rates at the end of the year were as follows:
| September 30, | September 30, | December 31, | December 31, | September 30, | September 30, | |
|---|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | ||||
| Fair value interest rate risk | ||||||
| Financial assets | $ | 965,230 |
$ | 997,703 |
$ | 923,379 |
| Financial liabilities | - | - | 800,000 | |||
| Cash flow interest rate risk | ||||||
| Financial assets | 828,276 | 1,844,080 | 799,552 | |||
| Financial liabilities | 1,376,367 | 1,363,967 | 1,065,217 |
- 36 -
Sensitivity analysis
The sensitivity analysis below was determined based on the Group’s exposure to interest rate risk for derivative and non-derivative instruments at the end of the reporting period. For floating rate liabilities, the analysis was prepared assuming the amount of the liabilities outstanding at the end of the reporting period was outstanding for the whole year.
If interest rates had been 1% higher and all other variables were held constant, the Group’s pre-tax profit for the nine months ended September 30, 2021 and 2020 would have decreased by $10,323 thousand and $7,989 thousand, respectively, which was mainly attributable to the Group’s exposure to cash flow interest rate risk on its variable-rate borrowings.
The Group’s sensitivity to interest rate changed during the current year mainly due to the variable-rate debt instruments.
2) Credit risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in a financial loss to the Group. As at the end of the reporting period, the Group’s maximum exposure to credit risk which will cause a financial loss to the Group due to failure of counterparties to discharge an obligation and financial guarantee provided by the Group arises from the carrying amount of the respective recognized financial assets as stated in the consolidated balance sheets.
The Group’s concentration of credit risk was 74.81%, 45.77% and 48.55% of total accounts receivable as of September 30, 2021, December 31, 2020 and September 30, 2020, respectively, which was attributable to the Group’s ten largest customers in the property construction business segment. The concentration of credit risk of the remaining accounts receivable was not significant.
3) Liquidity risk
The Group manages liquidity risk by monitoring and maintaining a level of cash deemed adequate to finance the Group’s operations and mitigate the effects of fluctuations in cash flows. In addition, management monitors the utilization of bank borrowings and ensures compliance with loan covenants.
a) Liquidity and interest rate risk tables
The following table details the Group’s remaining contractual maturities for its non-derivative financial liabilities with agreed upon repayment periods. The table has been drawn up based on the undiscounted cash flows of financial liabilities from the earliest date on which the Group can be required to pay. The table includes both interest and principal cash flows.
Specifically, bank loans with a repayment on demand clause were included in the earliest time band regardless of the probability of the banks choosing to exercise their rights. The maturity dates for other non-derivative financial liabilities were based on the agreed repayment dates.
To the extent that interest flows are at floating rates, the undiscounted amount was derived from the interest rate curve at the end of the year.
- 37 -
September 30, 2021
| On Demand or Less than 1 Month Non-interest bearing liabilities (Note) $ 394,924 Lease liabilities 2,450 Variable interest rate liabilities - $ 397,374 |
1-3 Months 3 Months to 1 Year $ 687,197 $ 235,457 4,899 21,864 - 300,000 $ 692,096 $ 557,321 |
1+ Years $ 32,417 266,740 1,076,367 |
|---|---|---|
$ 1,375,524 |
Additional information about the maturity analysis for lease liabilities:
| Less than 1 Year 1-5 Years Lease liabilities $ 29,213 $ 141,534 December 31, 2020 On Demand or Less than 1 Month Non-interest bearing liabilities (Note) $ 296,636 Lease liabilities 2,383 Variable interest rate liabilities - $ 299,019 |
5-10 Years $ 79,119 1-3 Months $ 1,021,433 4,693 - $ 1,026,126 |
10-15 Years 15-20 Years $ 46,087 $ - 3 Months to 1 Year $ 205,625 21,117 305,000 $ 531,742 |
20+ Years $ - 1+ Years $ 43,485 287,104 1,058,967 $ 1,389,556 |
20+ Years $ - |
|---|---|---|---|---|
Additional information about the maturity analysis for lease liabilities:
| Less than 1 Year 1-5 Years Lease liabilities $ 28,193 $ 112,625 September 30, 2020 On Demand or Less than 1 Month Non-interest bearing liabilities (Note) $ 255,497 Lease liabilities 2,413 Variable interest rate liabilities - Fixed interest rate liabilities 200,000 $ 457,910 |
5-10 Years $ 112,935 1-3 Months $ 769,429 4,826 - 300,000 $ 1,074,255 |
10-15 Years 15-20 Years $ 61,544 $ - 3 Months to 1 Year $ 118,782 21,421 - 300,000 $ 440,203 |
20+ Years $ - 1+ Years $ 38,293 294,588 1,065,217 - $ 1,398,098 |
20+ Years $ - |
|---|---|---|---|---|
Additional information about the maturity analysis for lease liabilities:
| Lease liabilities |
Less than 1 Year $ 28,660 |
1-5 Years $ 141,226 |
5-10 Years $ 99,902 |
10-15 Years $ 53,460 |
15-20 Years $ - |
20+ Years $ - |
|---|---|---|---|---|---|---|
Note: Non-interest bearing liabilities do not include estimated accounts payable.
b) Financing facilities
| September 30, 2021 Long-term bank loan facilities: Amount used $ 1,076,367 Amount unused 1,629,983 $ 2,706,350 |
December 31, 2020 September 30, 2020 $ 1,063,967 $ 1,088,354 1,649,313 1,631,746 $ 2,713,280 $ 2,720,100 (Continued) |
|---|---|
- 38 -
| September 30, 2021 Short-term bank loan facilities: Amount used $ 1,177,516 Amount unused 3,938,434 $ 5,115,950 |
December 31, 2020 September 30, 2020 $ 988,825 $ 950,122 4,520,666 4,674,078 $ 5,509,491 $ 5,624,200 (Concluded) |
|---|---|
29. TRANSACTIONS WITH RELATED PARTIES
Balances and transactions between the Corporation and its subsidiaries, which are related parties of the Corporation, have been eliminated on consolidation and are not disclosed in this note. Details of transactions between the Group and other related parties are disclosed below.
a. Related Party Name and Relationship
Related Party Name Related Party Category Associate Associate
MAIN DRIVE CORPORATION Mirle Automation Technology (Guangdong) Co., Ltd. I-MEI FOODS CO., LTD. I-MEI Jisheng Co., Ltd. I-MEI BIOMEDICINE CO., LTD. I-MEI MACROBIOTICS CO., LTD. I-MEI STORE COMPANY LTD. I-ME-I INFORMATION TECHNOLOGY CO., LTD. OPENFIND INFORMATION TECHNOLOGY INC. SHINE MEI FOODS MARKETING & DISTRIBUTION CO., LTD. GOLDEN SADDLE MACHINERY CO., LTD.
Key management personnel Subsidiary of key management personnel Subsidiary of key management personnel Subsidiary of key management personnel Substantive related party Substantive related party
Substantive related party
Substantive related party
Substantive related party
b. Operating transaction
| Sales Substantive related parties Key management personnel Associates Subsidiaries of key management personnel |
For the Three Months Ended September 30 |
For the Three Months Ended September 30 |
For the Three Months Ended September 30 |
For the Nine Months Ended September 30 2021 2020 $ 4,449 $ 4,240 1,957 7,238 2,395 2,453 100 259 $ 8,901 $ 14,190 (Continued) |
For the Nine Months Ended September 30 2021 2020 $ 4,449 $ 4,240 1,957 7,238 2,395 2,453 100 259 $ 8,901 $ 14,190 (Continued) |
For the Nine Months Ended September 30 2021 2020 $ 4,449 $ 4,240 1,957 7,238 2,395 2,453 100 259 $ 8,901 $ 14,190 (Continued) |
|---|---|---|---|---|---|---|
| 2021 $ 3,276 1,148 895 26 $ 5,345 |
2020 $ 2,209 4,897 522 22 $ 7,650 |
2021 $ 4,449 1,957 2,395 100 $ 8,901 |
2020 $ 4,240 7,238 2,453 259 $ 14,190 (Continued) |
- 39 -
| Purchases Associates Other expenses Substantive related parties Associates Other loss Associates |
For the Three Months Ended September 30 2021 2020 $ 3,918 $ 681 $ 450 $ 383 5 - $ 455 $ 383 $ - $ - |
For the Three Months Ended September 30 2021 2020 $ 3,918 $ 681 $ 450 $ 383 5 - $ 455 $ 383 $ - $ - |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|---|---|---|---|---|---|
| 2021 $ 3,918 $ 450 5 $ 455 $ - |
2021 $ 7,964 $ 645 165 $ 810 $ - |
2020 $ 745 $ 846 - $ 846 $ 16 (Concluded) |
Lease arrangements
The Group is lessor under operating leases.
The Group leases out plant, parking spaces and dormitories to its associate MAIN DRIVE CORPORATION under operating leases with lease terms of 1 year. As of September 30, 2021 the balance of the operating lease receivable was $3,623 thousand. Lease income recognized for the three months and for the nine months ended September 30, 2021 was as follows:
| Related Party Category For the Three Months Ended September 30, 2021 Associate MAIN DRIVE CORPORATION $ 725 Acquisition of other assets Related Party Category/Name Line Items Substantive related parties Other intangible assets |
For the Nine Months Ended September 30, 2021 $ 725 Purchase Price |
|---|---|
| For the Nine Months Ended September 30, 2021 $ 79 |
The products sold to related parties and purchases from related parties have no other suitable counterparties to compare with, so the collection and payment term are the same as general customers. Other expenses of the Group and related parties are management and support expenses, which are based on the prices decided by both parties and payment terms.
- 40 -
c. Balances on balance sheet date
| September 30, | September 30, | September 30, | December 31, | December 31, | September | September | 30, | |
|---|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | ||||||
| Contract assets | ||||||||
| Substantive related party | $ | - | $ | 1,000 |
$ | - | ||
| Contract liabilities | ||||||||
| Associates | $ | 7,156 |
$ | - |
$ | - | ||
| Receivables from related parties | ||||||||
| Substantive related parties | ||||||||
| I-ME-I INFORMATION TECHNOLOGY | ||||||||
| CO., LTD. | $ | 1,884 |
$ | 880 |
$ | 480 |
||
| I-MEI STORE COMPANY LTD. | 1,432 | 784 | 1,787 | |||||
| Others | - | 29 | 75 | |||||
| Key management personnel | ||||||||
| I-MEI FOODS CO., LTD. | 943 | 172 | 5,127 | |||||
| Associates | ||||||||
| MAIN DRIVE CORPORATION | 926 | - | 548 | |||||
| Subsidiaries of key management personnel | - | 43 | 18 | |||||
| $ | 5,185 |
$ | 1,908 |
$ | 8,035 |
|||
| Notes receivable from related parties | ||||||||
| Subsidiaries of key management personnel | ||||||||
| I-MEI FOODS CO., LTD. | $ | - | $ | 85 |
$ | - | ||
| Other receivables from related parties | ||||||||
| Associates | ||||||||
| MAIN DRIVE CORPORATION | $ | 380 |
$ | - |
$ | - | ||
| Payables to related parties | ||||||||
| Associates | ||||||||
| MAIN DRIVE CORPORATION | $ | 7,882 |
$ | 5,278 |
$ | 688 |
||
| Accrued expenses and other current liabilities | ||||||||
| Associates | $ | 5 | $ | 83 |
$ | - | ||
| Substantive related parties | - | 25 | 72 | |||||
| $ | 5 | $ | 108 |
$ | 72 |
No collateral is provided for the outstanding payables to related parties, which will be paid off by cash. The outstanding accounts receivable from related parties are unsecured. For the nine months ended September 30, 2021 and 2020, no impairment losses were recognized for the accounts receivable from related parties.
- 41 -
d. Remuneration of key management personnel
The remuneration of directors and key management personnel for the three months and the nine months ended September 30, 2021 and 2020 was as follows:
| Short-term benefits Post-employment benefits |
For the Three Months Ended September 30 2021 2020 $ 15,137 $ 7,665 434 262 $ 15,571 $ 7,927 |
For the Three Months Ended September 30 2021 2020 $ 15,137 $ 7,665 434 262 $ 15,571 $ 7,927 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|---|---|---|---|---|---|
| 2021 $ 15,137 434 $ 15,571 |
2021 $ 49,041 1,260 $ 50,301 |
2020 $ 40,372 1,395 $ 41,767 |
The remuneration of directors and key management personnel, as determined by the remuneration committee, was based on the performance of individuals and market trends.
30. ASSETS PLEDGED AS COLLATERAL OR FOR SECURITY
The following assets had been pledged or mortgaged as collateral mainly for bank borrowings.
| September 30, | September 30, | December 31, | December 31, | September 30, | September 30, | |
|---|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | ||||
| Other intangible assets | $ | 5,282 |
$ |
5,634 |
$ | 5,751 |
31. SIGNIFICANT COMMITMENTS AND CONTINGENCIES
The Group’s significant commitments and contingencies as of September 30, 2021 were as follows:
The amounts of endorsements/guarantees provided by the Corporation for Mirle Automation Technology (Shanghai) Co., Ltd., Mirle Automation (Kunshan) Co., Ltd. and Mirle Automation Inter Corp. Ltd. were $473,450 thousand, $111,400 thousand and $83,550 thousand, respectively.
32. SIGNIFICANT ASSETS AND LIABILITIES DENOMINATED IN FOREIGN CURRENCIES
The Group’s significant financial assets and liabilities denominated in foreign currencies aggregated by the foreign currencies other than functional currencies of the entities in the Group and the related exchange rates between foreign currencies and respective functional currencies were as follows:
(In Thousands of Foreign Currencies)
Financial assets Monetary items USD USD |
September 30, 2021 Foreign Currency Exchange Rate $ 68,680 27.85 (USD:NTD) 76 6.4854 (USD:RMB) (Continued) |
|---|---|
- 42 -
JPY RMB EUR Financial liabilities Monetary items USD USD JPY RMB EUR CAD Financial assets Monetary items USD USD JPY RMB EUR Financial liabilities Monetary items USD USD JPY RMB EUR CAD Financial assets Monetary items USD USD JPY RMB EUR |
September 30, 2021 Foreign Currency Exchange Rate $ 175,490 0.2490 (JPY:NTD) 13,713 4.305 (RMB:NTD) 266 32.32 (EUR:NTD) 3,229 27.85 (USD:NTD) 670 6.4854 (USD:RMB) 49,688 0.2490 (JPY:NTD) 4,896 4.305 (RMB:NTD) 162 32.32 (EUR:NTD) 1 21.91 (CAD:NTD) (Concluded) December 31, 2020 Foreign Currency Exchange Rate $ 78,427 28.48 (USD:NTD) 84 6.5249 (USD:RMB) 199,920 0.2763 (JPY:NTD) 43,954 4.377 (RMB:NTD) 582 35.02 (EUR:NTD) 1,580 28.48 (USD:NTD) 959 6.5249 (USD:RMB) 170,073 0.2763 (JPY:NTD) 4,264 4.377 (RMB:NTD) 81 35.02 (EUR:NTD) 9 22.35 (CAD:NTD) September 30, 2020 Foreign Currency Exchange Rate $ 79,618 29.10 (USD:NTD) 142 6.8101 (USD:RMB) 224,318 0.2756 (JPY:NTD) 51,777 4.269 (RMB:NTD) 544 34.15 (EUR:NTD) (Continued) |
|---|---|
- 43 -
Financial liabilities Monetary items USD USD JPY RMB EUR CAD |
September 30, 2020 |
|---|---|
| Foreign Currency Exchange Rate $ 1,902 29.10 (USD:NTD) 1,183 6.8101 (USD:RMB) 168,092 0.2756 (JPY:NTD) 6,539 4.269 (RMB:NTD) 91 34.15 (EUR:NTD) 1 21.72 (CAD:NTD) (Concluded) |
For the nine months ended September 30, 2021 and 2020, realized and unrealized net foreign exchange losses were $61,909 thousand and $68,347 thousand, respectively. It is impractical to disclose net foreign exchange (losses) gains by each significant foreign currency due to the variety of the foreign currency transactions and currencies of the entities in the Group.
33. SEPARATELY DISCLOSED ITEMS
Except for the following, the Group has no other significant transactions. In the preparation of the consolidated financial statements, major transactions between the parent and its subsidiaries and their balances have been completely eliminated upon consolidation.
-
a. Information about significant transactions and investees:
-
1) Financing provided to others (Table 1)
-
2) Endorsements/guarantees provided (Table 2)
-
3) Marketable securities held (excluding investment in subsidiaries, associates and jointly controlled entities) (Table 3)
-
4) Others: Intercompany relationships and significant intercompany transactions (Table 4)
-
b. Information on investees (excluding investees in mainland China) (Table 5)
-
c. Information on investments in mainland China:
-
1) Information on any investee company in mainland China, showing the name, principal business activities, paid-in capital, method of investment, inward and outward remittance of funds, ownership percentage, net income of investees, investment income or loss, carrying amount of the investment at the end of the year, repatriations of investment income, and limit on the amount of investment in the mainland China area (Table 6)
-
2) Any of the following significant transactions with investee companies in mainland China, either directly or indirectly through a third party, and their prices, payment terms, and unrealized gains or losses (Table 7)
-
d. Information about main shareholders whose ownership percentage are more than 5%, showing the name, ownership amount and percentage (Table 8)
-
44 -
34. SEGMENT INFORMATION
Information reported to the chief operating decision maker for the purpose of resource allocation and assessment of segment performance focuses on the types of goods sold, which is measured on the same basis as the Group’s consolidated financial statements. The reported segments of the consolidated financial statements are automatic production line and equipment segment and information and controller segment.
a. Segment revenue and operating results
| Automatic production line and equipment segment Information and controller segment Total amounts from continuing operations Unallocated amount: Operating expenses Other gains and losses Non-operating income and expenses Income before income tax |
Segment Revenue For the Nine Months Ended September 30 2021 2020 $ 4,943,751 $ 3,651,778 2,206,919 2,766,868 $ 7,150,670 $ 6,418,646 |
Segment Profit | Segment Profit | ||
|---|---|---|---|---|---|
| For the Nine Months Ended September 30 |
|||||
| 2021 $ 4,943,751 2,206,919 $ 7,150,670 |
2021 $ 1,126,579 438,946 1,565,525 (1,005,103) (423) (60,882) $ 499,117 |
2020 $ 1,077,064 284,197 1,361,261 (886,998) 1,710 (29,530) $ 446,443 |
The revenue reported above is generated from transactions with external customers. There were no sales between segments for the nine months ended September 30, 2021 and 2020.
Segment profit means the profits earned by various segments, which exclude allocated operating expenses, other gains and losses and non-operating income and expenses. These measured amounts will be reported to the chief operating decision maker for the purpose of resource allocation and assessment of segment performance.
b. Segment assets
The measured amounts of the Group’s assets were not reported to the chief operating decision maker, so the measured amount of segment assets was zero.
- 45 -
TABLE 1
MIRLE AUTOMATION CORPORATION AND SUBSIDIARIES
FINANCING PROVIDED TO OTHERS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| No. | Lender | Borrower | Financial Statement Account |
Related Party |
Highest Balance for the Period (Note 4) |
Ending Balance (Note 4) |
Actual Borrowing Amount |
Interest Rate (%) |
Nature of Financing (Note 2) |
Business Transaction Amount |
Reasons for Short-term Financing |
Allowance for Impairment Loss |
**Collateral ** | **Collateral ** | Financing Limit for Each Borrower (Note 1) |
Aggregate Financing Limit (Note 3) |
Note |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Item | Value | ||||||||||||||||
| 0 1 |
MIRLE AUTOMATION CORPORATION Mirle Automation Technology (Shanghai) Co., Ltd. |
Mirle Automation (Kunshan) Co., Ltd. Mirle Automation (Kunshan) Co., Ltd. |
Other receivables from related parties Other receivables from related parties |
Yes Yes |
$ 284,130 344,400 |
$ 284,130 344,400 |
$ - 116,855 |
3 - |
2 2 |
$ - - |
Working capital Working capital |
$ - - |
- - |
$ - - |
$ 1,636,878 493,527 |
$ 1,636,878 493,527 |
- - |
Note 1: The total amount of financing provided to others shall not exceed 40% of the net value of the Group’s audited or reviewed financial statements. However, foreign companies that the Group directly and indirectly held 100% of the ownership are not subject to the restrictions in the preceding requirement, but their total amount of financing provided to others shall not exceed 40% of the net value of the Group’s equity.
Note 2: Nature of financing:
-
For business
-
For short-term financing
Note 3: The total amount of financing provided to others shall not exceed 40% of the net value of the Group’s audited or reviewed financial statements. The total amount of financing of Mirle Automation Technology (Shanghai) Co., Ltd. provided to others shall not exceed 40% of the net value of its audited or reviewed financial statements.
Note 4: Facilities of financing provided to others approved by the board of directors.
- 46 -
TABLE 2
MIRLE AUTOMATION CORPORATION AND SUBSIDIARIES
ENDORSEMENTS/GUARANTEES PROVIDED FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| No. | Endorser/Guarantor | Endorsee/Guarantee | Endorsee/Guarantee | Limit on Endorsement/ Guarantee Given on Behalf of Each Party (Note 2) |
Maximum Amount Endorsed/ Guaranteed During the Period |
Outstanding Endorsement/ Guarantee at the End of the Period |
Actual Borrowing Amount |
Amount Endorsed/ Guaranteed by Collateral |
Ratio of Accumulated Endorsement/ Guarantee to Net Equity in Latest Financial Statements (%) |
Aggregate Endorsement/ Guarantee Limit (Note 2) |
Endorsement/ Guarantee Given by Parent on Behalf of Subsidiaries |
Endorsement/ Guarantee Given by Subsidiaries on Behalf of Parent |
Endorsement/ Guarantee Given on Behalf of Companies in Mainland China |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name | Relationship | ||||||||||||
| 0 | MIRLE AUTOMATION CORPORATION |
Mirle Automation Technology (Shanghai) Co., Ltd. Mirle Automation (Kunshan) Co., Ltd. Mirle Automation Inter Corp. Ltd. |
Note 1 Note 1 Note 2 |
$ 1,227,659 1,227,659 1,227,659 |
$ 473,450 111,400 83,550 |
$ 473,450 111,400 83,550 |
$ - - - |
$ - - - |
12 3 2 |
$ 2,046,098 2,046,098 2,046,098 |
Yes Yes Yes |
No No No |
Yes Yes No |
Note 1: The Corporation’s indirect wholly-owned subsidiaries.
Note 2: The Corporation’s direct wholly-owned subsidiaries.
Note 3: The amount of guarantees provided by the Group to any individual entity shall not exceed ten percent of the Group’s net worth. The aggregate amount of guarantees available shall not exceed fifty percent of the Group’s net worth. The aggregate amount of guarantees given by parent on behalf of subsidiaries or subsidiaries on behalf of parent shall not exceed thirty percent of the Group’s net worth.
- 47 -
TABLE 3
MIRLE AUTOMATION CORPORATION AND SUBSIDIARIES
MARKETABLE SECURITIES HELD SEPTEMBER 30, 2021
(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| Holding Company Name | Marketable Securities Type and Issue | Relationship with the Holding Company |
Financial Statement Account | September 30, 2021 | September 30, 2021 | Note | ||
|---|---|---|---|---|---|---|---|---|
| Shares (In Thousands) |
Carrying Value | % of Ownership |
Fair Value | |||||
| MIRLE AUTOMATION CORPORATION MIRTEK (BVI) CORP. LTD. |
TIEF FUND, L.P. TSUKUBASEIKO CO., LTD. PHOENIX II INNOVATION VENTURE CAPITAL CO., LTD. UNION MONEY MARKET FUND YUANTA DE- BAO MONEY MARKET FUND YUANTA DE-LI MONEY MARKET FUND JIH SUN MONEY MARKET FUND TCB MONEY MARKET FUND AMERICAN MERCHANTS HEAT CO., LTD. |
- - - - - - - - - |
Financial assets at fair value through other comprehensive income - non-current Financial assets at fair value through profit or loss - non-current Financial assets at fair value through other comprehensive income - non-current Financial assets at fair value through profit or loss - current Financial assets at fair value through profit or loss - current Financial assets at fair value through profit or loss - current Financial assets at fair vale through profit or loss - current Financial assets at fair vale through profit or loss - current Financial assets at fair value through other comprehensive income - non-current |
1,500 143 1,000 9,009 4,127 3,040 6,678 4,879 1,654 |
$ 39,098 - 10,000 120,090 50,040 50,046 100,037 50,012 - |
7 5 2 - - - - - 6 |
$ 39,098 - 10,000 120,090 50,040 50,046 100,037 50,012 - |
Note 1 Note 1 Note 1 Note 2 Note 2 Note 2 Note 2 Note 2 Note 1 |
Note 1: The market value was based on the fair value as of September 30, 2021.
Note 2: The fair value was based on the net assets value of the fund as of September 30, 2021.
Note 3: As of September 30, 2021, the above marketable securities had not been pledged or mortgaged.
Note 4: See Table 5 and Table 6 for detailed information on subsidiaries and associates.
- 48 -
TABLE 4
MIRLE AUTOMATION CORPORATION AND SUBSIDIARIES
INTERCOMPANY RELATIONSHIPS AND SIGNIFICANT INTERCOMPANY TRANSACTIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| No. | Investee Company | Counterparty | Relationship | Transaction Details | Transaction Details | ||
|---|---|---|---|---|---|---|---|
| Financial Statement Accounts | Amount | Payment Terms (Note 2) |
% of Total Sales or Assets |
||||
| 0 | MIRLE AUTOMATION CORPORATION | Mirle Automation Technology (Shanghai) Co., Ltd. |
1 1 1 1 1 1 1 1 |
Sales Purchase Manufacturing expenses Contract assets Accounts receivable from related parties Other receivables from related parties Accounts payable to related parties Contract liabilities |
$ 41,852 15,537 811 1 29,267 17 11,240 649 |
- - - - - - - - |
- - - - - - - - |
| IOT SERVICES INFORMATION SYSTEM CORPORATION |
1 1 1 1 1 1 1 1 |
Sales Purchase Manufacturing expenses Other expenses Contract assets Accounts receivable from related parties Accounts payable to related parties Accrued expenses and other current liabilities |
3,526 3,660 8,411 30,441 782 76 4,566 34,661 |
- - - - - - - - |
- - - - - - - - |
||
| Mirle Automation (Kunshan) Co., Ltd. | 1 1 1 1 |
Sales Disposal of property, plant and equipment Contract assets Other receivables from relatedparties |
5,788 1,519 2,416 8 |
- - - - |
- - - - |
||
| VAN QUOC INFORMATION TECHNOLOGY CONSULTING SERVICES CO.,LTD. |
1 1 |
Sales Accounts receivable from related parties |
1,090 - |
- - |
- - |
||
| MIRLE AUTOMATION INTER CO., LTD. | 1 1 |
Sales Accounts receivable from related parties |
3 1,193 |
- - |
- - |
||
| FACTORY AUTOMATION INTERNATIONAL CO., LTD. |
1 1 |
Purchase Accounts payable to related parties |
1,350 - |
- - |
- - |
||
| 1 | Mirle Automation Technology (Shanghai) Co., Ltd. |
Mirle Automation (Kunshan) Co., Ltd. | 3 3 3 3 |
Sales Purchase Accounts payable to related parties Other receivables from relatedparties |
10,449 77,332 7 116,561 |
- - - - |
- 1 - 1 |
| 2 | Mirle Automation(Kunshan)Co.,Ltd. | MIRLE AUTOMATION INTER CORP. LTD. | 3 | Accounts receivable from relatedparties | 11,160 | - | - |
| 3 | MIRLE AUTOMATION INTER CO., LTD. | VAN QUOC INFORMATION TECHNOLOGY CONSULTING SERVICES CO., LTD. |
3 |
Accounts payable to related parties | 167 | - | - |
Note 1: 1 represents transactions between the parent company and its subsidiaries, 3 represents transactions between subsidiaries.
Note 2: Sales and purchases between the parent company and its subsidiaries are handled in accordance with general sales and payment terms.
- 49 -
TABLE 5
MIRLE AUTOMATION CORPORATION AND SUBSIDIARIES
INFORMATION ON INVESTEES FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| Investor Company | Investee Company | Location | Main Businesses and Products | Original Investment Amount | Original Investment Amount | As of September 30, 2021 | As of September 30, 2021 | As of September 30, 2021 | Net Income (Loss) of the Investee |
Share of Profit (Loss) |
Note |
|---|---|---|---|---|---|---|---|---|---|---|---|
| September 30, 2021 |
December 31, 2020 |
Number of Shares |
% | Carrying Amount |
|||||||
| MIRLE AUTOMATION CORPORATION MIRTEK (BVI) CORP. LTD. DAVID INVESTMENT CO., LTD IOT SERVICES INFORMATION SYSTEM CORPORATION |
MIRTEK (BVI) CORP. LTD. DAVID INVESTMENT CO., LTD MIRLE AUTOMATION INTER CO., LTD. FACTORY AUTOMATION INTERNATIONAL CO., LTD. FORMOSA MEDICAL DEVICES INC. MAIN DRIVE CORPORATION MIRLE HOLDING CO., LTD. IOT SERVICES INFORMATION SYSTEM CORPORATION VAN QUOC INFORMATION TECHNOLOGY CONSULTING SERVICES CO., LTD. |
British Virgin Islands Taipei City Thailand Taipei City Taipei City Hsinchu County Seychelles Taipei City Vietnam |
Investment Investment Machinery installation construction, automatic warehousing and logistics equipment and cybernation equipment construction Computer application package software design, computer and peripheral equipment sales Medical equipment wholesale and retail Machinery and equipment manufacturing and installation construction, wholesale and retail sale of computing and business machinery equipment Investment Machinery and equipment manufacturing and installation construction, wholesale and retail sale of computing and business machinery equipment Machinery and equipment manufacturing and installation construction, wholesale and retail sale of computing and business machinery equipment |
$ 951,348 76,000 101,221 42,075 21,911 97,130 544,745 76,100 15,520 |
$ 951,348 76,000 101,221 42,075 21,911 72,280 544,745 76,000 15,520 |
29,641 - 10,000 1,275 2,523 9,713 17,000 7,610 - |
100 99 100 51 21 26.85 100 100 100 |
$ 1,712,218 76,640 76,153 43,960 - 42,609 477,730 76,740 24,769 |
$ 37,388 1,580 (5,268) 3,693 - (76,674) (32,240) 1,580 532 |
$ 37,388 1,578 (5,268) 1,885 - (20,848) (34,240) 1,580 532 |
Subsidiary Subsidiary Subsidiary Subsidiary Note 2 Associate Sub-subsidiary Sub-subsidiary Third-tier subsidiary |
Note 1: Refer to Table 6 for information on investments in mainland China.
Note 2: FORMOSA MEDICAL DEVICES INC. was dissolved on May 27, 2020, but the liquidation procedures have not yet been completed.
- 50 -
TABLE 6
MIRLE AUTOMATION CORPORATION AND SUBSIDIARIES
INFORMATION ON INVESTMENTS IN MAINLAND CHINA FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| Investee Company | Main Businesses and Products | Paid-in Capital |
Method of Investment |
Accumulated Outward Remittance for Investment from Taiwan as of January 1, 2021 |
Remittance of Funds | Remittance of Funds | Accumulated Outward Remittance for Investment from Taiwan as of September 30, 2021 |
Net Income (Loss) of the Investee |
% Ownership of Direct or Indirect Investment |
Investment Gain (Loss) |
Carrying Amount as of September 30, 2021 |
Accumulated Repatriation of Investment Income as of September 30, 2021 |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
Outward |
Inward | |||||||||||
| Mirle Automation Technology (Shanghai) Co., Ltd. Mirle Automation (Kunshan) Co., Ltd. |
Developing, producing and selling of various packing machines, labeling machines, other food machinery, components of thermoforming models and automatic storage management equipment, logistics, other automated product systems and services and computer and network system integration and services Researching, developing and producing of welding robots and their welding equipment, automatic storage and management equipment, logistics and other automated product systems, industrial controller products and systems and providing industrial robot system, visual inspection system and computer and network system integrated application services |
US$ 1,323 ten thousand (Note 2) US$ 1,700 ten thousand (Note 4) |
Note 1 Note 1 |
US$ 1,161 ten thousand (Note 3) US$ 1,700 ten thousand |
$ - - |
$ - - |
US$ 1,161 ten thousand US$ 1,700 ten thousand |
$ 71,714 (34,240) |
100 100 |
$ 71,714 (Note 5) (34,240) (Note 6) |
$ 1,233,818 477,730 |
$ - - |
(Continued)
- 51 -
| Investee Company | Main Businesses and Products | Main Businesses and Products | Paid-in Capital |
Paid-in Capital |
Method of Investment |
Accumulated Outward Remittance for Investment from Taiwan as of January 1, 2021 |
Remittance of Funds | Remittance of Funds | Accumulated Outward Remittance for Investment from Taiwan as of September 30, 2021 |
Net Income (Loss) of the Investee |
% Ownership of Direct or Indirect Investment |
Investment Gain (Loss) |
Carrying Amount as of September 30, 2021 |
Accumulated Repatriation of Investment Income as of September 30, 2021 |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Outward |
Inward | |||||||||||||
| Mirle Automation (Guangdong) Co., Ltd. |
Selling and manufacturing of industrial automatic control system devices; technical services, development, consulting, communication, transfer and promotion; electronic components and electromechanical component equipment manufacturing and selling; hardware research development, manufacturing and wholesale; electronic product sales; distribution switcher control equipment manufacturing, power transmission and distribution and control equipment manufacturing; motor and its control system research and development; servo control mechanism manufacturing and sales; electromechanical coupling system research and development; electrical equipment manufacturing; intelligent control system integration. |
US$ 38 ten thousand (Note 2) |
Note 1 | $ - | $ - | $ - | $ - | $ (138) | 49 | $ - (Note 6) |
$ 10,521 | $ - | ||
| Accumulated Outward Remittance for Investments in Mainland China as of September 30, 2021 |
Investment Amount Authorized by the Investment Commission, MOEA |
Upper Limit on the Amount of Investments Stipulated by the Investment Commission, MOEA |
||||||||||||
| US$2,861 ten thousand | US$3,156 ten thousand | $ 2,455,318 |
Note 1: By establishing MIRTEK (BVI) CORP. LTD. through investment in the third region and then invested in companies in mainland china.
-
Note 2: Accumulated outward remittance for investment from Taiwan is US$790 ten thousand, the amount of retained earnings transferred to ordinary shares is US$295 ten thousand and the investment amount of Xinji Photoelectric Co., Ltd. is US$238 ten thousand. After that, the Corporation acquired full ownership of Mirle Automation Technology (Shanghai) Co., Ltd. through MIRTEK (BVI) CORP. LTD.
-
Note 3: Accumulated outward remittance for investment from Taiwan is US$790 ten thousand. The Corporation obtained the shares of Mirle Automation Technology (Shanghai) Co., Ltd. by paying US$371 ten thousand to Xinji Photoelectric Co., Ltd.
(Continued)
- 52 -
(Concluded)
-
Note 4: Accumulated outward remittance for investment from Taiwan is US$1,700 ten thousand. The Corporation invested and established MIRLE HOLDING CO., LTD. through MIRTEK (BVI) CORP. LTD.; meanwhile, the Corporation acquired full ownership of Mirle Automation (Kunshan) Co., Ltd. through MIRLE HOLDING CO., LTD.
-
Note 5: Calculated by reviewed financial statements of the investees for the same reporting periods as those of the Group.
Note 6: Calculated by unreviewed financial statements of the investees for the same reporting periods as those of the Group.
- 53 -
TABLE 7
MIRLE AUTOMATION CORPORATION AND SUBSIDIARIES
SIGNIFICANT TRANSACTIONS WITH INVESTEE COMPANIES IN MAINLAND CHINA, EITHER DIRECTLY OR INDIRECTLY THROUGH A THIRD PARTY, AND THEIR PRICES, PAYMENT TERMS, AND UNREALIZED GAINS OR LOSSES
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| Investee Company | Transaction Type | Purchase/Sale | Purchase/Sale | Price | Transaction Details | Transaction Details | Notes/Accounts Receivable (Payable) |
Notes/Accounts Receivable (Payable) |
Unrealized (Gain) Loss |
Note |
|---|---|---|---|---|---|---|---|---|---|---|
| Amount | % | Payment Terms | Comparison with Normal Transactions |
Ending Balance | % |
|||||
| Mirle Automation Technology (Shanghai) Co., Ltd. |
Sales Purchase |
$ 41,852 15,537 |
1 - |
Calculated according to the contract Calculated according to the contract |
Based on mutual agreement Based on mutual agreement |
No other equivalent transactions to compare No other equivalent transactions to compare |
$ 29,267 (11,240) |
4 - |
$ - - |
None None |
- 54 -
TABLE 8
MIRLE AUTOMATION CORPORATION
INFORMATION ABOUT MAIN SHAREHOLDERS SEPTEMBER 30, 2021
| No. | Name | Shares | |
|---|---|---|---|
| Ownership Amount | Ownership Percentage | ||
| 1 | I-MEI FOODS CO., LTD. | 11,496,066 | 5.87% |
- 55 -