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NK Annual Report 2020

Jul 2, 2021

51967_rns_2021-07-02_4de90c0f-4c3a-473a-bc24-aa66af25c703.pdf

Annual Report

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Stock Code:2101

==> picture [106 x 57] intentionally omitted <==

Nankang Rubber Tire CORP., LTD.

2020 Annual Report

Notice to readers

This English-version annual report is a summary translation of the Chinese version and is not an official document of the shareholders’ meeting. If there is any discrepancy between the English and Chinese versions, the Chinese version shall prevail.

Taiwan Stock Exchange Market Observation Post System: http://newmops.twse.com.tw Annual Report is available at: http://www.nankang-tyre.com/index.php?lang=zhTW&active=Investors#0 Printed on April 4, 2021

Person-in-charge Chairman: Zhang, Chang-Ping President: Zhan, Cai-Yun Spokesperson Name: Guo, Mei-Hang Title: Financial manager Tel: 02-27071000 E-mail: [email protected] Deputy Spokesperson Name: Deng, Cheng-Hua Title: Special Assistant to President Tel: 02-27071000 E-mail : [email protected] Stock Transfer Agent Yuanta Securities Address: B1F., No.210, Sec. 3, Chengde Rd., Datong Dist., Taipei City 103432, Taiwan (R.O.C.) Tel: 02-2586-5859 Website: www.yuanta.com.tw Auditors Accounting firm: Baker Tilly Clock & Co Auditors: Ying-Lai Chou, Kuo-Fu Tseng Address: 14F., No.111, Sec. 2, Nanjing E. Rd., Zhongshan Dist., Taipei City 104475, Taiwan (R.O.C.) Tel: 02-2516-5255 Website: www.clockcpa.com.tw Overseas Securities Exchange None Corporate Website http://www.nankang-tyre.com Headquarters, Factory and Plant Headquarters Address: Rm. 608, 6F., No.136, Sec. 3, Ren'ai Rd., Da’an Dist., Taipei City 106465, Taiwan (R.O.C.) Tel: 02-2707-1000 Xin-Feng Plant Address: No.399, Xinxing Rd., Xinfeng Township, Hsinchu County 304114, Taiwan (R.O.C.) Website: 03-559-2102

1

I. Letter to Shareholders

Dear Shareholders,

Looking back on 2020, although the impact of COVID-19 has led to the first and second quarter revenue positions, fortunately, the short-term trough has allowed us to re-examine the operating plan, and with the advancement of the operating level, through the adjustment of production capacity to reduce fixed expenditures , Actively develop new markets and customer sources... and other methods continue to move forward, and even delivered the highest revenue growth of nearly 16% over the same period last year in the third quarter. In some respects, thanks to the decline in raw material prices last year and the development of new products and markets, Nankang Tire remains sufficiently competitive among its peers.

Nevertheless, by the end of 2020, the U.S. Department of Commerce announced that it will target four Asian countries (Thailand, Vietnam, South Korea, Taiwan) conducted dual anti-dumping investigations (anti-dumping, countervailing), although the initial tax rate is not conducive to Taiwanese companies, but Nankang is currently adjusting the sales market and accelerating the development of electric tires and other high-value products, reducing its combat effectiveness.

The company has faced challenges again and again from the industrial transformation, the downturn in the general environment to the reorganization of the global economic competition and the market order. It continues to reform and innovate with the persistence of "professional, precise, and in-depth", and responds to a number of business strategies:(1) In-depth integration of production and sales departments, (2) Continue to strictly control various procurement costs, (3) Actively deploy physical and online marketing channels, (4) Devote to the research and development of high value-added products and low- and mediumpriced car tires Market segmentation, etc. In recent years, the company's products have been developing towards higher value, and the market share in Europe and Japan has been successfully increased. It is obvious that the management of the

2

company has responded quickly to the market, responded flexibly to the market, and self-requirements for high internal standards. 。

In 2014, the former material department of the company, Assistant Chen, unlawfully demanded a rebate case from the manufacturer. After the company filed a criminal complaint and a civil lawsuit, the whole case was confirmed on April 22, 108, and Chen XX and Zhang XX have been paid in accordance with the judgment. 。

In addition, the company’s investigation revealed that the former executive vice president Hu XX was requesting unlawful kickbacks from the manufacturer. The company has appointed a lawyer to file a criminal complaint against the former executive vice president Hu before the Criminal Police Department of the Police Department of the Ministry of the Interior. The case is now in Taipei. Investigation by the District Prosecutor's Office 。

Thanks to the support of all investment shareholders and the efforts of the management team and all colleagues in the past year. In recent years, the international economic situation has changed rapidly. In the face of the reshuffle of the global economic market order, the biggest advantage of traditional brands is credit and quality. The business philosophy of "integrity, pragmatism, and innovation" has laid a good foundation over the years. The entire management team has the determination and innovation to change together. Starting from concept communication, all people have the same concept.

The business strategy focuses on "how to solve long-term and valuable for customers "The problem, and it plays an important role in the overall supply chain; Nankang Tire Company, as a time-honored Taiwanese brand, will also uphold the tire-like spirit of solid wear resistance in the future, and continue to smooth the global tire market 。

Looking forward to 2021, Taiwan's Xin Feng plant has completed the 20,000-production expansion plan. Currently, the capacity utilization rate of Taiwan's Xin Feng plant and the mainland Zhangjiagang plant are both over 90% (the maximum daily output of Xin Feng plant can reach 20,000, and the Zhangjiagang plant's daily The maximum output is 18,000 pieces) to respond to domestic and foreign market demands; the company also continues to improve

3

R&D capabilities and product quality, to enter the level of international first-tier manufacturers, and to implement the four essentials of continuous planning, execution, analysis and correction. It will be better, more refined, and thinner, and become bigger and stronger in physique. The company will continue to focus on the core business of automobiles, motorcycles, and truck tires with a pragmatic spirit, and win with service differentiation and technical data, to provide customers with different needs around the world with better quality, more environmentally friendly, and more durable products. Repay the expectations of investment shareholders, company colleagues and global customers for the company with brilliant business performance 。

Operating Performance in 2020 :

  • (1) Operating Performance :

  • 1.Individual operating income in 2020 is NT$6,218,316 thousand compared to 2019's individual operating income of NT$6,821,212 。

  • thousand, and individual turnover is reduced by 8.84%

  • 2.Consolidated operating income in 2020 is NT$9,695,119 thousand, compared with 2019 consolidated operating income of NT$11,111,580 。

  • thousand, the combined turnover is reduced by 12.75%

  • 3.The combined net profit after tax in 2020 is 844,378 thousand yuan compared with the combined net profit after tax in 2019 of NT$1,135,684 thousand, which is a decrease of 25.65% in net profit 。

  • after tax.

  • (2) Budget implementation :

the company’s actual sales of various tires (including PCR, LTR, MCR, MC, SC, etc.) totaled 5,453 thousand, which is compared with the 2020 budget of 6,500 thousand, and the achievement rate is 83.89% in 2020.

4

(3) Financial income and expenditure and profitability analysis :

Unit: NT$ thousand dollars

year parent Company parent Company parent Company Consolidated
item increase increase
2020 2019 2020 2019
(decrease)% (decrease)%
Revenue And
Loss
Operating
revenue
6,218,316 6,821,212 -8.84 9,695,119 11,111,580 -12.75

Gross Profit
Before
Unrealized Gross
1,419,488 1,308,890 8.45 2,330,381 2,057,885 13.24
Net Income 844,378 1,135,684 -25.65 844,378 1,135,684 -25.65
Profitability
Analysis
ROA(%) 4.46 6.02 -25.91 3.10 4.87 -36.34
ROE (%) 7.86 10.77 -27.02 7.86 10.77 -27.02
OIK(%) 7.24 5.37 34.82 12.34 8.57 43.99
PK (%) 12.73 15.28 -16.69 13.44 16.01 -16.05
PROM(%) 13.58 16.65 -18.44 8.71 10.22 -14.77
RAEPS (Dollars) 1.05 1.42 -26.06 1.05 1.42 -26.06

Research and development status: New research and development equipment and products are expected to be completed in 2021 as follows

  • ( 1 ) Developed rain tires for racetracks.

  • ( 2 ) European label (RRC, Wet) double A-level summer tire product research and development.

  • ( 3 ) Development of all-weather tires with European labels Wet A and RRC B.

  • ( 4 ) Research and development of European label Wet A-class and RRC

  • B-class electric tire products.

  • ( 5 ) Developed the new-generation snow tire AW-1 in Japan.

  • ( 6 ) Development of new stud-free snow tire SV-4 in Central and Southern Europe.

Business Plan for 2021 :

Business objectives :

  • I. Continuous sales and R&D concepts centered on customer 。

  • experience

  • II. Improve the process efficiency, strictly control the production cost, 。

  • and the production utilization rate is over 93%

  • III. Strive to reduce waste and waste by 50%

  • IV. Continue to implement the OHSAS18001 and CNS15506 systems, and strengthen the management of the improvement of industrial 。

  • safety and working environment

  • V. Strengthen the integration between production and sales

  • departments to achieve the goal of fast order receipt and fast

5

。 shipment

  • VI. Actively build physical and online marketing channels

  • VII.Production process and warehousing logistics continue to be automated, three-dimensional, and intelligent to improve 。

  • efficiency

VIII.Develop high value-added tires and continue to improve the

。 performance of existing products

Expected sales volume : The company's 2021 annual sales volume of various tires (including PCR, LTR, MCR, MC, SC, etc.) is expected to be 6,000 thousand 。

Development Strategy :

  • (1) Oriented by customer experience, continue to develop customized, high value-added products.

Strengthen internal control and improve corporate governance capabilities.

Increase physical sales bases in major markets around the world.

Increase market share in domestic, mainland, North America and the Middle East.

Strengthen the marketing planning function, and continue to participate in international exhibitions to enhance the company's reputation and product image.

Improve operation and management capabilities, cultivate competent

talents, and integrate human resources.

Develop a complete layout of tire products and maintain a niche for diversified production and competition.

  • Strengthen the development of environmentally friendly and energy-saving tires to facilitate the development of the environmentally friendly tire market.

Speed up the development of new products and create products with high CP value.

In response to the era of meager profits, expand profit margins with "management profits" and "quick response" 。

The Impact of the External Competitive Environment, Regulatory Environment, and Macroeconomic Conditions :

  • (1) beneficially affect :

  • Obtaining the TÜV SÜD Mark tire certification is conducive to the 。

development, sales and brand image of energy-saving tires

  1. Restrictions on certification checkpoints in various countries, such as

6

mainland 3C, European E-MARK, American DOT, Indonesian SNI, Brazil INMETRO, Indian BIS, Middle East GCC, etc., increase the 。 sales threshold and ease the pressure of competitors

  1. The rise of automobile markets in emerging countries (such as Vietnam, 。

India) and increased tire market demand

  1. The prices of man-made rubber and natural rubber have fallen sharply 。

compared with previous years, so that the rising cost has been eased

Negative Effects :

    1. Affected by the COVID-19, the demand for tire usage has decreased
  • Environmental protection laws and regulations are formulated more rigorously, resulting in an increase in the cost of pollution source 。

treatment equipment and environmentally friendly raw materials

In a turbulent environment, only continuous growth and innovation are the way to survive.

Thanks again to the shareholders for their support over the years. In addition to focusing on the production of the industry, Nankang Tire will also adhere to the concepts of "sustainable operation" and "green production", continue to create brighter operating performance, and give back to all investment shareholders.

Chairman - Zhang, Chang Ping

7

II. Company Profile

2.1 Date of Incorporation: February 20, 1959

2.2 Company History

Year Milestones
1940 The company "Nankang Factory", founded in 1940, formerly known as "Nankang
Rubber Factory", mainly produces rickshaw tires, rubber shoes and industrial rubber
products
1959 "Nankang Rubber Tire Co., Ltd." was established in January, and technical
cooperation with "Yokohama Co., Ltd. of Japan", with a capital of NT$2,200,000, and
the main business is theproduction of various automobile tires.
1963 The stock was publicly listed in November,
The capital at that time was NT$67,500,000
1973 Construction of "Xin-feng Factory" completed.
1976 Completed the development of "propeller trainer aircraft tires".
1981 "All-steel radial layer tires for large-truck buses" were successfully developed and
officiallylaunched
1982 Concluded a business management and technical consulting contract with Yokohama
Co.,Ltd.
1983 The Ministry of Economic Affairs approved Yokohama Homo Co., Ltd. to invest in
the company and increase its capital by NT$50,000,000, and the paid-in capital
increased to NT$927,820,000.
1984 Won the Quality Control Organization Award from the Quality Control Society of the
Republic of China.
1988 Yokohama Co., Ltd. authorizes the production of Yokohama brand products.
1996 Yokohama Co., Ltd. officially withdrew from the management of the company in
May.
1997 Zhangjiagang Factory was approved for establishment.
2002 To improve the financial structure, the capital was reduced to NT$1,086,674,000.
2003 In September, Zhangjiagang Factory officially produced.
2008 In January, the Nankang plant stopped production and started planning the
development of the worldpearl.
8
時間 主要沿革
2013 In March, it was verified by SGS and passed the two certifications of "OHSAS 18001
and CNS15506 Occupational Safety and Health Management System".
2014 In March, ECO-2+ new generation energy-saving and environmentally friendly tires
were awarded the first TÜV SÜD Mark tire certification in Taiwan.
In May, the development of the new pattern SP-9 for large SUVs began.
In July, the development of snow tire ICE-1 for Northern Europe was completed.
Started development of AT-5 all-weather tires for SUVs in the Americas in August.
In November, the development of the new pattern SP-9 for large SUVs was
completed.
In November, the development of the studless snow tire SV-3 for northern Europe
with a newpattern began.
2015 In January, the development of a new generation of studded snow tire SW-8 for
passenger cars began.
In December,AS-2+ was awarded the TÜV SÜD Mark tire certification.
2016 Started to develop the new American pattern ALL SEASON UHP NS-25 in January.
In March, AS-2+ was awarded the "Innovative Product Silver Award" at the 2016
Taipei International Auto Parts Show hosted by the Republic of China Foreign Trade
Association.
In August, completed the all-steel (LTS) studless snow tire SA-600 for light trucks in
Hokkaido.
In November, the new pattern AW-8 for European commercial four-season tires was
completed.
Completed the new pattern IV-1 for European commercial nailing snow tires in
December.
2017 In June, the development of the European all-hot melt tire SL-1 began.
In December,the European all-season tirepattern AW-6 was completed.
2018 Completed the development of Hokkaido studless snow tire WS-1
Completed the development of 4*4 tires LUCA in Asia.
Completed the development of special non-marking tires.
The track-use bald tire SL-1 officially enters the European Cup
2020 Completed the development of retro tires with wide white edges.
Completed the development of 44 tires SX-6 in Central and South America.
Completed the new development of 4
4 tire RT in Southeast Asia.
Completed the development of the new Nordic snow tire SW-9.
Completed the development of the Nordic new stud-free snow tire ICE-2.
Completed the development of Run flat depressurized tire (snow tire).
9

III.Corporate Governance Report

3.1 Organization

3.1.1 Organizational Chart

10

3.1.2 Major Corporate Functions

Department Functions
Audit To grasp the focus of the problem for the entire company's business, and put forward
suggestions for improvement, so as to rationalize the operation and improve the
efficiency.
Secretariat Preparation of board information and submission of proposals, as well as production and
storage of meeting minutes, and assist directors and supervisors to understand relevant
laws and regulations.
Project Office Handle land development and other related businesses related to Nanrong Development
and Construction Co., Ltd.
Legal Affairs
Section
Provide legal assistance for the conclusion, modification, and negotiation of important
contracts for the entire company, and assist in handling important contract decisions,
litigation and other legal disputes.
purchasing Dept. For the improvement, guidance and assistance of raw materials, machinery and
equipment, etc. and outsourcing quality requirements and bargaining management, and
company-wide purchasing business.
Finance Dept. Responsible for the company's financial strategies such as the allocation and use of
funds, and coordinate the company's settlement business.
Industrial Safety
Office
Plan and supervise the establishment of education and benchmarks for the company's
environmental protection, safety, health, and fire protection businesses, and promote
relevant disaster prevention countermeasures and pollution prevention.
Administration
Dept.
The overall planning and promotion of personnel, general affairs and training and the
formulation of methods.
IT Dept. Plan the design and development of the company-wide information system, as well as
the maintenance and management of information software and hardware, and support
the information business of all departments of the company.
Domestic Sales
Department
Set up, promote, and manage benefit plans for the domestic sales market and OEM.
Overseas Sales
Dept. I
For overseas markets (including Europe, North America, Central and South America,
heavy-duty locomotives, etc.), the establishment, promotion and management of profit
plans.
Overseas Sales
Dept. II
For overseas markets (including markets in Asia, Oceania, the Middle East, Africa,
etc.), the establishment, promotion and management of benefit plans, and all marketing
plans... and other related matters.
Sales Promotion
Dept.
To promote the promotion of the company's brand and market positioning, and to carry
out all marketing planningrelated matters.
Q.A. Dept. The establishment of the quality assurance system and the promotion and management
of standardization; the management and promotion of the company-wide quality
activities.

11

Material Research
Department
Regarding material technology, function enhancement of the filing, promotion, and
management; product design and quality improvement of information collection and
analysis.
Design Dept. Initiation and promotion of management related to the enhancement of design
technology functions; information collection and analysis of new product design and
quality improvement, and promotion of management, initiation and promotion of LTR
(4WD, VAN)/PCR, MCR/LTS/TBR and model quality maintenance , Tracking and
other related businesses.
Development Dept. New product research and simulation tests, and data collection, to establish a research
and development database.
Product Control
Dept.
Based on the company-wide plan, file a case, adjust, and promote the factory's basic
production plan (quantity, personnel, equipment, manufacturing... etc.).

12

3.2 Directors, Supervisors and Management Team

3.2.1 Directors and Supervisors

Date : March 13, 2021


Spouse &
Shareholding
Shareholding when
Nationality/
Date Elected
Term
Elected
Current Shareholding Minor by Nominee Experience
Other
Title Name Gender
Country of

<Date First
Shareholdin
Arranement


Oriin


Elected>
(Years) g g (Education) Position
g Shares Shares Shares Shares
Chairman Quanye
Investment
Co., Ltd.
Male R.O.C. 108.05.16
<92.03.19>
3 33,396,666 4% 33,941,666 4.07% 0 0 0 0 Bachelor’s degree in
Management, New
Taipei Municipal
Tamsui Commercial
Industrial Vocational
Senior High School
Note 1
Zhang,
Chang-Ping
106.09.27
<108.05.16>
688,771 0.08% 688,771 0.08% 0 0 0 0
Director Quanye
Investment
Co.,Ltd.
Female R.O.C. 108.05.16
<92.03.19>
3 33,396,666 4% 33,941,666 4.07% 0 0 0 0 Bachelor’s degree
President of
Nankang Rubber
tyres
Note 2
Zhan, Cai-
Yun
108.05.16
<92.11.27>
4,973,852 0.6% 5,037,547 0.6% 1,364 0 0 0
Director Quanye
Investment
Co.,Ltd.
Female
R.O.C. 108.05.16
<92.03.19>
3 33,396,666 4% 33,941,666 4.07% 0 0 0 0 Master’s degree,
Johnson & Wales
University
Note 3
Lin, Jun-Ying 108.05.16
<102.06.13>
18,933,571 2.27% 18,933,571 2.27% 0 0 0 0
Director Quanye
Investment
Co.,Ltd.
Male R.O.C. 108.05.16
<92.03.19>
3 33,396,666 4% 33,941,666 4.07% 0 0 0 0 Bachelor’s degree in
Mechanical
Engineering, St.
John's and St.
Mary's Institute of
Technology
None
Guo, Sheng-
Wen
108.05.16
<105.09.10>
823,132 0.1% 823,132 0.1% 0 0 0 0

13

Nationality/
Date Elected
Term Current Shareholding Current Shareholding
Shareholding by
Nominee

Shareholding by
Nominee

Exerience
Other
Shareholding when
Elected
Spouse & Minor
Shareholding
Title Name Gender
Country of
Origin

Elected>

(Years)
Arrangement p
(Education)

Position
Shares Shares Shares Shares
Director Quanye
Investment
Co.,Ltd.
Male R.O.C. 108.07.10
<92.03.19>
3 33,396,666
4%
33,941,666 4.07% 0 0 0 0 Bachelor’s
degree in
Engineering,
National
United
University
Note 4
Wu, Yuan-
Sheng
108.07.10
<106.02.06>
290,000 0.03% 70,000 0.01% 0 0 0 0
Director Quanye
Investment
Co.,Ltd.
Female
R.O.C.
108.07.10
<92.03.19>
3 33,396,666
4%
33,941,666 4.07% 0 0 0 0 Bachelor’s
degree
Note 5

Jiang, Xiu-
Zhen
108.07.10
<108.07.10>
3,068,331 0.37% 3,068,331 0.37% 0 0 0 0
Director Quanye
Investment
Co.,Ltd.
Male R.O.C. 108.07.10
<92.03.19>
3 33,396,666
4%
33,941,666 4.07% 469 0 0 0 Master’s
degree in
Public Order,
University of
Leicester
Note 6
Jiang, Qing-
Xing
108.07.10
<109.11.13>
0 0% 0 0%
Independent
director

Wu, Si-Yi
Female
R.O.C.
108.05.16
<96.04.24>
3 0 0% 0 0% 0 0% 0 0% Master’s
degree in
Management,
National
Taiwan
University of
Science and
Technology
Lawyer
None
Independent
director

Zheng, Hui-
Rong
Female
R.O.C.
108.05.16
<96.04.24>
3 0 0% 0 0% 0 0% 0 0% Master’s
degree of
Kansas State
University、
None

14

Independent
director

Chen, Zhu-
Que
Female
R.O.C.
108.05.16
<108.05.16>
3 0 0% 0 0% 0 0% 0 0% Bachelor’s
degree of
Fu-Jen
Catholic
University
None

Note 1 : Chairman of the company, Chairman of Nankang (Zhangjiagang Free Trade Zone) Rubber Industry Co., Ltd., Chairman of Taipei Nanhung Tire Co., Ltd., Chairman of Nanrong Construction Developments Company 。

Note 2 : President of the company 。

Note 3 : Director of Nanrong Construction Developments Co., Ltd., Director of Moxun Computer Co., Ltd., Supervisor of Taipei Nanhung Tire Co., Ltd., Director of Nankang (Zhangjiagang Free Trade Zone) Rubber Industry Co., Ltd., Director of Nangkang Tire (Singapore) Pte Ltd, Director of Nanguan Tire Co., Ltd. 。

Note 4 : The company's R&D director, Nankang (Zhangjiagang Free Trade Zone) Rubber Industry Co., Ltd. director 。

Note 5 : Supervisor of Nanrong Construction Developments Co., Ltd. supervisor (dismissed on November 13, 2020), legal person director Quan Ye Investment Co., Ltd. notified the replacement of legal person director representative on November 13, 2020 。

  • Note 6 : Supervisor of Nanrong Construction Developments Co., Ltd. supervisor (appointed on November 13, 2020), legal person director Quan Ye Investment Co., Ltd. notified the replacement of legal person director representative on November 13, 2020 。

Note 7 : Managers or Directors who are spouses or within second-degree relative of consanguinity to the direc

Note 8 : Managers or Directors who are spouses or within second-degree relative of consanguinity to the directors: None.

Note 9 : Chairman and President (or someone with an equivalent job responsibility, i.e. the highest ranking manager of the company) are not (1) the same person, (2) in a marital relationship with each other, or (3) within one degree of consanguinity.

Major shareholders of the institutional shareholders

Institutional Shareholder Major Shareholders of the Institutional Shareholder
Quanye Investment Co., Ltd. Lin, Zheng-Hui 83.58%

15

Professional qualifications and independence analysis of directors and supervisors :

Meet the Following Professional Qualification Requirements, Meet the Following Professional Qualification Requirements, Meet the Following Professional Qualification Requirements,
符合獨立性情形(註2)
Together with at Least Five Years Work Experience
Number of
An Instructor or Higher A Judge, Public Prosecutor,
Have Work
Criteria OtherTaiwa
Position in a Department
Attorney, Certified Public
Experience in
nese
of Commerce, Law, Accountant, or Other the Area of
PublicComp
Finance, Accounting, or Professional or Technical Commerce,
aniesConcur
Other Academic Specialists Who Has Passed
Law, Finance,
1 2 3 4 5 6 7 8 9 10 11 12 rently
Department Related to a National Examination or Accounting,
Serving as
the Business Needs of the
and Been Awarded a
or Otherwise
Name anIndepend
Company in a Public or Certificate in a Profession Necessary for
entDirector
Private Junior College, Necessary for the Business the Business of
College or University of the Company the Company
Zhang, Chang-Ping V V V V V V V V V V V None
Zhan, Cai-Yun V V V V V V V V V V None
Guo, Sheng-Wen V V V V V V V V V V None
Lin, Jun-Ying V V V V V V V V V None
Wu, Yuan-Sheng V V V V V V V V V V None
Jiang, Xiu-Zhen V V V V V V V V V V None
Jiang, Qing-Xing V V V V V V V V V V V None
Wu, Si-Yi V V V V V V V V V V V V V V None
Zheng, Hui-Rong V V V V V V V V V V V V V V None
Chen, Zhu-Que V V V V V V V V V V V V V None
  • ( 1 ) Not an employee of the company or any of its affiliates;

  • ( 2 ) Not a director or supervisor of the company or any of its affiliates;

16

  • ( 3 ) Not a natural-person shareholder who holds shares, together with those held by the person’s spouse, minor children, or held by the person under others’ names, in an aggregate amount of one percent or more of the total number of issued shares of the company or ranks as one of its top ten shareholders;

  • ( 4 ) Not a spouse, relative within the second degree of kinship, or lineal relative within the third degree of kinship, of any of the officer in the preceding 1 subparagraph, or of any of the above persons in the preceding subparagraphs 2 and 3;

  • ( 5 ) Not a director, supervisor, or employee of a corporate/institutional shareholder that directly holds five percent or more of the total number of issued shares of the company, ranks as of its top five shareholders, or has representative director(s) serving on the company’s board based on Article 27 of the Company Law;

  • ( 6 ) Not a director, supervisor, or employee of a company of which the majority of board seats or voting shares is controlled by a company that also controls the same of the company;

  • ( 7 ) Not a director, supervisor, or employee of a company of which the chairman or CEO (or equivalent) themselves or their spouse also serve as the company’s chairman or CEO (or equivalent);

  • ( 8 ) Not a director, supervisor, officer, or shareholder holding five percent or more of the shares of a specified company or institution that has a financial or business relationship with the company;

  • ( 9 ) Other than serving as a compensation committee member of the company, not a professional individual who, or an owner, partner, director, supervisor, or officer of a sole proprietorship, partnership, company, or institution that, provides commercial, legal, financial, accounting services or consultation to the company or to any affiliate of the company, or a spouse thereof, and the service provided is an “audit service” or a “nonaudit service which total compensation within the recent two years exceeds NTD500,000”;

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

  • ( 11 ) Not been a person of any conditions defined in Article 30 of the Company Law; and

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

17

3.2.2 Management Team

March 13, 2021

Selected
Managers Who are Spouses

Managers Who are Spouses

Managers Who are Spouses
Shares Held in
Shares Held by Current
or within Second-degree
Shares Held the Name of
Position Relative of Consanguinity to

On-board
Spouse & Minors Others Education and Selected
Title Nationality
Name
Gender s at Each Other

Date
Past Positions
Other
Shares % Shares % Shares % Compan Title Name Relation
ies
President R.O.C. Zhan, Cai-
Yun
Female 10/24/2002 5,037,547 0.60%
1,364

0.00

0

0.00

Bachelor’s degree
None None None None
Vice
President
of R&D
R.O.C. Peng, Tian-
Cheng
male 03/01/2010 1,014,048 0.12%
0

0.00

0

0.00

Bachelor’s degreein
Engineering, National
Kaohsiung University of
Applied Science
None None None None
Director R.O.C. Hong, Jian-
Zhong
male 03/01/2010 15,229 0.00%
0

0.00

0

0.00

Bachelor’s degreein
International Trade, Tung-hai
University

None
None None None
Director R.O.C. Wu, Yuan-
Sheng
male 04/15/2015 70,000 0.01%
0

0.00

0

0.00

Bachelor’s degree in
Engineering, National
United University
None None None None
financial
manager
R.O.C. Guo, Mei-
Hang
Female 06/27/2016 327,414 0.04%
0

0.00

0

0.00

Bachelor’s degree inPublic
administration, National
ChungHsing University
None None None None

Note 1 : President (or someone with an equivalent job responsibility, i.e. the highest ranking manager of the company) and Chairman are not (1) the same person, (2) in a marital relationship with each other, or (3) within one degree of consanguinity.

18

Unit: NT$ dollars

3.2.3 Remuneration of Directors, Supervisors, President, and Vice President

Remuneration of Directors

19

Title/Name Director's Remunera Director's Remunera Director's Remunera Director's Remunera Director's Remunera Director's Remunera Director's Remunera Director's Remunera (A+B+C+D) as a % of
Net Income
(A+B+C+D) as a % of
Net Income
Compensation Earned by a Director Who is an Employee of Nankang or of Nankang’s Consolidated Enties Compensation Earned by a Director Who is an Employee of Nankang or of Nankang’s Consolidated Enties Compensation Earned by a Director Who is an Employee of Nankang or of Nankang’s Consolidated Enties Compensation Earned by a Director Who is an Employee of Nankang or of Nankang’s Consolidated Enties Compensation Earned by a Director Who is an Employee of Nankang or of Nankang’s Consolidated Enties Compensation Earned by a Director Who is an Employee of Nankang or of Nankang’s Consolidated Enties Compensation Earned by a Director Who is an Employee of Nankang or of Nankang’s Consolidated Enties Compensation Earned by a Director Who is an Employee of Nankang or of Nankang’s Consolidated Enties (A+B+C+D+E+F+G) as
a % of Net Income
(A+B+C+D+E+F+G) as
a % of Net Income
Compensatio
n Paid to
Directors
from Non-
consolidated
Affiliates or
Base Compensation (A) Severance Pay and
Pension (B)
Compensation to
Director(C)
Allowances (D) Base Compensation,
Bonuses, and Allowances (E)
Severance Pay and
Pensions (F)
Profit Sharing (G)
From From All
Clidtd
From From All
Clidtd
From From All
Clidtd
From From All
Clidtd
From From All
Clidtd
From From All
Clidtd
From From All
Clidtd
From Nankang From All Consolidated
Entities
From From All
Clidtd
Nankang onsoae
Entities
Nankang onsoae
Entities
Nankang onsoae
Entities
Nankang onsoae
Entities
Nankang onsoae
Entities
Nankang onsoae
Entities
Nankang onsoae
Entities
Cash Stock (Fair
Market Value)
Cash Stock (Fair
Market Value)
Nankang onsoae
Entities
Parent
Company
Chairman
Quanye Investment Co., Ltd.
Zhang, Chang-Ping
280,000 280,000 - - - - 54,000 69,500 0.04% 0.04% 1,776,500 1,776,500 - - - - - 0.25% 0.25% None
Director
Quanye Investment Co., Ltd.
Zhan, Cai-Yun
280,000 280,000 - - - - 60,000 60,000 0.04% 0.04% 4,299,780 4,299,780 108,000 108,000 - - - 0.56% 0.56% None
Director
Quanye Investment Co., Ltd.
Lin, Jun-Ying
240,000 240,000 - - - - 60,000 185,000 0.04% 0.05% 1,896,654 1,896,654 62,628 62,628 2,100 - 2,100 0.27% 0.28% None
Director
Quanye Investment Co., Ltd.
Wu, Yuan-Sheng
240,000 240,000 - - - - 60,000 61,500 0.04% 0.04% 1,929,578 1,929,578 82,512 82,512 1,885 - 1,885 0.27% 0.27% None
Director
Quanye Investment Co., Ltd.
Guo, Sheng-Wen
240,000 240,000 - - - - 12,000 12,000 0.03% 0.03% 3,369,516 3,369,516 101,952 101,952 2,187 - 2,187 0.44% 0.44% None
Director
Quanye Investment Co., Ltd.
Jiang, Xiu-Zhen
208,667 208,667 - - - - 60,000 60,000 0.03% 0.03% 1,121,660 1,121,660 40,128 40,128 1,610 - 1,610 0.17% 0.17% None
Director
Quanye Investment Co., Ltd.
Jiang, Qing-Xing
- - - - - - - - 0.00% 0.00% 128,000 128,000 7,699 7,699 - - - 0.02% 0.02% None
Independent Director
Zheng, Hui-Rong
735,490 735,490 - - - - 60,000 60,000 0.09% 0.09% 89,000 89,000 - - - - - - 0.10% 0.10% None
Independent Director
Wu, Si-Yi
735,190 735,190 - - - - 60,000 60,000 0.09% 0.09% 89,000 89,000 - - - - - - 0.10% 0.10% None
Independent Director
Chen, Zhu-Que
245,490 245,490 - - - - 60,000 60,000 0.04% 0.04% 34,000 34,000 - - - - - - 0.04% 0.04% None
Note 1: Directors and Independent Directors’ remuneration policies, procedures, standards and structure, as well as the linkage to responsibilities, risks and time spent::According to the company’s articles of association, the remuneration of all directors shall be paid regardless of profit or loss. The
upper limit of the chairman’s remuneration shall not exceed 1.5 times the salary of the general manager, and the upper limit of the vice chairman’s remuneration shall not exceed 1 times the salary of the general manager. The other directors’ remuneration shall be paid according to the same
industry level. However, the remuneration of independent directors is slightly higher than that of non-independent directors. The company also purchases liability insurance for directors to reduce the risk of directors being sued by shareholders or other related parties for performing their duties in
accordance with the law.。
Note 2: Zheng, Hui-Rong(Independent Director) double as Audit and Remuneration Committee, the compensation paid is NT$132,000。
Note 3: Wu, Si-Yi(Independent Director) double as Audit and Remuneration Committee, the compensation paid is NT$132,000。
Note 4: Chen, Zhu-Que(Independent Director) double as Audit and Remuneration Committee, the compensation paid is NT$132,000。

20

Remuneration of the President and Vice President

Unit: NT$ dollars

(A+B+C+D) as a % of Net
Salary (A) Severance Pay and Pensions (B) Bonuses and Allowances (C) Profit Sharing (D) Compensation
Income
Paid to Directors
From All Consolidated from Non-
Title / Name From Nankang
From All From All From All Entities From All consolidated
From
Consolidated From Nankang Consolidated From Consolidated Stock (Fair Stock (Fair From Nankang Consolidated Affiliates or
Nankang
Entities Entities Nankang Entities Cash
Market
Cash
Market
Entities Parent Company
Value) Value)
President
Zhan, Cai-Yun
3,611,770
3,611,770

108,000

108,000

618,010

618,010

0

0

0

0

None

0.514%

0.514%
Vice President
Peng, Tian-Cheng
1,880,017
1,880,017

107,748

107,748

1,020,695

1,020,695

2,187

0

2,187

0

0.357%

0.357%

21

Remuneration of Top Five Employees

Unit: NT$ dollars

Severance Pay and Pensions (A+B+C+D) as a % of
Salary (A) Bonuses and Allowances (C) Profit Sharing (D)

(B)
Net Income
Compensation

Paid to Directors
From All
from Non-
Title / Name From Nankang Consolidated

consolidated
From From All
From From All
From From All
Entities From From All
Affiliates or

Nankang
Consolidated

Nankang
Consolidated

Nankang
Consolidated
Stock Stock
Nankang
Consolidated
Parent Company
Entities Entities Entities Cash (Fair Cash (Fair Entities

Market

Market
Value) Value)
President
Zhan, Cai-Yun
3,611,770
3,611,770

108,000

108,000

618,010

618,010
- - - -
None



0.514%
0.514%
Vice President of R&D
Peng, Tian-Cheng
1,880,017
1,880,017

107,748

107,748

1,020,695

1,020,695

2,187

0
2,187
0

0.357%

0.357%
Director of Overseas Sales
Dept.
Hong, Jian-Zhong
1,293,340
1,293,340

-

-

2,101,919

2,101,919

1,885

0
1,885
0

0.402%

0.402%
Director of R&D
Wu, Yuan-Sheng
1,228,316
1,228,316

82,512

82,512

701,262

701,262

1,885

0
1,885
0

0.239%

0.239%
Manager of Overseas Sales
Dept.
Zhuang, Ming-Hong
1,027,808
1,027,808

69,012

69,012

2,620,837

2,620,837

2,187

0
2,187
0

0.441%

0.441%

22

Employees’ Profit Sharing Paid to Management Team

==> picture [483 x 255] intentionally omitted <==

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

Unit: NT$ dollars
Stock (Fair
Ratio of Total Amount to Net
Title / Name Market Cash Total
Income (%)
Value)
President
Zhan, Cai-Yun
Vice President of R&D
Peng, Tian-Cheng
Director of Overseas Sales Dept.
8,144 8,144 0.001%
Hong, Jian-Zhong
Director of R&D Dept.
Wu, Yuan-Sheng
Manager of Finance Dept.
Guo, Mei-Hang
----- End of picture text -----

23

3.2.4 Comparison of Remuneration for Directors, Supervisors, Presidents and Vice Presidents in the Most Recent Two Fiscal Years and Remuneration Policy for Directors, Supervisors, Presidents and Vice Presidents 。

  • 1.The ratio of total remuneration paid by the Company and by all companies included in the consolidated financial statements for the two most recent fiscal years to directors, supervisors, presidents and vice presidents of the Company, to the net income :
item 2019 2020
The company 2.758% 3.538%
From All Consolidated Entities 2.813% 3.572%
  • 2.Compensation policy, standards/packages, procedures, the linkage to operating performance and future risk exposure:.

  • ( 1 ) The remuneration of directors and supervisors was drafted, and the board of directors passed the organizational rules for the remuneration committee of directors, supervisors and managers 。

  • ( 2 ) The pros and cons of business performance affect the distribution of year-end bonuses for business executives 。

  • ( 3 ) The directors (including independent directors) of the company receive fixed remuneration, and all directors do not receive remuneration except for the payment of each board attendance fee 。

  • ( 4 ) Manager’s remuneration includes salary and bonus. Salary refers to the same industry level and items such as job title, rank, academic (economic) background, professional ability and responsibilities. Bonus is highly linked to performance evaluation goals, including financial indicators (such as company revenue, The achievement rate of net profit before tax and net profit after tax), non-financial (such as serving as an instructor in the talent training plan, reducing major deficiencies in compliance with laws and regulations and operational risk issues in the departments under your jurisdiction), and responding to climate change (such as product research and development, innovation, and improvement). Use green power ratio) and other medium- and long-term indicators, and according to the salary and compensation committee’s recommended allocation principles, and approved by the chairman based on operating performance 。

24

3.3 Implementation of Corporate Governance

3.3.1 Board of Directors :

Board of Directors convened ten meetings in 2020. The directors’ attendance

status is as follows. :

Attendance in Attendance Rate (%)
Title / Name By Proxy Remarks
Person (B) 【B/A】
Chairman
Quanye Investment Co., Ltd.
Zhang, Chang-Ping
9 1 90.00 None
Director
Quanye Investment Co., Ltd.
Zhan, Cai-Yun
10 0 100.00 None
Director
Quanye Investment Co., Ltd.
Lin, Jun-Ying
10 0 100.00 None
Director
Quanye Investment Co., Ltd.
Guo, Sheng-Wen
2 0 20.00 None
Director
Quanye Investment Co., Ltd.
Wu, Yuan-Sheng
10 0 100.00 None
Director
Quanye Investment Co., Ltd.
Jiang, Xiu-Zhen
10 0 100.00 Dismissed on
11/13/2020
Director
Quanye Investment Co., Ltd.
Jiang, Qing-Xing
- - - Assumed on
11/13/2020
Independent Director
Zheng, Hui-Rong
10 0 100.00 None
Independent Director
Wu, Si-Yi
10 0 100.00 None
Independent Director
Chen, Zhu-Que
10 0 100.00 None
Other mentionable items:
(1)If there are circumstances referred to in Article 14-3 of the Securities and Exchange Act and resolutions
of the directors’ meetings objected to by independent directors or subject to qualified opinion and
recorded or declared in writing, the dates of the meetings, sessions, contents of motion, all independent
directors’ opinions and the company’s response should be specified:

25

Resolution of the Audit
Committee and the Company’s
Date Resolution
response to the Audit
Committee’s Opinion
02/24/2020 (1) Appoint the Baker Tilly Clock & Co CPAS to sign the 2020 financial
reports.
(2) Approving 2020 Statement of Internal Control System.
The members of the Audit
Committee unanimously
approved all the resolutions


02/25/2020 (1) To maintain contacts with various banks, agree on the financing line to be
met by the capital, list all the credit lines, and submit for approval.
(2) Provide guarantee and submit for approval to Nankang International
Co.Ltd.due to raising financing from the bank.
(3) Due to the needs of medium-term funds, the company applied for
financing quota to Hua Nan Commercial Bank.
04/14/2020 Approving of the company use the capital of NT$300,000,000 to invest in the
stocks of other listed companies.
04/22/2020 Approving of the company use the capital of NT$400,000,000 to invest in the
stocks of other listed companies.
05/08/2020 Approving of the company's new application for financing line from Huanan
Bank due to capital needs.
06/24/2020 (1) Approving of the company to invest in the stocks of other listed
companies at NT$200,000,000.
(2) Approving of the company’s application for financing lines to the
Shanghai Commercial Savings Bank due to medium-term funding needs.
07/21/2020 Approving of the company to invest in the stocks of other listed companies at
NT$200,000,000.
08/10/2020 (1) Approving of the company's application for medium-term financing lines
from Hua Nan Commercial Bank.
(2) Approving of formulation of the company's "Board Performance
Evaluation Measures".
(3) Approving of the company to invest in the stocks of other listed companies
at NT$200,000,000.
08/11/2020 (1) Approving of the company's financial statements for the second quarter of
2020.
(2) Approved the company's second quarter of 2020 earnings distribution
proposal.
11/05/2020 (1) Approving of the company's application to Shanghai Commercial Bank for
short-term purchase of materials.
(2) Approving of the company’s customers whose accounts receivable exceed
the normal credit extension period to be changed to a capital loan case.
(3) Approving of the establishment of "Corporate Governance Officer".
(4) Approving of the company to invest in the stocks of other listed companies
at NT$300,000,000

26

  • ( 5 ) Approval of the company’s 2021 audit plan declaration form.

  • (2)If there are directors’ avoidance of motions in conflict of interest, the directors’ names, contents of motion, causes for

avoidance and voting should be specified: None.

  • (3)Measures taken to strengthen the functionality of the board :

  • The company has set up independent directors and established an audit committee, and regularly convenes the board of directors and audit committees. In addition, in accordance with the "Procedures for Board Meetings of Public Offering Companies", the company's "Code of Procedures for Board Meetings" is used to carry out the functions of the board of directors in accordance with relevant regulations. 。

  • In order to enhance information transparency, the company’s major resolutions of the board of directors, the appearance of directors and supervisors on the board of directors, and the participation of directors and supervisors in corporate governance-related training courses are all published in the public information observatory according to regulations 。

27

1. Board of Directors’ Performance Evaluation Implementation Status

In order to implement corporate governance and enhance the functions of the board of directors, the company passed the "Board Performance Evaluation Measures" in 2020. In addition to the performance evaluation at least once a year, the evaluation should be performed by an external professional independent organization or a team of experts and scholars at least every 3 years .

The performance evaluation of the board of directors for this year was completed in January 2021, and the relevant evaluation results and improvement plans were submitted to the board of directors for reference in enhancing the functions of the board in the future.

Evaluation
Cycles
Evaluation Period Evaluation Scope Evaluation Scope Evaluation Scope Evaluation Method Evaluation Method
Once a year. 1/1/2020~12/13/2020 The scope includes the Board of
Directors as a whole, the
individual directors, and the
member of Audit Committee
and Compensation Committee.
Including internal
assessment of the
Board and self-
assessments by each
board member.
Evaluation Aspects
Assess target Evaluation scope and results
Index item Exam topic Scoring Evaluation results
Board of Directors Involvement in the Company’s operation 12 95.00 Better than standard
Enhancement of the quality of the board’s
decision-making
12 100.00 Better than standard
Makeup and structure of the board 7 100.00 Better than standard
Election of board members and continuing
knowledge development
7 97.14 Better than standard
Internal controls 7 97.14 Better than standard
Evaluation result
description
The performance evaluation indicators of the board of directors include five major aspects,
and the evaluation results are all "better than the standard (above 90 points)", indicating that
the board of directors has the responsibility to guide and supervise the company's strategy,
major business and risk management, and can establish appropriate The internal control
system, the overall operation condition is perfect, in line with the requirements of corporate
governance

28

Assess target Evaluation scope and results Evaluation scope and results Evaluation scope and results Evaluation scope and results
Index item Exam topic Scoring Evaluation results
Individual directors Understanding of the Company’s goals and
mission
3 98.52 Better than standard
Awareness of director’s duties 3 100.00 Better than standard
Involvement in the Company’s operations 8 97.50 Better than standard
Internal relationship and communication 3 100.00 Better than standard
Director’s professionalism and continuing
knowledge development
3 88.15 Standard
Internal controls 3 100.00 Better than standard
Evaluation result
description
The performance evaluation indicators of board members include six aspects. The evaluation
results are "better than the standard (above 90 points)" and 1 item "above the standard (above
80 points to less than 90 points)". The efficiency and effectiveness of the index operation have
beenpositivelyevaluated.

29

Assess target Evaluation scope and results Evaluation scope and results Evaluation scope and results Evaluation scope and results
Index item Exam topic Scoring Evaluation
results
Audit Committee Involvement in the Company’s operation 4 98.33 Better than
standard
Awareness of the committee’s duties 5 100.00 Better than
standard
Enhancement of the quality of the committee’s
decision-making
7 100.00 Better than
standard
Makeup of the committee and election of its
members
3 100.00 Better than
standard
Internal controls 3 100.00 Better than
standard
Evaluation result
description
The audit committee’s performance evaluation indicators include five major aspects, and the
evaluation results are all "better than the standard (above 90 points)", which shows that the
overall operation of the audit committee is perfect and meets the requirements of corporate
governance,effectivelyenhancingthe functions of the board.
Assess target Evaluation scope and results
Index item Exam topic Scoring Evaluation
results
Compensation
Committee
Involvement in the Company’s operation 4 100.00 Better than
standard
Awareness of the committee’s duties 5 98.67 Better than
standard
Enhancement of the quality of the committee’s
decision-making
7 100.00 Better than
standard
Makeup of the committee and election of its
members
3 100.00 Better than
standard
Evaluation result
description
The performance evaluation indicators of the remuneration committee include four major
aspects, and the evaluation results are all "better than the standard (above 90 points)",
indicating that the overall operation of the remuneration committee is perfect, in line with the
requirements of corporate governance, and effectively enhancing the functions of the board of
directors.
Improvement plan
1.
Some directors have to travel for a long time due to personal work factors, resulting in lower attendance
and training hours than other directors. It is recommended that you can use video or written methods to
participate in the resolution of the board of directors in the future; in addition, the training part can be
arranged for overseas and local training, and Please provide relevant training certificates so that the
company can grasp the essence of their training.
2.
At present, the company has not clearly stipulated the succession plan for important management levels, and
it is suggested that the following aspects can be handled:
(1)Adopt a step-by-step approach to handle the training of cadres at all levels. Through the system to reserve
the candidates for the director and deputy directors, build management capabilities and inherit good
experience.

30

  • (2)Compile annual training plans to meet business needs and handle various professional trainings 。

  • (3)Regularly handle upgrade assessment matters to promote outstanding talents 。

    2. Continuing Education/Training of Directors in 2020

  • ( 1 ) The major training methods of Directors include :

    • ⚫ The management team briefs the board of directors quarterly on business, regulatory changes and other related information ;

    • ⚫ Arrange speeches related to politics, economics, or compliance for directors ;

    • ⚫ All directors participate in relevant external training courses provided by themselves as needed 。

Name Date Host by Training/Speech Title Duration Total
Duration
Zhang,
Chang-Ping
2020/09/22 Taiwan Corporate
Governance
Association
Business Operation and
Crisis Management
3.0 6.0
Insight into the key to
hidden financial statements
Zhan, Cai-
Yun
2020/09/22 Taiwan Corporate
Governance
Association
Business Operation and
Crisis Management
3.0 6.0
Insight into the key to
hidden financialstatements
Lin, Jun-
Ying
2020/09/22 Taiwan Corporate
Governance
Association
Business Operation and
CrisisManagement
3.0 6.0
Insight into the key to
hidden financial statements
Guo,
Sheng-Wen
- - - - 0
Wu, Yuan-
Sheng
2020/09/22 Taiwan Corporate
Governance
Association
Business Operation and
CrisisManagement
3.0 6.0
Insight into the key to
hidden financialstatements
Jiang, Xiu-
Zhen
2020/09/22 Taiwan Corporate
Governance
Association
Business Operation and
Crisis Management
3.0 6.0
Insight into the key to
hidden financialstatements
Zheng,
Hui-Rong
2020/09/22 Taiwan Corporate
Governance
Association
Business Operation and
CrisisManagement
3.0 6.0
Insight into the key to
hidden financialstatements
Wu, Si-Yi 2020/09/22 Taiwan Corporate
Governance
Association
Business Operation and
CrisisManagement
3.0 6.0
Insight into the key to
hidden financialstatements
Chen, Zhu-
Que
2020/09/22 Taiwan Corporate
Governance
Association
Business Operation and
CrisisManagement
3.0 6.0
Insight into the key to
hidden financialstatements

31

3.3.2 Corporate Governance Officer

1. The board of directors of the company appointed Ms. Huang, Xiao-Ling, the head of the management department of the company, as the head of corporate governance in 2020. She has more than three years of financial and stock affairs related affairs and is responsible for corporate governance related affairs, including handling the board of directors, audit committees, and remuneration in accordance with the law. Matters related to committee and shareholder meetings; assisting directors in their appointments and continuing education; providing directors with information needed to perform their business; and assisting directors in complying with laws and regulations, etc. 。

2. The first-time director of corporate governance should take at least 18 hours of training within one year from the date of assuming this position, and at least 12 hours of training each year. The training courses should include at least corporate governance topics related to business, legal affairs, finance, accounting, Corporate social responsibility, risk management, internal control and other related courses, the training institutions and methods of training shall be handled in accordance with the relevant provisions of the training system of the directors and supervisors of listed companies jointly stipulated by the stock exchange and the securities counter trading center;

As the head of corporate governance of the company is the first

appointment, it is tentatively arranged to study the relevant courses in 2021 as follows :

Date Host by Training/Speech Title Duration
2021/03/16 Taiwan Academy of
Banking and Finance
Standards and Practices of Directors
and Supervisors' Transaction Related
Persons
3.0
2021/04/27 Taiwan Corporate
Governance Association
Audit committee establishment and
operation
3.0
2021/05/11 Taiwan Academy of
Bankingand Finance
Operation of Corporate Governance
and CompensationCommittee
3.0
2021/05/27 Taiwan Corporate
Governance Association
Information Security Incident
Handling Practice
3.0

32

3.3.3 Audit Committee :

1. Function :

The audit committee of the company was established in 2019 and currently consists of 3 independent directors. The audit committee aims to assist the board of directors in supervising the quality and integrity of the company’s implementation of accounting, auditing, financial reporting processes and financial control; the audit committee The matters considered mainly include :

  • ➢ Financial Statements

  • ➢ Audit and accounting policies and procedures

  • ➢ Internal control system and related policies and procedures

  • ➢ Significant asset or derivative commodity transactions

  • ➢ Significant fund loan and endorsement or guarantee

  • ➢ Derivative financial products and cash investment situation

  • ➢ Compliance with regulations

  • ➢ Whether the manager and the director have related person transactions and possible conflicts of interest

  • ➢ Appeal report

  • ➢ Fraud prevention plan and fraud investigation report

  • ➢ Information Security

  • ➢ Risk Management

  • ➢ Appraisal of qualifications, independence, and performance of CAPs

  • ➢ Appointment and removal of financial, accounting or internal audit supervisors

  • ➢ The performance of the duties of the audit committee

  • ➢ Self-evaluation questionnaire for performance evaluation of audit committee, etc. 。

2. Annual work summary :

˙Review financial reports

The board of directors prepared the company's 2020 business report, financial statements, and earnings distribution proposals, among which the financial statements were verified by the entrusted Zhengfeng Certified Public Accountants and issued a verification report. The above-mentioned business report, financial statement and EARNINGS distribution proposal have been 。 checked by the Audit Committee and found that there is no discrepancy.

33

˙Assess the effectiveness of the internal control system

The audit committee evaluated the effectiveness of the company’s internal control system policies and procedures (including financial, operational, risk management, information security, outsourcing, legal compliance and other control measures), and reviewed the company’s audit department, certified accountants, and management’s regular Report, including risk management and compliance. With reference to the Internal ControlIntegrated Framework (Internal Control-Integrated Framework) issued by The Committee of Sponsoring Organizations of the Treadway Commission (COSO) in 2013, the Audit Committee believes that the company’s risk management and internal control systems are effective. The company has adopted the necessary control mechanisms to monitor and correct violations.

˙Appointment of CPAs

The audit committee is given the responsibility of supervising the independence of the CPA firm to ensure the fairness of the financial statements. Generally speaking, except for tax-related services or specially approved items, visa accounting firms are not allowed to provide other services of the company. All services provided by the CPA must be approved 。 by the Audit Committee

In order to ensure the independence of certified public accountants, the audit committee formulated an independent evaluation form with reference to Article 47 of the Accountants Act and No. 10 "Integrity, Fairness, Objectivity, and Independence" of the Accountants’ Professional Ethics Bulletin, to assess 、 the independence of accountants. Professional and competency evaluation, to evaluate whether the company is a related person, business or financial interest relationship with the company, etc.

The 5th Audit Committee of the 1st session on February 24, 2020 and the 6th Board of Directors of the 23rd session on February 24, 2020 have reviewed and approved Baker Tilly Clock & Co Certified Public Accountant Zhou Yinlai and Accountant Zeng Guofu to meet the independence assessment 。 standards. Qualified as the company's financial and tax accountant

34

Audit Committee convened ten meetings in 2020. The Committee members’ attendance status is as follows.

Attendance in Attendance Rate (%) Attendance Rate (%)
Title / Name By Proxy Remarks
Person (B) 【B/A】
Independent director (convener)
Zheng, Hui-Rong
10 0 100.00 2020.5.16 re-elected
Independent director (convener)
Wu, Si-Yi
10 0 100.00 2020.5.16 re-elected
Independent director (convener)
Chen, Zhu-Que
10 0 100.00 2020.5.16
new appointment
1.
Resolutions related to Securities and Exchange Act §14-5:
Resolution of the Audit
Committee and the Company’s
Date Resolution
response to the Audit
Committee’s Opinion
2020/02/24 (1) Appoint the Baker Tilly Clock & Co CPAS to sign the 2020 financial
reports.
(2) Approving 2020 Statement of Internal Control System.
2020/02/25 (1) To maintain contacts with various banks, agree on the financing line to be
met by the capital, list all the credit lines, and submit for approval.
(2) Provide guarantee and submit for approval to Nankang International
Co.Ltd.due to raising financing from the bank.
(3) Due to the needs of medium-term funds, the company applied for financing
quota to Hua Nan Commercial Bank.
2020/04/14 Approving of the company use the capital of NT$300,000,000 to invest in the stocks
of other listed companies.
The members of the Audit
2020/04/22 Approving of the company use the capital of NT$400,000,000 to invest in the stocks
of other listed companies.
Committee unanimously
approved all the
resolutions, and the Board
2020/05/08 Approving of the company's new application for financing line from Huanan Bank
due to capital needs.
of Directors approved all
such resolutions
recommended by the
Audit Committee.
2020/06/24 (1) Approving of the company to invest in the stocks of other listed companies
at NT$200,000,000.
(2) Approving of the company’s application for financing lines to the Shanghai
Commercial Savings Bank due to medium-term funding needs.
2020/07/21 Approving of the company to invest in the stocks of other listed companies at
NT$200,000,000.
2020/08/10 (1) Approving of the company's application for medium-term financing lines
from Hua Nan Commercial Bank.
(2) Approving of formulation of the company's "Board Performance Evaluation
Measures".
(3) Approving of the company to invest in the stocks of other listed companies at
NT$200,000,000.

35

2020/08/11 2020/08/11 (1) Approving of the company's financial statements for the second quarter of
2020.
(2) Approved the company's second quarter of 2020 earnings distribution
proposal.
(1) Approving of the company's financial statements for the second quarter of
2020.
(2) Approved the company's second quarter of 2020 earnings distribution
proposal.
(1) Approving of the company's financial statements for the second quarter of
2020.
(2) Approved the company's second quarter of 2020 earnings distribution
proposal.
(1) Approving of the company's financial statements for the second quarter of
2020.
(2) Approved the company's second quarter of 2020 earnings distribution
proposal.
2020/11/05 (1) Approving of the company's application to Shanghai Commercial Bank for
short-term purchase of materials.
(2) Approving of the company’s customers whose accounts receivable exceed the
normal credit extension period to be changed to a capital loan case.
(3) Approving of the establishment of "Corporate Governance Officer".
(4) Approving of the company to invest in the stocks of other listed companies at
NT$300,000,000
(5) Approval of the company’s 2021 audit plan declaration form.
2.
3.
There were no other resolutions which was not approved by the Audit Committee but was approved by two thirds
or more of all directors in 2020.
There were no recusals of independent directors due to conflicts of interests in 2020。
Descriptions of the communications between the independent directors, the internal auditors, and the
independent auditors in 2020 (which should include the material items, channels, and results of the
audits on the corporate finance and/or operations, etc.):
1.Communications between Head of Internal Audit:
Date
Communication focus
Form
Result
109.2.24
Overview of internal audit work in December 2019 and January 2020.
Briefing
None
109.5.8
Overview of internal audit work from February to April 2020
Briefing
None
109.8.10
Overview of internal audit work from May to July 2020
Briefing
None
108.12.5
Overview of internal audit work from August to October 2019.
Briefing
None
2.Communications between Accountant:
Date
Communication focus
Form
Result
109.2.25
2019 financial statement review status
Briefing
None
109.12.31
The time and scope of the annual report check, the plan
for responding to the risk of material false expression,
and the matters of high concern.
Briefing
None
Date Communication focus Form Result
109.2.24 Overview of internal audit work in December 2019 and January 2020. Briefing None
109.5.8 Overview of internal audit work from February to April 2020 Briefing None
109.8.10 Overview of internal audit work from May to July 2020 Briefing None
108.12.5 Overview of internal audit work from August to October 2019. Briefing None
2.Communications between Accountant:
Date
Communication focus
109.2.25
2019 financial statement review status
109.12.31
The time and scope of the annual report check, the plan
for responding to the risk of material false expression,
and the matters of high concern.
Communication focus Form Result
2019 financial statement review status Briefing None
The time and scope of the annual report check, the plan
for responding to the risk of material false expression,
and the matters of high concern.
Briefing None

36

3.3.4 Compensation Committee :

1.Compensation Committee Members’ Professional Qualifications and Independence Analysis :

Title Meets One of the Following Professional Meets One of the Following Professional Meets One of the Following Professional Remarks

Qualification Requirements,

Together
Independence Criteria(Note)

with at Least Five Years’

Work
Number
Experience
of Other
Criteria
An instructor
A judge, public Has work
1
2 3 4 5 6 7 8 9 10
Public
or higher prosecutor, experience Compani
position in a attorney, Certified
in the areas
es in
department of Public of
Which
commerce, Accountant, or commerce, the
law, finance, other professional law,
Individu
accounting, or

or technical

finance, or
al is
other
academic
specialist who has
passed a national

accounting,
or otherwise
Concurre
ntly
department
ltd t th
examination and
b dd
necessary
f th

Serving
reae o e
business needs

een aware a
certificate in a
or e
business of
as an
Remuner
of the profession the ation
Company in a necessary for the Company
Committ
Name
public or

business of the
ee
private junior Company
Member
college,
college or

university
Independe
nt director
(Convener)

Zheng,
Hui-Rong
V V V V V V V V V V V V None None
Independ
ent
director
Wu, Si-Yi V V V V V V V V V V V V None None
Independ
ent
director
Chen, Zhu-
Que
V V V V V V V V V V V None None
  • Note: Please tick the corresponding boxes that apply to a member during the two years prior to being elected or during the term(s) of office.

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

  • Not a director or supervisor of affiliated companies. Not applicable in cases where the person is an independent director of the parent company, or any subsidiary in which the Company holds, directly or indirectly, more than 50% of the voting shares.

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

  • Not a spouse, relative within the second degree of kinship, or lineal relative within the third degree of kinship, of any of the persons in the preceding three sub-paragraphs.

  • Not a director, supervisor, or employee of a corporate shareholder who directly holds 5% or more of the total number of outstanding shares of the Company, or who holds shares ranking in the top five holdings.

  • Not a director, supervisor, officer, or shareholder holding 5% or more of the shares of a specified company or institution which has a financial or business relationship with the Company.

  • Not a professional individual, who is an owner, partner, director, supervisor, or officer of a sole proprietorship, partnership, company, or institution that provides commercial, legal, financial, accounting services or consultation to the Company or to any affiliate of the Company, or a spouse

37

thereof.

  1. Not a person of any conditions defined in Article 30 of the Company Law

38

2.Attendance of Members at Remuneration Committee Meetings :

( 1 ) There are 3 members in the Remuneration Committee 。

( 2 ) A total of 2 (A) Remuneration Committee meetings were held in the previous period.

The attendance record of the Remuneration Committee members was as follows :

Title Name Name Attendance in
Person(B)
By Proxy Attendance Rate
(%)【B/A】
Attendance Rate
(%)【B/A】
Remarks
Convener Zheng, Hui-
Rong
2 0 100% 2020.05.16 re-
elected
Committee
Member
Wu, Si-Yi 2 0 100% 2020.05.16 re-
elected
Committee
Member
Chen, Zhu-
Que
2 0 100% 2020.05.16 re-
elected
Date Resolution Resolution of the Remuneration
Committee and the Company’s
response to the Audit Committee’s
Opinion
109.2.25 1.Regularly discuss the company's "Directors,
Supervisors and Managers' Salary,
Remuneration and Bonus Management
Measures"。
2.Approved the company's 2019 employee
compensation report。
The members of the Audit
Committee unanimously
approved all the resolutions.
109.11.5 1.Regularly discuss the company's "Directors,
Supervisors and Managers' Salary,
Remuneration and Bonus Management
Measures"。
2.Approval of the salary review proposal for the
"Corporate Governance Director"。
The members of the Audit
Committee unanimously
approved all the resolutions.
Other mentionable items:
1.
If the board of directors declines to adopt or modifies a recommendation of the remuneration committee, it
should specify the date of the meeting, session, content of the motion, resolution by the board of directors, and
the Company’s response to the remuneration committee’s opinion (eg., the remuneration passed by the Board
of Directors exceeds the recommendation of the remuneration committee, the circumstances and cause for the
difference shall be specified): None.
2.
Resolutions of the remuneration committee objected to by members or subject to a qualified opinion and
recorded or declared in writing, the date of the meeting, session, content of the motion, all members’ opinions
and the response to members’ opinion should be specified: None.

39

Taiwan Corporate Governance Implementation as Required by the Taiwan Financial Supervisory Commission :

40

Implementation Status Non-
implementati
Evaluation Item
Yes No Abstract Explanation onand Its
Reason
1. Does Company follow “Taiwan Corporate Governance
Implementation” to establish and disclose its corporate
governance practices?
V Nankang has formulated the Code of Practice for Corporate Governance in
accordance with the "Code of Practice for Corporate Governance for Listed OTC
Companies" on March 2, 2016, and established relevant regulations on corporate
governance at the Public Information Observatory (Corporate
Governance→Corporate Governance Structure→Corporate Governance)
Rules→Market Type (Listing)→Company Code 2101→Corporate Governance Code
of Practice) and the company's website (Investor Area→Corporate Governance→
NankangCorporate Governance Code of Practice)
None
2. Shareholding Structure & Shareholders’ Rights
(1) Does Company have Internal Operation Procedures for
handling shareholders’ suggestions, concerns, disputes
and litigation matters. If yes, has these procedures been
implemented accordingly?
(2) Does Company possess a list of major shareholders and
beneficial owners of these major shareholders.
(3) Has the Company built and executed a risk management
system and “firewall” between the Company and its
affiliates?
(4) Has the Company established internal rules prohibiting
insider trading on undisclosed information?
V
V
V
V
(1) Nankang has a spokesperson, proxy spokesperson mechanism, interested parties’
mailboxes, shareholders’ question answering windows, etc., and the
spokesperson or proxy spokesperson and the stock agency commissioned by the
company handle shareholder’s suggestions, doubts, disputes, etc. in a unified
manner Matter.
(2) Nankang fully grasps the list of major shareholders and their ultimate controllers
through registrar, and regularly exposes changes in the shareholding of insiders
every month in accordance with laws and regulations, and truly grasps major
shareholders.
(3) Nankang has, in accordance with relevant laws and regulations, appropriately
controlled the risks between the company and related companies and established
appropriate firewalls, and the management rights and responsibilities of the
assets and finances between the related companies are independent.
(4) Nankang has set up the internal regulations of "Management Procedures for
Preventing Insider Transactions", which are disclosed on the company's website.
(Investor Area→Corporate Governance→Management Procedures for
None

41

Preventing Insider Trading and Implementation in Recent Years)
This year, relevant education and publicity for directors, managers and
employees have been carried out on November 5, 2020 and November 10, 2020.
The content includes "Management Procedures for Preventing Insider Trading"
and a publicity manual produced by the Taiwan Stock Exchange. And related
laws and regulations.
3. Composition and Responsibilities of the Board of Directo
(1) Has the Company established a diversification policy for
the composition of its Board of Directors and has it been
implemented accordingly?
(2) Other than the Compensation Committee and the Audit
Committee which are required by law, does the Company
plan to set up other Board committees?
(3) Has the Company established methodology for evaluating
the performance of its Board of Directors, on an annual
basis, reported the results of performance to the Board of
Directors, and use the results as reference for directors’
remuneration and renew
(4) Does the Company regularly evaluate its external
auditors’ independen
V
V
V
V
(1) Nankang has stipulated in the "Code of Practice on Corporate Governance" that
the composition of the board of directors should focus on gender equality and
generally possess the knowledge, skills and literacy necessary to perform their
duties; out of the 9 current directors, 5 are female directors. All directors have
diversified professional backgrounds in business, legal affairs, finance,
accounting, etc.
(2) In addition to setting up an audit committee and a compensation committee,
Nankang also sets up a corporate social responsibility committee, an employee
welfare committee, and a labor retirement reserve supervision committee. In the
future, various functional committees will be added according to operational
needs.
(3) Nankang has formulated the "Board Performance Evaluation Method" on August
10, 2020, and conducts performance evaluation regularly every year, and submits
the relevant results to the board of directors. The results of the evaluation are
used as a reference for remuneration and renewal.
(4) Nankang submitted to the board of directors for discussion on February 24, 2020,
and in accordance with Article 29 of the "Code of Practice on Corporate
Governance", it is necessary to select a professional, responsible and independent
certified accountant. A letter from the accounting firm stating that it has not
violated its independence. It has been confirmed that the accountant and the



None

42

company have no other financial interests or business relationship with the
exception of visa and taxation costs.
4. Does the Company appoint competent and appropriate
corporate governance personnel and corporate governance
officer to be in charge of corporate governance affairs
(including but not limited to furnishing information
required for business execution by directors, assisting
directors’ compliance of law, handling matters related to
board meetings and shareholders’ meetings according to
law, and recording minutes of board meetings and
shareholders’ meetings?
V Nankang has set up a director of corporate governance on November 5, 2020,
responsible for corporate governance affairs, and is co-organized by relevant units.
None
5. Has the Company established a means of communicating
with its Stakeholders (including but not limited to
shareholders, employees, customers, suppliers, etc.) or
created a Stakeholders Section on its Company website?
Does the Company respond to stakeholders’ questions on
corporate responsibilities?
V Nankang has established a communication channel (E-mail mailbox and contact
number) and has an "investor area" on the website, and an announcement on the
"interested parties" and "shareholders' question answering window and stock agency"
in the area Communication channels to ensure the smooth communication between the
company and the interested parties and their legitimate rights and interests.
There is also a "Corporate Social Responsibility Zone" to announce the company's
annual corporate social responsibilityreport.
None
6. Has the Company appointed a professional registrar for its
Shareholders’ Meetings
V Nankang have appointed Yuanta as registrar for our Shareholders’ Meeting None
7. Information Disclosur
(1)
Has the Company established a corporate website to
disclose information regarding its financials, business
and corporate governance status?
(2)
Does the Company use other information disclosure
channels (e.g. maintaining an English-language
website, designating staff to handle information
collection and disclosure, appointing spokespersons,
webcastinginvestors conference etc.)?
V
V
(1) Nankang discloses financial business and corporate governance information in the
"Investor Zone" on the website.
(2) In the "Investor Zone" of the website, Nankang discloses financial business and
corporate governance information. The company has dedicated personnel to
collect and disclose company information, as well as spokespersons and proxy
spokespersons, shareholder meetings and legal person briefings, and other related
documents in both Chinese and English. The information isplaced on the company





None

43

website 。

(3) Does the Company announce and report the annual financial statements within two months after the end of the fiscal year, and announce and report the first, second, and third quarter financial statements as well as the operating status of each month before the prescribed deadline?

  1. Has the Company disclosed other information to facilitate a better understanding of its corporate governance practices (e.g. including but not limited to employee rights, employee wellness, investor relations, supplier relations, rights of stakeholders, directors’ training records, the implementation of risk management policies and risk evaluation measures, the implementation of customer relations policies, and purchasing insurance for directors)

V

  • (3) The company completes the announcement and declaration on the day the board of directors passes the financial report. The financial reports for the first to third quarters of 2020 have been announced and declared on the same day that the board of directors passed on May 8, August 11, and November 5, 2020; and the revenue of each month will be reported in the next Completed before the 10th of the month.

  • (1) Employee rights and employee wellness: The company strictly abides by various labor laws and regulations, and has various care systems, welfare systems, and communication and care channels as a way to retain talents. In addition, it invests in education and training funds every year to plan a complete education system , As the policy of cultivating talents, a performance appraisal system is set up, as a method of using talents, to provide employees with full space for use, effectively link employees with the company, and promote the sustainable development of the company

  • (2) Investor relations: The company has spokespersons and agency spokespersons, and unimpeded contact information, investors can express their opinions at any time.

  • (3) Directors’ training records: The directors and supervisors of the company have industry professional background and practical experience, and the company provides relevant regulatory information to directors and supervisors at any time, and arranges directors to participate in corporate governance courses from time to time every year, and exposes them at the public information observatory.

  • (4) Risk Management Policies and Risk Evaluation: The company formulates internal control system and various internal management regulations in accordance with the law to control risks

  • (5) Customer Relations Policies: The company has an official website with a dedicated service area, where you can inquire about the company's sales locations and have a service phone number and mailbox. A dedicated person is

44

responsible for assisting customers in handling problems and protecting customer
rights.
(6) Nankang maintains D&O Insurance for its directors and officers.
responsible for assisting customers in handling problems and protecting customer
rights.
(6) Nankang maintains D&O Insurance for its directors and officers.
9. The improvement status for the result of Corporate
Governance Evaluation announced by Taiwan Stock
Exchange
(1) According to the results of the corporate governance evaluation, the main
improvement and completion projects include: setting up a corporate governance
supervisor, increasing the disclosure of information on the company website,
strengthening the training of directors, and strengthening the implementation of
corporate social responsibility, etc.
(2) In the future, Nankang will focus on the two aspects of "protecting the rights and
interests of shareholders and treating shareholders equally" and "strengthening
the structure and operation of the board of directors", such as implementing a
succession system, uploadingfinancial reports earlier, etc.
Social Responsibility Implementation Status as Required by the Taiwan Financial Supervisory Commission:
Evaluation Item Implementation Status Non-
implementat
Yes No Abstract Explanation ionand Its
Reason
1.
Does the Company follow materiality principle to
conduct risk assessment for environmental, social and
corporate governance topics related to company
operation, and establish risk management related
policyor strategy?
V The highest risk management unit of Nankang is the board of directors, and the
relevant risk management strategies are formulated in accordance with the "Nankang
Tire Company Governance Code of Practice".
None

Social Responsibility Implementation Status as Required by the Taiwan Financial Supervisory Commission:

45

2.
Does the Company have a dedicated (or ad-hoc) CSR
organization with Board of Directors authorization for
senior management, which reports to the Board of
Directors?
V Nankang established the "Corporate Social Responsibility Unit" in 2015, with the
management department concurrently serving as the dedicated unit, and has formulated
the "Corporate Social Responsibility Code of Practice". According to this code, it is
responsible for the planning and implementation of corporate social responsibility
related strategies and systems. Review and improve topromote implementation.
None
3.
Environmental Topic
(1) Has the Company set an environmental management
system designed to industry characteristics?
(2) Is the Company committed to improving resource
efficiency and to the use of renewable materials with
low environmental impact?
(3) Does the Company evaluate current and future climate
change potential risks and opportunities and take
measures related to climate related topics?
(4) Does the Company collect data for greenhouse gas
emissions, water usage and waste quantity in the past
two years, and set energy conservation, greenhouse gas
emissions reduction, water usage reduction and other
waste management policies?

V
V
V
V
(1) Nankang has obtained ISO14001 environmental management system certification
in 1997, and OHSAS18001 and CNS15506 environmental management
certifications in March 2013, fulfilling its commitment to environmental policies.
Nankang also has an environmental management unit specialized in the work
safety room, and special personnel are also responsible for the environmental
maintenance and management of air pollution, water pollution, and waste
water.。
(2) Nankang cooperates with suppliers to recycle waste wood pallets and packaging
materials to achieve the purpose of waste reduction。
(3) In response to the government's promotion of a green environment, Nankang has
successively installed solar panels for power supply since 2019 (the annual power
generation is expected to reach 2.4 million kWh); and actively promotes the
digitalization of documents to reduce resource consumption.
(4) The Xin-feng plant's greenhouse gas emissions in 2020 and 2019 have been
verified by the British Standards Institute (BSI) in accordance with the verification
criteria of ISO 14064-1/CNS 14064-1. The total greenhouse gas emissions in 2019
will be 67,307.826 tons, and the emissions in 2020 will be 55,849.890 tons, an
annual reduction of about 17.02%。



None

46

4.
Social Topic
(1) Does the Company set policies and procedures in
compliance with regulations and internationally recognized
human rights principles??
(2) Has the Company established appropriately managed
employee welfare measures (include salary and
compensation, leave and others), and link operational
performance or achievements with employee salary and
compensation
(3) Does the Company provide employees with a safe and
healthy working environment, with regular safety and
health training?
(4) Has the Company established effective career
development training plans?
(5) Does the Company’s product and service comply with
related regulations and international rules for customers’
health and safety, privacy, sales, labelling and set polices to
protect consumers’ rights and consumer appeal procedures?
(6) Does the Company set supplier management policy and
request suppliers to comply with related standards on the
topics of environmental, occupational safety and health or
labor right, and their implementation status?
V
V
V
V
V
V
(1) Nankang abides by relevant labor laws and regulations such as the
Labor Standards Law, and formulates various management measures
to protect the rights and interests of employees and institutionalize
various internal operations of the company。
(2) Nankang clearly prescribes various employee welfare measures in its
work regulations, and places relevant measures on Nankang's internal
website, and regularly discusses and revises employee welfare
measures with labor unions and welfare committees. Every year and in
accordance with the company's articles of association, 0.1% of the
profit is allocated as employee remuneration。
(3) Nankang implements the OHSAS18001&CNS15506 system, provides
a good working environment, and regularly implements employee
health inspections and safety and hygiene education and training。
(4) Nankang regularly organizes various planning trainings for employees,
including: new employee training, job category training, class
management training, etc., and formulates rotation plans for various
job categories to cultivate employees' professional and diversified
career capabilities。
(5) Nankang attaches great importance to customer after-sales service, and
has a number of customer complaint channels and standard operating
procedures for customer complaint handling. The marketing and
labeling of products and services are handled in accordance with
relevant laws and regulations and international standards。
(6) Nankang has established relevant management strategies for suppliers,
and uses a regular supplier evaluation system to exclude suppliers who
have concerns about environmental protection, occupational safety and
health, or labor rights.。




None

47

5.
Does the Company refer to international reporting rules or
guidelines to publish CSR Report to disclose non-financial
information of the Company? Has the said Report acquire
3rd certification party verification or statement of
assurance?
V Nankang has completed the preparation of its corporate social responsibility
report in 2020, which was reviewed and verified by the BSI British
Standards Institute as a moderate assurance level based on the AA1000
assurance standard (2008).
None
6.
If the company has established its corporate social responsibility code of practice according to “Listed Companies Corporate Social Responsibility Code of Practice,”
please describe the operational status and differences: Nankang has formulated the "Code of Practice for Corporate Social Responsibility of Listed Companies" on
November 9, 2016, and there is no difference in operation。
7.
Other important information to facilitate better understanding of the company’s implementation of corporate social responsibility:
(1) Environmental protection: Thoroughly implement energy conservation and industrial waste reduction, strengthen reduction, recycling, and reuse programs to improve
resource use efficiency, and pass environmental management certifications, such as: ISO14001, OHSAS18001, CNS15506 and other environmental management
certifications, ISO9001 quality certification, ISO16949, E- MARK, 3C... etc.。
(2) Social welfare:Responding to government laws and hiring physically and mentally handicapped employees in accordance with the Law on the Protection of the
Rights and Interests of the Handicapped。
(3) Consumer rights: Nankang communicates with customers in a timely manner in response to customer complaints, and holds meetings for major customer complaints
to review and improve。

48

Taiwan Corporate Conduct and Ethics Implementation as Required by the Taiwan Financial SupervisoryCommission

Implementation Status Implementation Status Implementation Status Non-
Evaluation Item implementationand
Yes No Abstract Explanation
Its Reason
1.
Establishment of Corporate Conduct and Ethics Policy and
Implementation Measures
(1) Does the company have a clear ethical corporate management policy
approved by its Board of Directors, and bylaws and publicly available
documents addressing its corporate conduct and ethics policy and
measures, and commitment regarding implementation of such policy from
the Board of Directors and the top management team?
(2) Whether the company has established an assessment mechanism for the
risk of unethical conduct; regularly analyzes and evaluates within a
business context, the business activities with a higher risk of unethical
conduct; has formulated a program to prevent unethical conduct with a
scope no less than the activities prescribed in paragraph 2, Article 7 of the
Ethical Corporate Management Best Practice Principles for TWSE/GTSM
Listed Companies?
(3) Whether the company has established relevant policies that are duly
enforced to prevent unethical conduct, provided implementation
procedures, guidelines, consequences of violation and complaint
procedures, and periodically reviews and revises such policies?
V
V
V
(1) Nankang has formulated the "Code of Integrity Management" and
"Code of Practice in Corporate Governance" to regulate the business
philosophy that the board of directors and senior management
should abide by in the execution of business, and they are disclosed
on the company website (Investor Area→Corporate
Governance→Nankang Corporate Governance Code of Practice).
(2) Nankang clearly stipulates the integrity behavior clauses in the
supplier dealing contracts, and regularly conducts supplier
evaluations, and lists unqualified manufacturers as rejected
customers. In addition, Nankang also formulated the "Operating
Procedures and Behavior Guidelines for Honest Business
Operations", which set out dishonest behaviors and handling
procedures as preventive measures. The content covers Article 7
Item 2 of the "Code of Integrity Business Operations for Listed
Companies。
(3) Nankang has clarified regulations in the "Work Rules" and "Integrity
Management Operating Procedures and Behavior Guidelines" to
strictly prohibit dishonest behaviors, implement relevant operations,
and review and revise them regularly.

None

49

2.
Ethic Management Practice
(1) Whether the company has assessed the ethics records of whom it
has business relationship with and include business conduct and
ethics related clauses in the business contracts?
(2) Whether the company has set up a unit which is dedicated to
promoting the company’s ethical standards and regularly (at least
once a year) reports directly to the Board of Directors on its ethical
corporate management policy and relevant matters, and program to
prevent unethical conduct and monitor its implementation?
(3) Whether the company has established policies to prevent conflict of
interests, provide appropriate communication and complaint
channels and implement such policies properly?
(4) To implement relevant policies on ethical conducts, has the
company established effective accounting and internal control
systems, audit plans based on the assessment of unethical conduct,
and have its ethical conduct program audited by internal auditors or
CPA periodically?
(5) Does the company provide internal and external ethical conduct
training programs on a regular basis?
V
V
V
V
V
(1) Nankang and its counterparties have signed a letter of integrity
undertaking, and in the contract, the integrity behavior clause is
clearly stipulated. If there is a violation, the contract will be
terminated and compensated, and it will be classified as a refusal
account.
(2) Nankang’s Management Department is responsible for promoting
the company’s integrity management objectives and policies, and the
relevant units of corporate governance formulate preventive plans,
and the audit team conducts regular internal audits and reports to the
board of directors
(3) Nankang's "Integrity Management Operating Procedures and
Behavior Guidelines" has clearly formulated a policy to prevent
conflicts of interest. The "Stakeholders" section of the "Investors
Zone" of the company's website provides appropriate external
statement channels and implements them. Internal rules There is a
reporting mailbox, which is handled exclusively by relevant units.
(4) Nankang formulates accounting system and internal control system
in accordance with relevant laws and regulations, and the audit team
draws up an audit plan, regularly checks its compliance, and reports
to the board of directors
(5) New recruits in Nankang will arrange integrity management
education and training when they take up their posts, and
incumbents will promote integrity management related matters at
regular supervisor meetings and departmental internal meetings

None

50

3.
Implementation of Complaint Procedures
(1) Does the company establish specific complaint and reward
procedures, set up conveniently accessible complaint channels, and
designate responsible individuals to handle the complaint received?
(2) Whether the company has established standard operation procedures
for investigating the complaints received, follow-up measures after
investigation are completed, and ensuring such complaints are
handled in a confidential manner?
(3) Does the company adopt proper measures to prevent a complainant
from retaliation for his/her filinga complaint?

V
V
V
(1) Nankang has clearly stipulated the reporting and reward system in
the "Guidelines for Integrity Management Operation Procedures and
Behaviors" and "Work Rules", and has set up reporting channels for
"Stakeholders" in the "Investors Zone" of the company's website to
provide personnel to report dishonest acts , After filing the case, a
dedicated unit will be assigned to handle it.
(2) Nankang has established reporting procedures and a confidentiality
mechanism in the "Ethical Business Procedures and Behavior
Guidelines" and other systems
(3) Nankang adopts confidentiality and protection measures for the
informant to avoid improper handling
None
4.
Information Disclosure
Does the company disclose its guidelines on business ethics as well as
information about implementation of such guidelines on its website and
Market Observation Post System (MOPS)?
V Nankang has set up the "Code of Integrity Management" and disclosed it on
the company website (Investor Area→Corporate Governance→Code of
Integrity Management)


None
5.
If the company has established corporate governance policies based on Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies, please describe any
discrepancy between the policies and their implementation:
Nankang has set up the "Integrity Management Code" and "Integrity Management Operation Procedures and Behavior Guidelines", and follow the relevant regulations. There is no difference
between the operation and the code.
六、Other important information to facilitate better understanding of the company’s corporate conduct and ethics compliance practices (e.g., review the company’s corporate conduct and ethics policy):
(1) Nankang abides by the relevant laws and regulations of the competent authorities such as the Company Law and the Securities Exchange Law as the basis for the implementation of integrity
management。
(2) Nankang's "Regulations of Board Meeting Procedures" stipulates that directors who have an interest in meeting matters with themselves or the legal person they represent, which may be
harmful to the interests of the company, may state their opinions and answer inquiries, and shall not participate in discussion and voting, and when discussing and voting Should be evaded, and
may not act for other directors to exercise their voting rights.
  1. If the company has established corporate governance policies based on Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies, please describe any discrepancy between the policies and their implementation:

Nankang has set up the "Integrity Management Code" and "Integrity Management Operation Procedures and Behavior Guidelines", and follow the relevant regulations. There is no difference between the operation and the code.

六、 Other important information to facilitate better understanding of the company’s corporate conduct and ethics compliance practices (e.g., review the company’s corporate conduct and ethics policy): (1)[Nankang abides by the relevant laws and regulations of the competent authorities such as the Company Law and the Securities Exchange Law as the basis for the implementation of integrity ] management 。 (2)[Nankang's "Regulations of Board Meeting Procedures" stipulates that directors who have an interest in meeting matters with themselves or the legal person they represent, which may be ] harmful to the interests of the company, may state their opinions and answer inquiries, and shall not participate in discussion and voting, and when discussing and voting Should be evaded, and may not act for other directors to exercise their voting rights.

51

Internal Control System Execution Status

1.Statement of Internal Control System

Nankang Rubber Tire Corp., Ltd. Statement of Internal Control System

February 08, 2021

Based on the findings of a self-assessment, Nankang Rubber Tire Corp., Ltd. (Nankang) states the following with regard to its internal control system during the year 2020 :

  1. Nankang’s Board of Directors and management are responsible for establishing, implementing, and maintaining an adequate internal control system. Internal control system is designed to provide reasonable assurance over the effectiveness and efficiency of our operations (including profitability, performance and safeguarding of assets), reliability, timeliness, transparency and regulatory compliance of our reporting, and compliance with applicable rulings, laws and regulations.

  2. An internal control system has inherent limitations. No matter how perfectly designed, an effective internal control system can provide only reasonable assurance of accomplishing its stated objectives. Moreover, the effectiveness of an internal control system may be subject to changes due to extenuating circumstances beyond our control. Nevertheless, our internal control system contains self-monitoring mechanisms, and Nankang takes immediate remedial actions in response to any identified deficiencies.

  3. Nankang evaluates the design and operating effectiveness of its internal control system based on the criteria provided in the Regulations Governing the Establishment of Internal Control Systems by Public Companies (herein below, the “Regulations”). The criteria adopted by the Regulations identify five key components of managerial internal control: (1) control environment, (2) risk assessment, (3) control activities, (4) information and communication, and (5) monitoring activities. Each component also includes several items which can be found in the Regulations.

  4. Nankang has evaluated the design and operating effectiveness of its internal control system according to the aforesaid Regulations.

  5. Based on the findings of such evaluation, Nankang believes that, on December 31, 2020, it has maintained, in all material respects, an effective internal control system (that includes the supervision and management of our subsidiaries), to provide reasonable assurance over our operational effectiveness and efficiency, reliability, timeliness, transparency and regulatory compliance of reporting, and compliance with applicable rulings, laws and regulations.

  6. This Statement is an integral part of Nankang’s annual report and prospectus, and will be made public. Any falsehood, concealment, or other illegality in the content made public will entail legal liability under Articles 20, 32, 171, and 174 of the Securities and Exchange Law.

  7. This Statement was passed by the Board of Directors in their meeting held on February 08, 2021, with none of the eight attending directors expressing dissenting opinions, and the remainder all affirming the content of this Statement.

Nankang Rubber Tire Corp., Ltd. Chairman Zhang, Chang-Ping President Zhan, Cai-Yun

52

2.If CPA Was Engaged to Conduct a Special Audit of Internal Control System, Provide Its Audit Report:None

In the most recent year and as of the publication date of the annual report, the company and its internal personnel have been punished in accordance with the law, or the company has imposed penalties on its internal personnel for violations of the internal control system, and the results of the penalties may have a significant impact on shareholder rights or securities prices. Its punishment content, main deficiencies and improvement situation : None

53

Major Decisions of Shareholders’ Meeting and Board Meetings

1.Major Resolutions of Shareholders’ Meeting and Implementation Status : (May 13,2020 9am)

Proposals and resolutions Implementation status
Report Employee compensation
distribution report for 2020
◼ Nankang's 2020 employee compensation amounted to
NT$1,275,670, which has been fully paid in cash on
October 20,2020.
Earnings distribution report for
2020
◼ Nankang distributed a cash dividend of
NT$401,124,452 in the first half of 2019 (NT$0.50
per share), which was fully paid on September 4,
2019 in accordance with the resolution of the board
of directors。
◼ Nankang distributed a cash dividend of
NT$601,686,678 in the second half of 2019
(NT$0.50 per share), which was fully paid on March
25, 2020 in accordance with the resolution of the
board of directors
Discuss The 2019 Business Report and
Financial Statement

Prepare a record of the proceedings according to
the approved content and upload it to the stock
exchange website。
Approving of amendments to
some articles of the company's
articles
◼ Approved by the Ministry of Economic Affairs for
registration on June 10, 2020, and announced on the
company's website.
Approving of the amendment to
the company's "Measures for
External Endorsement
Guarantee"
◼ Reported to the Public Information Observatory on
May 13, 2020。

2.Major Resolutions of Board Meetings

Date Major Resolutions status
February 24,
2020
1.
Approving of self-closing financial statements for the 2019.
2. Approving of the appointment of Baker Tilly Clock & Co CPAs to handle the
2020 financial statements.
3.
Approving of the 2020 Internal Control System Statement.
4.
Approval of amendments to certain provisions of the company's articles of
association.
5.
Approving of amendments to some provisions of the Board of Directors
Rules of Procedure.
6.
Approving of the revision of some provisions of the audit committee's
organizational rules.
7.
Approving the revision of some provisions of the Organizational Rules of the
Compensation Committee.
All present
directors approved

54

February 25,
2020
1.
Approving of employee compensation for 2019.
2.
Approving of the 2019 financial statements.
3.
Approving of 2019 EARNINGS distribution.
4.
Approved the 2019 ex-dividend base date.
April 14,
2020
1.
Approving of the company use the capital of NT$300,000,000 to invest in the stocks
of other listed companies.
April 22,
2020
1. Approved the establishment of Nankang Yisheng Property Management
Consulting Co., Ltd. as a joint venture between Nankang and Singapore
Yisheng Property Management Consulting Co., Ltd.
2. Approving of the company use the capital of NT$400,000,000 to invest in the stocks
of other listed companies.
May 08,
2020
1.
Approving of the company's new application for financing line from Huanan Bank
due to capital needs.
June 24,
2020
1.
Approving of the company to invest in the stocks of other listed companies at
NT$200,000,000.
2.
Approving of the company’s application for financing lines to the Shanghai
Commercial Savings Bank due to medium-term funding needs.
July 21,
2020
1.
Approving of the company to invest in the stocks of other listed companies at
NT$200,000,000.
Aug. 10,
2020
1.
Approving of the company's application for medium-term financing lines
from Hua Nan Commercial Bank.
2.
Approving of formulation of the company's "Board Performance Evaluation
Measures".
3.
Approving of the company to invest in the stocks of other listed companies
at NT$200,000,000.
Aug. 11,
2020
1.
Approving of the company's financial statements for the second quarter of
2020.
2.
Approved the company's second quarter of 2020 earnings distribution
proposal.

55

Nov. 11,
2020
1.
Approving of the company's application to Shanghai Commercial Bank for short-
term purchase of materials.
2.
Approving of the company’s customers whose accounts receivable exceed the
normal credit extension period to be changed to a capital loan case.
3.
Approving of the establishment of "Corporate Governance Officer".
4.
Approving of the company to invest in the stocks of other listed companies at
NT$300,000,000
5.
Approval of the company’s 2021 audit plan declaration form.
Major Issues of Record or Written Statements Made by Any Director Dissenting to Important
Resolutions Passedby the Board of Directors during 2020 and as of the Date of this Annual
Report:None

56

Resignation or Dismissal of Chairman, President, and Heads of

Accounting, Finance, Internal Audit, Corporate Governance Officer and R&D during 2020 and as of the Date of this Annual Report:

March 31, 2021
Title Name Date of
Appointment
Date of
Termination
Reasons for
Resignation or
Dismissal
Chief Internal
Auditor
Yan, Shi-
Zhang
May 29, 2015 January 3, 2021 Retirement

一、 Information Regarding the Company’s Audit Fee and

Independence

Audit Fee

Accounting Firm Name of CPA Period Covered by CPA’s
Audit
Remarks
Baker Tilly Clock & Co Chou, Ying-
Lai
Tseng, Kuo-Fu 2020.01.01~2020.12.31

Unit : NT Dollars

Fee Items
Fee Range
Fee Items
Fee Range
Audit Fee Non-audit
Fee
Total
1 Under NT$ 2,000,000
2 NT$2,000,001 ~ NT$4,000,000
3 NT$4,000,001 ~ NT$6,000,000 5,665 60 5,725
4 NT$6,000,001 ~ NT$8,000,000
5 NT$8,000,001 ~ NT$10,000,000
6 Over NT$100,000,000

二、 Replacement of CPA: None

三、 Audit Independenc: The Company’s Chairman, Chief Executive Officer,

Chief Financial Officer, and managers in charge of its finance and accounting operations did not hold any positions in the Company’s independent auditing firm or its affiliates during 2020.

57

四、 Changes in Shareholding of Directors, Supervisors, Managers and Major Shareholders

Unit: Shares

2020 2020 As of March 13,2021 As of March 13,2021
Title Name Holding Increase Pledged Holding Increase Holding Increase Pledged Holding Increase Marks
(Decrease) (Decrease) (Decrease) (Decrease)
Chairman Quanye Investment Co., Ltd. 545,000
(6,145,000)

0

2,570,000
Representative Zhang,Chang-Ping 0
0

0

0
Director Quanye Investment Co., Ltd. 0
0

0

0
Representative Zhan,Cai-Yun 0
0

0

0
Director Quanye Investment Co., Ltd. 0
0

0

0
Representative Lin,Jun-Ying 0
0

0

0
Director Quanye Investment Co., Ltd. 0
0

0

0
Representative Guo,Sheng-Wen 0
0

0

0
Director Quanye Investment Co.,Ltd. 0
0

0

0

Representative Wu,Yuan-Sheng 0
0

0

0
Quanye Investment Co.,Ltd. 0
0

0

0
Director (50,000) 0
0
0
dismissed on Nov. 13,
Jiang, Xiu-Zhen 0
0

0

0

2020
Representative

Jiang, Qing-Xing
assume on Nov. 13,
2020
President Zhan, Cai-Yun 0
0

0

(1,000,000)
Vice President Peng,Tian-Cheng 0
0

0

0
Manager Guo,Mei-Hang (20,000) 0
0

0
Director Hong,Jian-Zhong 0
0

0

0
Director Wu,Yuan-Sheng (30,000) 0
(70,000)
0
Major Shareholders NanGuan Rubber Tire Corp. Ltd. 9,589,000
14,225,000

0

(3,100,000)
Major Shareholders Yuanre Development Co., Ltd. (490,000)
940,000

0

0

109/09/30解任
Independent director Zheng,Hui-Rong 0
0

0
Independent director Wu,Si-Yi 0
0

0
Independent director Chen,Zhu-Que 0
0

0

0
Head of Finance Dept. Guo,Mei-Hang 0
0

0

0
Head of AccountingDept. Guo,Mei-Hang 0
0

0

0
Head of Corporate Governance Huang, Xiao-Ling (4,000)
0

0

0

110/11/05就任

58

五、 Relationship among the Top Ten Shareholders

March 13, 2021 Shares ; %

Shareholding Shareholding
Spouse’s/minor’s
Name and Relationship Between the Company’s Top Ten
Current Shareholding
by Nominee
hhli
Shareholders, or Spouses or Relatives Within Two Degrees
Name Sareodng Arrangement Remarks
% %
Shares % Shares Shares Name Relationship
NanGuan Rubber Tire Corp. Ltd. 151,228,285 18.13% - - Director of

-
-
Lin, Jun-Ying

None
Chairman: Zhang, Yue-Yiao -
0.00%
Nankuan Rubber Tire Corp. Ltd.

-

-
Yuanhung Development Co., Ltd. 82,007,468
9.83%
Chairman of

-

-

Jiang Ming-Dong
None
Chairman: Jiang, Ming-Dong -
0.00%



,
Quanye Investment Co., Ltd.
Yuanre Development Co., Ltd. 81,605,324
9.79%
- - Chairman of

-
-
Wang Zhong-Zheng
None
Chairman: Wang Zhong-Zheng 175,617
0.02%
Zhikai Development Co., Ltd
Zhikai Development Co., Ltd 78,835,863
9.45%
- - Chairman of

-
- Wang Zhong-Zheng None
Chairman:Wang Zhong-Zheng 175,617
0.02%
Yuanre Development Co., Ltd.
Quanye Investment Co., Ltd. 33,941,666
4.07%
- - Chairman of
Chairman: Jiang, Ming-Dong -
0.00%
-
-
Jiang, Ming-Dong
Yuanhung Development Co., None
Ltd.
Lin, Jun-Ying 18,933,571
2.27%

-

-

-

-

NanGuan Rubber Tire Corp. Ltd.
Director None
Yi-Gui investment Co., Ltd. 15,055,000 1.81%
-

-

-

-

None
None None
Chairman: Luo, Da-Wei - 0.00%
Guo, Qiang-Da Technology Co., Ltd. 10,055,731
1.21%

-

-

-

-

None
None None
Chairman: Lai, San-Zhao 2,025
0.00%

-

-
Vanguard Emerging Markets Stock Index Fund, a series of
9,593,390
1.15%

-

-

None
None None

Vanguard International Equity Index Funds
JPMorgan Chase Bank N.A.,Taipei Branch in custody
-

-
for Vanguard Total International Stock Index Fund,a 8,810,745
1.06%

-

-

None

series ofVanguard Star Funds

59

六、 Investment Ownership

vestment Ownership
March 13, 2021 Unit: Shares;%
Ownership by Directors, Managers
Ownership by Nankang and Directly/Indirectly Owned Total Ownership
Subsidiaries
Investment
Shares % Shares % Shares %
Taipei NanHung Rubber Tire Corp.
Ltd.
900,000 100.00 - - 900,000 100.00
NanGuan Rubber Tire Corp. Ltd. 549,994 20.37 - - 549,994 20.37
Nanzong Construction
Developments, Co.,Ltd.
178,500,000 100.00 - - 178,500,000 100.00
Nankang Rubber Tire (Singapore)
Pte. Ltd.
SGD45,982,196 100.00
-
- SGD45,982,196 100.00
Nankang International Co.Ltd USD80,780,000 100.00 - - USD80,780,000 100.00
Nankang Tire Netherlands B.V EUR60,000
100.00
- - EUR60,000 100.00
Nankang Yi-Sheng property
management Co.,Ltd
200,000 40.00 - - 200,000 40.00

註:係公司採用權益法之投資。

60

III.Capital Overview

1. Capital and Shares

(1) Capitalization

March 13, 2021 March 13, 2021
Date Face
Value
Per
Share
Authorized Share Capital Capital Stock Remark
Shares Amount Shares Amount Sources of
Capital
Capital
Increase
by Assets
Other
than Cash
Remarks
37/01 100.00 450.00 45000.00 225.00 22500.00 established
38/02 100.00 450.00 45000.00 450.00 45000.00 seasoned equity
offering
39/03 100.00 675.00 67500.00 675.00 67500.00 seasoned equity
offering
43/05 100.00 1000.00 100000.00 1000.00 100000.00 seasoned equity
offering
43/08 50.00 2000.00 100000.00 2000.00 100000.00 Changed face
value
47/10 50.00 2200.00 110000.00 2200.00 110000.00 capital increase
out of earnings
and capital
reserves
51/08 50.00 2420.00 121000.00 2420.00 121000.00 capital increase
outofearnings
52/05 50.00 3660.00 183000.00 3660.00 183000.00 seasoned equity
offering
52/07 50.00 4144.00 207200.00 4144.00 207200.00 capital increase
outofearnings
53/07 50.00 4703.60 235180.00 4703.60 235180.00 capital increase
outofearnings
54/07 50.00 7200.00 360000.00 4938.78 246939.00 capital increase
outofearnings
55/03 50.00 7200.00 360000.00 6600.00 330000.00 seasoned equity
offering
55/07 50.00 7200.00 360000.00 7000.00 350000.00 capital increase
outofearnings
56/07 50.00 7420.00 371000.00 7420.00 371000.00 capital increase
outofearnings
56/12 50.00 10420.00 521000.00 10420.00 521000.00 seasoned equity
offering
57/07 50.00 11384.60 569230.00 11384.60 569230.00 capital increase
out of earnings
and capital
reserves
58/05 10.00 74322.99 743229.90 74322.99 743229.90 seasoned equity
offering, capital
increase out of
earnings and
capital reserves
59/06 10.00 81280.00 812800.00 81280.00 812800.00 capital increase
outofearnings

61

and capital
reserves
60/07 10.00 100000.00 1000000.00 87782.40 877824.00 capital increase
out of earnings
and capital
reserves
61/03 10.00 100000.00 1000000.00 92782.40 927824.00 seasoned equity
offering
62/08 10.00 100000.00 1000000.00 94638.05 946380.48 capital increase
out of capital
reserves
65/03 10.00 100000.00 1000000.00 100000.00 1000000.00 seasoned equity
offering
66/04 10.00 150000.00 1500000.00 112500.00 1125000.00 seasoned equity
offering
68/06 10.00 150000.00 1500000.00 129375.00 1293750.00 seasoned equity
offering
74/10 10.00 150000.00 1500000.00 135843.75 1358437.50 capital increase
out of capital
reserves
75/05 10.00 238800.00 2388000.00 173880.00 1738800.00 capital increase
out of earnings
and capital
reserves
76/08 10.00 238800.00 2388000.00 208656.00 2086560.00 capital increase
out of capital
reserves
77/07 10.00 320000.00 3200000.00 260820.00 2608200.00 capital increase
out of earnings
and capital
reserves
80/07 10.00 320000.00 3200000.00 148667.40 1486674.00 Capital reduction
81/08 10.00 320000.00 3200000.00 260820.00 2608200.00 seasoned equity
offering
84/07 10.00 480000.00 4800000.00 359228.00 3592280.00 capital increase
out ofearnings
85/08 10.00 600000.00 6000000.00 520880.60 5208806.00 capital increase
out ofearnings
86/05 10.00 1000000.00 10000000.00 677144.78 6771447.80 capital increase
out ofearnings
100/06 10.00 1000000.00 10000000.00 717773.47 7177734.70 capital increase
out ofearnings
100/10 10.00 1000000.00 10000000.00 720446.84 7204468.40 Convertible bond
101/10 10.00 1000000.00 10000000.00 878945.14 8789451.40 capital increase
out of earnings
and capital
reserves
102/08 10.00 1000000.00 10000000.00 879893.90 8798939.00 Convertible bond
103/10 10.00 1000000.00 10000000.00 844922.90 8449229.00 Decrease in
treasury stock
104/02 10.00 1000000.00 10000000.00 833934.90 8339349.00 Decrease in
treasury stock
註14

62

Composition of Shareholders

March 13, 2021 March 13, 2021 March 13, 2021
Type of Stock Authorized Share Capital
Listed Shares Unissued Shares Total
Common Stock 833,934,904 166,065,096 1,000,000,000

Composition of Shareholders

March 13, 2021

Foreign
Type of Government
Financial
Other Juridical Domestic Institutions
Total
Shareholders Agencies Institutions Persons Natural Persons and Natural
Persons
Number of
Shareholders
4 4 124 30,542 142 30,816
Shareholding 1,707,483 146,213 501,944,441 278,913,587 51,223,180 833,934,904
Shareholding
Percentage
0.20 0.01 60.19 33.45 6.14 100.00

63

Distribution of Shareholding

March 13, 2021

Shareholding Range Number of Shareholders
Shareholding
Shareholding Percentage
1-999 12,316 3,652,752
0.44
1,000-5,000 12,343 27,503,785
3.30
5,001-10,000 2,656 19,757,374
2.37
10,001-15,000 1,013 12,659,731
1.52
15,001-20,000 618 11,218,894
1.35
20,001-30,000 554 13,872,146
1.66
30,001-50,000 471 18,639,949
2.24
50,001-100,000 421 29,569,812
3.55
100,001-200,000 223 31,085,837
3.73
200,001-400,000 89 24,846,239
2.98
400,001-600,000 37 18,214,550
2.18
600,001-800,000 18 12,175,009
1.46
800,001-1,000,000 11 9,907,209
1.19
Over 1,000,001 46 600,831,617
72.05
Total 30,816 833,934,904
100.00

Major Shareholders

March 13, 2021

Shareholding
Major Shareholders Shareholding
**Percentage **
NanGuan Rubber Tire Corp. Ltd. 151,228,285 18.13%
YuanhungDevelopment Co., Ltd. 82,007,468 9.83%
Yuanre Development Co., Ltd. 81,605,324 9.79%
Zhikai Development Co., Ltd 78,835,863 9.45%
Quanye Investment Co., Ltd. 33,941,666 4.07%
Lin, Jun-Ying 18,933,571 2.27%
Yi-Gui investment Co., Ltd. 15,055,000 1.81%
Guo, Qiang-Da TechnologyCo., Ltd. 10,055,731 1.21%
Vanguard Emerging Markets Stock Index Fund, a series of Vanguard International
Equity Index Funds
9,593,390 1.15%
JPMorgan Chase Bank N.A.,Taipei Branch in custody for Vanguard Total International
Stock Index Fund,a series of Vanguard Star Funds

8,810,745
1.06%

64

Market Price, Net Worth, Earnings, and Dividends Per Common Share

item 2019 2020 01/01/2021-04/09/2021
Market
Price Per
Share
Highest Market Price 59.40 53.10 43.85
Lowest Market Price 25.00 34.20 37.15
Average Market Price 38.53 43.78 40.98
Net Worth
Per Share
Before Distribution 12.84 12.94 12.94
After Distribution 12.12 12.36 --
Earnings
Per Share
Weighted Average Shares 802,248,904 802,248,904 --
Earnings Per Share 1.42 1.05 --
Diluted Earnings Per Share -- -- --
Dividends
Per Share
Cash Dividends 1.2500 0.9500 --
Accumulated Undistributed
Dividend
-- -- --
Return on
Investment
Price/Earnings Ratio 27.13 41.70 --

Price/Dividend Ratio
30.82 46.08 --

Cash Dividend Yield
3.24 2.17 --

Dividend Policy and Distribution of Earnings :

1.Dividend Policy :

If the company makes a profit at the end of each year (the so-called profit refers to the profit before tax minus the profit before the distribution of employee compensation), it shall allocate 0.1% (inclusive) to 1% (inclusive) for employees Remuneration shall be distributed by the resolution of the board of directors and reported to the shareholders meeting. However, if the company has accumulated losses, before appropriating employee compensation, it shall first reserve the amount of loss to make up, and then allocate the balance according to the preceding paragraph.

When the employee compensation in the preceding paragraph is paid in stocks or cash, the recipients include employees of affiliated companies who meet certain conditions.

The company's EARNINGS distribution or loss allowance may be made after the end of each half of the fiscal year. If there is a EARNINGS in each half of the fiscal year, it should first estimate and retain the taxable contributions, make up for the accumulated losses, estimate the retention of employee compensation, and raise 10% of the statutory EARNINGS reserve; and draw up or convert the special EARNINGS reserve in accordance with the law If there is EARNINGS, the balance plus the accumulated undistributed EARNINGS in the first half of the fiscal year shall be the shareholder’s dividend. The board of directors shall draft a EARNINGS distribution proposal. When cash is used, it shall be resolved by the board of directors. When new shares are issued, it shall be It will be

65

distributed after the resolution of the shareholders meeting is submitted.

If the company’s annual final accounts have net profit after tax for the current period, it shall first make up for the accumulated losses (including adjustment of the amount of undistributed EARNINGS), and deposit 10% according to the law as the statutory EARNINGS reserve; but the statutory EARNINGS reserve has reached the company’s actual income This is not the case for total capital. And as needed, a special EARNINGS reserve may be allocated or the EARNINGS may be retained at the discretion. If there are EARNINGSes and undistributed EARNINGSes at the beginning of the period (including adjustments to the amount of undistributed EARNINGSes), the board of directors shall draft a EARNINGS distribution proposal. When new shares are issued, it shall be submitted to the shareholders meeting for distribution after a resolution.

The company’s business is mainly in the tire industry, with diversified operations. The tire industry is currently in a mature stage and adopts a residual dividend policy. In the annual EARNINGS, in view of the fact that there will still be equipment maintenance and update, production technology upgrades and plant expansion in the next few years For capital needs such as planning, the remaining EARNINGS will be distributed in cash dividends after retaining the funds required for EARNINGS financing; in principle, the EARNINGS distribution will be between 70% and 100% in stock dividends, and between 0% and 30% in cash dividends. However, the above ratio can still be adjusted according to actual needs. To adjust the above ratio due to actual needs, the company's future investment plans and long-term financial planning should be considered. If the company's future investment plans and long-term financial planning require less than 50% of the current year’s distributable EARNINGS, it can be Increase the cash dividend payout ratio to 50% 。

  • 2.Dividend policy for the next three years :

Nankang will implement the dividend policy in accordance with the articles of association in the next three years, in order to achieve a balanced dividend policy 。

  • 3.Distribution of Earnings :

The distribution of Nankang's 2020 Earnings is determined by the board of directors (109.8.11 and 110.3.10) as follows:

of directors (109.8.11 and 110.3.10) as follows:
item
Unappropriated Retained Earnings of Previous Years
Plus: Net income
Plus: Remeasurement of Defined Benefit Obligation
Retained Earnings Available for Distribution
Item
1.
Legal reserve 10%
The first half of 2020
The second half of 2020
Thousand dollars
21,527
844,378
4,566
870,471
44,587
40,307

66

2.
Distribution Item
1H20 Cash Dividends to Share Holders (NT$0 .35
per share)
2H20 Cash Dividends to Share Holders (NT$0. 6
per share)
3.
Unappropriated R etained Earnings
Total
280,787
481,349
23,441
870,471

Impact to 2021 Business Performance and EPS Resulting from Stock Dividend Distribution: None

Remuneration of employees, directors and supervisors :

  • 1.The amount or scope of the remuneration of employees, directors and supervisors stated in the articles of association:

If the company makes a profit at the end of each year (the so-called profit refers to the profit before tax minus the profit before the distribution of employee compensation), it shall allocate 0.1% (inclusive) to 1% (inclusive) for employees Remuneration shall be distributed by the resolution of the board of directors and reported to the shareholders meeting. However, if the company has accumulated losses, before appropriating employee compensation, it shall first reserve the amount of loss to make up, and then allocate the balance according to the preceding paragraph. When the employee compensation in the preceding paragraph is paid in stocks or cash, the recipients include employees of affiliated companies who meet certain conditions 。

  • 2.The calculation basis for the amount of remuneration for employees, directors and supervisors in the current period, the calculation basis for the number of shares of employee remuneration distributed by stocks, and the accounting treatment when the actual distribution amount is different from the estimated amount: recognized as the next year Profit 。

  • and loss adjustment

  • 3.Remuneration distribution approved by the board of directors :

  • A. If there is a difference between the amount of employee compensation and the compensation of directors and supervisors distributed in cash or stocks and the annual estimated amount of recognized expenses, the difference, the reason and the handling situation should be disclosed: Nankang's annual provision of estimated employee cash compensation is new NT$1,276,000, which was approved by the board of directors after deliberation by the remuneration committee, and distributed employee cash remuneration of NT$1,276,000, which is no different from the estimated number.

The amount of employee compensation distributed by stocks and the proportion of the total after-tax net profit and total employee compensation in the individual financial report for the current period: the company did not distribute employee stock compensation in 2020 。

  • 4.The actual distribution of the remuneration of employees, directors and supervisors in the previous year (including the number of shares

67

distributed, amount and stock price), and the difference between the remuneration of recognized employees, directors and supervisors, and the number of differences, reasons and handling circumstances should be stated : A total of 1,275,670 yuan has been allotted to employees in cash in October 2020 。

method Cash Stock Stock
item Amount Number
of
differenc
es
reason Amount Price per
stock
Numbe
r of
differen
ces
reason
Employees’ Profit
Sharing
1,275,670元 None None None None None None

Buyback of Common Stock

1.Buyback of Common Stock

11th 12th 13th 14th 15th
acquisition Transferred shares to
employees
(09.09.2016)
Transferred shares
to employees
(09.09.2016)
Transferred shares to
employees
(09.09.2016)
Transferred shares to
employees
(02.08.2017)
Transferred shares to
employees
period 2016/5/18~2016/7/1 2016/8/5~2016/8/19 2016/9/12~2016/10/11 2016/12/13~2017/1/9 2017/1/16~2017/2/13
Price range
(NT dollars)
26.35 ~ 28.00 28.65 ~ 31.50 29.45 ~ 30.20 29.20 ~ 30.00 29.30 ~ 31.50
Amount
(thousand shares)
Common sotck
7,000
Common sotck
15,000
Common sotck
1,400
Common sotck
3,986
Common sotck
4,300
Price
(NT thousand dollars)
191,239 459,264 42,085 118,077 132,563
Shares sold/transferred -- -- -- -- --
Accumulated number of
company shares held
7,000仟股 22,000仟股 23,400仟股 27,386仟股 31,686仟股
Percentage of total
company shares held (%)
0.84% 2.64% 2.81% 3.28% 3.80%
  • 2.Buyback of Common Stock(executing)

  • Issuance of Corporate Bonds:None

Convertible Bond: None

  • Exchangeable Bond: None

  • Preferred Shares: None

  • Issuance of American Depositary Shares

  • Issuance of Employee Stock Options: None.

  • Status of Employee Restricted Stock: None

  • Status of New Share Issuance in Connection with Mergers and Acquisitions: None.

  • Funding Plans and Implementation

68

IV.Operational Highlights

1. Business Activities

(1) Business Scope

  1. 南港輪胎股份有限公司所經營業務,依照公司章程第二條規定如 下:

  2. (1)C804010Tires Manufacturing;

  3. (2)CC01010 Electric Power Supply, Electric Transmission and Power Distribution Machinery Manufacturing;

  4. (3)CC01030 Electric Appliance and Audiovisual Electric Products Manufacturing;

  5. (4)CC01060 Wired Communication Equipment and Apparatus

Manufacturing;

  • (5)CC01070 Telecommunication Equipment and Apparatus

Manufacturing;

  • (6)CC01080 Electronic Parts and Components Manufacturing;

  • (7)CC01990 Electrical Machinery, Supplies Manufacturing;

  • (8)F114050Wholesale of Tires and Tubes;

  • (9)F214050Retail Sale of Tires and Tubes;

  • (10)F301020Supermarkets;

  • (11)F401010International Trade;

  • (12)F501060Restaurants;

  • (13)G202010Parking Garage Business;

  • (14)G801010Warehousing and Storage;

  • (15)H701010Residence and Buildings Lease Construction and Development;

  • (16)H701020Industrial Factory Buildings Lease Construction and Development;

(17)H701040Specialized Field Construction and Development;

(18)H701050Public Works Construction and Investment;

(19)H701060New County and Community Construction and Investment;

(20)I301010Software Design Services;

  • (21)J701020Amusement Parks;

  • (22)J901020Hotels and Motels;

  • (23)JE01010Rental and Leasing Business;

  • (24)ZZ99999 All business items that are not prohibited or restricted by

law, except those that are subject to special approval.

  • 2.Main products and sales ratio

69

Sales ratio of 2020

Unit: NT thousand dollas ; %

Revenue amount % Revenue amount %
item
(Nankang only) (Nankang only) (Consolidated) (Consolidated)
Automobile tires 6,192,230 99.58 9,664,206 99.68
Motorcycle tires 26,042 0.42 29,697 0.32
Others 44 -- 1,216 --
Total 6,218,316 100.00 9,695,119 100.00

3.Main products

  • ( 1 ) Automobile tires.

  • ( 2 ) Motorcycle tires (MCR 、 MC/SC) 。

  • ( 3 ) Truck tires.

  • ( 4 ) Others

  • 4.New products development

  • ( 1 ) Development of rain tires for the track.

  • ( 2 ) Research and development of European label (RRC, Wet) double A- level summer tires.

  • ( 3 ) Research and development of all-weather tires with European labels Wet A and RRC B.

  • ( 4 ) Research and development of European-labeled Wet A-level and RRC B-level electric tire products.

  • ( 5 ) Development of the new generation snow tire AW-1 in Japan.

  • ( 6 ) Development of the new stud-free snow tire SV-4 in Central and Southern Europe.

Industry Overview

1.Industry status and development

The tires produced by Nankang are mainly car tires for motor vehicles. The output ratio of light truck tires and car tires is more than 99%. Since the Zhangjiagang plant started production in 2003, its turnover has grown rapidly from NT$16 million to NT$3,100 million in 2020, accounting for approximately 32% of consolidated operating income. The Zhangjiagang plant has been in production since 2003, with a daily production capacity of more than 18,000 equipment.

The current production capacity of Xinfeng Plant has increased to more than 20,000, MCR production capacity is 10,000 pieces/year, LTR production capacity is 10,000 pieces/month

  • 2.Relevance between upstream, midstream and downstream industries:

The products produced by the company are raw materials such as tires, rubber, black smoke, and steel wire in the upstream of the industry, and new car factories and dealers in the downstream. The relationship between the upper, middle and lower reaches of the industry is shown in the figure below.

70

==> picture [444 x 364] intentionally omitted <==

3.The development trend of the productProduct development trend In response to the demand for performance tires in various markets, the development focus is on European all-hot melt tires and North American large-size UHP and 4×4 series; European and American environmental protection awareness, policies and power facilities have made the growth trend of electric vehicles clear, in response to low pollution and low noise. With high torque and other characteristics, the performance of various tires needs to be matched with the characteristics of electric vehicles. For example, the improved fuel efficiency of tires can reduce environmental pollution, lownoise patterns can increase the sense of tranquility in the car, and the tread wear-resistant formula can avoid The rapid wear of the tires caused by the high torque of electric vehicles. This cutting-edge product can expand the difference between our company's products and other brands, improve

competitiveness, and increase product sales profits. 。

  • 4.Product Competition

Well-known brands such as MICHELIN, BRIDGESTONE, CONTINENTAL, etc., have no direct impact due to different market positioning levels. The main competing brands are Zhengxin, Taifeng, and Kenda in China, and KUMHO and HANKOOK in South Korea. In 2020, the U.S. Department of Commerce announced that it would conduct anti-dumping investigations on four Asian countries (Thailand, Vietnam, South Korea, Taiwan). The initial ruling rate is not conducive to Taiwanese companies, forcing manufacturers to accelerate investment plans in Southeast Asia and increase access to other markets to reduce anti-dumping policies. Conversely, the period when Chinese

71

brands are affected by the US dual anti-dumping policies (anti-dumping and countervailing) is approaching, and sales in the Americas are expected to increase. Although the coronavirus incident has severely hit the automobile manufacturing industry and its related industries, it does not affect the trend of electric vehicles gradually replacing fuel vehicles in various markets. In response to the prospect of rising demand for electric tires, Nankang has carried out new product research and development and production capacity planning as soon as possible to maintain market competitiveness. In the case of rising raw material costs and the impact of exchange rates, the company’s business strategy is adjusted as follows:

  • (1)Increase the value-added products: Europe focuses on the development of four-season tires and snow tires; the US, Australia, and the Middle East markets focus on 18~26 inch PCR UHP, and expand the light-duty product line for 4×4/SUV vehicles; Asia Increase gross profit with special modified specifications as high niche products; and increase domestic market profit with full-hot

melt and semi-hot melt MC/SC products 。

  • (2)Adjust the customer-level structure of the region and increase the

  • number of image stores 。

  • (3)Strengthen the export market: 94% of the export sales, and 78.9% of the export sales in Europe, America and Japan, and they are all highunit-price products

  • (4)Reduce production costs: process improvement, reduction of scrap rate, and transfer of some products to mainland production to reduce manufacturing costs.

  • (5)Strengthen financial risk control: forward foreign exchange trading operations, product liability insurance, and pre-purchase of major raw materials to avoid the risk of increased production costs when material prices rise.

  • (6)Strengthen internal control management and reduce costs.

Technology and R&D Overview

  • 1.From February 1, 2020 to January 31, 2021, Nankang invested in research and development expenses:

  • (1)2020 : 94,446 thousand dollars.

  • (2)As of February 28, 2021 : 14,360 thousand dollars.

  • 2.Research and Development Achievements in the Past Years

  • (1)Wide white side retro tire.

  • (2)Central and South America 4*4 tires SX-6.

  • (3)Southeast Asia 4*4 RT tires.

  • (4)New Nordic nailing snow tire SW-9.

  • (5)New Nordic stud-free snow tire ICE-2.

  • (6)Run flat continuous running tire (snow tire).

Long-term and Short-term Development

  • 1.Long-term Development

In the future, Nankang plans to set up sales offices in major markets around the world to expand overseas markets (such as setting up branches to serve the local market). Since 2010, the European branch

72

has started operations. In the future, in response to increased production capacity, new channels and new product introductions In order to increase performance. In the future, the sales volume in the mainland will be strengthened to increase the company's operating profit.

  • 2.Short-term Development

In response to the continuous increase in the cost of raw materials, the plan is to adjust the product group and the introduction of automated production to maintain costs, maintain the annual gross profit margin, and expand sales in the North American and Middle East markets in 2020 。

2. Market and Sales Overview

  • (1)Market analysis:Light truck tires LT, car tires PC, snow tires, SUV tires, etc., accounting for approximately 99.9% of revenue.

  • (1)2020 Main Sales Region :

(1)2020 Main Sales Region: (1)2020 Main Sales Region: (1)2020 Main Sales Region: (1)2020 Main Sales Region:
Unit: NTthousand dollars
Operatingincome -Nankangonly Operatingincome -Nankangconsolidated
Region 2019 2020 2019 2020
Amount % Amount % Amount % Amount %
Domestic sales 394,267 5.78 406,563 6.54 467,950 4.21 500,785 5.17
Overseas sales 6,426,945 94.22 5,811,753 93.46 10,643,630 95.79 9,194,334 94.83
Total 6,821,212 100.00 6,218,316 100.00 11,111,580 100.00 9,695,119 100.00
The
amount of
export
distribution
area and its
ratio to
total sales
America 4,100,739 60.12 3,796,893 61.06 4,750,033 42.75 4,287,525 44.22

Europe
449,175 6.58 464,485 7.47 2,885,479 25.97 2,475,061 25.53
China 4,764 0.07 5,248 0.08 423,400 3.81 397,673 4.10


Other
Asia
865,988 12.70 803,665 12.93 1,130,639 10.18 1,005,636 10.37
Others 1,006,279 14.75 741,462 11.92 1,454,079 13.08 1,028,439 10.61
  • 1.Market share and future supply and demand conditions and growth of the market

  • (1) market share

According to the latest global tire sales rankings announced by the American Tire Business magazine for 2020, Nankang Tire ranks 55th and is the world’s top 60 manufacturers 。

  • (2) Possible future supply and growth

After the Taiwan plant's production capacity is increased to 20,000 tires per day, it will provide sufficient supply of car and light truck tires in the main markets in Europe, the United States and Japan. The development and mass production of electric tires will also be included in the production focus of the two plants in 2020. ; Compared with ordinary UHPT tires, Nankang Tire's product quality advantages will bring more business opportunities to global distributors and agents 。

  • (3) Advantages and disadvantages of competitive niche and development prospects and countermeasures:

73

  • A. Advantages:

  • a. Advantages of research and development capabilities and experience:

Since its establishment in 1959, Nankang Tire has accumulated rich experience in professional tire design and new product research and development. From product design and manufacturing to quality and testing of finished products, it has an important position in the industry. At the same time, it was awarded in 2001. Awarded as one of the top 100 domestic brands. In April 2017, he was awarded the "Taiwan Excellence Award". In March 2016, AS-2+ was awarded the "Innovative Product Silver Award" at the Taipei International Auto Parts Exhibition hosted by the Republic of China Foreign Trade Association.

  • b. Good product quality: Nankang Tire has been studying the improvement of tire products for a long time, and has cooperated with famous international companies in technology, and has obtained ISO9001, ISO14001 and other quality management system certifications. Therefore, the quality of the manufactured products is highly praised. The 2015 new product ECO-2+ also obtained the TÜV SÜD Mark tire certification from the German certification body.

  • c. Good relationship with raw material suppliers, the supply of raw materials is reliable and the quality is stable.

  • B. Advantages and disadvantages of development prospects and countermeasures:

  • a. Advantages:

    • (a)The tire industry is a capital-intensive and technologyintensive industry. Due to the high level of capital and technology, it is difficult for new manufacturers to join. At the same time, China adopts a tightening policy for new licenses and imposes restrictions on the development of new production capacity.

    • (b)Nankang Tire has obtained ISO 9001, ISO 14001 quality management system certification and European E-MARK certification, which contributes to the improvement of domestic and foreign market competitiveness.

    • (c)Since tire products are consumable products, they are relatively less affected by the economy than other industries.

    • (d)Nankang Tire has strong R&D technology capabilities, and often leads the development of new products, such as the development of snow tires and high-performance car tires, etc.

    • (e)Nankang Tire has a long history. Since its establishment in 1959, Nankang Tire’s image and product quality have been highly recognized by customers.

    • (f)Increase revenue and reduce expenditure. Actively develop new customer sources to create revenue, while diversifying risks, so that revenue is not easily affected by

74

a single region or customer; in addition, it strengthens cost and expense control to improve profitability.

  • b. disadvantages:

  • (a)The limited recovery of the European economy has led to a reduction in people’s spending power, thus adversely affecting the sales of Nankang Tire.

  • (b)The price of rubber raw materials gradually rises, which in turn affects the overall profitability.

  • (c)Due to the anti-dumping and anti-subsidy measures taken by the United States against mainland China, tire factories in mainland China have overcapacity and caused oversupply in the tire market. It is expected that competition in the low- and medium-priced tire market will intensify, which will adversely affect tire prices. 。

  • c. Responsibility:

  • (a)Actively research and develop new products, such as lowprofile high-performance car tires and new pattern energysaving tires dedicated to four-wheel transmission to meet market demand 。

  • (b)Actively seek the substitution of raw materials to reduce costs and diversify risks, and avoid the risk of being restricted by a single material 。

  • (c)Actively develop new customers and expand export markets to increase turnover 。

  • (d)Adjust the product structure and increase the added value of the product to enhance the profitability of Nankang Tire

  • (e)Improve the on-site working environment, update machinery and equipment to improve work quality, production efficiency and attract talent 。

75

(2)Main products and production process

  • 1.The main products of Nankang Tire are automobile tires

  • 2.Tire manufacturing process

==> picture [451 x 640] intentionally omitted <==

76

Supply status of main raw materials:

Item supplier
Natural Rubber HEVEA GLOBAL PTE LTD
REGIONAL RUBBER TRADING
YONGAN (SINGAPORE) INTERNATIONAL TRADE PTE.LTD
Synthetic Rubber TSRC Corporation
BIG VICTORY ENTERPRISE INC
MOST GLAD LIMITED
Carbon Black Linyuan Advanced Materials Technology Co., Ltd.
Jiangxi Black Cat Carbon Black Inc., Ltd.
DRAGONSUN GLOBE CO., LTD.
Fabric Jiangsu Taiji Industry New Materials Co., Ltd.
FORMOSA TAFFETA CO., LTD.
Bead Wire JIANGSU XINGDA STEEL
KISWIRE CORD YANGTZE
Chemicals SUN BEAM TECH. INDUSTRIAL CO., LTD.
SHANDONG YANGGU HUATAI CHEMICAL
JIANGSU JI AOXIANG IMPORT AND EXPORT CO., LTD.

77

Major Suppliers and Clients

1. Major Suppliers in the Last Two Calendar Years

Unit: NT thousand dollars

2019

2019 2019 2019 2019 2019
Ranking Name Amount Percent Relation with Issuer
1 TSRC Corporation 503,415 8.45 None
Others 5,454,819 91.55
Total 5,958,234 100.00
2020
Ranking Name Amount Percent Relation with Issuer
1 TSRC Corporation 485,955 10.45 None
Others 4,162,917 89.55
Total 4,648,872 100.00

2. Major Clients in the Last Two Calendar Years

Unit: NT thousand dollars

2019
Ranking Name Amount Percent Relation with Issuer
1 Clients A 2,500,525 22.50 None
2 Clients B 1,740,502 15.66 None
Others 6,870,553 61.84
Total 11,111,580 100.00
2020
Ranking Name Amount Percent Relation with Issuer
1 Clients A 2,196,120 22.65 None
2 Clients B 1,697,320 17.51 None
Others 5,801,679 59.84
Total 9,695,119 100.00

78

Production in the Last Two Years

1.Nankang Only

unit : thousand piece , NT thousand dollars

Year
2019 2020
Output
Major Products Capacity Quantity Amount Capacity Quantity Amount
Automobile tires 8,165 5,396 5,265,661
7,894
5,217 4,654,069
Motorcycle tires 60 5 4,495
72
6 5,681
Total 8,222 5,401 5,270,156
7,951
5,223 4,659,750

2.Consolidated

unit : thousand piece , NT thousand dollars

Year
2019 2020
Output
Major Products Capacity Quantity Amount Capacity Quantity Amount
Automobile tires 14,005 9,590 8,827,733
13,745
9,412 7,466,075
Motorcycle tires 60 5 4,495
72
6 5,681
Total 14,065 9,595 8,832,228
13,806
9,418 7,471,756

Shipments and Sales in the Last Two Years 1.Nankang Only:

unit : thousand piece , NT thousand dollars

2020 2020 2020 2020
Year
2019
Output Local Export Local Export
Major Products Quantity Amount Quantity Amount Quantity Amount Quantity Amount
Automobile tires 318 392,225 5,340 6,420,051 324 388,761 5,073 5,803,469
Motorcycle tires 1 2,042 4 6,790 49 17,802 5 8,240
Others - - 1 104 - - 2 44
Total 319 394,267 5,345 6,426,945 373 406,563 5,080 5,811,753

2.Consolidated:

unit : thousand piece , NT thousand dollars

Year
2019
2020
Output Local Export Local Export
Quantit
Major Products Quantity Amount Quantity Amount Quantity Amount Amount
y
Automobile tires 320 463,267 9,284 10,636,736 338 478,156 8,356 9,186,050
Motorcycle tires 3 4,125 4 6,790 50 21,457 5 8,240
Others 5 558 1 104 5 1,172 2 44
Total 328 467,950 9,289 10,643,630 393 500,785 8,363 9,194,334

79

3. Human Resources

February 25, 2021

年度
2019 2020 As of February 25, 2021
Number of
Employees
Staff 299 320 323
Operator 526 513 515
Foreign
workers
566 546 502
Total 1391 1379 1340
Average Age 40.6 41.6 41.5
Average Years of Service 10.4 10.8 10.7
Education Ph.D. 0.12% 0.24% 0.24%
Masters 5.22% 5.52% 5.73%
Bachelor’s
Degree
32.52% 33.25% 33.69%
Senior High
School
45.63% 44.06% 43.61%
Below Senior
High

16.51%
16.93% 16.73%
  1. Environmental Protection Expenditure

  2. (1)Total Losses and Penalties:

    • 1.On April 24, 2020, in violation of Article 31, Paragraph 1, Paragraph 1, of the Waste Disposal Act, the penalty was NT$6,000.

    • On May 5, 2020, in violation of Article 31, Paragraph 1, Paragraph 1, of the Waste Disposal Act, the penalty was NT$6,000.

Countermeasures:

  • 1.The aforementioned two cases on April 26, 2018 and June 25, 2019 were caused by incorrect values in the declared data (nonenvironmental pollution).

  • 2.The relevant content plan and current situation have been reported to the competent authority for reference and applied for change adjustment.

Environmental protection expenditures in 2020:

  • 1.Expenditure for disposal of industrial waste is approximately NT$11,913,000.

  • 2.Air pollution prevention equipment expenditure is

approximately NT$25,608,000.

80

  1. Labor Relations

(1)Employee Benefit Programs

  • ⚫ Plant facilities and services :

There are staff restaurants, staff welfare agencies, vending machines and other facilities in the factory area, and

transportation vehicles are arranged for employees to commute.

  • ⚫ Health management:

  • Health management regularly handles various health promotion activities, including health lectures, factory doctors to the factory for consultation (face-to-face), blood donation, weight loss, smoking cessation, blood donation, etc., to enhance employees’ self-health awareness; employees’ physical health checks are provided annually, and in accordance with health Check the results, give appropriate health promotion suggestions, and track the physical and mental conditions of employees through abnormal ethnic group tracking; for employees who are human-induced hazards and maternal health protection, after interviews with doctors, hazard prevention or improvement measures are taken at different levels.

  • ⚫ Education and welfare policy for employees' children Employees can apply for childcare and childcare subsidies every year before their children are 7 years old, so that employees can reduce their burdens and reduce work pressure; provide awards, bursaries and related tuition and miscellaneous subsidies for employees’ children.

  • ⚫ Various employee welfare programs:

In addition to general labor and health insurance, the welfare measures provided by the Employee Welfare Committee include: annual payment, travel subsidies, employee children's stipends, birthday parties, marriages, senior employee incentives, hospitalization allowances, and funeral subsidies. (Nankang Tire was approved by the competent authority to establish the Employee Welfare Committee on August 3, 1982. The source of the benefits: (1) 1% capital allocation at the time of establishment, (2) 0.5% monthly salary allocation, ( 3) Appropriate 0.15% of monthly net business, (4) Appropriate

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40% of selling off, and (5) other interest income.

  • ⚫ Staff training:

In order to enhance employees' work intelligence, improve their quality and work efficiency, Nankang Tire has specially formulated training methods for practitioners, and provided necessary training for employees at all levels of Nankang Tire. In September of each year, the education and training plan, budget, implementation effectiveness, student learning evaluation report and annual education and training review report are presented at the meeting of the management review committee of the company.

Nankang Tire’s education and training system is divided into four categories: (1) new recruits training (2) on-the-job training for employees (3) cadre training at all levels (4) foreign technical training and out-of-company lectures, etc., and various education and training are used to strengthen employees Skills and enhance the company's competitiveness, and file training data of employees.

  • ⚫ Employee rewards:

In order to encourage employees to actively pursue continuous growth and enhance the company's competitiveness, Nankang Tire provides various reward methods including: monthly excellent employee selection, quarterly model labor selection, 6S appraisal awards for each unit, seniority service rewards and retirement thanks.

Retirement system and implementation status:

Nankang Tire has established a "Labor Retirement Reserve Supervision Committee" in accordance with the law. The retirement of employees is handled in accordance with the relevant retirement regulations and Nankang Tire's retirement measures. Nankang Tire has a retirement policy for officially hired employees. According to the regulations, each employee will receive two bases for each full year of service for the first 15 years, and one base for each full year of service from the sixteenth year onwards. , Can receive up to 45 bases. The payment of employee retirement pension is calculated based on the length of

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service and the salary of the six months before retirement. Nankang Tire, in accordance with the provisions of the labor retirement reserve allocation and management regulations, allocates a monthly retirement reserve of 15% of the total salary, and deposits it in the Bank of Taiwan in the name of the Labor Retirement Reserve Supervision Committee. If you choose the new labor retirement system, then Withholding 6% of monthly insured salary to the individual labor account of the Bureau of Labor Insurance.

Agreements between labor and management and various employee rights protection measures :

Since its establishment in 1959, Nankang Tire has maintained a harmonious labor-management relationship, and under the principle of labor-management integration, it has held labormanagement meetings on time every three months, and regularly concluded group agreements with the company’s trade unions. Therefore, relevant proposals can Successfully resolved under the conditions of mutual understanding and mutual benefit between labor and management.

In the most recent year and up to the publication date of the prospectus, the losses suffered due to labor disputes, and the estimated amount and corresponding measures that may occur at present and in the future are disclosed:

Nankang Tire has always upheld the spirit of labor-management harmony and has not suffered any losses due to labor disputes. It is estimated that in the future, Nankang Tire will continue to actively promote labor-management harmony policies and strengthen communication between labor and management and improve welfare measures. There should be no loss due to labor disputes. Code of employee conduct or ethics:

Nankang Tire’s work rules set various codes of conduct or ethics for employees, which are listed as one of the important items for assessment at the end of the year. In order to implement the implementation of various codes, a complete reward and 。 punishment system is established

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6. Environment and Industrial Safety

Nankang Tire has always spared no effort in the importance and implementation of environmental protection, industrial safety and employee health. Passed the continuous implementation of ISO14001, and completed the certification of

OHSAS18001&CNS15506 in March 2013, so as to enhance 。 employees' awareness of environmental safety

  1. Environmental Declaration:

In order to achieve the sustainable development mission of environmental protection and giving back to the public, Nankang Tire adheres to the spirit of "Environmental protection for all employees, following policies and regulations, saving waste and reducing pollution, and being a home company" and the requirements of ISO14001 international environmental management standards:

(1)Committed to employee environmental education, promote environmental protection concepts, and enhance environmental awareness.

(2)Meet the requirements of government environmental protection regulations and related organizations.

(3)Continue to reduce the amount of production auxiliary materials and raw materials used.

(4) Committed to dust pollution prevention and control and waste reduction to minimize the company's environmental impact. (5)Conserve natural resources and carry out semi-finished waste classification and recycling.

(6)Make the environmental policy public and communicate it to the organization staff.

  1. Safety and health policy :

Nankang Tire carefully manages and controls high-risk operations such as falling, electric shock, being trapped, and fire, so as to reduce the impact of occupational safety and health, continuously improve safety and health performance, and ensure consultation with employees and their representatives. Provide them with time and resources to participate in all processes of the

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safety and health management system, and through the safety and health committee to make recommendations on the safety and health policies formulated by the employer, and to review, coordinate and suggest safety and health related matters.

3. Environmental Policy:

Nankang Tire is committed to the balance of economic, environmental and social aspects. It pursues the chief operating officer while also taking into account environmental protection. In the face of global climate change, water resources reduction and various environmental pollution issues, it comprehensively inspects raw materials, manufacturing, services, and Recycling and other activities at various stages, taking into account the impact on society and the environment, setting various strategies and goals, creating green competitiveness, and updating equipment to reduce carbon emissions from Nankang tires, hoping to achieve zero carbon emissions in the future.

➢ Air pollution:

The air pollution sources of Nankang Tire are particulate pollutants (PM), sulfur oxides (SOx), nitrogen oxides (NOX) and volatile organic gases (VOCs) produced in the refining, material quality, vulcanization process and boiler steam generation process. ), which meets the emission standards of fixed (air) pollution source operating permits every year.

The generation of peculiar smell of smoke has always been a topic of concern to neighboring residents. In terms of air pollution management policies, Nankang Tire has adjusted the waste gas treatment equipment in the rubber mixing process to ensure compliance with air pollution emission standards in addition to dust collectors, scrubbers and the use of low-odor aromatics by improving the self-refining process of raw materials. Lift the exhaust pipes of air pollution control equipment to reduce the odor and continue to reduce environmental pollution and achieve the expectations of stakeholders.

Due to the increasingly stringent environmental pollution emission standards and the consideration of the sustainability of

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the company, the company's Xinfeng Plant expects to plan a second natural gas boiler to replace the oil-fired boiler in the future (the first natural gas boiler has been officially put into production in mid-2018 ), the factory currently uses three activated carbon equipment to adsorb general VoCs. Due to the increase in process capacity, the cost of activated carbon replacement will increase. In 2019, the factory tested the activated carbon adsorption efficiency at the Hsinchu County Environmental Protection Bureau to be insufficient (less than 50 %) and was fined. Therefore, from the beginning of 2020, alternative treatment equipment will be regulated (reducing treatment costs and improving treatment efficiency), in order to reduce emissions and comply with environmental protection regulations and emission standards.

Since 2015, Nankang tires have been replaced for the pile height. In order to improve the public's understanding of the traditional factory area, the diesel stacker has been replaced with an electric stacker, which is higher than the diesel stacker which emits a lot of exhaust gas and noisy. In 2019, Nankang Tire has updated nearly 60% of the stackers to be more environmentally friendly and electric, hoping to provide a comfortable environment for the colleagues in the factory and the residents in the surrounding neighbourhoods..

➢ Water resources management:

The discharge water of Nankang Tire Xinfeng Plant includes two major parts: process wastewater and domestic sewage. The wastewater is discharged after equipment treatment and the government issues a water pollution prevention and control measures license, so the water quality meets the discharge standard) and is carried out in accordance with the Water Pollution Prevention and Control Law. In order to ensure that the sewage treatment process is worry-free, the factory has specially installed the front and back end monitoring systems of the treatment equipment and set up communication software to facilitate the monitoring of abnormal reports.

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In the ISO14001 environmental management system, it will be included in the supervision and control items of laws and regulations. Qualified environmental inspection companies are regularly requested to conduct the water quality inspection of the discharged sewage to ensure that the discharged sewage meets the domestic discharge water standards, and the relevant test paper reports are filed for preparation. The competent authority conducts the investigation, and the company's total discharge of water in 2019 is 160,360 cubic meters (the data can be found in the Internet Declaration and Inquiry System of the Environmental Protection Department of the Executive Yuan and the sewage sewer system. Archive), the discharge destination is Xinfengxi, in addition, from 2018 to 2019, the recycling and reuse of wastewater in the area is about 15%.

➢ Waste management :

The waste of Nankang tires includes general household garbage, waste rubber, waste dust collection, waste sludge, waste oil, waste oil mixture, etc. According to the process waste management strategy, the emphasis is on legal removal and disposal and waste reduction and reuse. All wastes must be determined by laws and regulations. The government-approved material removal and treatment company shall be entrusted to carry out the waste removal and treatment. For the wastes that can be recycled and reused, they shall be classified and commissioned according to their categories, and relevant records shall be archived. Prepare for inspection by the competent authority.

The waste in the factory is implemented in accordance with the "Industrial Waste Removal Plan" approved by the Hsinchu County Environmental Protection Bureau. The waste is handled by a qualified environmental cleaning and transportation company certified by the competent authority. Nankang Tire regularly tracks the route of the removal vehicle to grasp the waste Whether the final flow is legal or not, in addition, Nankang Tire does not have any imported or exported harmful substances.

Recyclable waste includes waste rubber, metal waste, waste

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plastic, waste pallets and waste paper cartons, etc., and are also collected separately and handed over to legal recycling companies for recycling to enhance the life of resource recycling and reuse cycle. It is announced that waste products and containers that should be recycled and reused are handed over to Tzu Chi for sorting, and a sorting and recycling system is properly established 。 to strengthen the concept of recycling

The company's environmental policy is as follows :

Follow the regulations

  • ⚫ Comply with the government's environmental protection laws and customer requirements for environmental protection, and respond to environmental sustainability movements such as global energy conservation and carbon reduction.

Full participation

  • ⚫ Disseminate environmental protection information to colleagues, customers, third parties and other relevant stakeholders through advocacy and communication, so that they can recognize personal responsibilities.

  • ⚫ Disclosure of environmental related information, enhance the environmental sustainability culture of the factory, and implement planning improvements based on stakeholder opinions.

Committed to prevention

  • ⚫ Strengthen chemical storage and use management and use prevention equipment to reduce the impact of wastewater, dust, chemicals, and noise on the environment, properly reduce and classify waste, and enhance its reuse rate.

Continuous improvement

  • ⚫ Optimize process equipment and reduce energy consumption and greenhouse gas emissions. Strengthen the inspection system through continuous improvement of Plan-Do-Check-Action to achieve the goal of sustainable operation.

  • Greenhouse gas emissions, water consumption and total waste weight in 2020

  • (1) Greenhouse gas emissions :

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Nankang Tire Xinfeng Plant’s greenhouse gas emissions in 2019 and 2020 have been certified by the British Standards Institute (BSI) in accordance with the verification criteria specified in ISO 14064-1/CNS 14064-1. The total greenhouse gas emissions in 2019 will be 67,307.826 tons, and the emissions in 2020 will be 55,849.890 tons, an annual reduction of about 17.02%

  • (2) Water consumption:

Nankang Tire’s Xinfeng Plant’s water consumption in 108 years was 115,567 kWh, and the water consumption in 109 was 115,230 kWh, an annual reduction of about 0.29%.

  • (3) Total weight of waste :

The total waste weight of Nangang Tire Xinfeng Plant in 2019 years was 1,682.18 tons, and it was 2,944.94 degrees in 2020 years, an annual increase of about 75.07%.

Corporate Social Responsibility

The concept of Nankang Tire’s social responsibility is based on the idea that business operations must comply with sustainable development and abide by corporate ethics in order to gain support from the society, create more profits, and give back to the society at the same time. Therefore, it is not only necessary to start with the social responsibility of "self-interest", but also from the responsibility of "self-interest" to the ethical level of "altruism" in order to create a modern enterprise that combines name and reality.

The management and practice of environmental protection have been highly affirmed. As for the importance of industrial safety, it spares no effort. Regular fire drills, health inspections for all employees, factory maintenance settings, and various full-time environmental protection and industrial safety certification personnel training and obtaining, at the same time In order to achieve the purpose of preventing accidents, improving the safety and health of employees, protecting company property, preventing pollution, and promoting good-neighborliness, emergency response drills are held regularly to strengthen the company's

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response capabilities.

Nankang Tire fulfills its social responsibilities. In addition to paying taxes on annual surpluses, it also actively participates in various activities in the region to enhance a better living environment for community residents.

In accordance with this criterion, Nankang Tyre implements public welfare activities as follows:

  1. Regularly participate in and sponsor public welfare activities organized by residents in nearby villages.

  2. Nankang Tire regularly participates in beach cleaning and street sweeping activities organized by the Hsinchu County Environmental Protection Bureau every year. Increase participation in the cleaning and maintenance activities of the environment of Hongmaogang Scenic Area in Xinfeng Township every week 。

  3. In the winter of 2020, Nangang Tire will organize winter warming activities for low-income households in the villages near the factory, including grain, winter quilts and other materials, benefiting about 120 households.

  4. Sponsor local charity elimination and community activities.

  5. Continue to cooperate with local universities and colleges in Hsinchu to set up construction and education cooperation, so that students can acquire skills and integrate them in advance, so that they can enter the workplace smoothly in the future. In 2020, 215 students have participated in this project. The industry-university cooperation includes the tire manufacturing process. Learning, raw material management, industrial engineering management, material and formula research and development, tire pattern design... and other related industry knowledge.

  6. Important Contracts

Agreement Counterparty Period Major Contents Restrictions
Quality Assurance Contract CSRC 2001.2.01~2020.2.1 Ensure the quality of supply None

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Quality Assurance Contract TSRC Corporation 2001.2.01~2020.2.1 Ensure the quality of supply None

91

V. Financial Information

一、 Five-Year Financial Summary

一 ( ) Condensed Balance Sheet

1. Consolidated Condensed Balance Sheet¬¬

Unit: NT$ thousands

Financial Summary for The Last Five Years As of
Year
March 31,
item
2020 2019 2018 2017 2016 2021
Current assets 22,265,066 17,674,856 14,054,542 14,240,216 13,156,578
Property, Plant and
Equipment
8,278,421 8,283,229 8,351,677 8,521,833 8,514,077
Intangible assets 2,348 2,327 2,209 507 646
Other assets 1,479,305 1,681,879 1,007,586 985,780 1,093,949
Total assets 32,025,140 27,642,291 23,416,014 23,748,336 22,765,250
Current
liabilities
Before
distribution
15,119,094 15,514,211 8,903,486 10,832,324 9,431,051
After distribution 15,600,443 16,115,898 9,064,018 11,399,400 10,348,379
Non-current liabilities 6,118,739 1,419,189 4,138,253 2,020,615 1,852,079
Total
liabilities
Before
distribution
21,237,833 16,933,400 13,041,739 12,852,939 11,283,130
After distribution 21,719,182 17,535,087 13,202,271 13,420,015 12,200,458
Equity attributable to
shareholders of theparent
10,787,307 10,708,891 10,374,275 10,895,397 11,482,120
Capital stock 8,339,349 8,339,349 8,339,349 8,339,349 8,339,349
Capital surplus 18,970 18,970 18,970 18,970 18,970
Retained
earnings
Before
distribution
3,196,579 3,230,109 2,654,029 3,046,147 3,340,507
After distribution 2,715,230 2,628,422 2,493,497 2,479,071 2,423,179
Other equity interest 175,638 63,692 305,156 434,160 541,393
Treasury stock (943,229) (943,229) (943,229) (943,229) (758,099)
Non-controlling interest -- -- -- -- --
Total equity Before
distribution
10,787,307 10,708,891 10,374,275
10,895,397
11,482,120
After distribution 10,305,958 10,107,204 10,213,743 10,328,321 10,564,792

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2. Condensed Statement of Income

Unit: NT$ thousands

Financial Summary for The Last Five Years As of
Year
March 31,
item
2020 2019 2018 2017 2016
2021
Current assets 4,419,833 2,622,500 3,981,548 4,144,450 3,564,356
Property, Plant and
Equipment
5,963,161 6,008,333 5,945,002 5,919,391 5,606,740
Intangible assets -- -- -- -- --
Other assets 10,929,397 11,273,435 10,922,646 10,702,320 10,656,404
Total assets 21,312,391 19,904,268 20,849,196 20,766,161 19,827,500
Current
liabilities
Before
distribution
9,433,007 7,874,439 9,055,814 8,337,511 6,980,761
After
distribution
9,914,356 8,476,126 9,216,346 8,904,587 7,898,089
Non-current liabilities 1,092,077 1,320,938 1,419,107 1,533,253 1,364,619
Total
liabilities
Before
distribution
10,525,084 9,195,377 10,474,921 9,870,764 8,345,380
After
distribution
11,006,433 9,797,064 10,635,453 10,437,840 9,262,708
Equity attributable to
shareholders of theparent
10,787,307 10,708,891 10,374,275 10,895,397 11,482,120
Capital stock 8,339,349 8,339,349 8,339,349 8,339,349 8,339,349
Capital surplus 18,970 18,970 18,970 18,970 18,970
Retained
earnings
Before
distribution
3,196,579 3,230,109
2,654,029
3,046,147 3,340,507
After
distribution
2,715,230 2,628,422 2,493,497 2,479,071 2,423,179
Other equity interest 175,638 63,692 305,156 434,160 541,393
Treasury stock (943,229) (943,229) (943,229) (943,229) (758,099)
Non-controlling interest -- -- -- -- --
Total equity Before
distribution
10,787,307 10,708,891 10,374,275 10,895,397 11,482,120
After
distribution
10,305,958 10,107,204 10,213,743 10,328,321 10,564,792

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( 二 ) Condensed Statement of Comprehensive Income

1. Consolidated Condensed Statement of Comprehensive Income-consolidated

Unit: NT$ thousands

Financial Summary for The Last Five Years As of
Year
March 31,
Item
2021
2020 2019 2018 2017 2016
Operating revenue 9,695,119 11,111,580 10,445,261 11,326,015 10,318,606
Gross profit 2,330,381 2,057,885 1,633,005 2,117,604 2,309,461
Income from operations 1,029,090 714,705 425,577 917,353 1,061,974
Non-operating income 91,995 620,498 (85,154) (91,584) 489,762
Non-operating expenses 1,121,085 1,335,203 340,423 825,769 1,551,736
Income before tax 844,378 1,135,684 183,406 633,267 1,025,658
Net income (Loss) -- -- -- -- --
Other comprehensive
income
(income after tax)
844,378 1,135,684 183,406 633,267 1,025,658
Total comprehensive
income
116,512 (239,411) (137,453) (117,532) (535,314)
Net income attributable
to shareholders of the
parent
960,890 896,273 45,953 515,735 490,344
Net income attributable
to non-controlling interest
844,378 1,135,684 183,406 633,267 1,025,658
Comprehensive income
attributable to
Shareholders of theparent
-- -- -- -- --
Comprehensive income
attributable to non-
controllinginterest
960,890 896,273 45,953 515,735 490,344
Earnings per share -- -- -- -- --
Operating revenue 1.05 1.42 0.23 0.79 1.25

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2. Consolidated Condensed Statement of Comprehensive Income-Parents Only

Unit: NT$ thousands

As of
Financial Summary for The Last Five Years March 31,
Year
2021
Item
2020 2019 2018 2017 2016
Operatingrevenue 6,218,316 6,821,212 5,772,242 6,658,295 5,200,368
Grossprofit 1,419,488 1,308,890 843,323 1,236,962 1,153,414
Income from operations 604,142 447,683 82,474 459,519 330,744
Non-operatingincome 457,759 826,710 168,261 307,859
1,021,188
Non-operatingexpenses 1,061,901 1,274,393 250,735 767,378 1,351,932
Income before tax 844,378 1,135,684 183,406 633,267 1,025,658
Net income(Loss) -- -- -- -- --
Other comprehensive
income
(income after tax)
844,378 1,135,684 183,406 633,267 1,025,658
Total comprehensive
income
116,512 (239,411) (137,453) (117,532) (535,314)
Net income attributable
to shareholders of the
parent
960,890 896,273 45,953 515,735 490,344
Net income attributable
to non-controlling
interest
-- -- -- -- --
Comprehensive income
attributable to
Shareholders of the
parent
-- -- --
--
--
Comprehensive income
attributable to non-
controllinginterest
-- -- -- -- --
Earningsper share -- -- -- -- --
Operatingrevenue 1.05 1.42 0.23 0.79 1.25

一 ( )Auditors’ Opinions from 2017 to 2021

Year CPA CPA Audit Opinion
2020 Chou, Ying-Lai Tseng, Kuo-Fu An Unmodified Opinion
2019 Chou, Ying-Lai Tseng, Kuo-Fu An Unmodified Opinion
2018 Chou, Ying-Lai Tseng, Kuo-Fu An Unmodified Opinion
2017 Chou, Ying-Lai Tseng, Kuo-Fu An Unmodified Opinion
2016 Chou, Ying-Lai Tseng, Kuo-Fu An Unmodified Opinion

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二、 Five-Year Financial Analysis

、 1 Consolidated Financial Analysis

Financial Analysis for the Financial Analysis for the Financial Analysis for the Last Five Years Last Five Years
Year As of Percentage
March 31,
in last two
Remarks
Item 2020 2019 2018 2017 2016
2021 years
Financ
ial
structu
re (%)
Debt Ratio 66.32 61.26 55.70 54.12 49.56 8.26
Ratio of long-term
capital to property, plant
and equipment
204.22 146.42 173.77 151.56 156.61 39.48 (1)
Solven
cy (%)
Current ratio 147.26 113.93 157.85 131.46 139.50 29.25 (2)
Quick ratio 79.66 57.66 61.43 48.69 53.18 38.15 (2)
Interest earned ratio
(times)
12.30 10.95 3.77 8.36 18.40 12.33
Operat
ing
perfor
mance
Accounts receivable
turnover(times)
4.18 4.82 4.88 5.47 5.22 (13.28)
Average collection
period
87 76 75 67 70 14.47
Inventory turnover
(times)
0.80 1.07 1.02 1.09 1.02 (25.23) (3)
Accounts payable
turnover(times)
16.21 24.29 15.92 16.27 19.14 (33.26) (4)
Average days in sales 456 341 358 335 358 33.72 (3)
Property, plant and
equipment turnover
(times)
1.17 1.34 1.24 1.33 1.21 (12.69)
Total assets turnover
(times)
0.32 0.44 0.44 0.49 0.45 (27.27) (4)
Profita
bility
Cash
flow
Return on total assets
(%)
3.10 4.87 1.20 3.12 4.78 (36.34) (5)
Return on stockholders'
equity (%)
7.86 10.77 1.72 5.66 8.77 (27.02) (5)
Pre-tax
income to
paid-in
capital
(%)

Profit ratio
(%)
12.34 8.57 5.10 11.00 12.73 43.99 (6)
Earnings per
share (NT$)
13.44 16.01 4.08 9.90 18.61 (16.05)
Profit ratio(%) 8.71 10.22 1.76 5.59 9.94 (14.77)
Earningsper share(NT$) 1.05 1.42 0.23 0.79 1.25 (26.06) (5)
Cash flow ratio (%) 9.11 27.48 12.12 6.94 12.99 (66.85) (7)
Cash flow adequacy ratio
(%)

82.85
71.21 48.75 75.75 98.90 16.35

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Cash reinvestment ratio
(%)
1.59 14.37 1.82 (0.64) 4.13 (88.94) (7)
Financ
ial
structu
re (%)
Operating leverage 2.20 2.86 4.07 2.45 2.32 (23.08) (8)
Financial leverage 1.11 1.23 1.41 1.14 1.09 (9.76)

Remarks:

(1) The ratio of long-term funds to real property, plant and equipment: The non-current liability factor of 2020, Nanrong Development and Construction Company increased its long-term borrowings by 4,928,435 thousand yuan compared with that in 2019, resulting in an increase in the ratio of long-term funds to real property, plant and equipment;

(2) Liquidity and quick ratio: financial assets measured at fair value through profit and loss in 2020 increased by RMB 2,248,067 thousand compared with the previous year, which affected the increase of 25.97% in current assets in 2020 compared with the change in 2019, which is conducive to the change in current and quick ratios. 29.25%, 38.15%;

(3) Inventory turnover rate and average sales days: Mainly due to the fact that the subsidiary Nanrong's development and construction project in 2020 has entered the substantive development stage, and the increase in construction in progress (the company's inventory accounted for 88% of the combined), resulting in a decrease in the combined inventory turnover rate And increase the average sales days;

(4) Payable turnover rate and total asset turnover rate: The consolidated revenue of 2020 years fell by 12.75% compared with that of 2019 years, which relatively affected the cost of goods sold, resulting in lower payable turnover rate and total asset turnover rate;

(5) Profitability ratio: The profitability of the year 2020 decreased by RMB 291,306 thousand compared with that of the year 2008, which is not conducive to the return on assets, equity, and earnings per share; (6) Operating profit ratio: Although the consolidated revenue in 2020 years declined by 12.75%, due to the proper control of material costs and management and sales expenses, the operating profit ratio increased by 314,385 thousand yuan compared with that in 2019 years, resulting in a favorable change in operating profit ratio of 43.99%;

(7) Cash flow and cash reinvestment rate: The net cash inflow from operating activities in 2020 decreased by 2,885,828 thousand yuan compared with that in 2019 (mainly due to the increase in cash outflows of 1,462,202 thousand yuan and contract liabilities compared with the inflow of 2019 years due to the new inventory of Nanrong Development and Construction in 2020 Decrease by 2,023,647 thousand yuan), resulting in lower cash flow and reinvestment ratio;

(8) Operating leverage: The operating income in 2020 fell by 12.75% compared with that in 2019, and the operating profit in 2020 increased by 43.99% compared with that in 2019, resulting in a decrease in operating leverage. 。

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2 、 Financial Analysis -Parents Only

Year Year Financial Analysis for the Financial Analysis for the Financial Analysis for the Past Five Years Past Five Years
As of March Percentage in Remark
item 2020 2019 2018 2017 2016 31, 2021
last two years

s
Financial
structure
(%)

Debt Ratio
49.38 46.20 50.24 47.53 42.09 6.88
Ratio of long-term
capital to property,
plant and equipment
199.21 200.22 198.37 209.97 229.13 (0.50)
Solvency
(%)

Current ratio
46.85 33.30 43.97 49.71 51.06 40.69 (1)
Quick ratio 38.90 23.53 35.55 38.00 42.02 65.32 (1)
Interest earned ratio
(times)
12.37 12.33 3.41 9.24 22.03 0.32
Operatin
g
performa
nce
Accounts receivable
turnover(times)
4.97 5.36 5.04 6.13 5.59 (7.28)
Average collection
period
73 68 72 60 65 7.35
Inventory turnover
(times)
6.57 7.47 5.89 7.02 6.68 (12.05)
Accounts payable
turnover(times)
15.40 21.18 15.84 18.84 18.17 (27.29) (2)
Average days in sales 56 49 62 52 55 14.29
Property, plant and
equipment turnover
(times)
1.04 1.14 0.97 1.16 0.98 (8.77)
Total assets turnover
(times)
0.29 0.33 0.28 0.33 0.26 (12.12)
Profitabil
ity
Cash
flow
Return on total assets
(%)
4.46 6.02 1.28 3.50 5.40 (25.91) (3)
Return on
stockholders' equity
(%)
7.86 10.77 1.72 5.66 8.77 (27.02) (3)
Pre-tax
income to
paid-in
capital (%)
Profit
ratio(%)
7.24 5.37 0.99 5.51 3.97 34.82 (4)
Earnings
per share
(NT$)

12.73
15.28 3.01 9.20 16.21 (16.69)
Profit ratio(%) 13.58 16.65 3.18 9.51 19.72 (18.44)
Earnings per share
(NT$)
1.05 1.42 0.23 0.79 1.25 (26.06) (3)
Cash flow ratio (%) 14.80 8.02 4.66 2.69 6.09 84.54 (5)
Cash flow adequacy
ratio(%)
46.35 41.82 40.75 52.35 78.48 10.83

98

Cash reinvestment
ratio(%)
2.12 0.28 (0.60) (2.97) 1.15 657.14 (5)
Financial
structure
(%)


Operating leverage
2.48 2.96 10.88 2.71 3.34 (16.22)

Profit ratio (%)
1.18 1.34 (3.86) 1.25 1.24 (11.94)
Remarks:
  • (1) Liquidity and quick ratio: Financial assets measured at fair value through profit and loss in 2020 years increased by 2,248,067 thousand yuan compared with last year, which affected the significant increase in current assets in 2020 by 68.54% compared with that in 2019 years, which is conducive to liquidity and quick ratio Changes reached 40.69%, 65.32%;

  • (2) Payable turnover rate: Mainly due to the decline in revenue in 2020, the relative cost of goods sold decreased by 12.94% compared with the change in 2019 years, resulting in a decrease in the turnover rate of accounts payable;

  • (3) Profitability ratio: The profitability of 2020 years decreased by 291,306 thousand yuan compared with that of 2019 years, which is not conducive to the return on assets, equity and other profitability ratios and profitability ratios such as operating profit and earnings per share;

  • (4) Operating profit ratio: Although the revenue in 2020 years declined by 8.84%, due to the proper control of material costs and management and sales expenses, the operating profit ratio increased by 116,012 thousand yuan compared with that in 2019 years, resulting in a favorable change in operating profit ratio of 34.82%;

  • (5) Cash flow and cash reinvestment rate: The net cash inflow from operating activities in 2020 years increased by 764,982 thousand yuan compared with that in 2008 (mainly due to adjustments to the share of profits and losses of subsidiaries and affiliates using the equity method, which increased by 711,746 thousand yuan compared with that in 2008), To increase the cash flow rate and cash reinvestment ratio in 2020 years.

  • Financial structure

  • (1) Liabilities to assets ratio = total liabilities/total assets.

  • (2) The ratio of long-term funds to real property, plant and equipment = (total equity + non-current liabilities)/net of real property, plant and equipment.

  • Solvency

  • (1) Current ratio = current assets/current liabilities.

  • (2) Quick ratio = (current assets-inventory-prepaid expenses) / current liabilities.

  • (3) Interest protection multiple = Net profit before income tax and interest expense/Interest expense in the current period.

  • Operating ability

  • (1) Accounts receivable (including accounts receivable and notes receivable due to business) turnover rate = net sales/average receivables for each period (including accounts receivable and notes receivable due to business) Notes receivable) balance.

  • (2) Average number of days for cash collection = 365/ turnover rate of accounts receivable.

  • (3) Inventory turnover rate = cost of goods sold/average inventory value.

  • (4) Accounts payable (including accounts payable and bills payable due to business) turnover rate = cost of goods sold/average payables (including accounts payable and bills payable due to business) balance in each period.

  • (5) Average sales days=365/inventory turnover rate.

  • (6) Turnover rate of real estate, plant and equipment = net sales/average net real estate, plant and equipment.

  • (7) Turnover rate of total assets = net sales/total average assets.

  • Profitability

  • (1) Return on assets = [After-tax profit and loss + interest expense x (1-tax rate)] / average total assets.

  • (2) Return on equity = after-tax profit and loss/average total equity.

  • (3) Net profit rate = after-tax profit and loss/net sales.

  • (4) Earnings per share = (Profit and loss attributable to owners of the parent company-special stock

99

dividends)/weighted average number of issued shares. (Note 4)

  1. Cash flow

  2. (1) Cash flow ratio = net cash flow from operating activities/current liabilities.

  3. (2) Net cash flow allowable ratio = net cash flow from operating activities in the last five years/(capital expenditure + increase in inventory + cash dividends) in the last five years.

  4. (3) Cash reinvestment ratio = (net cash flow from operating activities-cash dividends) / (gross real estate, plant and equipment + long-term investment + other non-current assets + working capital). (Note 5)

  5. Leverage:

  6. (1) Operating leverage = (net operating income-variable operating costs and expenses) / operating profit (Note 6).

  7. (2) Financial leverage = operating profit/(operating profit-interest expense).

100

三、 Audit Committee’s Review Report

The Board of Directors has prepared the Company's 2020 Business Report, Financial Statements, and proposal for allocation of earnings.

The CPA firm of Baker Tilly Clock & Co was retained to audit Nankang's Financial Statements and has issued an audit report relating to the Financial Statements.

The Business Report, Financial Statements, and earnings allocation proposal have been reviewed and determined to be correct and accurate by the Audit Committee members of Nankang Rubber Tire CORP., LTD. According to relevant requirements of the Securities and Exchange Act and the Company Law, we hereby submit this report.

Nankang Rubber Tire CORP., LTD.

Chairman of the Audit Committee

Wu, Si-Yi

==> picture [188 x 78] intentionally omitted <==

March 10, 2021

101

  1. Consolidated Financial Statements and Independent Auditors’ Report

  2. along with Parent Company Only Financial Statements and Independent Auditors’ Report

(English Translation of Consolidated Financial Statements

and Report Originally Issued in Chinese)

[NANKANG RUBBER TIRE CORP., LTD. ]

AND SUBSIDIARIES

CONSOLIDATED FINANCIAL STATEMENTS

AND INDEPENDENT AUDITORS' REPORT FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019

Address: Suite 608, No.136, Sec.3, Jen Ai Rd., Taipei City, Taiwan

(R.O.C.)

Phone : (886-2) 2707-1000

The auditors’ report and the accompanying consolidated financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language auditors’ report and consolidated financial statements, the Chinese version shall prevail.

1

DECLARATION OF CONSOLIDATION OF FINANCIAL

STATEMENTS OF AFFILIATES

The entities that are required to be included in the combined financial statements of Nankang Rubber Tire Corp., Ltd. As of and for the year ended December 31, 2020, under the Criteria Governing the Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises are the same as those included in the consolidated financial statements prepared in conformity with the International Financial Reporting Standard 10, “Consolidated Financial Statements,” In addition, the information required to be disclosed in the combined financial statements is included in the consolidated financial statements. Consequently, Nankang Rubber Corp., Ltd. And subsidiaries do not prepare a separate set of combined financial statements.

Very truly yours,

NANKANG RUBBER TIRE CORP., LTD.

By

CHANG-PING, CHANG

Chairman

March 10, 2021

2

INDEPENDENT AUDITORS' REPORT

NO.00031090ECA

To the Board of Directors of Nankang Rubber Tire Corp., Ltd.

Opinion

We have audited the accompanying consolidated financial statements of Nankang Rubber Tire Corp., Ltd. and its subsidiaries (collectively referred to as “the Company”), which comprise the consolidated balance sheets as of December 31, 2020 and 2019, the consolidated statements of comprehensive income, changes in equity and cash flows for the years ended December 31, 2020 and 2019, and the notes to the consolidated financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Company as of December 31, 2020 and 2019, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards (“IFRSs”), International Accounting Standards (“IASs”), interpretations as well as related guidance endorsed by the Financial Supervisory Commission of the Republic of China.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Company in accordance with the Certified Public Accountants Code of Professional Ethics in Republic of China (“the Code”), and we have fulfilled our other ethical responsibilities in accordance with the Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most

3

significance in our audit of the consolidated financial statements for the year ended December 31, 2020. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Key audit matters for the Company’s consolidated financial statements for the year ended December 31,2020 are explained as follows:

Inventory valuation

The consolidated inventory amount of the company totaled NT$9,965,305 thousand accounted for 31% of the total assets, in which the inventory of tire manufacturing was NT$1,223,175 thousand and the construction in progress of the construction and development was NT$8,742,130 thousand. Regarding the accounting policies for the inventory, please refer to Note 4(11) of the Consolidated Financial Report.

The inventory valuation of the company is measured at the cost and net realizable value, whichever is lower. The profitability of the tire industry is directly influenced by the price fluctuation of the main material, the natural rubber. Thus, the international price fluctuation of the material has the uncertain factors due to the external economic environment. In addition, the construction division of the subsidiary was still under development and the amount of construction in progress accounted for 88% of the consolidated inventory, resulted in the decrease in the consolidated inventory turnover. However, the valuation of the inventory’s net realizable value is relevant to the major judgments and estimates and the inventory amount is significant to the consolidated report. Thus, we believe that the inventory valuation of the company shall be listed as one of the most important matters for audit in this year.

The corresponding audit process we perform mainly for the above key audit matters is as follows:

  1. Confirm that the purchase of the company and the subsidiaries all undergo the procedure of inquiry, parity and price negotiation by testing the control points related to the internal control of the purchase.

  2. Assess the reasonableness regarding the inventory valuation and the allowance policy for inventory devaluation and obsolescence loss of the Consolidated Company.

4
  1. Confirm the reasonableness of the net realizable value by the random checking and calculating the inventory valuation of the Consolidated Company based on the information.

  2. Confirm the completeness of the allowance for inventory devaluation and obsolescence loss of the Consolidated Company by assessing the inventory conditions of the annual inventory and aging inventory analysis.

  3. Aim at the investment in the construction in progress to conduct sampling inspection for relevant costs and confirm the appropriate attribute and classification to understand the progress of the construction and the reasonableness of the construction investment. Also assess the reasonableness regarding the book value of the land and construction in progress which has no impairment.

Impairment of property, plant and equipment

The property, plant and equipment of the Company as of December 31, 2020 was NT$8,278,421 thousand, which accounted for 26% of the total assets. Regarding the accounting policies for the impairment of the non-financial assets, please refer to Note 4(18) to the consolidated financial report.

The management of the Company regularly assesses whether the property, plant and equipment has any sign of impairment. Given the recoverable amount of each cash-generating unit measured during the impairment assessment involves many assumptions and estimates, the estimation method may have direct impact on and change the result of the recoverable amount measurement. Also, the amount of the property, plant and equipment is significant to the consolidated report, therefore we believe that the impairment assessment for the property, plant and equipment of the Company shall be listed as one of the most important matters for auditing this year.

The corresponding audit process we perform mainly for the above key audit matters is as follows:

  1. Understand, analyze, and assess the reasonableness regarding the cash-generating unit identified by the management of the Company and the subsidiaries which has no sign of impairment.

  2. Assess and analyze the assumptive data of the impairment test, including the cash flow forecast and discount rate, to confirm the appropriateness of each assumptive data.

5

Other Matter

We have also audited the parent company only financial statements of Nankang Rubber Tire Corp., Ltd as of and for the years ended December 31, 2020 and 2019 on which we have issued an unmodified opinion.

Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the IFRSs, IASs, interpretations as well as related guidance endorsed by the Financial Supervisory Commission of the Republic of China, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

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

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

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the auditing standards generally accepted in the Republic of China will always detect a material

6

misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

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

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

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

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

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

  5. Evaluate the overall presentation, structure and content of the consolidated financial

7

statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

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

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

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

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

Baker Tilly Clock & Co

Ying-Lai Chou , CPA

8

Kuo-Fu Tseng, CPA

March 10, 2021

Notes to Readers

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

The auditors’ report and the accompanying consolidated financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language auditors’ report and consolidated financial statements, the Chinese version shall prevail.

9

NANKANG RUBBER TIRE CORP., LTD. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

December 31, 2020 and 2019

(In Thousands of New Taiwan Dollars)

ASSETS NOTES December 31,2020 December 31,2020 December 31,2019 December 31,2019
Amount Amount
CURRENT ASSETS
Cash and cash equivalents
Financial assets at fair value through
profit or loss-current
Notes receivable,net
Accounts receivable,net
Other receivables
Other receivables from related parties
Current tax assets
Inventories
Prepayments
Other current financial assets
Other current assets,others
Total current assets
NONCURRENT ASSETS
Investment accounted for using equity
method
Property, plant and equipment
Right-of-use assets
Investment property,net
Intangible assets
Deferred tax assets
Prepayments for business facilities
Refundable deposits
Total noncurrent assets
6

7
8
8
29
9
10,30
11

12
13
14
15
26
$ 3,972,357
2,351,265
444,085
1,775,020
96,029

442
9,965,305
255,645
2,665,926
738,992
13
7
1
6



31
1
8
3
$ 2,471,790
103,198
211,973
2,149,820
80,236
120,000
19,208
8,556,850
172,800
3,748,731
40,250
9

1
8



31
1
14
22,265,066 70 17,674,856 64
815,998
8,278,421
207,728
331,346
2,348
21,844
92,506
9,883
2
26
1
1



990,469
8,283,229
198,437
331,375
2,327
27,047
106,058
28,493
4
30
1
1



9,760,074 30 9,967,435 36
TOTAL $ 32,025,140 100 $ 27,642,291 100

The accompanying notes are an integral part of the consolidated financial statements.

10

NANKANG RUBBER TIRE CORP., LTD. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

December 31, 2020 and 2019

(In Thousands of New Taiwan Dollars)

LIABILITIES AND EQUITY NOTES December 31,2020 December 31,2020 December 31,2019 December 31,2019
Amount Amount
CURRENT LIABILITIES
Short-term borrowings
Short-term notes and bills payable
Fanancial liabilities at fair value through
profit or loss-current
Contract liability
Notes payable
Accounts payable
Other payables
Current tax liabilities
Provisions-current
Lease liabilities-current
Current portion of long-term borrowings
Other current liabilities,others
Total current liabilities
NONCURRENT LIABILITIES
Long-term borrowings
Deferred
tax
liabilities-land
value
increment tax
Deferred tax liabilities-income tax
Lease liabilities-noncurrent
Net defined pension liabilities
Other non-current liabilities
Total noncurrent liabilities
Total liabilities
EQUITY ATTRIBUTABLE TO OWNERS
OF THE COMPANY
Capital stock
Capital EARNINGS
Retained earnings
Legal reserve
Special reserve
Unappropriated earnings
Other equity
Treasury shares
Total equity attributable to owners of
the Company
NON-CONTROLLING INTERESTS
Total equity
16
17

7
24
18
19
14
20
20

26
26
14
21

22(1)
22(2)
22(3)
22(4)
23
$ 6,893,034
479,613
99
5,323,695
18,531
548,620
687,076
273,115
10,100
14,712
789,242
81,257
21
1

17

2
2
1


3
$ 7,417,622
249,708
481
3,663,645
14,718
326,550
681,113
140,536
9,300
11,898
2,915,561
83,079
27
1

13

1
2
1


11
15,119,094 47 15,514,211 56
5,189,042
733,196
89,385
15,210
90,845
1,061
16
3



499,848
733,196
67,779
4,156
112,596
1,614
2
3



6,118,739 19 1,419,189 5
21,237,833 66 16,933,400 61
8,339,349
18,970
3,196,579
26

10
8,339,349
18,970
3,230,109
30

12
348,586
2,302,896
545,097
1
7
2
249,984
2,302,896
677,229
1
8
3
175,638
(943,229)
1
(3)
63,692
(943,229)

(3)
10,787,307 34 10,708,891 39
10,787,307 34 10,708,891 39
TOTAL $32,025,140 100 $27,642,291 100

The accompanying notes are an integral part of the consolidated financial statements.

11

NANKANG RUBBER TIRE CORP., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

FOR THE YEARS ENDED ON DECEMBER 31, 2020 AND 2019

(In Thousands of New Taiwan Dollars, Except Earnings Per Share)

DESCRIPTION NOTE 2020 2020 2019 2019
Amount Amount
OPERATING REVENUES
OPERATING COSTS
GROSS PROFIT BEFORE UNREALIZED GROSS
UNREALIZED PROFIT FROM SALES
REALIZED PROFIT ON FROM SALES
GROSS PROFITFROM OPERATIONS
OPERATING EXPENSES
Selling and marketing expenses
General and administrative expenses
Research and development expenses
Expected credit impairment losses
Total operating expenses
INCOME FROM OPERATIONS
NON-OPERATING INCOME AND EXPENSES
Interest income
Other income
Other gains and losses
Finance costs
Share of profits of associates accounted for using
equity method
Total non-operating income and expenses
INCOME BEFORE INCOME TAX
INCOME TAX EXPENSE
NET INCOME
OTHER COMPREHENSIVE INCOME (LOSS)
Items that will not be reclassified subsequently to
profit or loss
Remeasurement of defined benefit obligation
Income tax benefit (expense) related to items that
will not be reclassified subsequently
Items that may be reclassified subsequently to profit
or loss
Exchange differences on translation of foreign
operations
Income tax relating to the components of other
comprehensive income(loss)
Other comprehensive (loss) income, net of income
tax
TOTAL COMPREHENSIVE INCOME FOR THE
YEAR
NET INCOME ATTRIBUTABLE TO
Shareholders of the parent
Non-controlling interests
TOTAL
COMPREHENSIVE
INCOME
ATTRIBUTABLE TO
Shareholders of the parent
Non-controlling interests
EARNING PER SHARE
Basic
Diluted
24
9
29
29
25(1)
25(2)
25(3)

12
26

21

26






27
$ 9,695,119
(7,364,738)
100
(76)
$ 11,111,580
(9,053,695)
100
(81)
2,330,381 24 2,057,885 19
(876)
1,039

(1,039)
662

2,330,544 24 2,057,508 19
(793,842)
(412,620)
(94,446)
(546)
(8)
(4)
(1)
(836,229)
(395,381)
(110,711)
(482)
(8)
(4)
(1)
(1,301,454) (13) (1,342,803) (13)
1,029,090 11 714,705 6
28,034
95,065
244,759
(99,229)
(176,634)

1
3
(1)
(2)
31,933
74,528
39,420
(134,243)
608,860

1

(1)
6
91,995 1 620,498 6
1,121,085
(276,707)
12
(3)
1,335,203
(199,519)
12
(2)
$ 844,378 9 $ 1,135,684 10
5,708
(1,142)
111,946


1
2,566
(513)
(241,464)


(2)
116,512 1 (239,411) (2)
$ 960,890 10 $ 896,273 8
$ 844,378
9
$ 1,135,684
10
$ 960,890
10
$ 896,273
8
$ 1.05
$ 1.05
$ 1.42
$ 1.42

The accompanying notes are an integral part of the consolidated financial statements.

12

NANKANG RUBBER TIRE CORP., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019

(In Thousands of New Taiwan Dollars)

(In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars)
DESCRIPTION Equityattributable to the owners of the Company Non-
controlling
interests
Total equity
Capital Stock Capital
EARNINGS
Retained earnings Other equity Treasury
shares
Subtotal
Legal reserve Special reserve Unappropriated
earnings

Exchange
differences on
translation of
foreign
operations
BALANCE, JANUARY 1, 2019 $ 8,339,349 $ 18,970 $ 172,730 $ 2,302,896 $ 178,403 $ 305,156 $ (943,229) $ 10,374,275 $ $ 10,374,275
Appropriations of prior year’s earnings
Legal reserve
Cash dividends
Net income in 2019
Other comprehensive income in 2019,
net of income tax
Total comprehensive income in 2019








77,254





(77,254)
(561,657)
1,135,684
2,053



(241,464)




(561,657)
1,135,684
(239,411)




(561,657)
1,135,684
(239,411)
1,137,737 (241,464) 896,273 896,273
BALANCE, DECEMBER 31, 2019 8,339,349 18,970 249,984 2,302,896 677,229 63,692 (943,229) 10,708,891 10,708,891
Appropriations of prior year’s earnings
Legal reserve
Cash dividends
Net income in 2020
Other comprehensive income in 2020,
net of income tax
Total comprehensive income in 2020








98,602





(98,602)
(882,474)
844,378
4,566



111,946




(882,474)
844,378
116,512




(882,474)
844,378
116,512
848,944 111,946 960,890 960,890
BALANCE, DECEMBER 31, 2020 $ 8,339,349 $ 18,970 $ 348,586 $ 2,302,896 $ 545,097 $ 175,638 $ (943,229) $ 10,787,307 $ $ 10,787,307

The accompanying notes are an integral part of the consolidated financial statements.

13

NANKANG RUBBER TIRE CORP., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED ON DECEMBER 31, 2020 AND 2019

(In Thousands of New Taiwan Dollars)

DESCRIPTION 2020 2019
CASH FLOWS FROM OPERATING ACTIVITIES
Income before income tax
Adjustments for:
Income and expense (loss) items
Depreciation expense
Amortization expense
Expected credit impairment losses
Net gain on financial assets and liabilities at fair value
through profit or loss
Interest expense
Interest income
Dividend income
Share of profit of associates accounted for using equity
method
Loss on disposal or retirement of property, plant and
equipment, net
Loss on disposal of investments
Unrealized profit from sale
Realized profit on from sale
Other adjustments to reconcile loss
Changes in operating assets and liabilities
Financial assets at fair value through profit or loss
Notes receivable
Notes receivable from related parties
Accounts receivable
Accounts receivable from related parties
Other receivables
Inventories
Prepayments
Other current assets
The incremental cost of obtaining the contract
Financial liabilities at fair value through profit or loss
Contract liability
Notes payable
Accounts payable
Other payables
Provisions
Other current liabilities
Accrued pension liabilities
Cash generated from operations
Interest received
Interest paid
Income taxes paid
Net cashgenerated byoperatingactivities
$ 1,121,085
787,593
422
546

(425,498)
99,229
(28,034)
(9,033)

176,634

7,747

876
(1,039)
26,791
(315)
(228,524)
(93)
335,946
6,341
(18,017)
(1,401,312)
(81,770)
528
(699,315)

1,660,707
3,813
216,843
12,549
800
(935)
(16,043)
$ 1,335,203
874,874
363
18,961
(22,438)
134,243
(31,933)
(6,022)
(608,860)
12,641
180
1,039
(662)
6,286
(9,068)
(24,920)
1,464
(127,818)
(6,992)
(18,048)
(167,996)
(11,741)
7,090
(23,570)
(2,815)
3,616,173
8,619
(63,727)
6,047
900
5,083
(16,789)
1,548,522
29,693
(101,403)
(99,929)
4,885,767
34,275
(138,514)
(518,817)
$ 1,376,883 $ 4,262,711
14

(Continued)

NANKANG RUBBER TIRE CORP., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED ON DECEMBER 31, 2020 AND 2019

(In Thousands of New Taiwan Dollars)

DESCRIPTION 2020 2019
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of financial assets at fair value through profit or
loss
Proceeds from disposal of financial assets at fair value
through profit or loss
Acquisition of investments accounted for under the equity
method
Payments for property, plant and equipment
Proceeds from disposal of property, plant and equipment
Decrease (increase) in Refundable Deposits
Decrease in other receivables due from related parties
Purchase of Intangible Assets
Decrease (increase) in other financial assets
Decrease (increase) in prepayments for business facilities
Dividends received from other investment
Net cash generated by (used in) investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
Increase (decrease) in short-term borrowings
Increase (decrease) in short-term notes and bills payable
Increase in long-term borrowings
Decrease in long-term borrowings
Increase (decrease) in guarantee deposits received
Repayment of the principal portion of lease liabilities
Cash dividends
Net cash generated by (used in) financing activities
EFFECT OF EXCHANGE RATE CHANGES ON THE
BALANCE OF CASH AND CASH EQUIVALENTS HELD
IN FOREIGN CURRENCIES
NET INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS
CASH AND CASH EQUIVALENTS AT BEGINNING OF
THE PERIOD
CASH AND CASH EQUIVALENTS AT END OF THE
PERIOD

$ (2,438,183)

615,552

(2,000)
(763,945)
4,055
18,605
120,000
(407)
1,083,743
13,552
9,033
$


(898,190)
4,575
(1,627)

(577)
(3,659,963)
(65,503)
6,022
(1,339,995) (4,615,263)
(531,731)
229,905
5,578,435
(3,015,561)
(580)
(14,449)
(882,453)
818,989
(64,914)
780,000
(857,623)
(1,028)
(13,390)
(561,637)
1,363,566 100,397


100,113
(103,786)

1,500,567

2,471,790
(355,941)
2,827,731

$ 3,972,357
$ 2,471,790

The accompanying notes are an integral part of the consolidated financial statements.

15

NANKANG RUBBER TIRE CORP., LTD. AND ITS SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019

(Amounts in thousands of New Taiwan dollars, unless otherwise stated)

1.ORGANIZATION AND OPERATIONS

Nankang Rubber Tire Corp., Ltd. was established in February 1959 and is mainly involved in the manufacturing and selling of tires and various rubber supplies. In November 1963, the stocks of the Company were approved by the Financial Supervisory Commission (FSC) for listing on the Taiwan Stock Exchange.

The consolidated financial report were included Nankang Rubber Tire Corp., Ltd. and its subsidiaries collectively as the “Company” are described in Note 4.

The consolidated financial report is expressed in New Taiwan Dollars, the functional currency adopted by Nankang Rubber Tire Corp., Ltd.

2. APPROVAL OF FINANCIAL STATEMENTS

The consolidated financial statements were approved by the board of directors and authorized for issue on March 10, 2021.

3. APPLICATION OF NEW AND REVISED STANDARDS, AMENDMENTS AND

INTERPRETATIONS

  • (1)Effect of the adoption of new issuances of or amendments to International Financial Reporting Standards (“IFRS”) as endorsed by the Financial Supervisory Commission (“FSC”)

New standards, interpretations and amendments endorsed by FSC effective from 2020

are as follows:

are as follows:
New, Revised or Amended Standards and Interpretations
Amendments to IAS 1 and IAS 8, ‘Disclosure initiative-definition
of material’
Amendments to IFRS 3, ‘Definition of a business’
Amendments to IFRS 9 and IAS 39 and IFRS 7, ‘Interest rate
bechmark reform’
Amendment to IFRS 16, ‘Covid-19-related rent concessions’
Effective Date Issued
byIASB
January 1, 2020
January 1, 2020
January 1, 2020
June 1, 2020
16

The above standards and interpretations have no significant impact to the Company’s financial condition and financial performance based on the Company’s assessment.

  • (2)Effect of new issuances of or amendments to IFRSs as endorsed by the FSC but not yet

adopted by the Group

adopted by the Group
New, Revised or Amended Standards and Interpretations
Amendments to IFRS 4 “Extension of the Temporary Exemption
from Applying IFRS 9”
Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16
“Interest Rate Benchmark Reform -Phase 2”
Effective Date Issued
byIASB
January 1, 2021
January 1, 2021

The Company evaluated that the adoption of the aforementioned IFRSs would not have any material impact on the consolidated financial report.

  • (3) IFRSs issued by IASB but not yet endorsed by the FSC
IFRSs issued by IASB but not yet endorsed by the FSC
New, Revised or Amended Standards and Interpretations
Amendments to IFRS 10 and IAS 28 “Sale or Contribution of
Assets between An Investor and Its Associate or Joint Venture”

Amendments to IFRS 3 “Reference to the Conceptual Framework”
IFRS 17 “Insurance Contracts”
Amendments to IFRS 17
Amendments to IAS 1 “Classification of Liabilities as Current or
Non-current”
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 Issued
byIASB
To be determined by IASB
January 1, 2022
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2022
January 1, 2022

The Company continues to assess the impact of the aforementioned standards and

interpretations on the financial status and business result of the Company, and relevant

impacts will be disclosed after the completion of the assessment.

4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

  • (1) Statement of compliance

The consolidated financial statements have been prepared in accordance with the Guidelines Governing the Preparation of Financial Reports by Securities Issuers, IFRSs, IASs, Interpretations as well as related guidance translated by the ARDF endorsed by the FSC with the effective dates (collectively, “IFRSs”).

  • (2) Basis of Preparation
17

The consolidated financial statements have been prepared on the historical cost basis except for financial instruments that are measured at fair value. Historical cost is generally based on the fair value of the consideration given in exchange for assets.

(3) Basis of Consolidation

  • A. The basis for the consolidated financial statements

The consolidated financial statements incorporated the financial statements of Nankang Rubber Tire Corp., Ltd. and its controlled entities (the subsidiaries). Control is achieved where the Company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the Company.

All intra-company transactions, balances, income and expenses are eliminated in full on consolidation.

B. The Subsidiaries in the consolidated financial statements:

Name of Investor Name of Investee Main Businesses and
Products
Establishment and
OperatingLocation
Nankang Rubber Tire
Corp., Ltd.
Nankang Rubber Tire
Corp., Ltd.
Nankang Rubber Tire
Corp., Ltd.
Nankang Rubber Tire
Corp., Ltd.
Nankang Rubber Tire
Corp., Ltd.
Nankang Rubber Tire
(Singapore) Pte. Ltd.
Nankang International
Co., Ltd.
Nanzong Construction
Developments, Co., Ltd.

Taipei NanHung Rubber
Tire Corp. Ltd.

Nankang Rubber Tire
(Singapore) Pte. Ltd.

Nankang International Co.,
Ltd.

Nankang Tire Netherlands
B.V

Nankang (ZhangJiaGang
Free Trade Zone) Rubber
Industrial Co.Ltd.

Nankang (ZhangJiaGang
Free Trade Zone) Rubber
Industrial Co.Ltd.
Professional asset
management

All kinds of tire
transactions

Reinvestment of other
businesses and all
kinds of tire
transactions

Reinvestment of other
businesses and all
kinds of tire
transactions

Information collection
and all kinds of tire
transactions
Reinvestment of other
businesses and
production and
marketing of auto
and motorcycle
tires

Reinvestment of other
businesses and
production and
marketing of auto
and motorcycle
tires
Taiwan
Taiwan
Singapore
Seychelles
Nederland
Zhang Jiagang Free
Trade Zone, Jiangsu
Province, China
Zhang Jiagang Free
Trade Zone, Jiangsu
Province, China
Name of Investee Percentage of Ownership Percentage of Ownership
December 31,2020 December 31,2019
Nanzong Construction Developments, Co.,
Ltd.
100% 100%
18
Taipei NanHung Rubber Tire Corp. Ltd. 100% 100%
Nankang Rubber Tire (Singapore) Pte. Ltd. 100% 100%
Nankang International Co., Ltd. 100% 100%
Nankang Tire Netherlands B.V 100% 100%
Nankang (ZhangJiaGang Free Trade Zone) 100% 100%
Rubber Industrial Co.Ltd.

C. Subsidiaries excluded from consolidated financial statement: None.

D. Other information: None.

(4) Foreign Currencies

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

At each balance sheet date, monetary items denominated in foreign currencies are retranslated at the closing rates. All exchange differences arising on the settlement of monetary items or on translating monetary items are taken to profit or loss in the period.

Non-monetary items measured at fair value that are denominated in foreign currencies are retranslated at the rates prevailing at the date when the fair value was determined. Exchange differences arising on the retranslation of non-monetary items are recognized in profit or loss for the year except for exchange difference arising from the retranslation of non-monetary items in respect of which gains and losses are recognized directly in other comprehensive income, in which case, the exchange differences are also recognized directly in other comprehensive income.

Non-monetary items that are measured at historical cost in a foreign currency are not retranslated.

For the purposes of presenting consolidated financial statements, the assets and liabilities of the Consolidated Company’ foreign operations are translated into New Taiwan dollars using exchange rates prevailing at each balance sheet date. Income and expense items are translated at the average exchange rates for the period. Exchange differences arising, if any, are recognized in other comprehensive income and accumulated in equity.

19

On the disposal of a foreign operation (i.e., a disposal of the Company’s entire interest in a foreign operation, or a disposal involving the loss of control over a subsidiary that includes a foreign operation, or a partial disposal of an interest in an associate that includes a foreign operation of which the retained interest becomes a financial asset), all of the exchange differences accumulated in equity in respect of that operation attributable to the owners of the Company are reclassified to profit or loss.

(5) Classification of Current and Noncurrent Assets and Liabilities

The current assets are assets that are held primarily for the purpose of trading and the assets, cash and cash equivalents (excluding those restricted for exchanging or liquidating liabilities over 12 months after the end of reporting period ) expected to be realized within 12 months at the end of reporting period. Assets not attributed to current assets are the non-current assets.

The current liabilities are liabilities that are held primarily for the purpose of trading, expected to be settled within 12 months after the end of reporting period and those not having an unconditional right to defer settlement beyond 12 months after the end of reporting period. Liabilities not attributed to current liabilities are the non-current liabilities.

For the part of the Company responsible for the construction work with an operating cycle longer than a year, assets and liabilities with respect to the construction business are classified as current or non-current with the normal operating cycle as the standard.

(6) Cash equivalents

Cash equivalents refer to short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value. Including one-year time deposits and three-month investment are held for the purpose of meeting short-term cash commitments in operation.

(7) Financial Instruments

Financial assets and financial liabilities are recognized when the Company become a party to the contractual provisions of the instruments.

Financial assets and financial liabilities are initially measured at fair value. Transaction

20

costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition.

Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognized immediately in profit or loss.

(8) Financial assets

All regular way purchases or sales of financial assets are recognized and derecognized on a trade date basis. Regular way purchases or sales are purchases or sales of financial assets that require delivery of assets within the time frame established by regulation or Convention in the marketplace.

  • A . Measurement category

Financial assets are classified into the following categories: financial assets at fair value through profit or loss (“FVTPL”) and financial assets at amortized cost. a) Financial asset at FVTPL

Financial assets at FVTPL includes the financial assets mandatorily classified as at FVTPL. Financial assets at FVTPL are stated at fair value, with any gains or losses arising on remeasurement recognized in profit or loss. The net gain or loss recognized in profit or loss. Fair value is determined in the manner described in Note 35.

  • b) Measured at amortized cost

When a company after merger simultaneously meets the following two conditions in its investment in financial assets, the financial assets are classified as the ones carried at cost after amortization:

  • 1) The financial assets are held under a specific operation mode, in which the purpose of the mode is to hold the financial assets in order to collect contract cash flows.

  • 2) The cash flow generated on a specific date due to contract clauses is completely for the payment of the principal and the interest accrued from the outstanding principal amount.

Cash and cash equivalents, notes and accounts receivable, other receivables and

21

refundable deposits are measured at amortized cost. Subsequent to initial recognition, financial assets measured at amortized cost are measured at amortized cost, which equals to carrying amount determined by the effective interest method less any impairment loss. Foreign exchange gains and losses are recognized in profit or loss.

Except for the two conditions below, the interest income is calculated by multiplying the effective interest rate by the total book value of the financial assets:

  • 1) The interest income of the purchased or originated credit-impaired financial assets is calculated by multiplying the credit-adjusted effective interest rate by the cost of amortized financial assets.

  • 2) The interest income of the financial assets which are not purchased or originated credit-impairment but subsequently become credit-impaired financial assets is calculated by multiplying the effective interest rate by the cost of amortized financial assets.

  • B. Impairment of financial assets

At the end of each reporting period, a loss allowance for expected credit loss is recognized for financial assets at amortized cost.

The loss allowance for accounts receivable is measured at an amount equal to lifetime expected credit losses. For financial assets at amortized cost, when the credit risk on the financial instrument has not increased significantly since initial recognition, a loss allowance is recognized at an amount equal to expected credit loss resulting from possible default events of a financial instrument within 12 months after the reporting date. If, on the other hand, there has been a significant increase in credit risk since initial recognition, a loss allowance is recognized at an amount equal to expected credit loss resulting from all possible default events over the expected life of a financial instrument.

The expected credit loss is calculated according to the average weighted credit loss in which the risk rated ratio of default occurrence is used in calculation. The 12-

22

month expected credit loss represents the credit loss expected to occur to the financial instruments within 12 months after their reporting day due to possible default. The expected credit loss in the duration period refers to the credit loss expected to occur to the financial instruments in the expected duration period due to possible default.

The Company recognizes an impairment loss in profit or loss for all financial instruments with a corresponding adjustment to their carrying amount through a loss allowance account.

C. Derecognition of financial assets

The Company derecognize a financial asset only when the contractual rights to the cash flows from the asset expire, or when they transfer the financial asset and substantially all the risks and rewards of ownership of the asset to another entity. On derecognition of a financial asset in its entirety, the difference between the asset’s carrying amount and the sum of the consideration received and receivable and the cumulative gain or loss that had been recognized in other comprehensive income and accumulated in equity is recognized in profit or loss.

(9) Financial liabilities & Equity instruments

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

A. Equity instruments

Equity instruments issued by a group entity are recognized at the proceeds received, net of direct issue costs.

Repurchase of the Company’s own equity instruments is recognized and deducted directly in equity. No gain or loss is recognized in profit or loss on the purchase, sale, issue or cancellation of the Company’s own equity instruments.

B. Financial liabilities

Financial liabilities other than those held for trading purposes and designated as at FVTPL are subsequently measured at amortized cost at the end of each reporting period.

23

Financial liabilities measured at FVTPL are derivative financial instruments that do not meet the criteria for hedge accounting, and they are stated at fair value, with any gains or losses arising on remeasurement recognized in profit or loss. Related net profits or net losses are listed in “other profits and losses” of the statement of comprehensive income.

  • 1) Derecognition of financial liabilities

The Company derecognizes financial liabilities only when the obligations are discharged cancelled or expires. The difference between the carrying amount of a financial liability removed and the consideration paid (including any non-cash assets transferred or liabilities assumed) is recognized in profit or loss.

  • 2) Offsetting financial instruments

  • Financial assets and liabilities are offset and reported in the net amount in the balance sheet when there is a legally enforceable right to offset the recognized amounts and there is an intention to settle on a net basis or realize the asset and settle the liability simultaneously.

(10) Derivative financial instruments

The Company enters into a variety of derivative financial instruments to manage its exposure to foreign exchange rate risks, including foreign exchange forward contracts. Derivatives are initially recognized at fair value at the date the derivative contracts are entered into and are subsequently remeasured to their fair value at the end of each reporting period. The resulting gain or loss is recognized in profit or loss immediately unless the derivative is designated and effective as a hedging instrument, in which event the timing of the recognition in profit or loss depends on the nature of the hedge relationship. When the fair value of derivative financial instruments is positive, the derivative is recognized as a financial asset; when the fair value of derivative financial instruments is negative, the derivative is recognized as a financial liability.

(11) Inventories

Inventories are stated at the lower of cost or net realizable value. Inventories are recorded at weighted-average cost. Net realizable value is the estimated selling price of inventories less all estimated costs of completion and costs necessary to make the sale.

24

The inventory of the construction business includes the construction site and constructions in progress and the costs of each construction is calculated separately based on the recognized acquisition cost or construction cost. For the construction in progress, the interest expenses borne before the completion of the construction shall be capitalized as a part of the construction cost.

(12) Investments Accounted for Using Equity Method

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

Besides classified as non-current assets available for sale, the business result, assets and liabilities of the affiliated company shall be included in the consolidated financial report. Under the equity method, investment in the affiliated companies is recognized at the costs initially in the consolidated balance sheet and is adjusted subsequently according to the changes in the Company’s shares of the invested company’s net assets. In the event that the Company’s shares of loss in the affiliated companies exceed its equity in the affiliated companies, the Company recognizes extra losses only in the event of occurrence of legal obligations, presumed obligations or within the scope that the Company made payment on behalf of the affiliated companies.

Any excess of the cost of acquisition over the Company’s share of the net fair value of the identifiable assets,liabilities and contingent liabilities of an associate recognized at the date of acquisition is recognized as goodwill, which is included within the carrying amount of the investment. Any excess of the Company’s share of the net fair value of the identifiable assets, liabilities and contingent liabilities over the cost of acquisition, after reassessment, is recognized immediately in profit or loss.

When a consolidated entity transacts with an associate, profits and losses resulting from the transactions with the associate are recognized in the Company’s consolidated financial statements only to the extent of interests

25

in the associate that are not owned by the Company.

(13) Investment properties

Only if investment properties is attempted for earning rental or capital appreciation or both may it be classified as the investment properties.Investment properties are initially measured at cost, including transaction costs. Subsequent to initial recognition, investment properties are measured at cost less accumulated depreciation and accumulated impairment loss. Depreciation is recognized using the straight-line method.

(14) Property, Plant, and Equipment

Property, plant and equipment are stated at cost, less subsequent accumulated depreciation and subsequent accumulated impairment loss.

Properties under construction for production, supply or administrative purposes are carried at cost, less any recognized impairment loss. Cost includes professional fees and borrowing costs eligible for capitalization.

These properties are depreciated and classified to the appropriate categories of property, plant and equipment when completed and ready for intended use.

Depreciation is recognized using the straight-line method. Each significant item is depreciated separately. The estimated useful lives, residual values and depreciation method are reviewed at the end of each reporting period, with the effect of any changes in estimate accounted for on a prospective basis.

Depreciation is computed by the straight-line method over the estimated useful lives. The estimated useful lives are as follows:

Buildings: 5 to 50 years; machinery and equipment: 8 to 12 years; transportation equipment: 4 to 6 years; leasehold improvements:2 years; other equipment: 5 to 10 years.

Assets held under financial lease are depreciated within the useful years in the same manner as their own assets. Those with shorter lease terms are depreciated within the lease term.

Any gain or loss arising on the disposal or retirement of an item of property, plant and equipment is determined as the difference between the sales proceeds and the carrying

26

amount of the asset and is recognized in profit or loss.

(15)Leases

  • A. The Company as lessor

Under the operating lease, the rent less the lease incentives was recognized as income based on the straight-line basis in the duration of the leasehold. The original direct cost generated from acquisition of the operating lease is the book amount added to the underlying asset and is recognized as expense during the duration of leasehold on the straight-line basis.

  • B. The Company as lessee

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

Right-of-use assets are initially measured at cost, which comprises the initial measurement of lease liabilities adjusted for lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs needed to restore the underlying assets, and less any lease incentive received. Rightof-use assets are subsequently measured as cost less accumulated depreciation and impairment losses and adjusted for any remeasurement of the lease liabilities.

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

Lease liabilities are initially measured at the present value of the lease payments. The lease payments are discounted using the interest rate implicit in a lease, if that rate can be readily determined. If that rate cannot be readily determined, the Company uses the lessee’s incremental borrowing rate.

Lease liabilities are measured at amortized cost using the effective interest method, with interest expense recognized over the lease terms. When there is a change in a lease term or a change in future lease payments resulting from a change in expected paid amount under the residual value guarantee, a change in the assessment of an option to purchase an underlying assets, or a change in an index or a rate used

27

determine to those payments, the Company remeasures the lease liabilities with a corresponding adjustment to the right-of-use-assets. If the carrying amount of the right-of-use assets has been reduced to zero, the remaining amount will recognized in profit or loss.

(16) Intangible Assets

The intangible assets with limited useful life individually acquired are measured at costs less accumulated amortization and impairment. The amount of amortization is calculated based on the following useful years under a straight-line method: the validity or contract term of the right of patent usage for the technology royalty; the charge for computer software usage is 2 to 5 years. The estimated useful life and amortization method is reviewed at the end of each fiscal year and any impact of changes in estimates is deferred.

(17) Incremental costs of obtaining a contract

For the sale of property, the sale service fee of the underwritten contract payment only incurs upon the acquisition of the customer’s contract and is recognized as the additional costs for the acquisition of contract within the range of expected recoverable amount and will be reclassified as expenses upon the recognition of the revenue of buildings and land.

(18) Impairment of Non-financial Assets

At each balance sheet date, the Company review the carrying amounts of their tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. When it is not possible to estimate the recoverable amount of an individual asset, the Company estimate the recoverable amount of the cash-generating unit to which the asset belongs. When amortization can be reasonably and consistently made, common assets can also be amortized to individual cash production units. Otherwise, the amortization shall be made to the minimum cash production unit group in a reasonable and consistent way. Intangible assets with indefinite useful lives and intangible assets not yet available for

28

use are tested for impairment at least annually, and whenever there is an indication that the asset may be impaired.

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

When an impairment loss subsequently is reversed, the carrying amount of the asset or cash-generating unit is increased to the revised estimate of its recoverable amount, but only to the extent of the carrying amount that would have been determined had no impairment loss been recognized for the asset or cash-generating unit in prior years. A reversal of an impairment loss is recognized immediately in profit or loss.

(19) Provision

Provisions are recognized when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that the Company will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation. The amount recognized as a provision is the best estimate of the consideration required to settle the present obligation at the end of the reporting period, taking into account the risks and uncertainties surrounding the obligation.

(20) Revenue Recognition

Upon identification of the performance obligation in the contract with customers, the Company amortizes the transaction price to the performance obligations in the contract and recognizes the revenue upon fulfilling performance obligation of the contract. The sales revenue of the product is generated from the sale of the tire products. Upon arrival or shipment of the product to the destination designated by customers, the customers have already owned the right to set the price and use the same and taken the responsibility for resale. Thus, the Company recognized the revenue at that moment.

(21) Borrowing Costs

Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets are added to the cost of these assets, until the assets are substantially

29

ready for their intended use or sale.

If a specific loan is used for temporary investment before being applied to the capital expenditure meeting required elements and therefore earns the investment income, it shall be deducted from the loan cost meeting the terms of capitalization.

All other borrowing costs are recognized in profit or loss in the period in which they are incurred.

(22) Employee Benefits

Short-term employee benefit obligation is measured on an undiscounted basis and is recognized as expense when the related services are provided. For the short-term cash bonus or the amounts expected to be paid under the bonus plan of, if the enterprise has a present statutory or presumed benefit obligation due to the services provided by employees before and the obligation can be estimated reliably, the amount is recognized as a liability.

For defined contribution retirement benefit plans, payments to the benefit plan are recognized as an expense when the employees have rendered service entitling them to the contribution. For defined benefit retirement benefit plans, the cost of providing benefit is recognized based on actuarial calculations.

Defined benefit costs (including service cost, net interest and remeasurement) under the defined benefit retirement benefit plans are determined using the Projected Unit Credit Method. Service cost (including current service cost), and net interest on the net defined benefit liability (asset) are recognized as employee benefits expense in the period they occur. Remeasurement, comprising actuarial gains and losses and the return on plan assets (excluding interest), is recognized in other comprehensive income in the period in which they occur. Remeasurement recognized in other comprehensive income is reflected immediately in retained earnings and will not be reclassified to profit or loss.

When the pension of the defined benefit plan has curtailment or settlement, the profit or loss of the curtailment or settlement will be recognized in current profit or loss.

(23)Share-based payment arrangements

The fair value at the grant date of the equity-settled share-based payments is expensed

30

on a straight-line basis over the vesting period, based on the Group’s best estimates of the number of shares or options that are expected to ultimately vest, with a corresponding increase in capital EARNINGS - employee share options. It is recognized as an expense in full at the grant date if vested immediately. The grant date of issued ordinary shares for cash which are reserved for employees and treasury shares transferred to employees is the date on which the number of shares that the employees have purchased is confirmed.

(24)Taxation

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

A. Current tax

The current income tax is based on the taxed income of the said year. Since partial income and expense is taxable item or deductible of other years, or not attributing to taxable or deductible item in accordancewith related tax laws, it causes the taxable income to differ from the reported net profit in the consolidated income statement. The related liabilities of the current income tax are calculated by the legislated or substantially legislated tax rate at theend of the reporting period.

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

Income tax on unappropriated earnings is expensed in the year the shareholders approved the appropriation of earnings which is the year subsequent to the year the earnings are generated.

B. Deferred tax

Deferred tax is recognized on temporary differences between the carrying amounts of assets and liabilities in the parent company only financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax

31

liabilities are generally recognized for all taxable temporary differences. Deferred tax assets are generally recognized for all deductible temporary differences, net operating loss carryforwards and unused tax credits to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilized.

Deferred tax liabilities are recognized for taxable temporary differences associated with investments in subsidiaries and associates, and interests in joint ventures, except where the Company is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with such investments are only recognized to the extent that it is probable that there will be sufficient taxable profits against which to utilize the benefits of the temporary differences and they are expected to reverse in the foreseeable future.

The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the deferred tax asset to be recovered. The deferred tax assets which originally not recognized is also reviewed at the end of each reporting period and recognized to the extent that it is probable that sufficient taxable profits will be available to allow all or part of the deferred tax asset to be recovered.

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

5.CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION

32

AND UNCERTAINTY

In the application of the Company’s accounting policies, which are described in Note 4, the directors are required to make judgments, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the year in which the estimate is revised if the revision affects only that year, or in the year of the revision and future years if the revision affects both current and future years.

The following are the critical judgments, apart from those involving estimations, that the directors have made in the process of applying the Company’s accounting policies and that have the most significant effect on the amounts recognized in the parent company only financial statements.

1) Valuation of Inventory

Inventories are stated at the lower of cost or net realizable value, and the Company use judgment and estimate to determine the net realizable value of inventory at the end of each reporting period.

The Company estimates the net realizable value of inventory for obsolescence and unmarketable items at the end of reporting period and then writes down the cost of inventories to net realizable value. The net realizable value of the inventory is mainly determined based on assumptions of future demand within a specific time horizon.

2) Estimated impairment of accounts receivable

When there is objective evidence of impairment loss, the Company take into consideration the estimation of future cash flows. The amount of the impairment loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows (excluding future credit losses that have not been incurred) discounted at the financial asset’s original effective interest rate. Where the

33

actual future cash flows are less than expected, a material impairment loss may arise.

3) Impairment of non-financial Assets

During the process of asset impairment assessment, the Company shall rely on subjective judgment to determine the useful life of the independent cash flow assets and possible income and expense in the future for certain asset groups based on the operating model of assets and industrial characteristics. Any change in the estimation due to the changes of economic situation or the Company’s strategies may result in significant impairment in the future.

6. CASH AND CASH EQUIVALENTS

December 31, 2020 December 31, 2020 December 31, 2019 December 31, 2019
Cash on hand $ 5,713
$ 5,211
Demand deposits and checking accounts 1,845,009 1,299,816
Cash equivalent
Time deposits 2,121,635 1,166,763
Total $ 3,972,357
$ 2,471,790
7.FINANCIAL ASSETS AND LIABILITIES AT FAIR VALUE THROUGH PROFIT OR LOSS

(1)FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS-CURRENT

(2 December 31, 2020
December 31, 2019
Mandatorily measured at FVIPL
Domestic listed shares
$ 2,351,265
$ 103,198
)FINANCIAL LIABILITIES AT FAIR VALUE THROUGH PROFIT OR LOSS-CURRENT
December 31, 2020
December 31, 2019
Held for trading
Derivative financial instruments—
Interest rate swap contracts
$ 99
$ 161
Forward foreign exchange contract

320
Total
$ 99
$ 481
December 31, 2020
December 31, 2019
Mandatorily measured at FVIPL
Domestic listed shares
$ 2,351,265
$ 103,198
)FINANCIAL LIABILITIES AT FAIR VALUE THROUGH PROFIT OR LOSS-CURRENT
December 31, 2020
December 31, 2019
Held for trading
Derivative financial instruments—
Interest rate swap contracts
$ 99
$ 161
Forward foreign exchange contract

320
Total
$ 99
$ 481
December 31, 2019
$ 103,198
Held for trading
Derivative financial instruments—
Interest rate swap contracts
Forward foreign exchange contract
Total
December 31, 2020
$ 99

$ 99

A. The Company’s interest rate swap contracts unexpired are as follows:

34

December 31, 2020

December 31, 2020
Contract amount
(In Thousands)
NTD
50,000
Contract amount
(In Thousands)
NTD
100,000
Maturity
Date
October
22,2021
Range of Interest
Rates Paid
Period of interest rate
collection
1.46
Floating interest rate
not less than 1.425
December 31, 2019
Range of Interest
Rates Paid
Period of interest rate
collection
1.46
Floating interest rate
not less than 1.425
Maturity
Date
October
22,2021
Range of Interest
Rates Paid
1.46

The Company signed the above interest rate swap with fixed payment and floating collection to hedge the risk of a rising loan rate.

B. The Company’s forward exchange contracts unexpired are as follows:

The company has no forward exchange transaction on December 31, 2020.

Buy forward foreign exchange December 31, 2019 December 31, 2019
Expiration period

January 6, 2020 to
January 17, 2020
Amount(thousand)
EUR 2,000
/ USD 2,234

The main purpose of the Company to engage in the forward exchange transactions

was to hedge the risks generated from exchange fluctuation of the foreign assets and liabilities.

8. NOTES AND ACCOUNTS RECEIVABLE,NET

Notes receivable
Notes receivable from related parties
Notes receivable, net
Accounts receivable
Less: Loss allowance
Net
Account receivable from related parties
Accounts receivable, net
Total
December 31, 2020
$ 441,325
2,760
$ 444,085
1,777,555
(28,572)
1,748,983
26,037
1,775,020
$ 2,219,105
December 31, 2019
$ 209,306
2,667
$ 211,973
2,145,641
(28,199)
2,117,442
32,378
2,149,820
$ 2,361,793
35
  • (1) The Company's export-oriented, the average credit period for customers is about 60 to

90 days. The credit period for domestic customers is longer, up to 180 days.

  • (2) Except for those impaird,the anging alalysis of the remailing notes and accounts receivable at the end of reporting period is as follows:
Non past due
Past due
Past due less than 30 days
Past due 31-90 days
Past due 91-180 days
Past due 181-365 days
Past due more than 1 year
Total
December 31, 2020
$ 2,217,359
738
401
475
93
39
2,219,105
December 31, 2019
$ 2,271,563
12,629
28,544
23,948
889
24,220
2,361,793

The above aging schedule was based on the past due date.

(3) Movements of the allowance for doubtful accounts were as follows:

Balance, beginning of year
Provision (Reversal)
Amount written off
Effect of exchange rate changes
Balance, end of year
For the Year Ended December 31 For the Year Ended December 31
2020
$ 28,199
546
(495)
322
$ 28,572
2019
$ 10,190
18,961
(633)
(319)
$ 28,199

The Company estimated the impairment loss of the accounts receivable based on the allowance loss measured at the amount of the expected credit losses throughout the duration. For accounts receivable overdue more than 90 days, the Company shall focus on the operation status and solvency of the customer to individually assess the sign of impairment for the accounts receivable of the customer in the future duration and measure the allowance loss. For those overdue less than 90 days (including the undue ones), the Company will adjust the established loss ratio of the future forward-looking considerations as the reference for recognizing the

36

allowance loss of the accounts receivable based on the historical experience from the impairment loss of the accounts receivable actually occurred in the past and the economic forecast report of Taiwan Institute of Economic Research.

9. INVENTORIES

NVENTORIES
Manufacturing:
Finished goods
Work in process
Raw materials
Inventory in transit
Subtotal
Construction:
Land inprogress
Construction in progress
Subtotal
Total
December 31, 2020
$ 239,003
144,534
689,415
150,223
$ 1,223,175
$ 2,538,256
6,203,874
$ 8,742,130
$ 9,965,305
December 31, 2019
$ 130,788
202,337
838,726
224,493
$ 1,396,344
$ 2,538,256
4,622,250
$ 7,160,506
$ 8,556,850
  • (1) The cost of inventories recognized as cost of sales for the years ended December 31, 2020 and 2019 were as follows:
2020 and 2019 were as follows:
For the Year Ended December 31
2020 2019
The cost of goods sold $ 7,360,765 $ 9,049,991
Revenue from sales of scraps (5,850) (4,482)
Loss (gain) on physical inventory (133) 3,595
Loss on (gain on reversal of) decline
in market value
(71) 55
Loss on inventory retirement 10,027 4,536
Total $ 7,364,738 $ 9,053,695

(2)The company’s construction project "The Global One" coordinated with the urban plan

to comprehensively review and revise the residential utilisation rate, and to apply for a construction license change, which was approved by the competent authority in March 2020.

(3)The Company signed the property trust contract with the Trust Department of Hua Nan

37

Bank for the construction project of “The Global One” and the duration is from August 30, 2019 to the date of acquiring the usage license and completing the first ownership registration for the building upon the completion of the construction.

(4)For the years ended December 31, 2020 and 2019, the interest capitalization amount of construction projects in progress was NT$88,549 thousand and NT$52,051 thousand, respectively, and the capitalization interest rate was 1.78% to 2.11% and 2.08% to 2.11%, respectively.

(5)Inventory pledge information detailed note 30.

10. OTHER CURRENT FINANCIAL ASSETS

Pledged time deposit
Trust account
Restricted deposit
Total
December 31, 2020
$ 284
2,601,579
64,063
$ 2,665,926
December 31, 2019
$ 300
3,670,741
77,690
$ 3,748,731

The Company mortgaged or pledged, see Note 30.

11. OTHER CURRENT ASSETS,OTHERS

OTHER CURRENT ASSETS,OTHERS
Temporary payments
Other current assets – other
Payment on behalf of others
Incremental costs of obtaining a contract
Total
December 31, 2020
$ 15,024
1,083

722,885
$ 738,992
December 31, 2019
$ 14,676
1,959
45
23,570
$ 40,250

12. INVERTMENTS ACCOUNTED FOR USING EQUITY METHOD

The investment of associates by the Company listed in the following:

Name of Associate Carrying Amount Carrying Amount % of Ownership and Voting
Right Held bythe Company
% of Ownership and Voting
Right Held bythe Company
December 31 December 31
2020 2019 2020 2019
NanGuan Rubber Tire
Corp., Ltd.
Nankang
Yisheng
Property Management
Consultants Co., Ltd.
Total
$ 814,000
1,998
$ 990,469

20.37
40.00
20.37
$ 815,998 $ 990,469

The relevant information of significant associates is as follows:

38

NanGuan Rubber Tire Corp. Ltd. located its business place in Taiwan to run the sale of various tires. The financial information summarized in the following was prepared based

on the IFRSs financial report of NanGuan Rubber Tire Corp., Ltd.:

on the IFRSs financial report of NanGuan Rubber Tire Corp., Ltd.:
Current assets
Noncurrent assets
Current liabilities
Noncurrent liabilities
Equity
Non-controlling interests
% of Ownership by the Company
The Company enjoys rights and
interests
Unrealized profit form sales
Amount of the investment book
Operating revenues
Net income (loss)
Other comprehensive income
Total comprehensive income
Share of profit of associates
accounted for using equity method
December 31, 2020
$ 6,417,435
7,624
(2,422,701)
(2,011)
$ 4,000,347
(3,185,471)
$ 814,876
20.37
$ 814,876
(876)
$ 814,000
For the Year Ended
December 31, 2020
$ 152,049
(867,111)

(867,111)
$ (176,632)
December 31, 2019
$ 6,921,612
8,385
(2,060,344)
(2,195)
$ 4,867,458
(3,875,950)
$ 991,508
20.37
$ 991,508
(1,039)
$ 990,469
For the Year Ended
December 31, 2019
$ 129,563
2,988,981
2,988,981
$ 608,860

13 PROPERTY, PLANT AND EQUIPMENT

Item For the Year Ended For the Year Ended December 31, 2020 December 31, 2020 Balance, End
of year
$ 2,487,893

3,091,093
10,288,300
Balance,
Beginning of
year
Additions Disposals Reclassificatio
ns
Effect of
Exchange
Rate changes
Cost
Land

Buildings and structures
Machinery
and
equipment
$ 2,487,893

3,005,470
10,184,268
$

67,245

324,109
$

(4,858)

(291,525)
$



$
23,236
71,448
39
Transportation
equipment
149,631
8,524
(15,041)
Other facilities
5,588,092
265,885
(65,467)
Leasehold
improvements
8,616


Construction in progress
485,250
643,513

Total
$ 21,909,220 $ 1,309,276 $ (376,891)
Accumulated depreciation and impairment
Buildings and structures $ 1,341,581 $ 88,739 $ (4,373)
Machinery
and
equipment
8,120,894
318,488
(270,200)
Transportation
equipment
113,600
13,594
(13,462)
Other facilities
4,041,300
345,304
(50,347)
Leasehold
improvements
8,616


Total
$ 13,625,991 $ 766,125 $ (338,382)
Net
$ 8,283,229
For the Year Ended
Item
Balance,
Beginning of
year
Additions
Disposals
Cost
Land
$ 2,487,893 $ $
Buildings and structures
2,717,911
347,410

Machinery
and
equipment
10,313,617
455,279
(420,827)
Transportation
equipment
149,824
11,963
(9,918)
Other facilities
5,401,646
392,509
(81,500)
Leasehold
improvements
8,616


Construction in progress
799,392
141,943

Total
$ 21,878,899 $ 1,349,104 $ (512,245)
Accumulated depreciation and impairment
Buildings and structures $ 1,283,132 $ 86,892 $
Machinery
and
equipment
8,259,815
409,848
(412,288)
Transportation
equipment
112,834
11,883
(9,363)
Other facilities
3,862,825
347,397
(73,211)
Leasehold
improvements
8,616


Total
$ 13,527,222 $ 856,020 $ (494,862)
Net
$ 8,351,677
149,631
5,588,092
8,616

485,250

8,524

265,885



643,513

(15,041)

(65,467)







(545,331)
928
48,650


850

144,042

5,837,160
8,616

584,282
$ 21,909,220 $ 1,309,276 $ (376,891) $ (545,331) $ 145,112 $ 22,441,386
$ (4,373)

(270,200)

(13,462)

(50,347)

$






$ 11,413
58,881
695
38,242
$ 1,437,360

8,228,063

114,427

4,374,499
8,616

Buildings and structures
Machinery
and
equipment
Transportation
equipment
Other facilities
Leasehold
improvements
Total

Net

Item

$ 1,341,581
8,120,894
113,600
4,041,300
8,616
$ 13,625,991 $ 766,125 $ (338,382) $ $ 109,231 $ 14,162,965
$ 8,283,229 $ 8,278,421
Balance,
Beginning of
year
Additions Disposals Reclassificatio
ns
Effect of
Exchange
Rate changes
Balance, End
of year
$ 2,487,893

2,717,911
10,313,617
149,824
5,401,646
8,616

799,392
$

347,410

455,279

11,963

392,509



141,943
$



(420,827)

(9,918)

(81,500)


$








(450,914)
$
(59,851)
(163,801)
(2,238)
(124,563)


(5,171)
$ 2,487,893

3,005,470
10,184,268

149,631

5,588,092
8,616

485,250
$ 21,878,899 $ 1,349,104 $ (512,245) $ (450,914) $ (355,624) $ 21,909,220
$

(412,288)

(9,363)

(73,211)
$






$ (28,4434)
(136,481)
(1,754)
(95,711)
$ 1,341,581

8,120,894

113,600

4,041,300
8,616

Buildings and structures
Machinery
and
equipment
Transportation
equipment
Other facilities
Leasehold
improvements
Total

Net

$ 1,283,132
8,259,815
112,834
3,862,825
8,616
$ 13,527,222 $ 856,020 $ (494,862) $ $ (262,389) $ 13,625,991
$ 8,351,677 $ 8,283,229
40

The Company mortgaged or pledged property, plant and equipment, see Note 30.

14. LEASE

(1) Right-of-use assets

) Right-of-use assets
Item For the Year Ended December 31, 2020
Balance,
Beginning of
year
Additions Disposals Effect of
Exchange
Rate changes
Balance, End
of year
Cost
Land

Buildings and structures
Transportation equipment
Total

Accumulated depreciation
Land

Buildings and structures
Transportation equipment
Total

Net

Item
$ 187,898

19,628

9,466
$

15,674
12,361
$

(13,355)
(1,981)
$ 2,945




$ 190,843
21,947
19,846
$ 216,992
$ 28,035 $ (15,336) $ 2,945 $ 232,636
$ 6,405

8,499

3,651
$ 6,386

9,499
5,583
$

(13,355)
(1,981)
$ 221




$ 13,012
4,643
7,253
$ 18,555
$ 21,468
$ (15,336) $ 221
$ 24,908
$ 198,437 $ 207,728
Balance,
Beginning of
year
Additions Disposals Effect of
Exchange
Rate changes
Balance, End
of year
Cost
Land

Buildings and structures
Transportation equipment
Total

Accumulated depreciation
Land

Buildings and structures
Transportation equipment
Total

Net
$ 195,675

14,283

7,803
$

5,345
1,663
$


$ (7,777)

$ 187,898
19,628
9,466
$ 217,761
$ 7,008 $ $ (7,777) $ 216,992
$



$ 6,675

8,499
3,651
$


$ (270)

$ 6,405
8,499
3,651
$
$ 18,825
$
$ (270) $ 18,555
$ 217,761 $ 198,437

(2) Lease liabilities

December 31, 2020
Lease liabilities-current
$ 14,712
Lease liabilities-noncurrent
15,210
Total
$ 29,922
Ranges of discount rate for lease liabilities :
December 31, 2019
$ 11,898
4,156
$ 16,054

For the Year Ended For the Year Ended December 31, 2020 December 31, 2019

41
Buildings and structures 1.02992,616 1.15762,616
Transportation equipment 1.02912,616 1.15762,616

(3) Other lease information

For the Year Ended
December 31, 2020
Expenses relating to short-term leases $ 3,219

Expenses relating to low-value asset
leases
$ 243

Total cash outflow for leases
$ 17,911

December 31, 2020
Short-term
and low-value
lease
commitment amounts
$ 2,533

INVESTMENT PROPERTY,NET
December 31, 2020
Cost
$ 332,287
Less : accumulated depreciation
(941)
Total
$ 331,346
Fair value
$ 337,809
For the Year Ended
December 31, 2020
Cost
Balance, Beginning of year
$ 332,287
Additions

Balance, End of year
332,287
Accumulated
depreciation
and
impairment
Balance, Beginning of year
912
Depreciation
29
Balance, End of year
941
Net
$ 331,346
For the Year Ended
December 31, 2019
$ 4,050
$ 464
$ 17,904
December 31, 2019
$ 1,934
December 31, 2019
$ 332,287
(912)
$ 331,375
$ 336,492
For the Year Ended
December 31, 2019
$ 332,287
332,287
883
29

impairment
Balance, Beginning of year
Depreciation
Balance, End of year
Net
912
$ 331,375

15. INVESTMENT PROPERTY,NET

(1) The fair value of the land at 2th subsection of Hutian section in Beitou district was the

valuation result of the independent appraiser by adopting the comparison method for the valuation method; the fair value of other investment property was based on the

42

transaction price of sections nearby, which all classified as level 3 of the fair value.

  • (2) The rental income generated by investment real estate in 2020 and 2019 were NT$17

thousand, respectively.

16. SHORT-TERM BORROWINGS

SHORT-TERM BORROWINGS
Credit borrowings
Secured borrowings
Letter of credit borrowings
Total
Range of interest rate
December 31, 2020
$ 4,014,800
2,060,000
818,234
$ 6,893,034
0.45%~2.27%
December 31, 2019
$ 3,280,000
3,230,000
907,622
$ 7,417,622
0.65%~5.00%

The Company mortgaged or pledged short-term borrowings, see Note 30.

17. SHORT-TERM NOTES AND BILLS PAYABLE

Commercial paper
Less: discounts on bills payable
Net
Range of interest rate
December 31, 2020
$ 480,000
(387)
$ 479,613
1.000%~1.098%
December 31, 2019
$ 250,000
(292)
$ 249,708
1.068%~1.128%

(1) The guarantor accepting institution of the Company’s commercial paper payable were

all bills finance companies. The commercial paper payable was measured at the initial

per value since the impact of discounting was insignificant.

(2) The Company mortgaged or pledged short-term notes ans bills payable, see Note 30.

18. OTHER PAYABLES

OTHER PAYABLES
Salary and wages payable
Interest payable
Pension expense payable
Other accrued expenses
Machinery and Equipment payable
Business tax payable
Employee vacation payable
Other payable
Total
PROVISIONS-CURRENT
December 31, 2020
$ 172,182
5,673
5,320
396,363
51,754
6,407
20,339
29,038
$ 687,076
December 31, 2020
December 31, 2019
$ 167,667
8,982
5,444
339,320
129,132
9,343
18,869
2,356
$ 681,113
December 31, 2019

19. PROVISIONS- CURRENT

43

$

$

Finished product compensation loss

10,100

9,300

  • (1) The reserve to compensate the loss of finished products is to protect the goodwill of the Company and the rights of the consumer. When the tire purchased from the Company has damage which is proved to be the defect during the manufacturing process after the investigation, the Company is responsible for compensation depending on the extent of the damage. This compensation is identified as the cost of after-sale service. The reserve to compensate the loss of finished products is estimated by experience and offset upon the actual occurrence of maintenance.

  • (2) The above reserve was undiscounted due to the short term or insignificant discounting

impact.

20. LONG-TERM BORROWINGS

LONG-TERM BORROWINGS
December 31, 2020
Secured borrowings :
Hua Nan Commercial Bank(A)
$ 81,818
Hua Nan Commercial Bank(B)

Hua Nan Commercial Bank(C)

Cathay United Bank(D)
50,000
Bank of Taiwan(E)
178,030
Hua Nan Commercial Bank(F)
190,000
Hua Nan Commercial Bank(G)
300,000
Hua Nan Commercial Bank(H)
250,000
Hua Nan Commercial Bank and other
of syndicated loan(I)
5,000,000
Less :Fee on syndicated bank loan
(71,564)
Less :Current portion
(789,242)
Long-term borrowings
$ 5,189,042
Range of interest rate
0.94%~1.78
December 31, 2020 December 31, 2019
Expiry Date
$ 245,455
2,232,000
137,500

100,000

320,454

380,000





110.01.29

109.11.27

109.05.29

110.10.23

111.01.24

110.09.02
111.03.23
111.09.08
114.03.26
(71,564)
(789,242)



(2,915,561)
$ 5,189,042 $ 499,848
0.94%~1.78 1.25%~2.11

(A) The loan period is six years, and the principal is amortized evenly in 12 installments.

  • (B) The loan period is 3 years, interest is paid monthly, and the principal is repaid at maturity. It has been repaid in advance in March, 2020.

  • (C) The loan period is two years, and the principal is amortized evenly in 4 installments.

44
  • (D) The loan period is 3 years, the principal is amortized quarterly in 12 installments, and the balance is paid off at the expiration date.

  • (E) The loan period is three years, and the principal is amortized evenly in 12 installments.

  • (F) The loan period is two years, and the principal is amortized evenly in 4 installments. (G) The loan period is two years, and the principal is amortized evenly in 4 installments.

  • (H) The loan period is two years, and the principal is amortized evenly in 4 installments.

  • (I)The construction project "The Global One" is a land urban renewal business. The project entered into a joint loan agreement with 14 financial institutions, including Hua Nan Bank, and provided the development land located in 4th Subsection Nankang Section of Nankang District in Taipei City as collateral for the joint loan. The total loan amount is $30 billion, and it is also agreed that Nankang Rubber Tire Corp., Ltd. shareholding in Nanzong Construction Developments, Co., Ltd. shall be maintained at 51% or more during the loan period, and that Nankang Rubber Tire Corp., Ltd. shall maintain operational control over Nanzong Construction Developments, Co., Ltd.. The loan amount of $5 billion was utilized in March 2020 to repay loans from existing financial institutions with a term of 5 years, with monthly interest payments and principal repayment on maturity.

  • (J)The Company mortgaged or pledged long-term borrowings notes ans bills payable, see Note 30.

21. RETIRED BENEFIT PLANS

(1) Defined contribution plans

The Nankang Company and Taipei nanhong Tire Co., Ltd adopted a pension plan according to the Labor Pension Act (the “LPA”), which is a defined contribution plan. Based on the LPA, the Corporation makes monthly contributions to employees’ individual pension accounts at 6% of monthly salaries and wages. Accordingly the Company recognized expenses of NT$36,844 thousand and NT$31,277 thousand in the

45

consolidated statements of comprehensive income ended December 31, 2020 and 2019, respectively.

The Company’s mainland subsidiaries have a defined contribution plan Monthly contributions to an independent fund administered by the government in accordance with the pension regulations in the People’s Republic of China (PRC.) are based on certain percentage of employees’ monthly salaries and wages. Other than the monthly contributions, the Company has no further obligations. The pension costs under defined contribution pension plans of the Compeq Company for the years ended December 31,

2020 and 2019 were NT$24,930 thousand and NT$30,755 thousand, respectively.

(2) Defined benefit plans

A. The Nankang Company adopted the defined benefit plan under the Labor Standards

Law, under which pension benefits are calculated on the basis of the length of service and average monthly salaries of the six months before retirement. The company contributed amounts equal to 15% of total monthly salaries and wages to

a pension fund administered by the pension fund monitoring committee. Pension contributions are deposited in the Bank of Taiwan in the committee’s name.

Before the end of each year, the Company assesses the balance in the pension fund.

If the amount of the balance in the pension fund is inadequate to pay retirement benefits for employees who conform to retirement requirements in the next year, the Company is required to fund the difference in one appropriation that should be

made before the end of March of the next year.

The pension costs of the defined benefit plans recognized in profit or loss were as

follows:

For the Year Ended December 31
2020
2019
46
Current service cost
$ 12,100
Net interest expense
1,062
Components of defined benefit
costs recognized in profit or
loss
13,162
Remeasurement
on
the
net
defined benefit liability:
Return on plan assets
(4,511)
Actuarial
loss
arising
from
changes
in
financial
assumptions
4,986
Actuarial loss (gain) arising from
experience adjustments
(6,183)
Components of defined benefit
cost
recognized
in
other
comprehensive income
(5,708)
Total
$ 7,454
$ 12,309
1,488
13,797
(4,890)
3,553
(1,229)
(2,566)
$ 11,231

The pension costs of the aforementioned defined benefit plans were recognized in

profit or loss by the follows categories:

For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31
2020 2019
Operating costs $ 9,676 $ 10,205
Selling and marketing expenses 588 631
General
expenses
and
administrative 1,930 1,982
Research and development 968 979
expenses
Total $ 13,162 $ 13,797

B. The amount arising from the defined benefit obligations of the Company in the

consolidated balance sheets were as follows:

December 31, 2020
Present value of defined benefit
obligation
$ 269,784
Fair value of plan assets
178,939
Net defined benefit liabilities
$ 90,845
December 31, 2019
$ 269,182
156,586
$ 112,596

Movements in the present value of the defined benefit obligations were as follows:

For the Year Ended December 31

Balance, beginning of year 2020
$ 269,182
2019
$ 272,492
47
Current service cost
12,100
Interest expense
2,768
Remeasurement:
Actuarial
loss
arising
from
changes
in
financial
assumptions
4,986
Actuarial loss (gain) arising
form experience adjustment
(6,183)
Benefits paid from plan assets
(13,069)
Balance, end of year
$ 269,784
12,309
3,250
3,553
(1,229)
(21,193)
$ 269,182

Movements in the fair value of the plan assets were as follows:

Balance, beginning of year
Interest income
Remeasurement:
Return on plan assets
Contributions from employer
Benefits paid from plan assets
Balance, end of year
For the Year Ended December 31 For the Year Ended December 31
2020
$ 156,586
1,706
4,511
29,205
(13,069)
$ 178,939
2019
$ 140,541
1,762
4,890
30,586
(21,193)
$ 156,586

The fund assets of the Company’s defined benefit pension plan are deposited to the specific account of the Trust Department of the Bank of Taiwan in the name of the Supervisory Committee for Labor Pension Reserve. The Pension Fund Supervisory Committee of the Council of Labor regularly monitors and reviews the investment portfolio of the assets and carefully establishes the investment portfolio and diverse outsourcing types, enhances the risk control and timely adjusts the investment strategies based on the changes in the market to improve the stable profit of the fund. The central competent authority with the collaboration of the Ministry of Finance commissioned the financial institution to manage the revenues, expenditures, safeguard and utilization of the plan assets. The minimum yield may not be less than the interest income generated from a local bank’s two-year time deposit; any deficits thereof shall be made up by the national treasury. The revenues,

48

expenditures, safeguard and utilization of the plan assets was established by the central competent authority, therefore the Company has no right to participate in the operation and management of such fund. For the fair value of the total assets under the fund on December 31, 2020 and 2019, please refer to the labor pension fund utilization report published by the government each year.

C. The actuarial valuations of the present value of the defined benefit obligation were carried out by qualified actuaries. The principal assumptions of the actuarial valuation were as follows:

Discount rate
Future salary rate increase
December 31, 2020
0.80
2.75
December 31, 2019
1.10
2.75

If the principal actuarial assumptions adopted have changed, the affected amount of increase (decrease) in the present value of the defined benefit obligation is as follows:

Discount rate
0.25increase
0.
25decrease
Future salary rate increase
1.00increase
1.
00decrease
December 31, 2020
$ (4,172)
4,339
18,148
(15,851)
December 31, 2019
$ (4,423)
4,607
19,440
(16,891)

The sensitivity analysis above is the analysis of the impact due to a single assumption which has changed while other assumptions remained unchanged. In practice, many changes in assumptions may be interrelated. The aforementioned sensitivity analysis may not be able to reflect the actual change in the present value of the defined benefit obligation. The analysis of sensitivity adopted the same method used for calculation of net pension liabilities in the balance sheet.

D. The Company expects to make contributions of NT$32,000 thousand to the defined benefit plans in the next year starting from December 31, 2020. The weighted

49

average duration of the defined benefit obligation is 10.6 years.

22. EQUITY

  • (1) Capital stock
Capital stock
Numbers of shares authorized
Shares issued
par value
Capital EARNINGS
From convertible bonds
From share of changes in equities
of associates
Total
December 31, 2020
$ 10,000,000
8,339,349
NTD 10
December 31, 2020
$ 18,505
465
$ 18,970
December 31, 2019
$ 10,000,000
8,339,349
NTD 10
December 31, 2019
$ 18,505
465
$ 18,970

(2) Capital EARNINGS

Under the Securities and Exchange Act, capital EARNINGS can only be used to offset a deficit when reserves are insufficient. However, the capital EARNINGS from share issued in excess of par (additional paid-in capital from issuance of common shares, conversion of bonds and treasury stock transactions) and donations may be capitalized, which however is limited to 10% of the Company’s paid-in capital and once a year. Capital EARNINGS shall be distributed by cash. Also, the capital EARNINGS from long-term investments may not be used for any purpose.

(3) Retained earnings and dividend policy

  • A.The amendment to the Articles of Incorporation of the Company was approved at the regular shareholders meeting on May 16, 2019 to specify that the EARNINGS earning distribution or loss off-setting proposal may be proposed at the close of each half fiscal year. If there are earnings at each half fiscal year, the Company shall estimate and preserve the payable taxes, cover loss carried forward, estimate preserved employee remuneration, appropriate 10% of the earnings as legal reserve and also make provision/reversal of special reserves pursuant to laws. The remaining balance shall be added to the undistributed earnings carried from half fiscal year as the shareholder dividend. For the distribution of earnings proposed by the board of directors,
50

when distributing in cash, it shall be resolved by the board of directors; when distributed in issuing of new shares, the proposal shall be submitted to the shareholders meeting and distributed after the resolution of the meeting.

If there is net profit after tax after account settlement of the fiscal year, the Company shall cover loss carried forward (including the adjustment of the undistributed earnings) and allocate 10% of the remainder as legal reserve, unless the statutory reserve reaches the amount of total paid-in capital of the Company. Special reserve or retained earnings may be appropriated if necessary. If there is any remaining thereafter, the board of directors shall draft the proposal for the distribution of the remaining earnings with the accumulated earnings undistributed at the beginning (including the undistributed earnings adjusted). When distributing the remaining in issuing of new shares, it shall be distributed after the being submitted to the shareholders’ meeting for the approval; when distributing in cash, the Company authorizes the distribution after a resolution has been adopted by a majority vote at a meeting of the board of directors attended by two-thirds of the total number of directors; and submits a report to the shareholders’ meeting.

Pursuant to Article 241 of the Company Act, the company distribute its legal reserve and the capital reserve, in whole or in part, by issuing new shares or in cash in proportion to the original shareholding ratio of the shareholders, it shall be conducted based on the resolution of the previous paragraph.

For the distribution of earnings of the company, the stock dividend is between 70% to 100% and the cash dividend is between 0% to 30% in principle. The above ratio may be adjusted depending on the actual needs.

  • B.According to Company Law, the appropriation for legal capital reserve shall be made until the reserve equals the Company’s paid-in capital. The reserve may be used to offset a deficit, or be distributed as dividends in cash or stocks for the portion in excess of 25% of the paid-in capital if the Company incurs no loss.

  • C.The allocation of special reserve and the distribution of the shareholders’ dividend and bonus is drafted by the board of directors and submitted to the shareholders’ meeting for resolution and adoption. If the stock dividend in the preceding paragraph shows no profit or the profit is not enough, the principal

51

shall not be used as the dividend.

  • D.When distributing the earnings regulations pursuant to existing , The NANKANG Company is required to set aside additional special reserve equivalent to the net debit balance of the other components of shareholders’ equity items (including exchange differences on translating foreign operations, unrealized gain [loss] on available-for-sale financial assets, and the gain or loss on the hedging instrument relating to the effective portion of a cash flow hedge). For any subsequent reversal of other net deductions from shareholders’ equity, the amount reversed may be distributed.

  • E.When first applying the IFRSs pursuant to the regulations of No.1010012865 issued by FSC, the company chose to adopt the exemption in IFRS 1 to re-stated the retained earnings and appropriate the same amount as the special reserve. When relative assets are used, disposed or reclassified, the original rate to state the special reserves shall be used to reverse the allocation of earnings. The balance of the special reserve remained unchanged in 2020 and 2019.

  • F.The proposal of 2020 interim earnings distribution approved by the board of directors

of NANKANG is stated as follows:

July 1 to
December 31, 2020
Resolution date of the board of
directors
March 10, 2021
Legal reserve
$ 40,307
Cash dividends to shareholders
$ 481,349
Cash dividends per share(NT$)
$ 0.60
January 1 to
June 30, 2020
August 11, 2020
$ 44,587
$ 280,787
$ 0.35
  • G.The proposal of 2019 interim earnings distribution approved by the board of directors of NANKANG is stated as follows:
July 1 to
December 31, 2019
Resolution date of the board of
directors
February 25, 2020
Legal reserve
$ 54,015
Cash dividends to shareholders
$ 601,687
Cash dividends per share(NT$)
$ 0.75
January 1 to
June 30, 2019
August 7, 2019
$ 59,758
$ 401,125
$ 0.50
52
  • H.The Company’s earning allocation for the year of 2018 , were approved in the

regular meeting of shareholders on May 16, 2019, The appropriations and dividends

per share were as follows:

Legal reserve
Cash dividends to shareholders
Cash dividends per share(NT$)
Appropriation of
Earnings
$ 17,496
$ 160,532
$ 0.1925

(4) Other equity

This refers to the exchange difference generated from the translating the net assets of foreign operations from its functional currency to the presentation currency of the Company (i.e. NTD). This is directly recognized as the Exchange difference in the financial statement translation of the foreign operation in the other comprehensive income.

23.Treasury shares

Cause
Transfer of shares to
employees
Cause
Transfer of shares to
employees
For the Year Ended December 31, 2020 For the Year Ended December 31, 2020 For the Year Ended December 31, 2020
Number of
shares at
January 1
(Thousand Shares)
Increase in
current period
(Thousand Shares)
Decrease in
current period
(Thousand Shares)
31,686


For the Year Ended December 31, 2019
Number of
shares at
December 31
(Thousand Shares)
31,686
Number of
shares at
January 1
(Thousand Shares)
31,686

Increase in
current period
(Thousand Shares)

Decrease in
current period
(Thousand Shares)

Number of
shares at
December 31
(Thousand Shares)
31,686

Under the Securities Exchange Act, the Corporation shall neither pledge treasury shares nor

exercise shareholder’s rights on these shares, such as rights to dividends and to vote.

24. OPERATING REVENUES

(1) Disaggregation of revenue from contracts with customers:

53

For the Year Ended December 31

By product

By product
Tire 2020
$ 9,695,119
2019
$ 11,111,580

For the Year Ended December 31

By geography

By geography
2020
$ 500,785
397,673
4,287,525
2,475,061
1,005,636
1,028,439
$ 9,695,119
December 31, 2019
$ 97,226
5,226,469
$ 5,323,695
2019
Taiwan
China
United States
Europe
Other regions in Asia
Other
Total
Contract balances
Contract liabilities-current
Advance sales receipts
Advance receipt of land payment
Total
$ 467,950
423,400
4,750,033
2,885,479
1,130,639
1,454,079
$ 11,111,580
December 31, 2018
$ 38,587
3,625,058
$ 3,663,645

(2) Contract balances

Revenue recognized that was included in the contract liability balance at the beginning of the period :

of the period :
For the Year Ended December 31
2020 2019
Balance of the contract liabilities at
the beginning recognized in the $ 27,755 $ 41,892
revenue in current period
(3)Contract asset
December 31, 2020 December 31, 2019
Current
Incremental costs of obtaining a
contract
$ 722,885
$ 23,570

The additional cost of the contract refers to the cost generated from

54

acquiring the contract from the customer during the presale of the house. The additional cost of the contract is recognized at once when completing the performance obligation in the contract upon the completion of the actual building transfer and hand-over.

25. NON-OPERATING INCOME AND EXPENSES

(1) OTHER INCOME

For the Year Ended December 31

For the Year Ended December 31 For the Year Ended December 31 d December 31
(2)
(3)
2020
2019
Dividend income
$ 9,033
$ 6,022
Compensation income
28,245
68,506
Rental income
2,648

Others
55,139

Total
$ 95,065
$ 74,528
OTHER GAINS AND LOSSES
For the Year Ended December 31
2020
2019
Gains on disposal of property, plant
and equipment
$ (7,747)
$ (12,641)
Loss on disposal of investments

(180)
Foreign exchange gains (losses)
(136,297)
22,381
Gains on financial assets (liabilities)
at fair value through profit or loss
425,498
22,438
Loss from fire damage
(26,813)

Miscellaneous disbursements
(9,882)
7,422
Total
$ 244,759
$ 39,420
FINANCE COSTS
For the Year Ended December 31
2020
2019
Interest expense
Bank loans
$ 192,977
$ 194,368
Lease liabilities
305
350
Less: interest capitalized
(94,053)
(60,475)
Total
$ 99,229
$ 134,243
2020
2019
$ 9,033
$ 6,022
28,245
68,506
2,648

55,139

$ 95,065
$ 74,528
For the Year Ended December 31
2019
$ 6,022
68,506

$ 74,528
2019
$ (12,641)
(180)
22,381
22,438

7,422
$ 39,420
2020
$ 192,977
305
(94,053)
$ 99,229
2019
$ 194,368
350
(60,475)
$ 134,243
55

1.03 %~ 2.11 1.14 %~ 2.11

Capitalization rates

26. INCOME TAX

  • (1) Income tax recognized in profit or loss

  • (A) Income tax expense consisted of the following:

For the Year Ended December 31

2020 2019
Current income tax charge $ 242,924 $ 234,702
Additional
income
tax
on
unappropriated earnings
Income tax adjustments on prior
years
8,116 13,175
Net
changes
on
temporary
differences of deferred income 25,667 (48,358)
tax
Income tax expense recognized in
profit or loss
$ 276,707 $ 199,519
A reconciliation of income before income tax and income tax expense recognized
in profit or loss was as follows:
For the Year Ended December 31
2020 2019
Income before income tax $ 1,121,085 $ 1,335,203
Tax calculated base on profit $ 273,741 $ 310,670
before tax and statutory tax rate
Additional
income
tax
on
undistributed earnings
Net investment income or loss (19,886) (162,235)
accounted for using equity
method
Net gain or loss on disposals of (15,241)
investment
Dividend revenue 85,743 91,787
Valuation gain(loss) on financial (69,858) (4,552)
investments
Non-deductible expenses (11,575) (968)
Income tax adjustments on prior 8,116 13,175
years
Net
changes
on
temporary
25,667 (48,358)
differences of deferred income
tax

(B) A reconciliation of income before income tax and income tax expense recognized in profit or loss was as follows:

56

Income tax expense recognized in $ 276,707 $ 199,519 profit or loss

As for other areas, the tax shall be calculated according to the rates applicable in

respective areas.

(2) Income tax expense (benefit) recognized in other comprehensive income

For the Year Ended December 31

2020 2019

Deferred tax expenses (income)

Current year

Current year
Remeasurement of defined benefit
obligation
$ 1,142 $ 513
Income
tax
expense
(benefit)
recognized in the components of $ 1,142 $ 513
other comprehensive income

(3) Deferred income tax balance

The analysis of deferred income tax in the consolidated Balance Sheets was as follows:

Balance,
Beginning
ofyear
Temporary difference
Pension
$ 22,519
Deferred sale benefit
625
Finished
product
compensation loss
preparation
1,860
Other
2,043
Deferred tax assets
$ 27,047
Temporary difference
Unrealized investment
benefits
$ (65,324)
Foreign exchange net
gain or loss foreign
operations
(2,455)
Deferred tax liabilities
$ (67,779)
Deferred tax liabilities-
land value increment tax$ (733,196)
For the Year Ended December 31, 2020 For the Year Ended December 31, 2020 For the Year Ended December 31, 2020
Balance,
Beginning
ofyear
Recognized
in Profit
or Loss
Recognized in
Other
Comprehensive
Income
Effect of
Exchange Rate
changes
Balance,
End ofyear
$ (3,208)

(467)

160

(546)
$ (1,142)





$


$ 18,169
158
2,020
1,497
$ 27,047 $ (4,061) $ (1,142) $ $ 21,844
$ (21,608)

2
$

$
$ (86,932)
(2,453)
$ (67,779) $ (21,606) $ $ $ (89,385)
$ $ $ $ (733,196)
For the Year Ended December 31, 2019
Recognized in
Balance, Recognized
Other
Effect of
Beginning in Profit Comprehensive Exchange Rate Balance,
ofyear or Loss Income changes End ofyear
57
Temporary difference
Pension
$ 26,390
Deferred sale benefit
1,444
Finished
product
compensation loss
preparation
1,680
Other
1,506
Deferred tax assets
$ 31,020
Temporary difference
Unrealized investment
benefits
$ (119,195)
Foreign exchange net
gain or loss foreign
operations
(402)
Deferred tax liabilities
$ (119,597)
Deferred tax liabilities-
land value increment tax$ (1,124,560)
Temporary difference
Pension
$ 26,390
Deferred sale benefit
1,444
Finished
product
compensation loss
preparation
1,680
Other
1,506
Deferred tax assets
$ 31,020
Temporary difference
Unrealized investment
benefits
$ (119,195)
Foreign exchange net
gain or loss foreign
operations
(402)
Deferred tax liabilities
$ (119,597)
Deferred tax liabilities-
land value increment tax$ (1,124,560)
$ (3,358)

(819)

180

537
$ (513)





$


$ 22,519
625
1,860
2,043
$ 31,020 $ (3,460) $ (513) $ $ 27,047
$ 53,871

(2,053)
$

$
$ (65,324)
(2,455)
$ (119,597) $ 51,818 $ $ $ (67,779)
$ $ $ 391,364 $ (733,196)

(4) Items for which no deferred tax assets have been recognized

tems for which no deferred tax assets have been recognized
Loss carryforwards December 31, 2020
$ 8,323
December 31, 2019
$ 8,824

(5) Information about unused loss carryforwards :

As of December 31, 2020, the details regarding the unused loss carryforwards of the subsidiary Nanzong Construction Developments, Co., Ltd. are as follows:

Balance of unused loss
carryforwards
$ 1,607
10,414
11,630
11,984
1,034
1,476
972
2,498
$ 41,615
Final deductible year
2021
2022
2023
2024
2026
2027
2028
2029
  • (6)The information of unrecognized deferred income tax liabilities associated with investments

As of December 31 in 2020 and 2019, the taxes of the taxable temporary differences regarding the unrecognized deferred tax liabilities related to the investment of the subsidiaries were NT$462,310 thousand and NT$505,751 thousand, respectively.

(7)Income tax examination

58

In the consolidated financial report, the authorization of the income tax reported by the consolidated entity’s profit-seeking enterprises in the territory of Republic of China is as follows:

Authorization of income tax reported by the profit-seeking enterprise Nankang Rubber Tire Corp.,Ltd. Authorized until 2018 Taipei NanHung Rubber Tire Corp. Ltd. Authorized until 2018 Nanzong Construction Developments, Authorized until 2018 Co., Ltd.

27. EARNINGS PER SHARE

(1) Basic earnings per share

Basic earnings per share
Net income for the period
attributable to owners of the
Corporation
Weighted-average number of
ordinary shares for basic
earnings per share(in thousand
shares)
Basic EPS(NT$)
For the Year Ended December 31
2020
$ 844,378
802,249
$ 1.05
2019
$ 1,135,684
802,249
$ 1.42

(2) Diluted earnings pre share

Diluted earnings pre share
For the Year Ended December 31
2020 2019
Net income for the period attributable
to owners of the Corporation
$ 844,378 $ 1,135,684
Weighted-average number of ordinary
shares for basic earnings per 802,249 802,249
share(in thousand shares)
Assumed conversion of all dilutive
potential ordinary shares
Employees’ remuneration
(in thousand shares)
25 27
Weighted-average
number
of
common stocks after dilution (in 802,274 802,276
thousand shares)
Diluted EPS(NT$) $ 1.05 $ 1.42
  1. THE PERSONNEL, DEPRECIATION AND AMORTIZATION EXPENSES OF THE

COMPANY

For the Year Ended December 31, 2020

For the Year Ended December 31, 2019

59
Personnel expenses
Payroll expense
Insurance expense
Pension
Others
Depreciation
Amortization
Classified as
operating
cost
Classified as
operating
expenses
Total Classified as
operating
cost
Classified as
operating
expenses
Total
$ 1,345,867
1,153,242
76,344
56,019
60,262
729,617
$ 374,106

317,235

23,282

19,298

14,291

57,976
422
$ 1,719,973

1,470,477

99,626

75,317

74,553

787,593

422
$ 1,410,472

1,201,155

82,956

61,612

64,749

820,571

$ 356,619

306,395

22,629

15,818

11,777

54,273
363
$ 1,767,091

1,507,550

105,585

77,430

76,526

874,844

363
  • (1) According to the Articles of Incorporation of NANKANG, if there is profit after annual closing (the profit before tax deducting the remunerations for employees), the Company shall allocate 0.1%~1% thereof as the remuneration to employees. The distribution is resolved by the board of directors and reported to the shareholders’ meeting. However, if the Company has accumulated losses, priority shall be given to covering accumulated losses before allocating the remuneration for the employee and its balance shall be allocated on a pro rata basis as referred to in the preceding paragraph.

  • (2) The employee remunerations estimated by NANKANG were NT$1,063 thousand and NT$1,276 thousand in 2020 and 2019 respectively. Shall there be any change to the annual consolidated financial report after the reporting date, the accounting treatment shall be applied, and the adjustment is accounted for in the next year.

  • (3) NANKANG resolved at shareholders’ meeting to distribute the 2019 employee remuneration in cash of NT$1,276 thousand on May 13, 2020, which had no difference with the estimated amount in 2019.

  • (4) The information about the appropriations of the Company’s profit sharing bonus to employees and compensation to directors is available at the Market Observation Post System website.

29. RELATED PARTY TRANSACTIONS

Balances and transactions between the Company and its subsidiaries, which are related parties of the Company, have been eliminated on consolidation and are not disclosed in this note. Details of transactions between the Group and other related parties are disclosed as follows:

  • (1) Related party name and category

Related Party Name Related Party Category NanGuan Rubber Tire Corp., Ltd. Associates

60

Zhikai Development Co., Ltd. Top 10 shareholders of the parent company Top 10 shareholders of the parent Yuanre Development Co., Ltd. company Top 10 shareholders of the parent Yuanhung Development Co., Ltd. company

  • (2) Significant transactions with the related party

A. Revenue

evenue
For the Year Ended December 31
2020 2019
NanGuan Rubber Tire Corp.,
Ltd.
$ 113,904 $ 108,542

The sale is made based on the price of the general suppliers.

B. Purchases

For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31
2020 2019
NanGuan Rubber Tire Corp.,
Ltd.
$ 1,136 $ 1,425

The transaction price and payment terms have no difference with those of

the non-related party.

C. Notes receivable

otes receivable
December 31
2020 2019
NanGuan Rubber Tire Corp.,
Ltd.
$ 2,760 $ 2,667
Accounts receivable
December 31
2020 2019
NanGuan Rubber Tire Corp.,
Ltd.
$ 26,037 $ 32,378

D. Accounts receivable

E. Other receivables

December 31
2020 2019
61
NanGuan Rubber Tire Corp.,
Ltd.
$
Range of interest rate
1.55
$ 120,000
1.55%~1.65

The interest revenues received were NT$824 thousand and NT$1,925

thousand in 2020 and 2019, respectively.

F. Contract liability

ontract liability
Zhikai Development Co., Ltd.
Yuanre Development Co.,
Ltd.
Yuanhung Development Co.,
Ltd.
Total
December 31
2020
$ 291,417
148,084
134,234
$ 573,735
2019
$ 194,255
98,709
89,483
$ 382,447

The presale houses of the “The Global One” construction project sold by

the Company to Zhikai, Yuanrui, and Yuanhong were 11, 9 and 8

households as of December 31, 2020, respectively. The total amount of the sale contracts signed were NT$1,970,240 thousand, NT$1,000,950

thousand and NT$907,310 thousand respectively. The Company received 15% amount as the signing up based on the contract.

G. Unrealized profit from sales

Unrealized profit from sales
For the Year Ended December 31
2020 2019
NanGuan Rubber Tire Corp.,
Ltd.
$ 876 $ 1,039

H. Endorsement/guarantee

The information on the endorsement/guarantees made for others is as follows:

follows:
Zhikai Development Co., Ltd.
Yuanre Development Co., Ltd.
Total
December 31
2020
$ 33,350
16,650
$ 50,000
2019
$ 33,350
16,650
$ 50,000

(3) Rewards to key management

The compensation to directors and other key management personnel were as follows:

For the Year Ended December 31

62
Short-term employee benefits
Post-employment benefits
Total
2020
$ 21,385
511
$ 21,896
2019
$ 21,332
452
$ 21,784

30. PLEDGED ASSETS

30 . PLEDGED ASSETS
31 Carrying Amount
Items
Purpose
December 31,
2020
December 31,
2019
Other current financial
assets
Letter of credit margin
and Short-term borrowing
$ 64,347 $ 77,990
Other current financial
assets
Trust account for property
development
2,601,579
3,670,741
Property, plant and
equipment
Short-term and long-term
borrowingShort-term
notes and bills payable
3,360,516
3,376,898
Land to be built
Short-term and long-term
borrowing
2,538,256
2,538,256
Total
$ 8,564,698 $ 9,663,885
.SIGNIFICANT
CONTINGENT
LIABILITIES
AND
UNRECOGNIZED
COMMITMENTS
  • (1) Significant commitments

A. The balance of the Company’s LC amounts

December 31, 2020
US$ (thousand)
$ 15,765
JP(thousand)
33,500
-payment amount for contracted equipment
December 31, 2020
NT$(thousand)
$ 399,627
CNY(thousand)
1,399
December 31, 2019
$ 15,294
64,409
December 31, 2019
$ 330,292
3,048

B. Non-payment amount for contracted equipment

C. The proceeds of the presale house contract signed with the customers by the Company are as follows:

Amount of signed contracts
Received amount from contracts
December 31, 2020
$ 23,021,520
$ 5,095,093
December 31, 2019
$ 11,366,030
$ 3,670,135
63

Outstanding checks received $ 207,122 $ 7,460 from presale cases

  • D. The total contract price of the construction work signed with the contractors by the

Company is as follows:

ompany is as follows:
December 31, 2020
Amount of signed contracts
$ 14,557,200
Amount paid based on the
contract
$ 1,223,240
December 31, 2019
$ 14,557,200
$ 18,280

32. SUBSEQUENT LOSSES: None.

33. SUBSEQUENT EVENTS: None.

34. CAPITAL MANAGEMENT

The Company plans its working capital (including R&D expenses and debt liquidation, etc.) required for the future in accordance with the characteristics currently existing in its industry and its future development status while it also considers the changes in the external environment, so as to ensure its sustainable operations. In so doing, the Company will be able to concurrently protect the interests of its shareholders and other related parties, maintain the optimal capital structure, and elevate the stockholder value. As a whole, the Company adopts a prudent risk management strategy.

In order to maintain or adjust the capital structure, the Company may adjust the dividend amount of the shareholders, issue new shares or repurchase the shares of the Company.

35. FINANCIAL INSTRUMENTS

(1) Categories of financial instruments

Categories of financial instruments
Financial assets
Financial assets at amortized
cost
Financial assets at fair value
through profit or loss
Total
Financial liabilities
Financial assets at amortized cost
Financial liabilities at fair value
through profit or loss
Total
December 31,2020
$ 8,963,300
2,351,265
$ 11,314,565
$ 14,606,219
99
$ 14,606,318
December 31,2019
$ 8,811,043
103,198
$ 8,914,241
$ 12,106,734
481
$ 12,107,215
64
  • A.The balance include financial assets at amortized cost, which comprise cash and cash

equivalents, notes receivale, accounts receivable, other receivables and refundable

deposits.

  • B. The balances include financial liabilities at amortized cost, which comprise short-

term and long-term borrowings, short-term notes and bills payable, notes payable,

accounts and other payables, and guarantee deposits.

  • (2) Fair value information

  • A. Fair value of financial instruments carried at amortized cost

The book value of the financial assets and liabilities measured at amortized cost by

the Company is close to the reasonable amount of the fair value.

  • B. The different levels that the inputs to valuation techniques are used to measure fair

value of financial instruments have been defined as follows

  • (A) Level 1 fair value measurements are those derived from quoted prices

(unadjusted) in active markets for identical assets or liabilities;

  • (B) Level 2 fair value measurements are those derived from inputs other than quoted

prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and

  • (C) Level 3 fair value measurements are those derived from valuation techniques

  • that include inputs for the asset or liability that are not based on observable

market data (unobservable inputs).

  • C. Concerning the financial instruments measured by fair values, the basic

classification analysis of the Company in accordance with the nature, characteristics

and risk as well as fair value level of asset and liability shall be as follows:

  • (A) The following table presents the Company’s financial assets and liabilities

measured at fair value on a recurring basis:

65
Financial
assets
at
FVTPL
Stock of listed (OTC)
companies

Stock of emerging
companies
Total

Financial liabilities at
FVTPL
Interest
rate
swap
contract

Financial
assets
at
FVTPL
Stock of listed (OTC)
companies

Stock of emerging
companies
Total

Financial liabilities at
FVTPL
Interest rate swap

Forward
foreign
exchange contract
Total
December 31, 2020 December 31, 2020
Level 1 Level 2 Level 3 Total
$2,349,958
$
1,307
$

$2,349,958
1,307
$2,349,958 $ 1,307 $ $2,351,265
$ $ 99 $ $ 99
Level 1 Level 2 Level 3 Total
$ 101,949
$
1,249
$

$ 101,949
1,249
$ 101,949 $ 1,249 $ $ 103,198
$
$ 161

320
$

$ 161
320
$ $ 481 $ $ 481
  • (B) The financial asset and liability measured by fair value on non-repeatable

foundation: none.

  • D. The methods and assumptions used by the Company to measure fair value is as

follows:

  • (A) The Company’s fair value inputs adopting the quoted market price are listed in

the following based on the characteristics of the instruments:

the following based on the characteristics of the instruments:
Item
Stock of listed (OTC) companies
Stock of emerging companies
Market quoted
Close price
Average transaction price
  • (B) The forward exchange contract is often valuated based on the current forward

rate.

  • E. There was no transfer between fair value measurement level 1 and level 2 in 2020

and 2019.

66

(3) Financial risk management objectives

The currency risk, interest rate risk, credit risk and liquidity risk related to management and operation activities are the target of the Company’s financial risk management. The Company has devoted its efforts to recognizing, assessing and hedging market uncertainty in an attempt to reduce the potential adverse influence of market change on

the Company’s financial performance.

The Company’s major financial activities have all been re-checked by its board of directors in accordance with the related regulations and internal control system. During the financial plan execution period, the Company has to strictly follow the financial operation procedures related to overall financial risk management and accrual basis.

(4) Market risk

The Company is exposed to the market risks arising from changes in foreign exchange rates, interest rates and the prices in equity investments, and utilizes some derivative financial instruments to reduce the related risks.

A. Foreign currency risk

Most of the Company’s operating activities and investment in foreign are denominated in foreign currencies. Consequently, the Company is exposed to foreign currency risk. To protect against reductions in value and the volatility of future cash flows caused by changes in foreign exchange rates, the Company utilizes derivative shore-term borrowing and financial instruments, including currency forward contracts and cross currency swaps, to hedge its currency exposure. These instruments help to reduce, but do not eliminate, the impact of foreign currency exchange rate movements.

The Company’s purpose of the proceeds from short-term loans is to hedge naturally against the risk of the accounts receivable in USD. The accounts receivables of the Company is mainly in USD, therefore the utilization of short-term loans in USD can naturally hedge the risks of the accounts receivable in USD generated from the

67

changes in the foreign exchange rate.

The maturity of the derivative financial instruments engaged by the Company is all less than six months, which does not meet the terms for accounting hedge.

The net investment in the foreign operation was for strategic investment, therefore the Company did not adopt any hedging policy against it.

The sensitivity analysis of the exchange rate risk is calculated based on the net position of financial assets or liabilities in the monetary items in foreign currency held by the Company at the end of the financial reporting. If the relative change in NT dollar revaluation against each related currency is 1%, the amount of profit or loss of the Company will also increase or decrease accordingly and will become the negative of the same amount during devaluation.

Monetary items
USD
EUR
GBP
JPY
CNY
December 31, 2020
$ (14,545)
(4,929)
(857)
44
December 31, 2019
$ (6,390)
(5,341)
(1,309)
(101)
67

B. Interest rate risk

Interest rate risk refers the risk caused by the change in the fair value of financial instruments as a result of change of the market interest rate. The interest rate risk of the company is mainly derived from variable interest rate borrowing.

Regarding the sensitivity analysis of the interest rate risk, the calculation is made according to the amount of the bank loan and the floating interest rate at the final day of the financial report period, and a quarter’s effect is assumed to be held. If the interest rate increased or decreased by 0.1%, the Company’s profit or loss as of December 31, 2020 and December 31, 2019 would increase or decrease NT$3,218 thousand and NT$2,708 thousand respectively.

C. Other price risk

68

The price risk of the Company’s equity instruments is mainly due to the investment classified as the financial assets measured compulsorily at fair value through profit or loss. All significant investment in the equity instruments shall be implemented after the approval of the Company’s board of directors.

For the sensitivity analysis on the price risk of the equity instruments, the calculation basis is the changes in the fair value at the end of the financial reporting. If the price of the equity instruments increased/decreased in 5%, the profit or loss of the Company would increase/decrease NT$117,563 thousand and NT$5,159 thousand in December 31, 2020 and 2019, respectively.

(5) Credit risk management

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Company. The Company is exposed to credit risk from operating activities, primarily trade receivables, and from financing activities, primarily deposits, fixed-income investments and other financial instruments with banks. Credit risk is managed separately for business related and financial related exposures.

A. Business related credit risk

In order to maintain its quality of accounts receivable, the Company has set up its operation related credit risk management procedure.

The individual customer risk assessment covers the factors of an individual customer’s financial status and credit rating agency’s ratings, the Company’s internal credit ratings and historical transaction records and current economic status, etc. which may affect customer’s solvency capacity.

Because the customer in China has a longer credit period, the major counterparty in China is required to provide collateral or other secured rights to effectively reduce the credit risk of the Company. The management assigned the dedicated team responsible for the determination of the credit lines, credit approval and other monitor procedures to ensure that proper actions had been taken for the recovery of overdue receivables. Besides, on the balance sheet date, the Company would

69

recheck on a case-by-case basis the amounts or the receivable accounts to assure that the appropriate allowance for impairment has been duly recognized for the nonreceivable accounts.

As of December 31, 2020 and 2019, the receivable balance of the customer with sale revenue reaching above 5% accounted for 48.81% and 45.48% of the Company’s receivable balance, respectively. The concentration of the credit risk for other accounts receivable was relatively not significant.

B. Financial credit risk

The credit risk of bank deposits, fixed income investments, and other financial instruments is measured and monitored by the Finance Department of the Company. Since the transaction counterparties and the contract performance parties of the Company are banks of excellent credit standing and financial institutions or corporate entities with investment level 2, there are no non-compliance issues; therefore, there is no significant credit risk.

(6) Liquidity risk management

The purpose of the Company’s management of liquidity risk is to maintain the cash and cash equivalents, high liquidity securities and enough bank financing facilities required for business operations, so as to ensure sufficiency of the Company’s financial flexibility.

The table below summarizes the maturity profile of the Company’s financial liabilities

based on contractual undiscounted payments, including principles and interests.

Less Than
1year
Non-derivative
financial liabilities
Short-term
borrowings
and
short-term
notes
and bills payable
$ 7,372,647
Accounts payable
1,254,227
Long-term
borrowings
789,242
Lease liabilities
15,567
Guarantee deposits
December 31,2020 December 31,2020 December 31,2020
Less Than
1year
12 year 23 year More than
3years
Total
$



260,606

11,399
1,061
$




2,557

$

4,928,436

861
$ 7,372,647
1,254,227

5,978,284

30,384

1,061
70
Total
$ 9,431,683
Derivative financial
liabilities
Interest rate swap
contract
$ 99
Less Than
1year
Non-derivative
financial liabilities
Short-term
borrowings
and
short-term
notes
and bills payable
$ 7,667,330
Accounts payable
1,022,381
Long-term
borrowings
2,915,561
Lease liabilities
12,102
Guarantee deposits

Total
$11,617,374
Derivative financial
liabilities
Interest rate swap
contract
$
Forward
foreign
exchange contract
320
Total
$ 320
$ 9,431,683 $ 273,066 $ 2,557 $ 4,929,297 $14,636,603
$ $ $ $ 99
Less Than
1year
12 year 23 year More than
3years
Total
$



464,242

3,493
1,614
$


35,606

714

$





$ 7,667,330
1,022,381

3,415,409

16,309

1,614
$11,617,374 $ 469,349 $ 36,320 $ $12,123,043
$ 161

$
$
$ 161
320
$ 320 $ 161 $ $ $ 481
  1. SIGNIFICANT ASSETS AND LIABILITIES DENOMINATED IN FOREIGN

CURRENCIES

(1) The significant financial assets and liabilities denominated in foreign currencies were

as follows:

as follows:
December 31, 2020
Foreign currencies
(In Thousands)
Exchange
Rare

Carrying Amount
(NTD in Thousands)
Financial assets
Monetary items
USD 90,686 28.48 $ 2,582,737
EUR 14,074 35.02 492,871
GBP 2,204 38.90 85,736
Financial liabilities
Monetary items
USD 39,613 28.48 1,128,178
December 31, 2019
Foreign currencies
(In Thousands)
Exchange
Rare

Carrying Amount
(NTD in Thousands)
Financial assets
71
Monetary items
USD 52,029 29.98 $ 1,559,829
EUR 15,901 33.59 534,115
GBP 3,325 39.36 130,872
JPY 36,446 0.276 10,059
Financial liabilities
Monetary items
USD 30,714 29.98 920,806

The above information is based on the functional currency of each body other than the foreign currency summary expression.

  • (2)There are multiple foreign currency types used in the Company and the disclosure cannot be made based on each significant foreign currency, therefore the information about exchange gain or loss of each currency is disclosed by summarization. The Company’s net gain (loss) of foreign exchange (including the realized and unrealized) were NT$(136,297) thousand and NT$22,381 thousand in 2020 and 2019, respectively.

37. OTHERS

(1) Maturity analysis on asset liabilities

The assets and liabilities with respect to the construction business are classified as current or non-current with the operating cycle as the standard. The related amount recognized based on the amount anticipated to be recovered or reimbursed within a year and more than a year after the balance sheet date is as follows:

December 31, 2020

Within 1 year
Assets
Inventories
$
Other current financial
assets
2,601,579
Incremental
costs
of
obtaining a contract

Liabilities
Contract liability
Within 1 year After 1 year Total
$ 8,742,130


722,885
5,226,469
$ 8,742,130
2,601,579

722,885

5,226,469
72

December 31, 2019

Within 1 year
Assets
Inventories
$
Other current financial
assets
3,670,471
Incremental
costs
of
obtaining a contract

Liabilities
Contract liability
Within 1 year After 1 year Total
$ 7,160,506


23,570
3,625,058
$ 7,160,506
3,670,471

23,570

3,625,058
  • (2) Non-cash transactions: None.

  • (3) Due to the COVID-19 epidemic, although the company's turnover in 2020 has decreased

compared with the previous year, it has not yet had a significant impact on the company's business and finances, and there are no doubts about the ability to continue

operations, asset impairment, and financing risks.

38. ADDITIONAL DISCLOSURES

The following are additional disclosures for the Company and its affiliates as required by the R.O.C. Securities and Futures Bureau

  • (1) Financings provided: See Table 1 attached;

  • (2) Endorsement/guarantee provided: See Table 2 attached;

  • (3) Marketable securities held (excluding investments in subsidiaries and associates): See Table 3 attached;

  • (4) Marketable securities acquired and disposed of at costs or prices of at least NT$300 million or 20% of the paid-in capital: See Table 4 attached;

  • (5) Acquisition of individual real estate properties at costs of at least NT$300 million or 20% of the paid-in capital: None;

  • (6) Disposal of individual real estate properties at prices of at least NT$300 million or 20% of the paid-in capital: See Table 5 attached;

  • (7) Total purchases from or sales to related parties of at least NT$100 million or 20% of the paid-in capital:See Table 6 attached;

  • (8) Receivables from related parties amounting to at least NT$100 million or 20% of the

73

paid-in capital: See Table 7 attached;

  • (9) Information about the derivative financial instruments transaction: See Notes 7;

  • (10)The business relationship between the parent and the subsidiaries and significant transactions between them: See Table 8 attached;

  • (11)Names, locations, and related information of investees over which The Company exercises significant influence: See Table 9 attached;

  • (12) Information on investment in mainland China :

  • A.The name of the investee in mainland China, the main businesses and products, its issued capital,method of investment, information on inflow or outflow of capital, percentage of ownership, income(losses) of the investee, share of profits/losses of investee, ending balance, amount received as dividends from the investee, and the limitation on investee: See Table 10 attached.

  • B. Significant direct or indirect transactions with the investee, its prices and terms of payment, unrealized gain or loss, and other related information which is helpful to understand the impact of investment in mainland China on financial reports: See Table 10 attached.

  • (13) Information of major shareholder

List of all shareholders with ownership of 5 percent or greater showing the names and the number of shares and percentage of ownership held by each shareholder: See Table 11 attached.

74

TABLE 1

FINANCINGS PROVIDED

(Amounts in Thousands of New Taiwan Dollars)

No.
(Note 1)
Financing
Company
Counter-party Financial
Statement
Account
Related
Party
Maximum
Balance for the
Period
Ending Balance
(Note 6)
Amount
Actually Drawn
Interest
Rate
Nature for
Financing
(Note 4)
Transaction
Amounts
Reason for
Financing
Allowance
for Bad Debt
Colla teral Financing Limits
for Each
Borrowing
Company
(Note 2)
Financing
Company’s Total
Financing
Amount Limits
(Note 3)
Item Value
0 NANKANG
RUBBER TIRE
CORP., LTD.

NANGUAN RUBBER
TIRE CO., LTD.

Current
assets─other
receivables
Yes $ 120,000 $ $ 1.55% 1 $ 112,236 $ $ 1,078,731 $ 4,314,923
0 NANKANG
RUBBER TIRE
CORP., LTD.

NANZONG
CONSTRUCTION
DEVELOPMENTS,
CO., LTD.
Current
assets─other
receivables
Yes 490,000 2 Operating
capital
3,236,192 4,314,923
1 NANKANG
INTERNATION
AL CO.,LTD.
NANKANG RUBBER
TIRE CORP., LTD.

Short-term
debt
Yes 756,250 712,000
(Note 7)
569,600
(Note 7.8)

2 Operating
capital
4,850,470
(Note 5)
4,850,470
(Note 5)

Note 1 The Company and its subsidiaries are coded as follows:

  • 1.The Company is coded “0”.

  • 2.The subsidiaries are coded consecutively beginning from “1” in the order presented in the table above.

  • Note 2 The Company’s loaning of funds toward a single enterprise is limited to 10% of the Company’ s net value in the most recent financial statement; the limit of loan to the subsidiaries shall not exceed 30% of the Company’s net value in the most recent financial statement.

  • Note 3 The total loaning of funds is limited to 40% of the Company’s net value in the most recent financial statement. The loaning of funds between the foreign companies with 100% voting shares held by the Company directly and indirectly due to the required short-term financing, its amount is not subject to 40% of the net value.

Note 4 Nature of loans:.Business transaction: 1, Short-term financing: 2.

Note 5 The fund loaning of Nankang International Co.Ltd to the parent company is limited to 100% of the net value of Nankang International Co.Ltd. in the most recent financial statement.

Note 6 The balance at the end was the amount approved by the board of directors.

Note 7 The balance at the end was USD25,000 thousand; the actual amount disbursed was USD20,000 thousand.

Note 8 The related parties have been eliminated upon consolidation.

75

TABLE 2

ENDORSEMENTS/GUARANTEES PROVIDED

(Amounts in Thousands of New Taiwan Dollars)

No.
(Note 1)
Endorsement /
Guarantee Provider
Guaranteed Party Guaranteed Party Limits on
Endorsement /
Guarantee Amount
Provided to Each
Guaranteed Party
(Note 3)
Maximum
Balance for the
Period
Ending
Balance
Amount
Actually
Draw
Amount of
Endorsement
/Guarantee
Collateralized by
Properties
Ratio of
Accumulated
Endorsement /
Guarantee to Net
Equity per Latest
Financial Statements

Maximum
Endorsement /
Guarantee Amount
Allowable
(Note 3)
Guarantee
Provided by
Parent
Company
Guarantee
Provided by
A Subsidiary
Guarantee
Provided to
Subsidiaries
in Mainland
China
Name Nature of
Relationship
(Note 2)
0 NANKANG
RUBBER
TIRE
CORP., LTD.

NANKANG
(ZHANGJIAGANG FREE
TRADE ZONE) RUBBER
INDUSTRY CO.,LTD.


3
$ 5,393,654 $ 85,250 $ $ $ 0.00 $ 10,787,307
0 NANKANG
RUBBER
TIRE
CORP.,LTD.

NANKANG
INTERNATIONAL
CO.,LTD.
2 5,393,654 664,950 664,950 591,000 591,000 5.48 10,787,307
0 NANKANG
RUBBER
TIRE
CORP., LTD.

NANZONG
CONSTRUCTION
DEVELOPMENTS,
CO.,
LTD.

2
5,393,654 450,000 450,000 450,000 450,000 4.17 10,787,307
0 NANKANG
RUBBER
TIRE
CORP.,LTD.

YUANRE
DEVELOPMENTS,
CO.,
LTD.

5
5,393,654 16,650 16,650 16,650 16,650 0.15 10,787,307
0 NANKANG
RUBBER
TIRE
CORP.,LTD.

ZHIKAI
DEVELOPMENTS,
CO.,
LTD.

5
5,393,654 33,350 33,350 33,350 33,350 0.31 10,787,307
1 NANZONG
CONSTRUCTION
DEVELOPMENTS
,CO.,LTD.
NANKANG RUBBER TIRE
CORP., LTD.

4
13,023,805
(Note 5)
7,000,000 7,000,000 7,000,000 7,000,000 214.99 13,023,805
(Note 5)

Note 1 The Company and its subsidiaries are coded as follows:

  • (1).The Company is coded “0”.

  • (2)The subsidiaries are coded consecutively beginning from ”1” in the order presented in the table above.

  • Note 2 According to the “Guidelines Governing the Preparation of Financial Reports by Securities Issuers” issued by the R.O.C. Securities and Futures Bureau, receiving parties should be disclosed as one of the following:

  • (1) A company with which it does business.

(2) A company in which the public company directly and indirectly holds more than 50% of the voting shares.

  • (3) A company that directly and indirectly holds more than 50 % of the voting shares in the public company.

  • (4) A company in which the public company holds, directly or indirectly, 90% or more of the voting shares.

  • (5) A company that fulfills its contractual obligations by providing mutual endorsements/guarantees for another company in the same industry or for joint builders for purposes of undertaking a construction project.

  • (6) A company that all capital contributing shareholders make endorsements/ guarantees for their jointly invested company in proportion to their shareholding percentages.

  • (7) Companies in the same industry provide among themselves joint and several security for a performance guarantee of a sales contract for pre-construction homes pursuant to the Consumer Protection Act for each other.

  • Note 3 The endorsements/guarantees amount of the Company toward a single enterprise is limited to 50% of the Company’ s net value in the most recent financial statement; the total amount of endorsement/guarantee made by the Company shall not exceed 100% of the net value in the most recent financial statement.

Note 4 The intercompany endorsement guarantee limits for the Company's direct and indirect ownership of 100% of the voting shares are as follows

The endorsements/guarantees amount of the Company toward a single enterprise is limited to 50% of the Company’ s net value in the most recent financial statement.The Company shall not be limited to 50% of the Company's net worth if the Company directly or indirectly holds more than 50% of the voting rights to endorse the Company's guarantee.The total amount of guarantees that the Company and its subsidiaries as a whole may endorse externally is limited to no more than 150% of the Company's most recent net financial statements.

  • Note 5 The guarantees of Nanzong Construction Developments, Co., Ltd. toward its parent company is limited to 4 times of the net value in the most recent financial statement of Nanzong Construction Developments, Co., Ltd.
76

TABLE 3

MARKETABLE SECURITIES HELD

(Amounts in Thousands of New Taiwan Dollars)

Held Company
Name
Marketable Securities
Type and Name
Relationship
with the
Company

Financial Statement
Account
December 31, 2020 December 31, 2020 Note
Number of
Shares
Carrying Value Percentage of
Ownership
Fair Value
NANKANG
RUBBER TIRE
CORP., LTD.

Stock
MILDEF CRETE INC.
TAIWAN
TELEVISION
ENTERPRISE, LTD.
TAIWAN
FERTILIZER
CO., LTD.
FEDERAL CORP.
SHIHLIN
PAPER
CORPORATION







Financial assets at fair value
through profit or loss
Financial assets at fair value
through profit or loss
Financial assets at fair value
through profit or loss
Financial assets at fair value
through profit or loss
Financial assets at fair value
through profit or loss

2,150,829

172,048

6,679,000

93,688,000

588,000
$ 107,434
1,307
362,002
1,845,654
34,868
3.665
0.0613
0.6815
19.793
0.226
$ 107,434
1,307
362,002
1,845,654
34,868

Note Excluding subsidiaries,associates and joint ventures.

77

TABLE 4

MARKETABLE SECURITIES ACQUIRED AND DISPOSED OF AT COSTS OR PRICES OF AT LEAST NT$300 MILLION OR 20% OF THE PAID-IN CAPITAL

(Amounts in Thousands of New Taiwan Dollars)

Company
Name
Marketable
Securities
Type and Name
Financial Statement
Account
Counterparty Nature of
Relationship
Beginning Balance Beginning Balance Acquisition Acquisition Disposal Disposal Ending Balance Ending Balance Note
Shares Amount Shares Amount
(Note 1)
Shares Amount Carrying
Value
Gain/Loss
on Dispoal
(Note 2)

Shares
Amount
NANKANG
RUBBER
TIRE CORP.,
LTD.

Stork/
FEDERAL
CORP.
Financial assets at
fair value through
profit
or
loss-
current


Centralized
securities
exchange
market
$ 93,688,000 $ 1,845,654 93,688,000 $ 1,845,654
NANKANG
RUBBER
TIRE CORP.,
LTD.

Stock/
TAIWAN
FERTILIZER
CO., LTD.
Financial assets at
fair value through
profit
or
loss-
current


Centralized
securities
exchange
market
$ 12,192,000 $ 616,246 5,513,000 $ 254,244 $ 254,244 6,679,000 $ 362,002

Note 1 Calculated at fair value.

Note 2 Code of general ledger account is "financial assets at fair value through profit or loss". Due to adoption of IFRS, it would be valued at fair value rather than recognised disposal gain or loss.

78

TABLE 5

DISPOSAL OF INDIVIDUAL REAL ESTATE AT PRICES OF AT LEAST NT$300 MILLION OR 20%OF THE PAIK-IN CAPITAL

(Amounts in Thousands of New Taiwan Dollars)

Name of company Type of
property
Transaction date Acquisition
Date
(Note 1)
Carrying
Amount
(Note 1)
Transaction
amount
Amount actually
receivable
(Note 2)

Gain/Loss
on Dispoal
(Note 1)
Counterparty Nature of
Relationship
Purpose of
Disposal
Price Reference Other
Terms
NANZONG
CONSTRUCTION
DEVELOPMENTS, CO.,
LTD.

Inventories
January 18, 2020 N/A N/A $ 312,680 $ 31,270 N/A A Company None Get business
benefits
Real estate
valuation report
NANZONG
CONSTRUCTION
DEVELOPMENTS, CO.,
LTD.

Inventories
January 2020 to
February 2020

N/A
N/A 369,900 36,990 N/A B Company None Get business
benefits
Real estate
valuation report
NANZONG
CONSTRUCTION
DEVELOPMENTS, CO.,
LTD.

Inventories
November 24, 2020 N/A N/A 327,200 9,610 N/A C Company None Get business
benefits
Real estate
valuation report

Note 1 Inventory sold thus not applicable.

Note 2 These are advance on building and land received based on the contract.

79

TABLE 6

TOTAL PURCHASES FROM OR SALES TO RELATED PARTIES OF AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL

(Amounts in Thousands of New Taiwan Dollars and Foreign currencies in Thousands)

Company Name Related Party Nature of
Relationships
Transaction Details Transaction Details Details of non-arm’s
length transaction
Details of non-arm’s
length transaction

Notes and Accounts receivable
(payable)

Notes and Accounts receivable
(payable)
Note
Purchases/
Sales
Amount Percentage of total
purchases (sales)

Payment
Terms
Unit Price Payment
Terms
Ending Balance Percentage of
total receivables
(payable)
NANKANG
RUBBER
TIRE CORP., LTD.

TAIPEI NANHUNG RUBBER
TIRE CORP., LTD.

Subsidiary
Sales $ 290,361 4.67 6 months $ 65,634 5.96 1
NANKANG
RUBBER
TIRE CORP., LTD.

NANGUAN
RUBBER
TIRE
CORP., LTD.

Associates
Sales 112,236 1.80 6 months 28,797 2.61
NANKANG
RUBBER
TIRE CORP., LTD.

NANKANG (ZHANGJIAGANG
FREE
TRADE
ZONE)
RUBBER INDUSTRY CO.,
LTD



Indirect subsidiary
Purchases 243,748 7.72 6 months 140,042 40.08 1
NANKANG
INTERNATIONAL
CO.,LTD
NANKANG (ZHANGJIAGANG
FREE
TRADE
ZONE)
RUBBER INDUSTRY CO.,
LTD



Subsidiary
Purchases USD
79,881
100 6 months USD
47,319
100.00 1

Note1 The related parties have been eliminated upon consolidation.

80

TABLE 7

RECEIVABLES FROM RELATED PARTIES AMOUNTING TO AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL

(Amounts in Thousands of New Taiwan Dollars and Foreign currencies in Thousands)

Company Name Related Party Nature of
Relationships
Ending Balance Turnover
rate
Overdue receivables Overdue receivables Amounts Received
in Subsequent
Period
Allowance
for Bad Debts
Note
Amount Action Taken
NANKANG
(ZHANGJIAGANG
FREE TRADE ZONE) RUBBER
INDUSTRY CO., LTD


NANKANG
INTERNATIONAL
CO.,LTD
Parent company USD
47,319
$ USD 17,972 $ 1
NANKANG
(ZHANGJIAGANG
FREE TRADE ZONE) RUBBER
INDUSTRY CO., LTD


NANKANG
RUBBER
TIRE CORP.,LTD

The ultimate
parent of the
Company
USD
4,917
USD 217 1

Note1 The related parties have been eliminated upon consolidation.

81

TABLE 8

INTERCOMPANY RELATIONSHIPS AND SIGNIFICANT INTERCOMPANY TRANSACTIONS

FOR THE YEAR ENDED DECEMBER 31, 2020

(Amounts in Thousands of New Taiwan Dollars)

(Amounts in Thousands of (Amounts in Thousands of New Taiwan Dollars)
No Company Name Counterparty Nature of
Relationship
(Note 1)
IntercompanyTransactions
Financial Statements Item Amount
(Note 2)
Terms Percentage of
Consolidated Net
Revenue or Total
Assets
0 NANKANG RUBBER TIRE
CORP., LTD.
TAIPEI NANHUNG RUBBER TIRE
CORP., LTD.
1 Net sales
Accounts receivable
$ 290,361
62,567
Based on the agreed price of
the buyer and seller
Received based on the agreed
terms of bothparties
3%
NANKANG (ZHANGJIAGANG
FREE TRADE ZONE) RUBBER
INDUSTRY CO., LTD.
1 Accounts payable
Purchases
Entrusted purchasing of
materials
140,042
243,748
11,449
Received based on the agreed
terms of both parties
Based on the agreed price of
the buyer and seller
Based on the agreed price of
the buyer and seller

3%
NANKANG INTERNATIONAL
CO.,LTD.
1 Short-term debt 569,600 Loaning of funds from the
subsidiaries
2%
NANKANG TIRE NETHERLANDS
B.V
1 Net sales 33,730 Based on the agreed price of
the buyer and seller
1 NANKANG (ZHANGJIAGANG
FREE
TRADE
ZONE)
RUBBER INDUSTRY CO.,
LTD.



NANKANG INTERNATIONAL
CO., LTD.
3 Net sales
Accounts receivable
2,363,767
1,347,633
Based on the agreed price of
the buyer and seller
Received based on the agreed
terms of bothparties
24%
4%

Note 1 1. The holding company to subsidiary.

  1. Subsidiary to holding company.

  2. Subsidiary to subsidiary.

Note 2 Only transactions of NT$10,000 thousand or more are shown.

Note 3 The percentage with respect to the consolidated asset/liability for transactions of balance sheet items are based on each item’s balance at period-end. For profit or loss items, cumulative balances are used as basis.

82

TABLE 9

NAMES, LOCATIONS AND RELATED INFORMATION OF INVESTEES OVER WHICH THE COMPANY EXERCISES

SIGNIFICANT INFLUENCE

(Amounts in Thousands of New Taiwan Dollars and Foreign currencies in Thousands)

Investor Company Investee Company Location Main Businesses and
Products
Original Investment Amount Original Investment Amount Balance a s of December 31, 2020 s of December 31, 2020 Net Income
(Losses) of the
Investee
Shares of
Profits/Losses
of Investee
Notes
December 31,
2020
December 31,
2019
Shares Percentage of
ownership
Carrying value
NANKANG
RUBBER TIRE
CORP.,LTD

TAIPEI NANHUNG RUBBER
TIRE CORP., LTD.
NANGUAN RUBBER TIRE
CO., LTD.
NANZONG CONSTRUCTION
DEVELOPMENTS,
CO.,
LTD.
NANKANG RUBBER TIRE
(SINGAPORE) PTE LTD.
NANKANG
INTERNATIONAL
CO.,LTD.
NANKANG
TIRE
NETHERLANDS B.V.
NANKANG
YISHENG
PROPERTY
MANAGEMENT
CONSULTANTS CO., LTD.

Taiwan






Singapore
Seychelles

Netherlands

Taiwan
All kinds of tire
transactions

Professional asset
management
Reinvestment of other
businesses and all kinds
of tire transactions

Information
collection
and all kinds of tire
transactions
Management Consulting
$ 42,000
5,500
3,358,784
USD
27,800
USD
80,780


EUR
60
2,000
$ 42,000
5,500
3,358,784
USD
27,800
USD
80,780
EUR
60
900,000
549,994
178,500,000
SG 45,982,196
US 80,780,000
EU
600
200,000
100.00
20.37
100.00
100.00
100.00
100.00
40.00
$ 32,091
814,000
3,255,951
1,461,884
4,849,869
39,499
1,998
$ 18,972
(867,111)
2,506
44,149
195,511
14,925
(5)
$ 18,972

(176,632)
2,506
44,149
195,511
14,925

(2)
1.4
4
2.4
2.4
4
3.4

Note 1 The amount of cash dividends acquired from Taipei Nanhung Rubber Tire Corp., Ltd. was NT$8,000 thousand.

Note 2 Nankang Rubber Tire Corp. Ltd. received cash dividends of NT$324,342 thousand and NT$104,375 thousand from Nankang (ZhangJiaGang Free Trade Zone) Rubber Industrial Co.Ltd. through 100% reinvestment in Nankang International Co.Ltd and Nankang Rubber Tire (Singapore) Pte. Ltd..

Note 3 Invested in the establishment of Nankang Yisheng Property Management Consulants Co., Ltd. and held 200,000 shares.

Note 4 The related parties have been eliminated upon consolidation.

83

TABLE 10

INFORMATION ON INVESTMENT IN MAINLAND CHINA

1.[(Amounts in Thousands of New Taiwan Dollars and Foreign currencies in Thousands)]

1. (Amounts in Thousands of Ne in Thousands of Ne w Taiwan Dol lars and Foreign cu rrencies in Thousa nds)
Investee Company Main
Businesses
and products
Total Amount of
paid-in Capital
Method of
Investment

Accumulated
Outflow of
Investment
January 1, 2020
Investment Flows Accumulated
Outflow of
Investment from
Taiwan as of
December 31, 2020

Net income (loss)
of investee
company

Percentage
of
Ownership
Shares of
profits/Losses
(Note 2)
Carrying
Amount as of
December 31,
2020
Accumulated
Inward
Remittance of
Earnings as of
December 31,
2020
Outflow Inflow
NANKANG
(ZHANGJIAGA
NG
FREE
TRADE ZONE)
RUBBER
INDUSTRY CO.,
LTD.



Production
and sale of
various tires
$ 4,089,158
US$ 143,580
Note1 $ 3,661,958
US$ 128,580
$ $ $ 3,661,958
US$ 128,580
$ 183,173
CNY
42,826
100 $ 183,173
US$ 6,204


$ 6,041,491
US$ 212,131


$ 3,371,042
CNY
700,000
Accumulated Investment in Mainland China as of
December 31, 2020
Investment Amounts Authorized by Investment
Commission, MOEA
Upper Limit on Investment
$ 3,661,958
(US$ 128,580)
$ 4,089,158
(US$ 143,580)
$ 6,472,384

Note 1 Indirectly investment in Mainland China through the (Nankang International Co., Ltd. and Nankang Rubber Tire (Singapore) Pte. Ltd.) registered in a third region.

Note 2 The investment income (loss) recognized in current period adopted the financial statement certificated by the CPA of the parent company in Taiwan.

Note 3 The dividend amount remitted back by the third region companies Nankang International Co., Ltd. and Nankang Rubber Tire (Singapore) Pte. Ltd. 100% held by the Company were CNY$100,000 thousand on March 2020. As of December 31, 2020, the accumulated amount of the remittance was CNY$700,000 thousand.

Note 4 Initial investment amounts denominated in foreign currencies are translated into New Taiwan Dollars using the spot rates at the financial report date. (US$1:NT$28.48, US$1:NT$29.525, CNY$1:NT$4.377, CNY$1:NT$4.278)

84

2.

The Company invested resolution Investment Amounts Investment Amounts Investment Amounts
(US$ in Thousands)
Indirectly Investment in Mainland China
Approved Number Authorized Amounts
(US$ in Thousands)
Investment outflow
(US$ in Thousands)
Purpose
NANKANG
RUBBER
TIRE
(SINGAPORE) PTE LTD.

1997/08/21-(86)-86721648
US$ 27,800 US$ 27,800 US$ 27,800 Indirectly
investment
NANKANG
(ZHANGJIAGANG FREE TRADE ZONE)
RUBBER INDUSTRY CO., LTD.
NANKANG
RUBBER
TIRE
(SINGAPORE) PTE LTD.

2007/12/26-0606370
US$ 6,950 US$ 6,950
(Note1)
Indirectly investment NANKANG
(ZHANGJIAGANG FREE TRADE ZONE)
RUBBER INDUSTRY CO., LTD.
NANKANG
INTERNATIONAL
CO., LTD.

2005/08/02-093039942
US$ 32,200 US$ 32,200 US$ 32,200 Indirectly
investment
NANKANG
(ZHANGJIAGANG FREE TRADE ZONE)
RUBBER INDUSTRY CO., LTD.
NANKANG
INTERNATIONAL
CO., LTD.

2007/12/26-09600460370
US$ 8,050 US$ 8,050
(Note1)
Indirectly investment NANKANG
(ZHANGJIAGANG FREE TRADE ZONE)
RUBBER INDUSTRY CO., LTD.
NANKANG
INTERNATIONAL
CO., LTD.

2008/02/20-09600472310
US$ 15,000 US$ 15,000 US$ 15,000 Indirectly
investment
NANKANG
(ZHANGJIAGANG FREE TRADE ZONE)
RUBBER INDUSTRY CO., LTD.
NANKANG
INTERNATIONAL
CO., LTD.

2008/12/02-09700377990
US$ 53,580 US$ 53,580
(Note 2)
US$ 53,580
(Note 2)
Indirectly
investment
NANKANG
(ZHANGJIAGANG FREE TRADE ZONE)
RUBBER INDUSTRY CO., LTD.

Note 1 The capital stock was the total dividends of US$15,000 thousand distributed as of September 2007 by the invested company in China, Nankang (ZhangJiaGang Free Trade Zone) Rubber Industrial Co., Ltd..

Note 2 The claim of the invested company in the third regions, Nankang International Co., Ltd. was converted into capital increase.

  1. Major transactions between the invested companies in the Mainland China and the Company occurring directly or indirectly: Table 2, 6, 7, and 8.
85

TABLE 11

INFORMATION ON MAJOR SHAREHOLDERS

Name of major shareholders Total Shares Owned
(In Thousands)
Ownership Percentage
NanGuan Rubber Tire Corp. Ltd. 151,228 18.13
Yuanre Development Co., Ltd. 82,088 9.84
Yuanhung Development Co., Ltd. 82,764 9.92
Zhikai Development Co., Ltd 82,383 9.87
  • Note 1:The major shareholders information was from the data that the Company issued common shares (including treasury shares) and preference shares in dematerialised form which were registered and held by the shareholders above 5% on the last operating date of each quarter and was calculated by Taiwan Depository & Clearing Corporation.

The share capital which was recorded in the financial statements may differ from the actual number of shares issued in dematerialised form because of a differenent calculation basis.

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

For the information of reported share equity of insider, please refer to Market Observation Post System.

86

42. SEGMENT INFORMATION

(1) Operating segments

The Company uses the income from operations as the measurement for segment profit and the basis of performance assessment. The reportable segment is classified based on products and regions.There was no material differences between the accounting policies of the operating segment and the accounting policies described in Note 4.

(2) Segment revenue and operating results

The Company’s segment revenue and operating results as follows:

Items For the Year Ended For the Year Ended December 31, 2020 December 31, 2020
Taiwan China Construction
Department
Other Adjustment
and
Elimination
Total
Net revenue from
external customers
Net revenue from
sales
among
intersegments
Net
operating
income
Share of profit (loss)
of associates and
joint
ventures
accounted
for
using
equity
method, net
Tax expense
Items
$ 6,273,560
38,978
626,879
(176,634)
(222,131)
$ 9,695,119


1,029,090
(176,634)
(276,707)
Taiwan China Construction
Department
Other Adjustment
and
Elimination
Total
Net revenue from
external

Net revenue from
sales
among
intersegments
Net
operating
income
Share of profit (loss)
of associates and
joint
ventures
accounted
for
using
equity
method, net
Tax expense
$ 6,855,018
39,877
469,121
608,860
(141,566)
$ 4,197,445

239,718

240,958



(56,718)
$



(4,802)


$ 59,117


9,428

(1,235)
$
(279,595)




$11,111,580


714,705
608,860
(199,519)

87

(3) Products information

Products information
By products
Tire
For the Year Ended December 31
2020
$ 9,695,119
2019
$ 11,111,580

(4) Geographical information

The Company’s revenue from operations from external customers by location of operations and information on its non-current assets by location of assets are shown below. The Company categorized the net revenue based on the country in which the customer is headquartered. Non-current assets include property, plant and equipment, investment property, intangible assets and other noncurrent assets. Excluded financial instruments and deferred tax assets.

instruments and deferred tax assets. ferred tax assets. ferred tax assets.
Net Revenue from External
Customers
For the Year Ended December 31
2020
2019
Taiwan
$ 500,785 $ 467,950
China
397,673
423,400
America
4,287,525
4,750,033
Europe
2,475,061
2,885,479
Other regions in
Asia
1,005,636
1,130,639
Others
1,028,439
1,454,079
Total
$ 9,695,119 $ 11,111,580
Net Revenue from External
Customers
Non-current Assets
For the Year Ended December 31 December 31,
2020
December 31,
2019
2020 2019
$ 467,950

423,400

4,750,033

2,885,479

1,130,639

1,454,079
$ 6,397,822

2,315,930



752


$ 6,490,693

2,457,480


1,746

$ 9,695,119 $ 11,111,580 $ 8,714,504 $ 8,949,919

(5) Major Customers information

Major customers representing at least 10% of net revenue

For the Year Ended December 31

Customer 2020 2019
Amount % Amount %
Customer A

Customer B
$ 2,196,120
1,697,320

23

18
$ 2,500,525
1,740,502

23

16

88

(English Translation of parent Company Only Financial Statements and Report Originally Issued in Chinese)

[NANKANG RUBBER TIRE CORP., LTD. ]

PARENT COMPANY ONLY FINANCIAL STATEMENTS

AND INDEPENDENT AUDITORS' REPORT

FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019

Address Suite 608, No.136, Sec.3, Jen Ai Rd., Taipei City, Taiwan (R.O.C.)

Phone (886-2) 2707-1000

The auditors’ report and the accompanying consolidated financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language auditors’ report and consolidated financial statements, the Chinese version shall prevail.

89

INDEPENDENT AUDITORS' REPORT

NO.00031090EA

To the Board of Directors of Nankang Rubber Tire Corp., Ltd.

Opinion

We have audited the accompanying parent company only financial statements of Nankang Rubber Tire Corp., Ltd. (collectively referred to as “the Company”), which comprise the parent company only balance sheets as of December 31, 2020 and 2019, the parent company only statements of comprehensive income, changes in equity and cash flows for the years ended December 31, 2020 and 2019, and the notes to the parent company only financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying parent company only financial statements present fairly, in all material respects, the parent company only financial position of the Company as of December 31, 2020 and 2019, and its parent company only financial performance and its parent company only cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards (“IFRSs”), International Accounting Standards (“IASs”), interpretations as well as related guidance endorsed by the Financial Supervisory Commission of the Republic of China.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Parent Company only Financial Statements section of our report. We are independent of the Company in accordance with the Certified Public Accountants Code of Professional Ethics in Republic of China (“the Code”), and we have fulfilled our other ethical responsibilities in accordance with the Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most

90

significance in our audit of the parent company only financial statements for the year ended December 31, 2020. These matters were addressed in the context of our audit of the parent company only financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

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

Inventory valuation

The inventory amount of the Company’s as of December 31, 2020 was NT$719,569 thousand. Regarding the accounting policies for the inventory, please refer to Note 4(10) to the Parent Company Only Financial Report.

The inventory valuation of the Company’s is measured at the cost and net realizable value, whichever is lower. However, the valuation of the inventory’s net realizable value is relevant to the major judgments and estimates and the profitability of the tire industry is directly influenced by the price fluctuation of the main material, the natural rubber. Also, the international price fluctuation of the material has the uncertain factors due to the external economic environment. Thus, we believe that the inventory valuation of the Company shall be listed as one of the most important matters for audit in this year.

The corresponding audit process we perform mainly for the above key audit matters is as follows:

  • 1.Confirm that the purchase of the Company all undergo the procedure of inquiry, parity and price negotiation by testing the control points related to the internal control of the purchase.

  • 2.Assess the reasonableness regarding the inventory valuation and the allowance policy for inventory devaluation and obsolescence loss of the Company.

  • 3.Confirm the reasonableness of the net realizable value by the random checking and calculating the inventory valuation of the Company based on the information.

  • 4.Confirm the completeness of the allowance for inventory devaluation and obsolescence loss by assessing the inventory conditions of the annual inventory and aging inventory analysis.

91

Impairment of property, plant and equipment

The property, plant and equipment of the Company as of December 31, 2020 was NT$5,963,161 thousand. Regarding the accounting policies for the impairment of the non-financial assets, please refer to Note 4(15) to the Parent Company Only Financial Report.

The management of the Company regularly assesses whether the property, plant and equipment has any sign of impairment. Given the recoverable amount of each cash-generating unit measured during the impairment assessment involves many assumptions and estimates, the estimation method may have direct impact on and change the result of the recoverable amount measurement. Thus, we believe that the impairment assessment for the property, plant and equipment of the Company shall be listed as one of the most important matters for audit in this year.

The corresponding audit process we perform mainly for the above key audit matters is as follows:

  • 1.Understand, analyze and assess the reasonableness regarding the cashgenerating unit identified by the management of the Company which has no sign of impairment.

  • 2.Assess and analyze the assumptive data of the impairment test, including the cash flow forecast and discount rate, to confirm the appropriateness of each assumptive data.

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

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

In preparing the parent company only financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless

92

management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

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

Auditors’ Responsibilities for the Audit of the Parent company only Financial Statements

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

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

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

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

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

  4. Conclude on the appropriateness of management’s use of the going concern basis of

93

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

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

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

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

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

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

94

Baker Tilly Clock & Co Ying-Lai Chou , CPA Kuo-Fu Tseng, CPA March 10, 2021

Notes to Readers

The accompanying parent company only financial statements are intended only to present the parent company only financial position, financial performance and its cash flows in accordance with the accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit (or review) such parent company only financial statements are those generally accepted and applied in the Republic of China.

The auditors’ report and the accompanying parent company only financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language auditors’ report and parent company only financial statements, the Chinese version shall prevail.

95

NANKANG RUBBER TIRE CORP., LTD.

PARENT COMPANY ONLY BALANCE SHEETS

December 31, 2020 and 2019

(In Thousands of New Taiwan Dollars)

ASSETS NOTES December 31,2020 December 31,2020 December 31,2019 December 31,2019
Amount Amount
CURRENT ASSETS
Cash and cash equivalents
Financial assets at fair value through
profit or loss-current
Notes receivable from related parties,net
Accounts receivable,net
Accounts
receivables
from
related
parties,net
Other receivables
Other receivables from related parties
Current tax assets
Inventories
Prepayments
Other current financial assets
Other current assets,others
Total current assets
NONCURRENT ASSETS
Investments accounted for using equity
method
Property, plant and equipment
Right-of-use assets
Investment property,net
Deferred tax assets
Prepayments for business facilities
Refundable deposits
Other non-current assets
Total noncurrent assets
6

7
8,27
8

8,27
27
9
10
11
12
13
24
$ 110,698
2,351,265
5,827
1,005,824
90,348
88,378
1,795

719,569
31,060
285
14,784
1
11

5
1



3


$ 121,661
103,198
5,460
1,263,634
128,825
73,804
123,846
17,508
740,533
28,753
300
14,978
1


6
1

1

4


4,419,833 21 2,622,500 13
10,455,292
5,963,161
20,917
331,346
21,844
92,506
7,492
49
28

2



10,703,728
6,008,333
7,636
331,375
27,047
106,058
24,629
72,962
54
30

2

1

16,892,558 79 17,281,768 87
TOTAL $ 21,312,391 100 $ 19,904,268 100

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

96

NANKANG RUBBER TIRE CORP., LTD.

PARENT COMPANY ONLY BALANCE SHEETS

December 31, 2020 and 2019

(In Thousands of New Taiwan Dollars)

LIABILITIES AND EQUITY NOTES December 31,2020 December 31,2020 December 31,2019 December 31,2019
Amount Amount
CURRENT LIABILITIES
Short-term borrowings
Short-term notes and bills payable
Fanancial liabilities at fair value through
profit or loss-current
Contract liability
Notes payable
Accounts payable
Accounts payable to related parties
Other payables
Current tax liabilities
Provisions-current
Lease liabilities-current
Current portion of long-term borrowings
Other current liabilities,others
Total current liabilities
NONCURRENT LIABILITIES
Long-term borrowings
Deferred
tax
liabilities-land
value
increment tax
Deferred tax liabilities-income tax
Lease liabilities-noncurrent
Net defined pension liabilities
Other non-current liabilities
Total noncurrent liabilities
Total liabilities
EQUITY ATTRIBUTABLE TO OWNERS
OF THE COMPANY
Capital stock
Capital EARNINGS
Retained earnings
Legal reserve
Special reserve
Unappropriated earnings
Other equity
Treasury shares
Total equity
14
15

7
22
27
16
17
12
18
18

24
12
19

20(1)
20(2)
20(3)
20(4)
21
$ 7,062,212
479,613
99
55,039
18,531
190,808
140,042
369,126
250,568
10,100
9,327
789,242
58,300
33
2



1
1
2
1


4
$ 6,062,559
249,708
161
18,530
14,718
136,665
122,261
373,287
138,245
9,300
6,036
683,561
59,408
30
1



1
1
2
1


3
9,433,007 44 7,874,439 39
260,606
639,709
89,385
11,532
90,845
1
3


1
499,849
639,709
67,779
645
112,596
360
3
3


1
1,092,077 5 1,320,938 7
10,525,084 49 9,195,377 46
8,339,349
18,970
3,196,579
39

15
8,339,349
18,970
3,230,109
42

16
348,586
2,302,896
545,097
2
11
2
249,984
2,302,896
677,229
1
12
3
175,638
(943,229)
1
(4)
63,692
(943,229)

(4)
10,787,307 51 10,708,891 54
TOTAL $ 21,312,391 100 $ 19,904,268 100

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

97

NANKANG RUBBER TIRE CORP., LTD.

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME

FOR THE YEARS ENDED ON DECEMBER 31, 2020 AND 2019

(In Thousands of New Taiwan Dollars, Except Earnings Per Share)

DESCRIPTION NOTE 2020 2020 2019 2019
Amount Amount
OPERATING REVENUES
OPERATING COSTS
GROSS PROFIT BEFORE UNREALIZED
GROSS
UNREALIZED PROFIT FROM SALES
REALIZED PROFIT ON FROM SALES
GROSS PROFITFROM OPERATIONS
OPERATING EXPENSES
Selling and marketing expenses
General and administrative expenses
Research and development expenses
Expected credit impairment losses
Total operating expenses
INCOME FROM OPERATIONS
NON-OPERATING
INCOME
AND
EXPENSES
Interest income
Other income
Other gains and losses
Finance costs
Share of profits of subsidiaries and associates
Total non-operating income and expenses
INCOME BEFORE INCOME TAX
INCOME TAX EXPENSE
NET INCOME
OTHER
COMPREHENSIVE
INCOME
(LOSS)
Items that will not be reclassified subsequently
to profit or loss
Remeasurement of defined benefit obligation
Income tax benefit (expense) related to items
that will not be reclassified subsequently
Items that may be reclassified subsequently to
profit or loss
Exchange differences on translation of
foreign operations
Income tax relating to the components of
other comprehensive income(loss)
Other comprehensive (loss) income, net of
income tax
TOTAL COMPREHENSIVE INCOME FOR
THE YEAR
EARNINGS PER SHARE
Basic
Diluted
22
9


23(1)
23(2)
23(3)
24



19

24





25
$ 6,218,316
(4,798,828)
100
(77)
$ 6,821,212
(5,512,322)
100
(81)
1,419,488 23 1,308,890 19
(7,485)
10,215

(10,215)
7,531

1,422,218 23 1,306,206 19
(398,862)
(324,273)
(94,446)
(495)
(6)
(5)
(2)
(442,029)
(305,783)
(110,711)
(6)
(4)
(2)
(818,076) (13) (858,523) (12)
604,142 10 447,683 7
926
74,342
376,496
(93,434)
99,429

1
6
(2)
2
2,176
74,528
51,341
(112,510)
811,175

1
1
(2)
12
457,759 7 826,710 12
1,061,901
(217,523)
17
(4)
1,274,393
(138,709)
19
(2)
844,378 13 1,135,684 17
5,708
(1,142)
111,946


2
2,566
(513)
(241,464)


(4)
116,512 2 (239,411) (4)
$ 960,890 15 $ 896,273 13
$ 1.05
$ 1.05
$ 1.42
$ 1.42

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

98

NANKANG RUBBER TIRE CORP., LTD.

PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY

FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019

(In Thousands of New Taiwan Dollars)

DESCRIPTION Capital Stock Capital
EARNINGS
Retained earnings Other equity Treasury shares Total equity
Legal reserve Special reserve Unappropriated
earnings
Exchange
differences on
translation of
foreign operations
BALANCE, JANUARY 1, 2019 $ 8,339,349 $ 18,970 $ 172,730 $ 2,302,896 $ 178,403 $ 305,156 $ (943,229) $ 10,374,275
Appropriations of prior year’s earnings
Legal reserve
Cash dividends
Net income in 2019
Other comprehensive income in 2019, net of
income tax
Total comprehensive income in 2019







77,254





(77,254)
(561,657)
1,135,684
2,053



(241,464)




(561,657)
1,135,684
(239,411)
1,137,737 (241,464) 896,273
BALANCE, DECEMBER 31, 2019 8,339,349 18,970 249,984 2,302,896 677,229 63,692 (943,229) 10,708,891
Appropriations of prior year’s earnings
Legal reserve
Cash dividends
Net income in 2020
Other comprehensive income in 2020, net of
income tax
Total comprehensive income in 2020







98,602





(98,602)
(882,474)
844,378
4,566



111,946




(882,474)
844,378
116,512
848,944 111,946 960,890
BALANCE, DECEMBER 31, 2020 $ 8,339,349 $ 18,970 $ 348,586 $ 2,302,896 $ 545,097 $ 175,638 $ (943,229) $ 10,787,307

Note 1: The employee remunerations of the Company was NT$1,063 thousand and NT$1,276 thousand from January 1 to December 31 in 2020 and 2019 respectively, which has been separately deducted from the consolidated

statements of comprehensive income in each period.

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

99

NANKANG RUBBER TIRE CORP., LTD.

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED ON DECEMBER 31, 2020 AND 2019

(In Thousands of New Taiwan Dollars)

DESCRIPTION 2020 2019
CASH FLOWS FROM OPERATING ACTIVITIES
Income before income tax
Adjustments for:
Income and expense (loss) items
Depreciation expense
Expected credit impairment losses
Net gain on financial assets and liabilities at fair value
through profit or loss
Interest expense
Interest income
Dividend income
Share of profit of subsidiaries and associates
Loss on disposal of property, plant and equipment
Loss on disposal of investments
Unrealized profit from sales
Realized profit on from sales
Unrealized revenue form related parties
Other adjustments to reconcile loss
Changes in operating assets and liabilities
Financial assets at fair value through profit or loss
Notes receivable from related parties
Accounts receivable
Accounts receivables from related parties
Other receivables
Inventories
Prepayments
Other current assets
Contract liability
Notes payable
Accounts payable
Accounts payables to related parties
Other payables
Provisions
Other current liabilities
Accrued pension liabilities
Cash generated from operations
Interest received
Interest paid
Income taxes paid
Net cashgenerated byoperatingactivities
$ 1,061,901
515,324
495

(425,498)
93,434
(926)
(9,033)
(99,429)
1,197

7,485
(10,215)
(2,331)
26,813

(367)
257,315
38,477
(14,674)
20,964
(2,307)
193
36,509
3,812
54,143
17,781
(1,930)
800
(1,107)
(16,043)
$ 1,274,393
493,021

(22,758)
112,510
(2,176)
(6,022)
(811,175)
2,668
180
10,215
(7,531)
(4,095)

(9,068)
4,170
(247,131)
(7,688)
(27,265)
(4,599)
(2,802)
7,899
(10,090)
8,619
44,022
(25,873)
42,001
900
1,660
(16,789)
1,552,783
1,026
(95,595)
(62,026)
797,196
2,131
(115,458)
(52,663)
$ 1,396,188 $ 631,206

(Continued)

100

NANKANG RUBBER TIRE CORP., LTD.

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED ON DECEMBER 31, 2020 AND 2019

(In Thousands of New Taiwan Dollars)

DESCRIPTION 2020 2019
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of financial assets at fair value through profit or
loss
Proceeds from disposal of financial assets at fair value
through profit or loss
Acquisition of investments accounted for under the equity
method
Capital reduction and refund from investmen acclunted for
using equity method
Dividends received from investment accounted for using
equity method
Payments for property, plant and equipment
Proceeds from disposal of property, plant and equipment
Decrease (increase) in Refundable Deposits
Decrease (increase) in other receivables due from related
parties
Decrease (increase) in other financial assets
Decrease (increase) in other noncurrent assets-others
Decrease (increase) in prepayments for business facilities
Dividends received from other investment
Net cash generated by (used in) investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
Increase (decrease) in short-term borrowings
Increase (decrease) in short-term notes and bills payable
Increase in long-term borrowings
Decrease in long-term borrowings
Increase (decrease) in guarantee deposits received
Repayment of the principal portion of lease liabilities
Cash dividends
Net cash generated by (used in) financing activities
NET INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS
CASH AND CASH EQUIVALENTS AT BEGINNING OF
THE PERIOD
CASH AND CASH EQUIVALENTS AT END OF THE
PERIOD

$ (2,438,183)

615,552

(2,000)



436,718
(492,702)
3,045
17,137

122,051
15
72,962
13,552
9,033
$

(800,000)
624,706
461,936
(554,865)
3,097
610
1,737,499
(300)

(65,502)
6,022
(1,642,820) 1,413,203
1,029,806
229,905
650,000
(783,560)
(360)
(7,669)
(882,453)
(1,262,721)
(64,914)
780,000
(857,622)
(39)
(8,304)
(561,637)
235,669 (1,975,237)

(10,963)

121,661
69,172
52,489

$ 110,698
$ 121,661

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

101

NANKANG RUBBER TIRE CORP., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS

FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019

(Amounts in thousands of New Taiwan dollars, unless otherwise stated)

1. ORGANIZATION AND OPERATIONS

Nankang Rubber Tire Corp., Ltd. (the “Company”) was established in February 1959 and is mainly involved in the manufacturing and selling of tires and various rubber supplies. In November 1963, the stocks of the Company were approved by the Financial Supervisory Commission (FSC) for listing on the Taiwan Stock Exchange. The parent company only financial report is expressed in New Taiwan Dollars, the functional currency adopted by the Company.

2. APPROVAL OF FINANCIAL STATEMENTS

The parent company only financial statements were approved by the board of directors and authorized for issue on March 10, 2021.

3. APPLICATION OF NEW AND REVISED STANDARDS, AMENDMENTS AND INTERPRETATIONS

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

New standards, interpretations and amendments endorsed by FSC effective from 2020 are as follows

020 are as follows
New, Revised or Amended Standards and Interpretations
Amendments to IAS 1 and IAS 8, ‘Disclosure initiative-
definition of material’
Amendments to IFRS 3, ‘Definition of a business’
Amendments to IFRS 9 and IAS 39 and IFRS 7, ‘Interest rate
bechmark reform’
Amendment to IFRS 16, ‘Covid-19-related rent concessions’
Effective Date Issued
byIASB
January 1, 2020
January 1, 2020
January 1, 2020
June 1, 2020

The above standards and interpretations have no significant impact to the Company’s financial condition and financial performance based on the Company’s assessment.

  • (2) Effect of new issuances of or amendments to IFRSs as endorsed by the FSC but

102

not yet adopted by the Group

not yet adopted by the Group
New, Revised or Amended Standards and Interpretations
Amendments to IFRS 4 “Extension of the Temporary Exemption
from Applying IFRS 9”
Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16
“Interest Rate Benchmark Reform -Phase 2”
Effective Date Issued
by IASB
January 1, 2021
January 1, 2021

The Company evaluated that the adoption of the aforementioned IFRSs would not have any material impact on the consolidated financial report.

(3) IFRSs issued by IASB but not yet endorsed by the FSC

IFRSs issued by IASB but not yet endorsed by the FSC
New, Revised or Amended Standards and Interpretations
Amendments to IFRS 10 and IAS 28 “Sale or Contribution of
Assets between An Investor and Its Associate or Joint Venture”

Amendments to IFRS 3 “Reference to the Conceptual Framework”
IFRS 17 “Insurance Contracts”
Amendments to IFRS 17
Amendments to IAS 1 “Classification of Liabilities as Current or
Non-current”
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 Issued
by IASB
To be determined by IASB
January 1, 2022
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2022
January 1, 2022

The Company continues to assess the impact of the aforementioned standards and interpretations on the financial status and business result of the Company, and relevant impacts will be disclosed after the completion of the assessment.

4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(1) Statement of compliance

The accompanying parent company only financial statements have been prepared in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers (the “Accounting Standards Used in Preparation of the Parent Company Only Financial Statements”).

(2) Basis of Preparation

103

The parent company only financial statements have been prepared on the historical cost basis except for financial instruments that are measured at fair value, and defined benefit liabilities recognized based on the net amount of pension fund assets less present value of defined benefit obligation. Historical cost is generally based on the fair value of the consideration given in exchange for assets.

The subsidiaries, associates and jointly controlled entities are incorporated in the parent company only financial statements under the equity method. To make net profit for the year, other comprehensive income and equity in the parent company only financial statements equal to those attributed to owners of the Company on parent company only financial statements, the effect of the differences between basis of parent company only and basis of consolidation are adjusted in the investments accounted for using equity method, the related share of the profit or loss, the related share of other comprehensive income of subsidiaries and associates and related equity.

(3) Foreign Currencies

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

At each balance sheet date, monetary items denominated in foreign currencies are retranslated at the closing rates. All exchange differences arising on the settlement of monetary items or on translating monetary items are taken to profit or loss in the period. Non-monetary items measured at fair value that are denominated in foreign currencies are retranslated at the rates prevailing at the date when the fair value was determined. Exchange differences arising on the retranslation of non-monetary items are recognized in profit or loss for the year except for exchange difference arising from the retranslation of non-monetary items in respect of which gains and losses are recognized directly in other comprehensive income, in which case, the exchange differences are also recognized directly in other comprehensive income.

Non-monetary items that are measured at historical cost in a foreign currency are not retranslated.

For the purposes of presenting parent company only financial statements, the assets and liabilities of the Company’s foreign operations are translated into NT$ using exchange rates prevailing at the end of each reporting period. Income and expense items are

104

translated at the average exchange rates for the period. Exchange differences arising, if any, are recognized in other comprehensive income.

(4) Current and Noncurrent Assets and Liabilities

Current assets held for trading purposes and expected to be sold or consumed within one year from the balance sheet date. Current liabilities are obligations incurred for trading purposes and to be settled within one year from the balance sheet date. Assets and liabilities that are not classified as current are noncurrent assets and liabilities, respectively.

(5) Cash equivalents

Cash equivalents refer to short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value. Including one-year time deposits and three-month investment are held for the purpose of meeting short-term cash commitments in operation.

(6) Financial Instruments

Financial assets and financial liabilities are recognized when the Company become a party to the contractual provisions of the instruments.

Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition.

Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognized immediately in profit or loss.

(7) Financial assets

All regular way purchases or sales of financial assets are recognized and derecognized on a trade date basis. Regular way purchases or sales are purchases or sales of financial assets that require delivery of assets within the time frame established by regulation or Convention in the marketplace.

105

A. Measurement category

Financial assets are classified into the following categories: financial assets at fair value through profit or loss (“FVTPL”) and financial assets at amortized cost.

a) Financial asset at FVTPL

Financial assets at FVTPL includes the financial assets mandatorily classified as at FVTPL. Financial assets at FVTPL are stated at fair value, with any gains or losses arising on remeasurement recognized in profit or loss. The net gain or loss recognized in profit or loss. Fair value is determined in the manner described in Note 33.

b) Measured at amortized cost

When a company after merger simultaneously meets the following two conditions in its investment in financial assets, the financial assets are classified as the ones carried at cost after amortization:

  • 1) The financial assets are held under a specific operation mode, in which the purpose of the mode is to hold the financial assets in order to collect contract cash flows.

  • 2) The cash flow generated on a specific date due to contract clauses is completely for the payment of the principal and the interest accrued from the outstanding principal amount.

Cash and cash equivalents, notes and accounts receivable, other receivables and refundable deposits are measured at amortized cost. Subsequent to initial recognition, financial assets measured at amortized cost are measured at amortized cost, which equals to carrying amount determined by the effective interest method less any impairment loss. Foreign exchange gains and losses are recognized in profit or loss.

Except for the two conditions below, the interest income is calculated by multiplying the effective interest rate by the total book value of the financial assets: 1) The interest income of the purchased or originated credit-impaired financial

106

assets is calculated by multiplying the credit-adjusted effective interest rate by the cost of amortized financial assets.

  • 2) The interest income of the financial assets which are not purchased or originated credit-impairment but subsequently become credit-impaired financial assets is calculated by multiplying the effective interest rate by the cost of amortized financial assets.

B. Impairment of financial assets

At the end of each reporting period, a loss allowance for expected credit loss is recognized for financial assets at amortized cost.

The loss allowance for accounts receivable is measured at an amount equal to lifetime expected credit losses. For financial assets at amortized cost, when the credit risk on the financial instrument has not increased significantly since initial recognition, a loss allowance is recognized at an amount equal to expected credit loss resulting from possible default events of a financial instrument within 12 months after the reporting date. If, on the other hand, there has been a significant increase in credit risk since initial recognition, a loss allowance is recognized at an amount equal to expected credit loss resulting from all possible default events over the expected life of a financial instrument.

The expected credit loss is calculated according to the average weighted credit loss in which the risk rated ratio of default occurrence is used in calculation. The 12month expected credit loss represents the credit loss expected to occur to the financial instruments within 12 months after their reporting day due to possible default. The expected credit loss in the duration period refers to the credit loss expected to occur to the financial instruments in the expected duration period due to possible default. The Company recognizes an impairment loss in profit or loss for all financial instruments with a corresponding adjustment to their carrying amount through a loss allowance account.

C. Derecognition of financial assets

The Company derecognize a financial asset only when the contractual rights to the

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cash flows from the asset expire, or when they transfer the financial asset and substantially all the risks and rewards of ownership of the asset to another entity. On derecognition of a financial asset in its entirety, the difference between the asset’s carrying amount and the sum of the consideration received and receivable and the cumulative gain or loss that had been recognized in other comprehensive income and accumulated in equity is recognized in profit or loss.

(8) Financial liabilities &Equity instruments

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

A. Equity instruments

Equity instruments issued by a group entity are recognized at the proceeds received, net of direct issue costs.

Repurchase of the Company’s own equity instruments is recognized and deducted directly in equity. No gain or loss is recognized in profit or loss on the purchase, sale, issue or cancellation of the Company’s own equity instruments.

  • B. Financial liabilities

Financial liabilities other than those held for trading purposes and designated as at FVTPL are subsequently measured at amortized cost at the end of each reporting period.

Financial liabilities measured at FVTPL are derivative financial instruments that do not meet the criteria for hedge accounting, and they are stated at fair value, with any gains or losses arising on remeasurement recognized in profit or loss. Related net profits or net losses are listed in “other profits and losses” of the statement of comprehensive income.

a) Derecognition of financial liabilities

The Company derecognizes financial liabilities only when the obligations are discharged cancelled or expires. The difference between the carrying amount of a financial liability removed and the consideration paid (including any non-cash assets transferred or liabilities assumed) is recognized in profit or loss.

b) Offsetting financial instruments

Financial assets and liabilities are offset and reported in the net amount in the

108

balance sheet when there is a legally enforceable right to offset the recognized amounts and there is an intention to settle on a net basis or realize the asset and settle the liability simultaneously.

(9) Derivative financial instruments

The Company enters into a variety of derivative financial instruments to manage its exposure to foreign exchange rate risks, including foreign exchange forward contracts. Derivatives are initially recognized at fair value at the date the derivative contracts are entered into and are subsequently remeasured to their fair value at the end of each reporting period. The resulting gain or loss is recognized in profit or loss immediately unless the derivative is designated and effective as a hedging instrument, in which event the timing of the recognition in profit or loss depends on the nature of the hedge relationship. When the fair value of derivative financial instruments is positive, the derivative is recognized as a financial asset; when the fair value of derivative financial instruments is negative, the derivative is recognized as a financial liability.

(10) Inventories

Inventories are stated at the lower of cost or net realizable value. Inventories are recorded at weighted-average cost. Net realizable value is the estimated selling price of inventories less all estimated costs of completion and costs necessary to make the sale.

(11) Investments Accounted for Using Equity Method

Investments accounted for using the equity method is investments in subsidiaries and associates.

  • A. A subsidiary is an entity that is controlled by the Company. Under the equity method, an investment in a subsidiary is initially recognized at cost and adjusted thereafter to recognize the Company’s share of profit or loss and other comprehensive income of the subsidiary as well as the distribution received. The Company also recognized its share in the changes in the equity of subsidiaries.

Changes in the Company’s ownership interests in subsidiaries that do not result in the Company losing control over the subsidiaries are accounted for as equity transactions. Any difference between the carrying amount of the subsidiary and the fair value of the consideration paid or received is recognized directly in equity.

The acquisition cost exceeding the amount of the share of the fair value of the subsidiary’s recognizable assets and liabilities received by the Company on its acquisition day is listed as goodwill. Such goodwill includes the investment’s book

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value which cannot be amortized. The amount exceeding the share of the fair value of the subsidiary’s recognizable assets and liabilities received by the Company on its acquisition day is listed as the current income.

When losing the control of its subsidiary, the Company measures its residual investment in the aforesaid subsidiary according to the fair value at the day that the Company loses its control of the subsidiary. The difference between the residual investment’s fair value as well as any disposal amount and the investment book value at the day that the Company loses its control is listed as the current profit or loss. In addition, the accounting treatment of all the amounts related to the subsidiary in question and recognized in the comprehensive income is same as the basis required to be complied with in the Company’s direct handling of related assets or liabilities.

When the Company transacts with its subsidiaries, profits and losses resulting from the transactions with the subsidiaries are recognized in the Company’s parent company only financial statements only to the extent of interests in the subsidiaries that are not owned by the Company.

B. An associate is an entity over which the Company has significant influence and that is neither a subsidiary nor a joint venture. Significant influence is the power to participate in the financial and operating policy decisions of the investee but is not control or joint control over those policies.Under the equity method, investment in the affiliated companies is recognized at the costs initially in the consolidated balance sheet and is adjusted subsequently according to the changes in the Company’s shares of the invested company’s net assets. In the event that the Company’s shares of loss in the affiliated companies exceed its equity in the affiliated companies, the Company recognizes extra losses only in the event of occurrence of legal obligations, presumed obligations or within the scope that the Company made payment on behalf of the affiliated companies.

Any excess of the cost of acquisition over the Company’s share of the net fair value

of the identifiable assets, liabilities and contingent liabilities of an associate

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recognized at the date of acquisition is recognized as goodwill, which is included within the carrying amount of the investment. Any excess of the Company’s share of the net fair value of the identifiable assets, liabilities and contingent liabilities over the cost of acquisition, after reassessment, is recognized immediately in profit or loss. When the Company transacts with an associate, profits and losses resulting from the transactions with the associate are recognized in the Company’s parent company only financial statements only to the extent of interests in the associate that are not owned by the Company.

(12) Investment properties

Only if investment properties is attempted for earning rental or capital appreciation or both may it be classified as the investment properties.Investment properties are initially measured at cost, including transaction costs. Subsequent to initial recognition, investment properties are measured at cost less accumulated depreciation and accumulated impairment loss. Depreciation is recognized using the straight-line method.

(13) Property, Plant, and Equipment

Property, plant and equipment are stated at cost, less subsequent accumulated depreciation and subsequent accumulated impairment loss.

Properties under construction for production, supply or administrative purposes are carried at cost, less any recognized impairment loss. Cost includes professional fees and borrowing costs eligible for capitalization.

These properties are depreciated and classified to the appropriate categories of property, plant and equipment when completed and ready for intended use.

Depreciation is recognized using the straight-line method. Each significant item is depreciated separately. The estimated useful lives, residual values and depreciation method are reviewed at the end of each reporting period, with the effect of any changes in estimate accounted for on a prospective basis.

Depreciation is computed by the straight-line method over the estimated useful lives. The estimated useful lives are as follows:

Buildings: 5-50 years; machinery and equipment: 8-12 years; transportation equipment:

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4-6 years; leasehold improvements:2 years;other equipment: 5-10 years.

Assets held under financial lease are depreciated within the useful years in the same manner as their own assets. Those with shorter lease terms are depreciated within the lease term.

Any gain or loss arising on the disposal or retirement of an item of property, plant and equipment is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognized in profit or loss.

(14) Leases

A. The Company as lessor

Under the operating lease, the rent less the lease incentives was recognized as income based on the straight-line basis in the duration of the leasehold. The original direct cost generated from acquisition of the operating lease is the book amount added to the underlying asset and is recognized as expense during the duration of leasehold on the straight-line basis.

B. The Company as lessee

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

Right-of-use assets are initially measured at cost, which comprises the initial measurement of lease liabilities adjusted for lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs needed to restore the underlying assets, and less any lease incentive received. Rightof-use assets are subsequently measured as cost less accumulated depreciation and impairment losses and adjusted for any remeasurement of the lease liabilities.

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

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Lease liabilities are initially measured at the present value of the lease payments. The lease payments are discounted using the interest rate implicit in a lease, if that rate can be readily determined. If that rate cannot be readily determined, the Company uses the lessee’s incremental borrowing rate.

Lease liabilities are measured at amortized cost using the effective interest method, with interest expense recognized over the lease terms. When there is a change in a lease term or a change in future lease payments resulting from a change in expected paid amount under the residual value guarantee, a change in the assessment of an option to purchase an underlying assets, or a change in an index or a rate used determine to those payments, the Company remeasures the lease liabilities with a corresponding adjustment to the right-of-use-assets. If the carrying amount of the right-of-use assets has been reduced to zero, the remaining amount will recognized in profit or loss.

(15) Impairment of Non-financial Assets

At each balance sheet date, the Company review the carrying amounts of their tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. When it is not possible to estimate the recoverable amount of an individual asset, the Company estimate the recoverable amount of the cash-generating unit to which the asset belongs. When amortization can be reasonably and consistently made, common assets can also be amortized to individual cash production units. Otherwise, the amortization shall be made to the minimum cash production unit group in a reasonable and consistent way.

Intangible assets with indefinite useful lives and intangible assets not yet available for use are tested for impairment at least annually, and whenever there is an indication that the asset may be impaired.

Recoverable amount is the higher of fair value less costs to sell and value in use. If the recoverable amount of an asset or cash-generating unit is estimated to be less than its

113

carrying amount, the carrying amount of the asset or cash-generating unit is reduced to its recoverable amount. An impairment loss is recognized in profit or loss.

When an impairment loss subsequently is reversed, the carrying amount of the asset or cash-generating unit is increased to the revised estimate of its recoverable amount, but only to the extent of the carrying amount that would have been determined had no impairment loss been recognized for the asset or cash-generating unit in prior years. A reversal of an impairment loss is recognized immediately in profit or loss.

(16) Provision

Provisions are recognized when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that the Company will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation. The amount recognized as a provision is the best estimate of the consideration required to settle the present obligation at the end of the reporting period, taking into account the risks and uncertainties surrounding the obligation.

(17) Revenue Recognition

Upon identification of the performance obligation in the contract with customers, the Company amortizes the transaction price to the performance obligations in the contract and recognizes the revenue upon fulfilling performance obligation of the contract. The sales revenue of the product is generated from the sale of the tire products. Upon arrival or shipment of the product to the destination designated by customers, the customers have already owned the right to set the price and use the same and taken the responsibility for resale. Thus, the Company recognized the revenue at that moment.

(18) Borrowing Costs

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

If a specific loan is used for temporary investment before being applied to the capital expenditure meeting required elements and therefore earns the investment income, it

114

shall be deducted from the loan cost meeting the terms of capitalization.

All other borrowing costs are recognized in profit or loss in the period in which they are incurred.

(19) Employee Benefits

Short-term employee benefit obligation is measured on an undiscounted basis and is recognized as expense when the related services are provided. For the short-term cash bonus or the amounts expected to be paid under the bonus plan of, if the enterprise has a present statutory or presumed benefit obligation due to the services provided by employees before and the obligation can be estimated reliably, the amount is recognized as a liability.

For defined contribution retirement benefit plans, payments to the benefit plan are recognized as an expense when the employees have rendered service entitling them to the contribution. For defined benefit retirement benefit plans, the cost of providing benefit is recognized based on actuarial calculations.

Defined benefit costs (including service cost, net interest and remeasurement) under the defined benefit retirement benefit plans are determined using the Projected Unit Credit Method. Service cost (including current service cost), and net interest on the net defined benefit liability (asset) are recognized as employee benefits expense in the period they occur. Remeasurement, comprising actuarial gains and losses and the return on plan assets (excluding interest), is recognized in other comprehensive income in the period in which they occur. Remeasurement recognized in other comprehensive income is reflected immediately in retained earnings and will not be reclassified to profit or loss. When the pension of the defined benefit plan has curtailment or settlement, the profit or loss of the curtailment or settlement will be recognized in current profit or loss.

(20) Share-based payment arrangements

The fair value at the grant date of the equity-settled share-based payments is expensed on a straight-line basis over the vesting period, based on the Group’s best estimates of the number of shares or options that are expected to ultimately vest, with a corresponding increase in capital EARNINGS - employee share options. It is recognized as an expense

115

in full at the grant date if vested immediately. The grant date of issued ordinary shares for cash which are reserved for employees and treasury shares transferred to employees is the date on which the number of shares that the employees have purchased is confirmed.

(21) Taxation

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

A. Current tax

The current income tax is based on the taxed income of the said year. Since partial income and expense is taxable item or deductible of other years, or not attributing to taxable or deductible item in accordancewith related tax laws, it causes the taxable income to differ from the reported net profit in the consolidated income statement. The related liabilities of the current income tax are calculated by the legislated or substantially legislated tax rate at theend of the reporting period.

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

Income tax on unappropriated earnings is expensed in the year the shareholders approved the appropriation of earnings which is the year subsequent to the year the earnings are generated.

B. Deferred tax

Deferred tax is recognized on temporary differences between the carrying amounts of assets and liabilities in the parent company only financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognized for all taxable temporary differences. Deferred tax assets are generally recognized for all deductible temporary differences, net operating loss carryforwards and unused tax credits to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilized.

Deferred tax liabilities are recognized for taxable temporary differences associated

116

with investments in subsidiaries and associates, and interests in joint ventures, except where the Company is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with such investments are only recognized to the extent that it is probable that there will be sufficient taxable profits against which to utilize the benefits of the temporary differences and they are expected to reverse in the foreseeable future.

The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the deferred tax asset to be recovered. The deferred tax assets which originally not recognized is also reviewed at the end of each reporting period and recognized to the extent that it is probable that sufficient taxable profits will be available to allow all or part of the deferred tax asset to be recovered.

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

5. CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

In the application of the Company’s accounting policies, which are described in Note 4, the directors are required to make judgments, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the year in which the estimate is revised if the revision affects only that year, or in the year of the revision and future years if the revision affects both current and future years.

The following are the critical judgments, apart from those involving estimations, that the

117

directors have made in the process of applying the Company’s accounting policies and that have the most significant effect on the amounts recognized in the parent company only financial statements.

1) Valuation of Inventory

Inventories are stated at the lower of cost or net realizable value, and the Company use judgment and estimate to determine the net realizable value of inventory at the end of each reporting period.

The Company estimates the net realizable value of inventory for obsolescence and unmarketable items at the end of reporting period and then writes down the cost of inventories to net realizable value. The net realizable value of the inventory is mainly determined based on assumptions of future demand within a specific time horizon.

2) Estimated impairment of accounts receivable

When there is objective evidence of impairment loss, the Company take into consideration the estimation of future cash flows. The amount of the impairment loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows (excluding future credit losses that have not been incurred) discounted at the financial asset’s original effective interest rate. Where the actual future cash flows are less than expected, a material impairment loss may arise.

3) Impairment of non-financial Assets

During the process of asset impairment assessment, the Company shall rely on subjective judgment to determine the useful life of the independent cash flow assets and possible income and expense in the future for certain asset groups based on the operating model of assets and industrial characteristics. Any change in the estimation due to the changes of economic situation or the Company’s strategies may result in significant impairment in the future.

6. CASH AND CASH EQUIVALENTS

Cash on hand
Demand deposits and checking
accounts
Total
December 31, 2020
$ 847
109,851
$ 110,698
December 31, 2019
$ 1,233
120,428
$ 121,661

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7. FINANCIAL ASSETS AND LIABILITIES AT FAIR VALUE THROUGH PROFIT

OR LOSS

(1) FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS-CURRENT

December 31, 2020 December 31, 2019 Mandatorily measured at FVIPL Domestic listed shares $ 2,351,265 $ 103,198 FINANCIAL LIABILITIES AT FAIR VALUE THROUGH PROFIT OR LOSS-CURRENT-CURRENTCURRENT December 31, 2020 December 31, 2019 Held for trading Derivative financial instruments - $ 99 $ 161 Interest rate swap contracts

(2) FINANCIAL LIABILITIES AT FAIR VALUE THROUGH PROFIT OR LOSS-CURRENT-CURRENTCURRENT December 31, 2020 December 31, 2019

A. The Company’s interest rate swap contracts unexpired are as follows:

Contract amount
(In Thousands)
December 31, 2020
Maturity
Date
Range of Interest
Rates Paid
Period of interest rate
collection
NTD
50,000
Contract amount
(In Thousands)
October
22,2021
1.46

December 31,
Floating interest rate not less
than 1.425
2019
Maturity
Date
Range of Interest
Rates Paid
Period of interest rate
collection
NTD
100,000
October
22,2021
1.46
Floating interest rate not less
than 1.425

The Company signed the above Interest rate swap contracts with fixed payment and floating collection to hedge the risk of a rising loan rate.

8. NOTES AND ACCOUNTS RECEIVABLE, NET

Notes receivable from related parties
Notes receivable, net
Accounts receivable
Less: Loss allowance
Net
Account receivable from related
parties
December 31, 2020
$ 5,827
$ 5,827
$ 1,006,611
(787)
1,005,824
90,348
December 31, 2019
$ 5,460
$ 5,460
$ 1,264,421
(787)
1,263,634
128,825

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Accounts receivable, net
Total
$ 1,096,172
$ 1,392,459
$ 1,101,999
$ 1,397,919
  • (1) The Company's export-oriented, the average credit period for customers is about 60 to

  • 90 days. The credit period for domestic customers is longer, up to 180 days.

  • (2) Except for those impaird,the anging alalysis of the remailing notes and accounts

receivable at the end of reporting period is as follows

Non past due
Past due
Past due less than 30 days
Past due 31-90 days
Past due 91-180 days
Past due 181-365 days
Past due more than 1 year
Total
December 31, 2020
$ 1,101,260
738



1
$ 1,101,999
December 31, 2019
$ 1,385,312
8,830
1,681
2,095
1
$ 1,397,919

The above aging schedule was based on the past due date.

  • (3) Movements of the allowance for doubtful accounts were as follows:
Balance, beginning of year
Provision
Amount written off
Balance, end of year
For the Year Ended December 31 For the Year Ended December 31
2020
$ 787
495
(495)
$ 787
2019
$ 787

$ 787

The Company estimated the impairment loss of the accounts receivable based on the allowance loss measured at the amount of the expected credit losses throughout the duration. For accounts receivable overdue more than 90 days, the Company shall focus on the operation status and solvency of the customer to individually assess the sign of impairment for the accounts receivable of the customer in the future duration and measure the allowance loss. For those overdue less than 90 days (including the undue ones), the Company will adjust the established loss ratio of the future forward-looking considerations as the reference for recognizing the allowance loss of the accounts receivable based on the historical experience from the impairment loss of the accounts

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receivable actually occurred in the past and the economic forecast report of Taiwan Institute of Economic Research.

9. INVENTORIES

NVENTORIES
Finished goods
Work in process
Raw materials
Inventory in transit
Total
December 31, 2020
$ 156,706
85,113
367,017
110,733
$ 719,569
December 31, 2019
$ 80,225
112,318
378,172
169,818
$ 740,533

The cost of inventories recognized as cost of sales for the years ended December 31, 2020

and 2019 were as follows:

and 2019 were as follows:
The cost of goods sold
Revenue from sales of scraps
Loss on inventory retirement
Loss(gain) on physical inventoies
Total
For the Year Ended December 31
2020
$ 4,793,097
(3,936)
10,027
(360)
$ 4,798,828
2019
$ 5,510,566
(2,178)
4,536
(602)
$ 5,512,322

10. INVESTMENTS ACCOUNTED FOR USING EQUITY METHOD

Name of investee
Carrying Amount Carrying Amount % of Ownership and Voting
Right Held bythe Company
% of Ownership and Voting
Right Held bythe Company
December 31,
2020
December 31,
2019
December 31,
2020
December 31,
2019
Investments in subsidiaries:
Taipei NanHung Rubber Tire Corp.,
Ltd.
Nanzong Construction Developments,
Co., Ltd.
Nankang Rubber Tire (Singapore) Pte.
Ltd.
Nankang International Co., Ltd.
Nankang Tire Netherlands B.V
Subtotal
Investments in associates
NanGuan Rubber Tire Corp., Ltd.
Nankang Yisheng Property
Management Consultants Co., Ltd.
Subtotal
Total
$ 32,091
3,255,951
1,461,884
4,849,869
39,499
$ 19,198

3,253,445

1,498,224

4,920,361

22,031
100.00
100.00
100.00
100.00
100.00
20.37
40.00
100.00
100.00
100.00
100.00
100.00
20.37
9,639,294
9,713,259
814,000
1,998

990,469

815,998
990,469
$ 10,455,292 $ 10,703,728

(1) Details of the Company’s subsidiaries are provided in Note 4(3) of the

Company’s consolidated financial statements as of and for the year ended December 31,2020.

121

(2) The relevant information of significant associates is as follows:

NanGuan Rubber Tire Corp. Ltd. located its business place in Taiwan to run the

sale of various tires.

The financial information summarized in the following was prepared based on

the IFRSs financial report of NanGuan Rubber Tire Corp., Ltd.:

the IFRSs financial report of NanGuan Rubber Tire Corp., Ltd.:
December 31, 2020
Current assets
$ 6,417,435
Noncurrent assets
7,624
Current liabilities
(2,422,701)
Noncurrent liabilities
(2,011)
Equity
4,000,347
Non-controlling interests
(3,185,471)
$ 814,876
% of Ownership by the Company
20.37
The Company enjoys rights and
interests
$ 814,876
Unrealized profit form sales
(876)
Amount of the investment book
$ 814,000
For the Year Ended
December 31,2020
Operating revenus
$ 152,049
Net income (loss)
$ (867,111)
Other comprehensive income

Total comprehensive income
$ (867,111)
Share of profit of associates
accounted for using equity
method
$ (176,632)
December 31, 2019
$ 6,921,612
8,385
(2,060,344)
(2,195)
4,867,458
(3,875,950)
$ 991,508
20.37
$ 991,508
(1,039)
$ 990,469
For the Year Ended
December 31,2019
$ 129,563
$ 2,988,981
$ 2,988,981
$ 608,860

11. PROPERTY, PLANT AND EQUIPMENT

Item For the Year Ended December 31,2020 For the Year Ended December 31,2020 For the Year Ended December 31,2020
Balance,
Beginning of
year
Additions Disposals Reclassifications Balance, End
of year
Cost
Land

Buildings and structures
Machinery and equipment
Transportation equipment
Other facilities
Leasehold improvements
Construction in progress
Total

Accumulated depreciation
and impairment
Buildings and structures

Machinery and equipment
$ 2,487,892
1,559,329
6,087,152
88,594
2,576,194
8,617
360,654
$

32,547

166,168

6,338

131,966



498,513
$



(291,525)

(12,798)

(9,414)


$








(342,830)
$ 2,487,892
1,591,876
5,961,795
82,134
2,698,746
8,617
516,337
$13,168,432 $ 835,532 $ (313,737) $ (342,830) $13,347,397
$ 655,711
4,699,972

$ 49,119

259,483
$

(270,200)
$

$ 704,830
4,689,255

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Transportation equipment
Other facilities
Leasehold improvements
Total

Net

Item
66,376
1,729,423
8,617

10,994

187,224


(11,296)

(1,187)




66,074
1,915,460
8,617
$ 7,160,099 $ 506,820 $ (282,683) $ $ 7,384,236
$6,008333 $5,963,161
Balance,
Beginning of
year
Additions Disposals Reclassifications Balance, End
of year
Cost
Land
Buildings and structures
Machinery and equipment
Transportation equipment
Other facilities
Leasehold improvements
Construction in progress
Total
Accumulated depreciation
$ 2,487,892
1,227,626
6,085,043
87,085
2,381,745
8,617
751,303
$

331,703

402,705

6,797

204,310


548,765
$



(400,596)

(5,288)

(9,861)

$








(939,414)
$ 2,487,892
1,559,329
6,087,152
88,594
2,576,194
8,617
360,654
$13,029,311 $1,494,280 $ (415,745) $ (939,414) $13,168,432
$ 610,533
4,847,979
61,847
1,555,333
8,617

$ 45,178

247,039

9,747

183,806
$

(395,046)

(5,218)

(9,716)
$






$ 655,711
4,699,972
66,376
1,729,423
8,617

and impairment
Buildings and structures
Machinery and equipment
Transportation equipment
Other facilities
Leasehold improvements
Total
Net
$7,084,309 $ 485,770 $ (409,980) $ $7,160,099
$5,945,002 $6,008,333

The Company mortgaged or pledged property, plant and equipment, see Note 28.

12. LEASE

(1) Right-of-use assets

) Right-of-use assets
Item For the Year Ended December 31, 2020
Balance,
Beginning of
year
Additions Disposals Effect of
Exchange
Rate changes
Balance, End
of year
Cost
Buildings and structures

Transportation equipment
Total

Accumulated depreciation
Buildings and structures

Transportation equipment
Total

Net

Item
$ 11,855


3,004
$ 11,870

9,886
$ (11,855)
(757)
$


$ 11,870
12,133
$ 14,859
$ 21,756 $ (12,612) $ $ 24,003
$ 5,928


1,295
$ 5,927

2,548
$ (11,855)
(757)
$


$
3,086
$ 7,223
$ 8,475
$ (12,612) $
$ 3,086
$ 7,636 $ 20,917
Balance,
Beginning of
year
Additions Disposals Effect of
Exchange
Rate changes
Balance, End
of year
Cost
Buildings and structures

Transportation equipment
$ 11,855


3,004
$

$

$

$ 11,855
3,004

123

Total

Accumulated depreciation
Buildings and structures

Transportation equipment
Total

Net
$ 14,859
$ $ $ $ 14,859
$


$ 5,928

1,295
$

$

$ 5,928
1,295
$
$ 7,223
$
$
$ 7,223
$ 14,859 $ 7,636
  • (2) Lease liabilities
Lease liabilities
December 31, 2020
Lease liabilities-current
$ 9,327
Lease liabilities-noncurrent
11,532
Total
$ 20,859
Ranges of discountrates for lease liabilities
For the Year Ended
December 31, 2020
Buildings
1.02991.1576%
Transportation equipment
1.02911.1576%
Other lease information
For the Year Ended
December 31, 2020
Expenses relating to short-term
leases
$ 2,520
Expenses relating to low-value
asset leases
$ 145
Total cash outflow for leases
$ 10,334
December 31, 2020
Short-term and low-value lease
commitment amounts
$ 1,439
ESTMENT PROPERTY,NET
December 31, 2020
st
$ 332,287
s : accumulated depreciation
(941)
al
$ 331,346
r value
$ 337,809
For the Year Ended
December 31, 2020
December 31, 2019
$ 6,036
645
$ 6,681
For the Year Ended
December 31, 2019
1.1576
1.1576
For the Year Ended
December 31, 2019
$ 2,520
$ 423
$ 11,247
December 31, 2019
$ 1,635
December 31, 2019
$ 332,287
(912)
$ 331,375
$ 336,492
For the Year Ended
December 31, 2019

Ranges of discountrates for lease liabilities

  • (3) Other lease information

13. INVESTMENT PROPERTY,NET

Cost

Less : accumulated depreciation Total

Fair value

Cost

124

Balance, Beginning of year
$ 332,287
Additions

Balance, End of year
332,287
Accumulated
depreciation
and
impairment
Balance, Beginning of year
912
Depreciation
29
Balance, End of year
941
Net
$ 331,346
$ 332,287
332,287
883
29

impairment
Balance, Beginning of year
Depreciation
Balance, End of year
Net
912
$ 331,375

(1) The fair value of the land at 2th subsection of Hutian section in Beitou district was the valuation result of the independent appraiser by adopting the comparison method for the valuation method; the fair value of other investment property was based on the transaction price of sections nearby, which all classified as level 3 of the fair value.

  • (2) The rental income generated by investment real estate in 2020 and 2019 were NT$17 thousand, respectively.

14. SHORT-TERM BORROWINGS

SHORT-TERM BORROWINGS
Credit borrowings
Letter of credit borrowings
Secured borrowings
Related parties borrowings
Total
Range of interest rate
December 31, 2020
$ 3,730,000
702,612
2,060,000
569,600
$ 7,062,212
0.45%~1.20
December 31, 2019
$ 3,280,000
792,899
1,480,000
509,660
$ 6,062,559
0.65%~5.00

(1) Please refer to Note 27 for the borrowings from the related parties.

(2) The Company mortgaged or pledged short-term borrowings, see Note 28.

15. SHORT-TERM NOTES AND BILLS PAYABLE

Commercial paper
Less: discounts on bills payable
Net
Range of interest rate
December 31, 2020
$ 480,000
(387)
$ 479,613
1.000%~1.098
December 31, 2019
$ 250,000
(292)
$ 249,708
1.068%~1.128

(1) The guarantor accepting institution of the Company’s commercial paper payable were

all bills finance companies. The commercial paper payable was measured at the initial

125

per value since the impact of discounting was insignificant.

(2) The Company mortgaged or pledged short-term notes ans bills payable, see Note 28.

16. OTHER PAYABLES

16. OTHER PAYABLES
17. Salary and wages payable
Interest payable
Pension expense payable
Other accrued expenses
Machinery and Equipment payable
Employee vacation payable
Subtotal
Other payable to related parties
Total
PROVISIONS-CURRENT
Finished product compensation loss
December 31, 2020
$ 118,318
4,195
5,192
193,132
27,231
20,339
$ 368,407
$ 719
$ 369,126
December 31, 2020
$ 10,100
December 31, 2019
$ 121,414
6,447
5,320
174,310
45,839
18,869
$ 372,199
$ 1,088
$ 373,287
December 31, 2019
$ 9,300
  • (1) The reserve to compensate the loss of finished products is to protect the goodwill of the Company and the rights of the consumer. When the tire purchased from the Company has damage which is proved to be the defect during the manufacturing process after the investigation, the Company is responsible for compensation depending on the extent of the damage. This compensation is identified as the cost of after-sale service. The reserve to compensate the loss of finished products is estimated by experience and offset upon the actual occurrence of maintenance.

  • (2) The above reserve was undiscounted due to the short term or insignificant discounting impact.

18. LONG-TERM BORROWINGS

LONG-TERM BORROWINGS
Secured borrowings
Hua Nan Commercial Bank (A)
Hua Nan Commercial Bank (B)
Cathay United Bank(C)
Hua Nan Commercial Bank(D)
December 31,
2020
December 31,
2019
Expiry Date
$ 81,818

50,000
190,000
$ 245,455
137,500

100,000

380,000

110.1.29

109.5.29
110.10.23

110.9.2

126

Bank of Taiwan(E)
Hua Nan Commercial Bank(F)
Hua Nan Commercial Bank(G)
Total
Less : Current portion
Long-term borrowings
Range of interest rate
178,030
300,000
250,000

320,455
111.1.24


111.3.23


111.9.8

1,183,410

(683,561)
$ 499,849
1.25%~1.46
1,049,848
(789,242)
$ 260,606
0.94%~1.46

(A)The loan period is six years, and the principal is amortized evenly in 12 installments.

  • (B)The loan period is two years, and the principal is amortized evenly in 4 installments.

  • (C) The loan period is 3 years, the principal is amortized quarterly in 12 installments, and the balance is paid off at the expiration date.

  • (D) The loan period is two years, and the principal is amortized evenly in 4 installments.

(E) The loan period is three years, and the principal is amortized evenly in 12 installments.

(F) The loan period is two years, and the principal is amortized evenly in 4 installments.

(G) The loan period is two years, and the principal is amortized evenly in 4 installments.

  • (H) The Company mortgaged or pledged long-term borrowings notes ans bills payable, see

Note 28.

19. RETIRED BENEFIT PLANS

(1) Defined contribution plans

The Company adopted a pension plan according to the Labor Pension Act (the “LPA”), which is a defined contribution plan. Based on the LPA, the Corporation makes monthly contributions to employees’ individual pension accounts at 6% of monthly salaries and wages. Accordingly the Company recognized expenses of NT$35,580 thousand and NT$29,877 thousand in the parent company only statements of comprehensive income ended December 31, 2020 and 2019, respectively.

(2) Defined benefit plans

  • A. The Company adopted the defined benefit plan under the Labor Standards Law, under which pension benefits are calculated on the basis of the length of service and average monthly salaries of the six months before retirement. The company contributed amounts equal to 15% of total monthly salaries and wages to a pension

127

fund administered by the pension fund monitoring committee. Pension contributions are deposited in the Bank of Taiwan in the committee’s name.

Before the end of each year, the Company assesses the balance in the pension fund. If the amount of the balance in the pension fund is inadequate to pay retirement benefits for employees who conform to retirement requirements in the next year, the Company is required to fund the difference in one appropriation that should be made before the end of March of the next year.

The pension costs of the defined benefit plans recognized in the parent company

only statements of comprehensive income were as follows:

only statements of comprehensive income were as follows:
For the Year Ended
December 31, 2020
Current service cost
$ 12,100
Net interest expense
1,062
Components of defined benefit
costs recognized in profit or
loss
13,162
Remeasurement
on
the
net
defined benefit liability:
Return on plan assets
(4,511)
Actuarial
loss
arising
from
changes
in
financial
assumptions
4,986
Actuarial loss (gain) arising from
experience adjustments
(6,183)
Components of defined benefit
cost
recognized
in
other
comprehensive income
(5,708)
Total
$ 7,454
For the Year Ended
December 31, 2019
$ 12,309
1,488
13,797
(4,890)
3,553
(1,229)
(2,566)
$ 11,231

The pension costs of the aforementioned defined benefit plans were recognized in

profit or loss by the follows categories:

Operating costs
Selling and marketing
expenses
General and dministrative
expenses
Research and development
expenses
Total
For the Year Ended
December 31,2020
$ 9,676
588
1,930
968
$ 13,162
For the Year Ended
December 31,2019
$ 10,205
631
1,982
979
$ 13,797

128

B. The amount arising from the defined benefit obligations of the Company in the

parent company only balance sheets were as follows:

December 31, 2020 December 31, 2020 December 31, 2019 December 31, 2019
Present value of defined
benefit obligation
$ 269,784 $ 269,182
Fair value of plan assets 178,939 156,586
Net defined benefit liabilities $ 90,845 $ 112,596
Movements in the present value of the defined benefit obligations were as follows:
For the Year Ended For the Year Ended
December 31, 2020 December 31, 2019
Balance, beginning of year $ 269,182 $ 272,492
Current service cost 12,100 12,309
Interest expense 2,768 3,250
Remeasurement:
Actuarial
loss
arising
from
changes
in
financial
4,986 3,553
assumptions
Actuarial loss (gain) arising
experience adjustments
form (6,183) (1,229)
Benefits paid from plan assets (13,069) (21,193)
Balance, end of year $ 269,784 $ 269,182
Movements in the fair value of the plan assets were as follows:
For the Year Ended For the Year Ended
December 31, 2020 December 31, 2019
Balance, beginning of year $ 156,586 $ 140,541
Interest income 1,706 1,762
Remeasurement:
Return on plan assets 4,511 4,890
Contributions from employer 29,205 30,586
Benefits paid from plan assets (13,069) (21,193)
Balance, end of year $ 178,939 $ 156,586

Movements in the present value of the defined benefit obligations were as follows:

Movements in the fair value of the plan assets were as follows:

The fund assets of the Company’s defined benefit pension plan are deposited to the

129

specific account of the Trust Department of the Bank of Taiwan in the name of the Supervisory Committee for Labor Pension Reserve. The Pension Fund Supervisory Committee of the Council of Labor regularly monitors and reviews the investment portfolio of the assets and carefully establishes the investment portfolio and diverse outsourcing types, enhances the risk control and timely adjusts the investment strategies based on the changes in the market to improve the stable profit of the fund. The central competent authority with the collaboration of the Ministry of Finance commissioned the financial institution to manage the revenues, expenditures, safeguard and utilization of the plan assets. The minimum yield may not be less than the interest income generated from a local bank’s two-year time deposit; any deficits thereof shall be made up by the national treasury. The revenues, expenditures, safeguard and utilization of the plan assets was established by the central competent authority, therefore the Company has no right to participate in the operation and management of such fund. For the fair value of the total assets under the fund on December 31, 2020 and 2019, please refer to the labor pension fund utilization report published by the government each year.

C. The actuarial valuations of the present value of the defined benefit obligation were carried out by qualified actuaries. The principal assumptions of the actuarial valuation were as follows:

Discount rate
Future salary rate increase
December 31, 2020
0.80
2.75
December 31, 2019
1.10
2.75

If the principal actuarial assumptions adopted have changed, the affected amount of increase (decrease) in the present value of the defined benefit obligation is as follows:

follows:
Discount rate
0.25increase
0.25decrease
December 31, 2020
$ (4,172)
4,339
December 31, 2019
$ (4,423)
4,607

130

Future salary rate increase
1.00increase 18,148 19,440
1.00decrease (15,851) (16,891)

The sensitivity analysis above is the analysis of the impact due to a single assumption which has changed while other assumptions remained unchanged. In practice, many changes in assumptions may be interrelated. The aforementioned sensitivity analysis may not be able to reflect the actual change in the present value of the defined benefit obligation. The analysis of sensitivity adopted the same method used for calculation of net pension liabilities in the balance sheet.

D. The Company expects to make contributions of NT$32,000 thousand to the defined benefit plans in the next year starting from December 31, 2020. The weighted average duration of the defined benefit obligation is 10.6 years.

20. EQUITY

(1) Capital stock

December 31, 2020
Numbers of shares authorized
$ 10,000,000
Shares issued
8,339,349
par value
10 dollars
apital EARNINGS
December 31, 2020
From convertible bonds
$ 18,505
From share of changes in equities
of associates
465
Total
$ 18,970
December 31, 2019
$ 10,000,000
8,339,349
10 dollars
December 31, 2019
$ 18,505
465
$ 18,970

(2) Capital EARNINGS

Under the Securities and Exchange Act, capital EARNINGS can only be used to offset a deficit when reserves are insufficient. However, the capital EARNINGS from share issued in excess of par (additional paid-in capital from issuance of common shares, conversion of bonds and treasury stock transactions) and donations may be capitalized, which however is limited to 10% of the Company’s paid-in capital and once a year.

131

Capital EARNINGS shall be distributed by cash. Also, the capital EARNINGS from long-term investments may not be used for any purpose.

  • (3) Retained earnings and dividend policy

A. The amendment to the Articles of Incorporation of NANKANG was approved at the regular shareholders meeting on May 16, 2019 to specify that the EARNINGS earning distribution or loss off-setting proposal may be proposed at the close of each half fiscal year. If there are earnings at each half fiscal year, the Company shall estimate and preserve the payable taxes, cover loss carried forward, estimate preserved employee remuneration, appropriate 10% of the earnings as legal reserve and also make provision/reversal of special reserves pursuant to laws. The remaining balance shall be added to the undistributed earnings carried from half fiscal year as the shareholder dividend. For the distribution of earnings proposed by the board of directors, when distributing in cash, it shall be resolved by the board of directors; when distributed in issuing of new shares, the proposal shall be submitted to the shareholders meeting and distributed after the resolution of the meeting.

If there is net profit after tax after account settlement of the fiscal year, the Company shall cover loss carried forward (including the adjustment of the undistributed earnings) and allocate 10% of the remainder as legal reserve, unless the statutory reserve reaches the amount of total paid-in capital of the Company. Special reserve or retained earnings may be appropriated if necessary. If there is any remaining thereafter, the board of directors shall draft the proposal for the distribution of the remaining earnings with the accumulated earnings undistributed at the beginning (including the undistributed earnings adjusted). When distributing the remaining in issuing of new shares, it shall be distributed after the being submitted to the shareholders’ meeting for the approval; when distributing in cash, the Company authorizes the distribution after a resolution has been adopted by a majority vote at a meeting of the board of directors attended by two-thirds of the total number of

132

directors; and submits a report to the shareholders’ meeting.

Pursuant to Article 241 of the Company Act, NANKANG distribute its legal reserve and the capital reserve, in whole or in part, by issuing new shares or in cash in proportion to the original shareholding ratio of the shareholders, it shall be conducted based on the resolution of the previous paragraph.

For the distribution of earnings of NANKANG, the stock dividend is between 70% to 100% and the cash dividend is between 0% to 30% in principle. The above ratio may be adjusted depending on the actual needs.

  • B. According to Company Law, the appropriation for legal capital reserve shall be made until the reserve equals the Company’s paid-in capital. The reserve may be used to offset a deficit, or be distributed as dividends in cash or stocks for the portion in excess of 25% of the paid-in capital if the Company incurs no loss.

  • C. The allocation of special reserve and the distribution of the shareholders’ dividend and bonus is drafted by the board of directors and submitted to the shareholders’ meeting for resolution and adoption. If the stock dividend in the preceding paragraph shows no profit or the profit is not enough, the principal shall not be used as the dividend.

  • D. When distributing the earnings regulations pursuant to existing , The Company is required to set aside additional special reserve equivalent to the net debit balance of the other components of shareholders’ equity items (including exchange differences on translating foreign operations, unrealized gain [loss] on available-for-sale financial assets, and the gain or loss on the hedging instrument relating to the effective portion of a cash flow hedge). For any subsequent reversal of other net deductions from shareholders’ equity, the amount reversed may be distributed.

  • E. When first applying the IFRSs pursuant to the regulations of No.1010012865 issued by FSC, NANKANG chose to adopt the exemption in IFRS 1 to re-stated the retained earnings and appropriate the same amount as the special reserve. When relative assets are used, disposed or reclassified, the original rate to state the special reserves shall be used to reverse the allocation of earnings. The balance of the

133

special reserve remained unchanged in 2020 and 2019.

  • F. The proposal of 2020 interim earnings distribution approved by the board of directors

of the Company is stated as follows:

of the Company is stated as follows:
July 1 to
December 31, 2020
Resolution date of the board of
directors
March 10, 2021
Legal reserve
$ 40,307
Cash dividends to shareholders
$ 481,349
Cash dividends per share(NT$)
$ 0.60
January 1 to
June 30, 2020
August 11, 2020
$ 44,587
$ 280,787
$ 0.35
  • G. The proposal of 2019 interim earnings distribution approved by the board of

directors of the Company is stated as follows:

directors of the Company is stated as follows:
July 1 to
December 31, 2019
Resolution date of the board of
directors
February 25, 2020
Legal reserve
$ 54,015
Cash dividends to shareholders
$ 601,687
Cash dividends per share(NT$)
$ 0.75
January 1 to
June 30, 2019
August 7, 2019
$ 59,758
$ 401,125
$ 0.50
  • H. The Company’s earning allocation for the year of 2018 , were approved in the

regular meeting of shareholders on May 16, 2019, The appropriations and dividends

per share were as follows:

Legal reserve
Cash dividends to shareholders
Cash dividends per share(NT$)
Appropriation of
Earnings
$ 17,496
$ 160,532
$ 0.1925

(4) Other equity

This refers to the exchange difference generated from the translating the net assets of foreign operations from its functional currency to the presentation currency of the Company (i.e. NTD). This is directly recognized as the Exchange difference in the financial statement translation of the foreign operation in the other comprehensive income.

21.Treasury shares

134

For the Year Ended December 31, 2020

Cause Number of
shares at
January 1
(Thousand Shares)

Increase in
current period
(Thousand Shares)


Decrease in
current period
(Thousand Shares)

Number of
shares at
December 31
(Thousand Shares)
Transfer
of
shares
to
employees
Cause
31,686 31,686
For the Year Ended December 31, 2019
Number of
shares at
January 1
(Thousand Shares)
Increase in
current period
(Thousand Shares)

Decrease in
current period
(Thousand Shares)
Number of
shares at
December 31
(Thousand Shares)
Transfer
of
shares
to
employees
31,686 31,686

Under the Securities Exchange Act, the Corporation shall neither pledge treasury shares nor exercise shareholder’s rights on these shares, such as rights to dividends and to vote.

22. OPERATING REVENUES

(1) Disaggregation of revenue from contracts with customers:

By product For the Year Ended
December 31, 2020
$ 6,218,316
For the Year Ended
December 31, 2020
$ 406,563
3,796,893
464,485
808,913
741,462
$ 6,218,316
December 31, 2020
$ 55,039
For the Year Ended
December 31, 2019
Tire
By geography
$ 6,821,212
For the Year Ended
December 31, 2019
Taiwan
United States
Europe
Other regions in Asia
Other
Total
Contract balances
Contract liabilities-current
Advance sales receipts
$ 394,267
4,100,739
449,175
870,752
1,006,279
$ 6,821,212
December 31, 2019
$ 18,530

(2) Contract balances

Revenue recognized that was included in the contract liability balance at the beginning

135

of the period :

of the period :
For the Year Ended
December 31, 2020
Balance of the contract liabilities at
the beginning recognized in the
revenue in current period
$ 10,676
NON-OPERATING INCOME AND EXPENSES
(1) OTHER INCOME
For the Year Ended
December 31, 2020
Dividend income
$ 9,033
Rental income
2,632
Compensation income
28,245
Others
34,432
Total
$ 74,342
(2)OTHER GAINS AND LOSSES
For the Year Ended
December 31, 2020
Gains on disposal of property, plant
and equipment
$ (1,197)
Loss on disposal of investments

Foreign exchange gains (losses)
(20,774)
Gains on financial assets
(liabilities) at fair value
through profit or loss
425,498
Loss from fire damage
(26,813)
Miscellaneous disbursements
(218)
Total
$ 376,496
(3)FINANCE COSTS
For the Year Ended
December 31, 2020
Interest expense
Bank loans
$ 98,847
Lease liabilities
90
Less: interest capitalized
(5,503)
Total
$ 93,434
For the Year Ended
December 31, 2019
$ 23,614
For the Year Ended
December 31, 2019
$ 6,022

68,506
$ 74,528
For the Year Ended
December 31, 2019
$ (2,668)
(180)
14,773
22,758

16,658
$ 51,341
For the Year Ended
December 31, 2019
$ 120,807
127
(8,424)
$ 112,510

23. NON-OPERATING INCOME AND EXPENSES

136

Capitalization rates

1.03 %~ 1.13 1.14 %~ 1.16

24. INCOME TAX

  • (1) Income tax recognized in profit or loss

  • (A) Income tax expense consisted of the following:

For the Year Ended
December 31, 2020
For the Year Ended
December 31, 2020
For the Year Ended
December 31, 2019
For the Year Ended
December 31, 2019
Current income tax charge $ 181,656 $ 178,367
Additional income tax on
unappropriated earnings
Income tax adjustments on
prior years
10,200 8,700
Net changes on temporary
differences of deferred 25,667 (48,358)
income tax
Income tax expense
recognized in profit or loss
$ 217,523 $ 138,709
A reconciliation of income before income tax and income tax expense recognized
in profit or loss was as follows:
For the Year Ended
December 31, 2020
For the Year Ended
December 31, 2019
Income before income tax $ 1,061,901 $ 1,274,393
Tax calculated base on profit $ 212,380 $ 254,879
before tax and statutory tax
rate
Additional income tax on
undistributed earnings
Net investment income or loss (19,886) (162,235)
accounted for using equity
method
Dividend revenue 85,743 91,787
Net gain or loss on disposals (15,241)
of investment
Valuation gain(loss) on (69,858) (4,552)
financial investments
Non-deductible expenses (11,482) (1,512)
Income tax adjustments on 10,200 8,700
prior years
Net changes on temporary 25,667 (48,358)
differences of deferred
income tax

(B) A reconciliation of income before income tax and income tax expense recognized in profit or loss was as follows:

137

Income tax expense recognized in $ 217,523 $ 138,709 profit or loss

(2) Income tax expense (benefit) recognized in other comprehensive income

For the Year Ended December 31, 2020[ For the Year Ended ] December 31, 2019

Deferred tax expenses (income)
Current year
Remeasurement of defined
benefit obligation
Income tax expense (benefit)
recognized in the components
of other comprehensive
income
$ 1,142
$ 513
$ 1,142
$ 513

(3) Deferred income tax balance

The analysis of deferred income tax in the parent company only Balance Sheets was as

follows:

lows:
For the Year Ended
Balance,
Beginning
of year
Recognized
in Profit
or Loss
Temporary difference
Pension
$ 22,519 $ (3,208)
Deferred sale benefit
625
(467)
Finished
product
compensation
loss
preparation
1,860
160
Other
2,043
(546)
Deferred tax assets
$ 27,047$ (4,061)
Temporary difference
Unrealized investment
benefits
$ (65,324) $ (21,608)
Foreign exchange net
gain or loss foreign
operations
(2,455)
2
Deferred tax liabilities
$ (67,779) $ (21,606)
For the Year Ended
Balance,
Beginning
of year
Recognized
in Profit
or Loss
Temporary difference
Pension
$ 26,390 $ (3,358)
Deferred sale benefit
1,444
(819)
Finished
product
compensation
loss
preparation
1,680
180
Other
1,506
537
Deferred tax assets
$ 31,020$ (3,460)
Temporary difference
For the Year Ended December 31,2020
Balance,
Beginning
of year
Recognized
in Profit
or Loss
Recognized in
Other
Comprehensive
Income
Balance,
End of year
$ (3,208)

(467)

160

(546)
$ (1,142)




$ 18,169
158
2,020
1,497
$ 27,047 $ (4,061) $ (1,142) $ 21,844
$ (21,608)

2
$

$ (86,932)
(2,453)
$ (67,779) $ (21,606) $ $ (89,385)
Balance,
Beginning
of year
Recognized
in Profit
or Loss
Recognized in
Other
Comprehensive
Income
Balance,
End of year
$ (3,358)

(819)

180

537
$ (513)





$ 22,519
625
1,860
2,043
$ 31,020 $ (3,460) $ (513) $ 27,047

138

Unrealized investment
benefits
$ (119,195)
Foreign exchange net
gain or loss foreign
operations
(402)
Deferred tax liabilities
$ (119,597)
Unrealized investment
benefits
$ (119,195)
Foreign exchange net
gain or loss foreign
operations
(402)
Deferred tax liabilities
$ (119,597)
$ 53,871

(2,053)
$

$ (65,324)
(2,455)
$ (119,597) $ 51,818 $ $ (67,779)
  • (4)The information of unrecognized deferred income tax liabilities associated with

investments

As of December 31 in 2020 and 2019, the taxes of the taxable temporary differences regarding the unrecognized deferred tax liabilities related to the investment of the subsidiaries were NT$462,310 thousand and NT$505,751 thousand, respectively.

(5)Income tax examination

The tax authorities have examined income tax returns of the Company through 2018.

25. EARNINGS PER SHARE

  • (1) Basic earnings per share
Net income
Weighted-average number of
ordinary shares for basic
earnings per share(in thousand
shares)
Basic EPS (NT$)
Diluted earnings pre share
Net income
Weighted-average number of
ordinary shares for basic
earnings per share (in
thousand shares)
Assumed conversion of all
dilutive potential ordinary
shares
Employees’ remuneration
(in thousand shares)
Weighted-average number of
common stocks after dilution
(in thousand shares)
Diluted EPS (NT$)
For the Year Ended
December 31, 2020
$ 844,378
802,249
$ 1.05
For the Year Ended
December 31, 2020
$ 844,378
802,249
25
802,274
$ 1.05
For the Year Ended
December 31, 2019
$ 1,135,684
802,249
$ 1.42
For the Year Ended
December 31, 2019
$ 1,135,684
802,249
27
802,276
$ 1.42

(2) Diluted earnings pre share

139

26. THE PERSONNEL, DEPRECIATION AND AMORTIZATION EXPENSES OF THE

COMPANY

COMPANY
For the Year Ended
December 31, 2020
Classified as
operating
cost
Classified as
operating
expenses
Total
Personnel expenses $ 869,469 $ 324,982 $ 1,194,451
Payroll expense
763,478
272,304
1,035,782
Insurance expense
60,485
20,285
80,770
Pension
31,644
17,480
49,124
Compensation to
directors

3,125
3,125
Others
13,862
11,788
25,650
Depreciation
479,707
35,588
515,295
Amortization


For the Year Ended
December 31, 2020
For the Year Ended
December 31, 2019
Classified as
operating
cost
Classified as
operating
expenses
Total Classified as
operating
cost
Classified as
operating
expenses
Total
$ 324,982

272,304

20,285

17,480
3,125

11,788

35,588
$ 1,194,451

1,035,782

80,770

49,124

3,125

25,650

515,295
$ 896,299

785,745

61,835

31,685



17,034

458,908
$ 318,278

272,810

19,290

13,765
2,866

9,547

34,085
$ 1,214,577

1,058,555

81,125

45,450

2,866

26,581

492,993

Note

  • (1) As of December 31, 2020 and 2019, the Company had 1,377 and 1,388 employees, respectively. There were 3 non-employee directors for both year.

  • (2) Companies whose stocks are listed on the stock exchange or listed on the stock counter trading center should disclose the following information:

  • (A)The Company's average employee benefit expenses for the years ended December 31, 2020 and 2019 were NT$867 thousand and NT$873 thousand , respectively.

  • (B)The Company's average salary expenses for the years ended December 31, 2020 and 2019 were NT$752 thousand and NT$763 thousand.

  • (C)The Company's average salary expenseadjustment for the year ended December 31, 2020 decreased by 1.44%.

  • (D)The Company established an audit committee on June 13, 2019 in accordance with the Securities and Exchange Act of the ROC, and the audit committee was formed by all independent directors to replace the supervisors.

  • (E) The Company’s policy for compensation of directors, managers and employees is as follows:

    • (a) Directors Compensation Policy

The compensation of the Company's directors (including independent directors) is governed by the "Regulations Governing Compensation and Bonus to Directors and Officers" approved by the Board of Directors.The Company's directors are compensated by reference to industry standards in order to achieve an objective and fair basis of payment and to enable the members of the Board of Directors to achieve a combination

140

of motivation and discipline.

  • (b) Remuneration policy for the managements and Compensation policy for employees

  • The Company's internal policies and standards for the compensation of managements and employees

Salary structure mainly consists of monthly salary, year-end bonus and employee compensation.The amount of year-end bonuses and employee compensation are based on their contribution to the Company's operations and the evaluation of their performance for the year in accordance with the Work Rules and Regulations, and are used as the criteria for payment.

  • (1) According to the Articles of Incorporation of the Company, if there is profit after annual closing (the profit before tax deducting the remunerations for employees), the Company shall allocate 0.1%~1% thereof as the remuneration to employees. The distribution is resolved by the board of directors and reported to the shareholders’ meeting. However, if the Company has accumulated losses, priority shall be given to covering accumulated losses before allocating the remuneration for the employee and its balance shall be allocated on a pro rata basis as referred to in the preceding paragraph.

  • (2) The employee remunerations estimated by the Company were NT$1,063 thousand and NT$1,276 thousand in 2020 and 2019 respectively. Shall there be any change to the annual parent company financial report after the reporting date, the accounting treatment shall be applied, and the adjustment is accounted for in the next year.

  • (3) The Company resolved at shareholders’ meeting to distribute the 2019 employee remuneration in cash of NT$1,276 thousand on May 13, 2020, which had no difference with the estimated amount in 2019.

  • (4) The information about the appropriations of the Company’s profit sharing bonus to employees and compensation to directors is available at the Market Observation Post System website.

27.RELATED PARTY TRANSACTIONS

  • (1) Related party name and category

Related Party Name Taipei NanHung Rubber Tire Corp., Ltd.

Related Party Category Subsidiary

141

Nanzong Construction Developments, Co., Ltd.
Subsidiary
Nankang International Co., Ltd.
Subsidiary
Nankang Tire Netherlands B.V
Subsidiary
Nankang (ZhangJiaGang Free Trade Zone) Rubber
Subsidiary held indirectly
Industrial Co., Ltd.
NanGuan Rubber Tire Corp., Ltd.
Associates
Zhikai Development Co., Ltd.
Top 10 shareholders of the
parent company
Yuanre Development Co., Ltd.
Top 10 shareholders of the
parent company
  • (2) The significant transactions between the Company and its related parties are disclosed

summarized as follows:

  • A. Revenue
For the Year Ended
December 31, 2020
Taipei NanHung Rubber Tire
Corp., Ltd.
$ 290,361
Nankang Tire Netherlands
B.V
33,730
Nankang (ZhangJiaGang Free
Trade Zone) Rubber Industrial
Co., Ltd.
5,248
NanGuan Rubber Tire Corp.,
Ltd.
112,236
Total
$ 441,575
For the Year Ended
December 31, 2019
$ 270,055
35,113
4,764
107,003
$ 416,935
  • (1)The sale is made based on the price of the general suppliers.

(2)The subsidiaries and the affiliated companies transfer the payment to the

Company based on the actual payment received weekly.

B. Purchases

For the Year Ended
December 31, 2020
Nankang (ZhangJiaGang Free
Trade Zone) Rubber Industrial
Co., Ltd.
$ 243,748
For the Year Ended
December 31, 2019
$ 243,661

This is the purchase for triangle trade, therefore there is no other trading conditions with the non-related party for comparison.

142

C. Notes receivable

December 31, 2020
Taipei NanHung Rubber Tire
Corp., Ltd.
$ 3,067
NanGuan Rubber Tire Corp., Ltd.
2,760
Total
$ 5,827
D. Accounts receivable
December 31, 2020
Taipei NanHung Rubber Tire
Corp., Ltd.
$ 62,567
Nankang Tire Netherlands B.V
554
NanGuan Rubber Tire Corp., Ltd.
26,037
Nankang (ZhangJiaGang Free
Trade Zone) Rubber Industrial
Co., Ltd.
1,190
Total
$ 90,348
E. Other receivables
December 31, 2020
Nankang (ZhangJiaGang Free
Trade Zone) Rubber Industrial
Co., Ltd.
$ 1,795
F.Accounts payable
December 31, 2020
Nankang (ZhangJiaGang Free
Trade Zone) Rubber Industrial
Co., Ltd.
$ 140,042
G.Other payables
December 31, 2020
Nankang Tire Netherlands
B.V
$ 719
H. Unrealized profit from sales
December 31, 2020
December 31, 2019
$ 2,793
2,667
$ 5,460
December 31, 2019
$ 81,421
13,993
32,378
1,033
$ 128,825
December 31, 2019
$ 3,846
December 31, 2019
$ 122,261
December 31, 2019
$ 1,088
December 31, 2019

143

Taipei NanHung Rubber Tire
Corp., Ltd.
$ 5,457
Nankang Tire Netherlands B.V
1,152
NanGuan Rubber Tire Corp., Ltd.
876
Total
$ 7,485
$ 7,379
1,797
1,039
$ 10,215

I. Asset transactions

For the Year Ended December 31, 2020

Nankang
(ZhangJiaGang Free
Trade Zone) Rubber
Industrial Co., Ltd.
Item Price Disposal
gain
Deferred
gain
Selling
of
the
machinery
and
equipment
and
entrusted purchasing for
a batch of materials as
well as the machinery
and equipment
$ 11,449 $ 1,387 $

For the Year Ended December 31, 2019

Nankang
(ZhangJiaGang Free
Trade Zone) Rubber
Industrial Co., Ltd.

Nankang
(ZhangJiaGang Free
Trade Zone) Rubber
Industrial Co., Ltd.
Item Price Disposal
gain
Deferred
gain
Selling
of
the
machinery
and
equipment
and
entrusted purchasing for
a batch of materials as
well as the machinery
and equipment

Purchased
machinery
and equipment
$ 24,481
1,064
$ 1,121

$

J. Endorsement/guarantees

(A) The information on the endorsement/guarantees made for others is as follows:

December 31, 2020
Nankang International Co., Ltd.
$ 591,000

Nankang (ZhangJiaGang
Free
Trade Zone) Rubber Industrial
Co., Ltd.

Nanzong
Construction
Developments, Co., Ltd.
450,000
Zhikai Development Co., Ltd.
33,350
December 31, 2020 December 31, 2019
$ 346,000
75,000
450,000
33,350

144

Yuanre Development Co., Ltd.
Total
16,650 16,650
$ 921,000
$ 1,091,000

(a) As of December 31 in 2020 and 2019, the amount of the cashier's checks provided by the Company as the collateral for the bank financing of Nankang (ZhangJiaGang Free Trade Zone) Rubber Industrial Co., Ltd. were US$0 thousand and US$2,500 thousand, respectively.

(b) As of December 31 in 2020 and 2019, the amount of the Company’s export negotiation approved by the correspondent bank were US$19,500 thousand and US$14,000 thousand, respectively and were provided for the use of Nankang International Co., Ltd..

(B) The information on the endorsement/guarantees provided to the Company by the related party is as follows:

related party is as follows:
Related party

Nanzong Construction
Developments, Co., Ltd.
December 31, 2020
$ 7,000,000
December 31, 2019
$ 7,000,000

Nanzong Construction Developments, Co., Ltd. provided land and buildings as the collateral for the loans of the Company.

K. Financing

(A) The information on the Company’s loaning of funds to the related party is as

follows:

follows:
NanGuan
Rubber
Tire Corp., Ltd.
Item December 31,
2020
December 31,
2019
Other receivables from
related parties-current
$
$ 120,000

The interest of the financing to NanGuan Rubber Tire Corp., Ltd. was calculated

in the interest rate of 1.55%. The interest revenues received were NT$824 thousand and NT$1,925 thousand in 2020 and 2019, respectively.

(B) The information on the financing from the related party is as follows:

Nankang
International Co., Ltd
Item December 31,
2020
December 31,
2019
Short-term borrowings $ 569,600 $ 509,660

145

Nankang International Co., Ltd. provided a short-term borrowings without interest to the Company.

L.Compensation of key management personnel

The compensation to directors and other key management personnel were as follows:

follows:
Short-term employee benefits
Post-employment benefit
Total
For the Year Ended
December 31, 2020
$ 18,979
511
$ 19,490
For the Year Ended
December 31, 2020
$ 18,953
452
$ 19,405

28. PLEDGED ASSETS

28. PLEDGED ASSETS
29. Items Purpose Carrying Amount
December 31,
2020
December 31,
2019
$ 285
3,360,516
$ 300

3,376,898
$ 3,360,801 $ 3,377,198

COMMITMENTS

(1) Significant commitments

A. The balance of the Company’s LC amounts

30. December 31, 2020
US$ (thousand)
$ 10,016
JP(thousand)

B. Non-payment amount for contracted equipment
December 31, 2020
NT$(thousand)
$ 399,627
SUBSEQUENT LOSSES: None.
December 31, 2019
$ 8,048
19,300
December 31, 2019
$ 330,292
  1. SUBSEQUENT EVENTS: None.

146

32. CAPITAL MANAGEMENT

The Company plans its working capital (including R&D expenses and debt liquidation, etc.) required for the future in accordance with the characteristics currently existing in its industry and its future development status while it also considers the changes in the external environment, so as to ensure its sustainable operations. In so doing, the Company will be able to concurrently protect the interests of its shareholders and other related parties, maintain the optimal capital structure, and elevate the stockholder value. As a whole, the Company adopts a prudent risk management strategy.

In order to maintain or adjust the capital structure, the Company may adjust the dividend amount of the shareholders, issue new shares or repurchase the shares of the Company.

33. FINANCIAL INSTRUMENTS

  • (1) Categories of financial instruments
Categories of financial instruments
Financial assets
Financial assets at amortized
cost
Financial assets at fair value
through profit or loss
Total
Financial liabilities
Financial assets at amortized cost
Financial liabilities at fair value
through profit or loss
Total
December 31, 2020
$ 1,310,647
2,351,265
$ 3,661,912
$ 9,310,180

99
$ 9,310,279
December 31, 2019
$ 1,742,159
103,198
$ 1,845,357
$ 8,142,968
161
$ 8,143,129
  • A. The balance include financial assets at amortized cost, which comprise cash and cash

equivalents, notes receivale, accounts receivable, other receivables and refundable deposits.

  • B. The balances include financial liabilities at amortized cost, which comprise shortterm and long-term borrowings, short-term notes and bills payable, notes payable,

accounts and other payables, and guarantee deposits.

  • (2) Fair value information

  • A. Fair value of financial instruments carried at amortized cost

147

The book value of the financial assets and liabilities measured at amortized cost by the Company is close to the reasonable amount of the fair value.

  • B. The different levels that the inputs to valuation techniques are used to measure fair value of financial instruments have been defined as follows

  • (A) Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets or liabilities;

  • (B) Level 2 fair value measurements are those derived from inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and

  • (C) Level 3 fair value measurements are those derived from valuation techniques that include inputs for the asset or liability that are not based on observable market data (unobservable inputs).

  • C. Concerning the financial instruments measured by fair values, the basic classification analysis of the Company in accordance with the nature, characteristics and risk as well as fair value level of asset and liability shall be as follows:

  • (A) The following table presents the Company’s financial assets and liabilities

measured at fair value on a recurring basis:

Financial
assets
at
FVTPL
Stock of listed (OTC)
companies

Stock of emerging
companies
Total

Financial liabilities at
FVTPL
Interest
rate
swap
contract

Financial
assets
at
FVTPL
Stock of listed (OTC)
companies

Stock of emerging
companies
Total
December 31, 2020 December 31, 2020
Level 1 Level 2 Level 3 Total
$2,349,958
$
1,307
$

$2,349,958
1,307
$2,349,958 $ 1,307 $ $2,351,265
$ $ 99 $ $ 99
Level 1 Level 2 Level 3 Total
$ 101,949
$
1,249
$

$ 101,949
1,249
$101,949 $ 1,249 $ $103,198

148

Financial liabilities at FVTPL - - Interest rate swap $ $ 161 $ $ 161 contract

  • (B) The financial asset and liability measured by fair value on non-repeatable

foundation: none.

  • D. The methods and assumptions used by the Company to measure fair value is as

follows:

(A) The Company’s fair value inputs adopting the quoted market price are listed in

the following based on the characteristics of the instruments:

the following based on the characteristics of the instruments:
Item
Stock of listed (OTC) companies
Stock of emerging companies
Marketquoted
Close price
Average transaction price

(B) The forward exchange contract is often valuated based on the current forward

rate.

  • E. There was no transfer between fair value measurement level 1 and level 2 in 2020 and 2019.

(3) Financial risk management objectives

The currency risk, interest rate risk, credit risk and liquidity risk related to management and operation activities are the target of the Company’s financial risk management. The Company has devoted its efforts to recognizing, assessing and hedging market uncertainty in an attempt to reduce the potential adverse influence of market change on the Company’s financial performance.

The Company’s major financial activities have all been re-checked by its board of directors in accordance with the related regulations and internal control system. During the financial plan execution period, the Company has to strictly follow the financial operation procedures related to overall financial risk management and accrual basis.

(4) Market risk

The Company is exposed to the market risks arising from changes in foreign exchange rates, interest rates and the prices in equity investments, and utilizes some derivative financial instruments to reduce the related risks.

  • A. Foreign currency risk

149

Most of the Company’s operating activities and investment in foreign are denominated in foreign currencies. Consequently, the Company is exposed to foreign currency risk. To protect against reductions in value and the volatility of future cash flows caused by changes in foreign exchange rates, the Company utilizes derivative shore-term borrowing and financial instruments, including currency forward contracts and cross currency swaps, to hedge its currency exposure. These instruments help to reduce, but do not eliminate, the impact of foreign currency exchange rate movements.

The Company’s purpose of the proceeds from short-term loans is to hedge naturally against the risk of the accounts receivable in USD. The accounts receivables of the Company is mainly in USD, therefore the utilization of short-term loans in USD can naturally hedge the risks of the accounts receivable in USD generated from the changes in the foreign exchange rate.

The maturity of the derivative financial instruments engaged by the Company is all less than six months, which does not meet the terms for accounting hedge.

The net investment in the foreign operation was for strategic investment, therefore the Company did not adopt any hedging policy against it.

The sensitivity analysis of the exchange rate risk is calculated based on the net position of financial assets or liabilities in the monetary items in foreign currency held by the Company at the end of the financial reporting. If the relative change in NT dollar revaluation against each related currency is 1%, the amount of profit or loss of the Company will also increase or decrease accordingly and will become the negative of the same amount during devaluation.

Monetary items
USD
EUR
GBP
JPY
CNY
December 31, 2020
$ 3,921
(440)
(92)
(1)
December 31, 2019
$ 1,457
(591)
(114)
(2)
67

B. Interest rate risk

Interest rate risk refers the risk caused by the change in the fair value of financial

150

instruments as a result of change of the market interest rate. The interest rate risk of the company is mainly derived from variable interest rate borrowing.

Regarding the sensitivity analysis of the interest rate risk, the calculation is made according to the amount of the bank loan and the floating interest rate at the final day of the financial report period, and a quarter’s effect is assumed to be held. If the interest rate increased or decreased by 0.1%, the Company’s profit or loss as of December 31, 2020 and December 31, 2019 would increase or decrease NT$1,886 thousand and NT$1,684 thousand respectively.

C. Other price risk

The price risk of the Company’s equity instruments is mainly due to the investment classified as the financial assets measured compulsorily at fair value through profit or loss. All significant investment in the equity instruments shall be implemented after the approval of the Company’s board of directors.

For the sensitivity analysis on the price risk of the equity instruments, the calculation basis is the changes in the fair value at the end of the financial reporting. If the price of the equity instruments increased/decreased in 5%, the profit or loss of the Company would increase/decrease NT$117,562 thousand and NT$5,159 thousand in December 31, 2020 and 2019, respectively.

(5) Credit risk management

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Company. The Company is exposed to credit risk from operating activities, primarily trade receivables, and from financing activities, primarily deposits, fixed-income investments and other financial instruments with banks. Credit risk is managed separately for business related and financial related exposures.

A. Business related credit risk

In order to maintain its quality of accounts receivable, the Company has set up its operation related credit risk management procedure.

The individual customer risk assessment covers the factors of an individual customer’s financial status and credit rating agency’s ratings, the Company’s

151

internal credit ratings and historical transaction records and current economic status, etc. which may affect customer’s solvency capacity.

As of December 31, 2020 and 2019, the receivable balance of the customer with sale revenue reaching above 5% accounted for 67.70% and 71.15% of the Company’s receivable balance, respectively. The concentration of the credit risk for other accounts receivable was relatively not significant.

B. Financial credit risk

The credit risk of bank deposits, fixed income investments, and other financial instruments is measured and monitored by the Finance Department of the Company. Since the transaction counterparties and the contract performance parties of the Company are banks of excellent credit standing and financial institutions or corporate entities with investment level 2, there are no non-compliance issues; therefore, there is no significant credit risk.

(6) Liquidity risk management

The purpose of the Company’s management of liquidity risk is to maintain the cash and cash equivalents, high liquidity securities and enough bank financing facilities required for business operations, so as to ensure sufficiency of the Company’s financial flexibility.

The table below summarizes the maturity profile of the Company’s financial liabilities based on contractual undiscounted payments, including principles and interests.

Less Than
1 year
Non-derivative
financial liabilities
Short-term
borrowings
and
short-term
notes
and bills payable
$ 7,541,825
Accounts payable
718,507
Long-term
borrowings
789,242
Lease liabilities
9,465
Total
$ 9,059,039
Derivative financial
December 31, 2020 December 31, 2020 December 31, 2020
Less Than
1 year
12 year 23 year More than
3 years
Total
$



260,606

8,935
$




1,822
$



861
$ 7,541,825
718,507

1,049,848

21,083
$ 9,059,039 $ 269,541 $ 1,822 $ 861 $ 9,331,263

152

liabilities
Interest rate swap
contract
$ 99
Less Than
1 year
Non-derivative
financial liabilities
Short-term
borrowings
and
short-term
notes
and bills payable
$ 6,312,267
Accounts payable
646,931
Long-term
borrowings
683,561
Lease liabilities
6,059
Guarantee deposits

Total
$ 7,648,818
Derivative financial
liabilities
Interest rate swap
contract
$
Total
$
$ 99 $ $ $ $ 99
Less Than
1 year
12 year 23 year More than
3 years
Total
$



464,242

648
360
$


35,606



$




$ 6,312,267
646,931

1,183,409

6,707

360
$ 7,648,818 $ 465,250 $ 35,606 $ $ 8,149,674
$ 161 $ $ $ 161
$ $ 161 $ $ $ 161
  1. SIGNIFICANT ASSETS AND LIABILITIES DENOMINATED IN FOREIGN

CURRENCIES

(1)The significant financial assets and liabilities denominated in foreign currencies were as

follows:

December 31, 2020 December 31, 2020 December 31, 2020
Foreign currencies
(In Thousands)
Exchange
Rare
Carrying Amount
(NTD in Thousands)
35,567
1,277
233
49,332
28.48
35.02
38.90
28.48
$ 1,012,948
44,721
9,064
1,404,975

December 31, 2019

153

Financial assets
Monetary items
USD
EUR
GBP
Financial liabilities
Monetary items
USD
Foreign currencies
(In Thousands)
Exchange
Rare
Carrying Amount
(NTD in Thousands)
42,443
1,794
289
47,302
29.98
33.59
39.36
29.98
$ 1,272,441
60,260
11,375
1,418,114

The above information is based on the functional currency of each body other than the foreign currency summary expression.

  • (2) There are multiple foreign currency types used in the Company and the disclosure cannot be made based on each significant foreign currency, therefore the information about exchange gain or loss of each currency is disclosed by summarization. The Company’s net gain (loss) of foreign exchange (including the realized and unrealized) were NT$(20,774) thousand and NT$14,773 thousand in 2020 and 2019, respectively.

35. OTHERS

  • (1) Non-cash transactions: None.

  • (2) Due to the COVID-19 epidemic, although the company's turnover in 2020 has decreased

compared with the previous year, it has not yet had a significant impact on the company's business and finances, and there are no doubts about the ability to continue operations, asset impairment, and financing risks.

36. ADDITIONAL DISCLOSURES

  • (1)Following are the additional disclosures required by the Securities and Futures

Bureau for the Company

  • A. Financings provided: See Table 1 attached.

  • B. Endorsement/guarantee provided: See Table 2 attached.

  • C. Marketable securities held (excluding investments in subsidiaries and associates):

See Table 3 attached.

154

  • D. Marketable securities acquired and disposed of at costs or prices of at least NT$300 million or 20% of the paid-in capital: See Table 4 attached.

  • E. Acquisition of individual real estate properties at costs of at least NT$300 million or 20% of the paid-in capital: None.

  • F. Disposal of individual real estate properties at prices of at least NT$300 million or 20% of the paid-in capital: See Table 5 attached.

  • G. Total purchases from or sales to related parties of at least NT$100 million or 20% of the paid-in capital:See Table 6 attached.

  • H. Receivables from related parties amounting to at least NT$100 million or 20% of the paid-in capital: See Table 7 attached.

  • I. Information about the derivative financial instruments transaction: See Notes 7.

  • J. Names, locations, and related information of investees over which The Company exercises significant influence: See Table 8 attached.

  • (2) Information on investment in mainland China

  • A. The name of the investee in mainland China, the main businesses and products, its issued capital,method of investment, information on inflow or outflow of capital, percentage of ownership, income(losses) of the investee, share of profits/losses of investee, ending balance, amount received as dividends from the investee, and the limitation on investee: See Table 9 attached.

  • B. Significant direct or indirect transactions with the investee, its prices and terms of payment, unrealized gain or loss, and other related information which is helpful to understand the impact of investment in mainland China on financial reports: See Table 9 attached.

(3) Information of major shareholder

List of all shareholders with ownership of 5 percent or greater showing the names and the number of shares and percentage of ownership held by each shareholder: See Table 10 attached.

37. SEGMENT INFORMATION

155

The Company has provided the segment information disclosure in the year of 2020 consolidated financial statements.

156

TABLE 1

FINANCINGS PROVIDED

(Amounts in Thousands of New Taiwan Dollars)

No.
(Note 1)
Financing
Company
Counter-party Financial
Statement
Account
Related
Party
Maximum
Balance for the
Period
Ending
Balance
(Note 6)
Amount
Actually
Drawn
Interest
Rate
Nature for
Financing
(Note 4)
Transaction
Amounts
Reason for
Financing
Allowance
for Bad Debt
Colla teral Financing Limits
for Each
Borrowing
Company
(Note 2)
Financing
Company’s Total
Financing
Amount Limits
(Note 3)
Item Value
0 NANKANG
RUBBER TIRE
CORP., LTD.

NANGUAN
RUBBER TIRE CO.,
LTD.

Current
assets─other
receivables
Yes $ 120,000 $ $ 1.55% 1 $ 112,236 $ $ 1,078,731 $ 4,314,923
0 NANKANG
RUBBER TIRE
CORP., LTD.

NANZONG
CONSTRUCTION
DEVELOPMENTS,
CO., LTD.
Current
assets─other
receivables
Yes 490,000 2 Operating
capital
3,236,192 4,314,923
1 NANKANG
INTERNATIO
NAL CO.,LTD.
NANKANG
RUBBER
TIRE
CORP., LTD.

Short-term
debt
Yes 756,250 712,000
(Note 7)

569,600
(Note 7)

2 Operating
capital
4,850,470
(Note 5)
4,850,470
(Note 5)

Note 1 The Company and its subsidiaries are coded as follows:

  • 1.The Company is coded “0”.

  • 2.The subsidiaries are coded consecutively beginning from “1” in the order presented in the table above.

Note 2 The Company’s loaning of funds toward a single enterprise is limited to 10% of the Company’ s net value in the most recent financial statement; the limit of loan to the subsidiaries shall not exceed 30% of the Company’s net value in the most recent financial statement.

Note 3 The total loaning of funds is limited to 40% of the Company’s net value in the most recent financial statement. The loaning of funds between the foreign companies with 100% voting shares held by the Company directly and indirectly due to the required short-term financing, its amount is not subject to 40% of the net value.

Note 4 Nature of loans:.Business transaction: 1, Short-term financing: 2.

Note 5 The fund loaning of Nankang International Co.Ltd to the parent company is limited to 100% of the net value of Nankang International Co.Ltd. in the most recent financial statement.

Note 6 The balance at the end was the amount approved by the board of directors.

Note 7 The balance at the end was USD25,000 thousand; the actual amount disbursed was USD20,000 thousand.

157

TABLE 2

ENDORSEMENTS/GUARANTEES PROVIDED

(Amounts in Thousands of New Taiwan Dollars)

No.
(Note 1)
Endorsement /
Guarantee Provider
Guaranteed Party Guaranteed Party Limits on
Endorsement /
Guarantee Amount
Provided to Each
Guaranteed Party
(Note 3)
Maximum
Balance for the
Period
Ending
Balance
Amount
Actually
Draw
Amount of
Endorsement
/Guarantee
Collateralized by
Properties
Ratio of
Accumulated
Endorsement /
Guarantee to Net
Equity per Latest
Financial Statements

Maximum
Endorsement /
Guarantee Amount
Allowable
(Note 3)
Guarantee
Provided by
Parent
Company
Guarantee
Provided by
A Subsidiary
Guarantee
Provided to
Subsidiaries
in Mainland
China
Name Nature of
Relationship
(Note 2)
0 NANKANG
RUBBER
TIRE
CORP., LTD.

NANKANG
(ZHANGJIAGANG
FREE
TRADE ZONE) RUBBER
INDUSTRY CO.,LTD.


3
$ 5,393,654 $ 85,250 $ $ $ 0.00 $ 10,787,307
0 NANKANG
RUBBER
TIRE
CORP.,LTD.

NANKANG
INTERNATIONAL
CO.,LTD
2 5,393,654 664,950 664,950 591,000 591,000 5.48 10,787,307
0 NANKANG
RUBBER
TIRE
CORP., LTD.

NANZONG
CONSTRUCTION
DEVELOPMENTS,
CO.,
LTD.

2
5,393,654 450,000 450,000 450,000 450,000 4.17 10,787,307
0 NANKANG
RUBBER
TIRE
CORP.,LTD.

YUANRE
DEVELOPMENTS,
CO.,
LTD.

5
5,393,654 16,650 16,650 16,650 16,650 0.15 10,787,307
0 NANKANG
RUBBER
TIRE
CORP.,LTD.

ZHIKAI
DEVELOPMENTS,
CO.,
LTD.

5
5,393,654 33,350 33,350 33,350 33,350 0.31 10,787,307
1 NANZONG
CONSTRUCTION
DEVELOPMENTS
,CO.,LTD.
NANKANG RUBBER TIRE
CORP., LTD.

4
13,023,805
(Note 5)
7,000,000 7,000,000 7,000,000 7,000,000 214.99 13,023,805
(Note 5)

Note 1 The Company and its subsidiaries are coded as follows:

(1).The Company is coded “0”.

  • (2)The subsidiaries are coded consecutively beginning from ”1” in the order presented in the table above.

  • Note 2 According to the “Guidelines Governing the Preparation of Financial Reports by Securities Issuers” issued by the R.O.C. Securities and Futures Bureau, receiving parties should be disclosed as one of the following:

  • (1) A company with which it does business.

(2) A company in which the public company directly and indirectly holds more than 50% of the voting shares.

  • (3) A company that directly and indirectly holds more than 50 % of the voting shares in the public company.

  • (4) A company in which the public company holds, directly or indirectly, 90% or more of the voting shares.

  • (5) A company that fulfills its contractual obligations by providing mutual endorsements/guarantees for another company in the same industry or for joint builders for purposes of undertaking a construction project.

  • (6) A company that all capital contributing shareholders make endorsements/ guarantees for their jointly invested company in proportion to their shareholding percentages.

  • (7) Companies in the same industry provide among themselves joint and several security for a performance guarantee of a sales contract for pre-construction homes pursuant to the Consumer Protection Act for each other.

  • Note 3 The endorsements/guarantees amount of the Company toward a single enterprise is limited to 50% of the Company’ s net value in the most recent financial statement; the total amount of endorsement/guarantee made by the Company shall not exceed 100% of the net value in the most recent financial statement.

  • Note 4 The intercompany endorsement guarantee limits for the Company's direct and indirect ownership of 100% of the voting shares are as follows

The endorsements/guarantees amount of the Company toward a single enterprise is limited to 50% of the Company’ s net value in the most recent financial statement.The Company shall not be limited to 50% of the Company's net worth if the Company directly or indirectly holds more than 50% of the voting rights to endorse the Company's guarantee.The total amount of guarantees that the Company and its subsidiaries as a whole may endorse externally is limited to no more than 150% of the Company's most recent net financial statements.

  • Note 5 The guarantees of Nanzong Construction Developments, Co., Ltd. toward its parent company is limited to 4 times of the net value in the most recent financial statement of Nanzong Construction Developments, Co., Ltd..

158

TABLE 3

MARKETABLE SECURITIES HELD

(Amounts in Thousands of New Taiwan Dollars)

Held Company
Name
Marketable Securities
Type and Name
Relationship
with the
Company

Financial Statement
Account
December 31, 2020 December 31, 2020 Note
Number of
Shares
Carrying Value Percentage of
Ownership
Fair Value
NANKANG
RUBBER TIRE
CORP., LTD.
Stock
MILDEF CRETE INC.
TAIWAN
TELEVISION
ENTERPRISE, LTD.
TAIWAN
FERTILIZER
CO., LTD.
FEDERAL CORP.
SHIHLIN
PAPER
CORPORATION







Financial assets at fair value
through profit or loss
Financial assets at fair value
through profit or loss
Financial assets at fair value
through profit or loss
Financial assets at fair value
through profit or loss
Financial assets at fair value
through profit or loss

2,150,829

172,048

6,679,000

93,688,000

588,000
$ 107,434
1,307
362,002
1,845,654
34,868
3.665
0.0613
0.6815
19.793
0.226
$ 107,434
1,307
362,002
1,845,654
34,868

Note Excluding subsidiaries,associates and joint ventures.

159

TABLE 4

MARKETABLE SECURITIES ACQUIRED AND DISPOSED OF AT COSTS OR PRICES OF AT LEAST NT$300 MILLION OR 20% OF THE PAID-IN CAPITAL

(Amounts in Thousands of New Taiwan Dollars)

Company
Name
Marketable
Securities
Type and Name
Financial Statement
Account
Counterparty Nature of
Relationship
Beginning Balance Beginning Balance Acquisition Acquisition Disposal Disposal Ending Balance Ending Balance Note
Shares Amount Shares Amount
(Note 1)
Shares Amount Carrying
Value
Gain/Loss
on Dispoal
(Note 2)

Shares
Amount
NANKANG
RUBBER
TIRE CORP.,
LTD.
Stork/
FEDERAL
CORP.
Financial assets at
fair value through
profit or loss-current

Centralized
securities
exchange
market
$ 93,688,000 $ 1,845,654 93,688,000 $ 1,845,654
NANKANG
RUBBER
TIRE CORP.,
LTD.
Stock/
TAIWAN
FERTILIZER
CO., LTD.
Financial assets at
fair value through
profit or loss-current

Centralized
securities
exchange
market
$ 12,192,000 $ 616,246 5,513,000 $ 254,244 $ 254,244 6,679,000 $ 362,002

Note 1 Calculated at fair value.

Note 2 Code of general ledger account is "financial assets at fair value through profit or loss". Due to adoption of IFRS, it would be valued at fair value rather than recognised disposal gain or loss.

160

TABLE 5

DISPOSAL OF INDIVIDUAL REAL ESTATE AT PRICES OF AT LEAST NT$300 MILLION OR 20%OF THE PAIK-IN CAPITAL

(Amounts in Thousands of New Taiwan Dollars)

Name of company Type of
property
Transaction date Acquisition
Date
(Note 1)
Carrying
Amount
(Note 1)
Transaction
amount
Amount actually
receivable
(Note 2)

Gain/Loss
on Dispoal
(Note 1)
Counterparty Nature of
Relationship
Purpose of
Disposal
Price Reference Other
Terms
NANZONG
CONSTRUCTION
DEVELOPMENTS,
CO.,
LTD.

Inventories
January 18, 2020 N/A N/A $ 312,680 $ 31,270 N/A A Company None Get business
benefits
Real estate
valuation report
NANZONG
CONSTRUCTION
DEVELOPMENTS,
CO.,
LTD.

Inventories
January 2020 to
February 2020

N/A
N/A 369,900 36,990 N/A B Company None Get business
benefits
Real estate
valuation report
NANZONG
CONSTRUCTION
DEVELOPMENTS,
CO.,
LTD.

Inventories
November 24, 2020 N/A N/A 327,200 9,610 N/A C Company None Get business
benefits
Real estate
valuation report

Note 1 Inventory sold thus not applicable.

Note 2 These are advance on building and land received based on the contract.

161

TABLE 6

TOTAL PURCHASES FROM OR SALES TO RELATED PARTIES OF AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL

(Amounts in Thousands of New Taiwan Dollars and Foreign currencies in Thousands)

Company Name Related Party Nature of
Relationships
Transaction Details Transaction Details Details of non-arm’s
length transaction
Details of non-arm’s
length transaction

Notes and Accounts receivable
(payable)

Notes and Accounts receivable
(payable)
Note
Purchases/
Sales
Amount Percentage of total
purchases (sales)

Payment
Terms
Unit Price Payment
Terms
Ending Balance Percentage of
total receivables
(payable)
NANKANG
RUBBER
TIRE CORP., LTD.

TAIPEI NANHUNG RUBBER
TIRE CORP., LTD.

Subsidiary
Sales $ 290,361 4.67 6 months $ 65,634 5.96
NANKANG
RUBBER
TIRE CORP., LTD.

NANGUAN
RUBBER
TIRE
CORP., LTD.

Associates
Sales 112,236 1.80 6 months 28,797 2.61
NANKANG
INTERNATIONAL
CO., LTD.
NANKANG (ZHANGJIAGANG
FREE TRADE ZONE) RUBBER
INDUSTRY CO., LTD.


Subsidiary
Purchases USD
79,881
100 6 months USD
47,319
100.00
NANKANG
RUBBER
TIRE CORP., LTD.

NANKANG (ZHANGJIAGANG
FREE TRADE ZONE) RUBBER
INDUSTRY CO., LTD.


Indirect subsidiary
Purchases 243,748 7.72 6 months 140,042 40.08

162

TABLE 7

RECEIVABLES FROM RELATED PARTIES AMOUNTING TO AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL

(Amounts in Thousands of New Taiwan Dollars and Foreign currencies in Thousands)

Company Name Related Party Nature of
Relationships
Ending Balance Turnover
rate
Overdue receivables Overdue receivables Amounts Received
in Subsequent
Period
Allowance
for Bad Debts
Note
Amount Action Taken
NANKANG (ZHANGJIAGANG
FREE TRADE ZONE) RUBBER
INDUSTRY CO., LTD


NANKANG
INTERNATIONAL
CO.,LTD
Parent company USD
47,319
$ USD 17,972 $
NANKANG (ZHANGJIAGANG
FREE TRADE ZONE) RUBBER
INDUSTRY CO., LTD


NANKANG
RUBBER
TIRE CORP.,LTD

The ultimate
parent of the
Company
USD
4,917
USD 217

163

TABLE 8

NAMES, LOCATIONS AND RELATED INFORMATION OF INVESTEES OVER WHICH THE COMPANY EXERCISES

SIGNIFICANT INFLUENCE

(Amounts in Thousands of New Taiwan Dollars and Foreign currencies in Thousands)

Investor
Company
Investee Company Location Main Businesses and
Products
Original Investment Amount Original Investment Amount Balance a s of December 31, 2020 s of December 31, 2020 Net Income
(Losses) of the
Investee
Shares of
Profits/Losses
of Investee
Notes
December 31,
2020
December 31,
2019
Shares Percentage of
ownership
Carrying value
NANKANG
RUBBER TIRE
CORP.,LTD

TAIPEI NANHUNG RUBBER
TIRE CORP., LTD.
NANGUAN RUBBER TIRE
CO., LTD.
NANZONG
CONSTRUCTION
DEVELOPMENTS, CO., LTD.
NANKANG RUBBER TIRE
(SINGAPORE) PTE LTD.
NANKANG
INTERNATIONAL CO.,LTD.
NANKANG
TIRE
NETHERLANDS B.V.
NANKANG
YISHENG
PROPERTY MANAGEMENT
CONSULTANTS CO., LTD.

Taiwan




Singapore
Seychelles

Netherlands


Taiwan
All kinds of tire
transactions

Professional asset
management
Reinvestment of other
businesses and all kinds of
tire transactions

Information collection and
all kinds of tire transactions
Management Consulting
$ 42,000
5,500
3,358,784
USD
27,800
USD
80,780


EUR
60
2,000
$ 42,000
5,500
3,358,784
USD
27,800
USD
80,780
EUR
60
900,000
549,994
178,500,000
SG 45,982,196
US 80,780,000
EU
600
200,000
100.00
20.37
100.00
100.00
100.00
100.00
40.00
$ 32,091
814,000
3,255,951
1,461,884
4,849,869
39,499
1,998
$ 18,972
(867,111)
2,506
44,149
195,511
14,925
(5)
$ 18,972

(176,632)
2,506
44,149
195,511
14,925

(2)
1
2
2
3

Note 1 The amount of cash dividends acquired from Taipei Nanhung Rubber Tire Corp., Ltd. was NT$8,000 thousand.

Note 2 Nankang Rubber Tire Corp. Ltd. received cash dividends of NT$324,342 thousand and NT$104,375 thousand from Nankang (ZhangJiaGang Free Trade Zone) Rubber Industrial Co.Ltd. through 100% reinvestment in Nankang International Co.Ltd and Nankang Rubber Tire (Singapore) Pte. Ltd.

Note 3 Invested in the establishment of Nankang Yisheng Property Management Consulants Co., Ltd. and held 200,000 shares.

164

TABLE 9

INFORMATION ON INVESTMENT IN MAINLAND CHINA

1.[(Amounts in Thousands of New Taiwan Dollars and Foreign currencies in Thousands)]

1. (Amounts in Thousands of Ne in Thousands of Ne w Taiwan Dol lars and Foreign cu rrencies in Thousa nds)
Investee Company Main
Businesses
and products
Total Amount of
paid-in Capital
Method of
Investment

Accumulated
Outflow of
Investment
January 1, 2020
Investment Flows Accumulated
Outflow of
Investment from
Taiwan as of
December 31, 2020

Net income (loss)
of investee
company

Percentage
of
Ownership
Shares of
profits/Losses
(Note 2)
Carrying
Amount as of
December 31,
2020
Accumulated
Inward
Remittance of
Earnings as of
December 31,
2020
Outflow Inflow
NANKANG
(ZHANGJIAGANG
FREE
TRADE
ZONE)
RUBBER
INDUSTRY
CO.,
LTD.



Production
and sale of
various tires
$ 4,089,158
US$ 143,580
Note1 $ 3,661,958
US$ 128,580
$ $ $ 3,661,958
US$ 128,580
$ 183,173
CNY
42,826
100 $ 183,173
US$ 6,204


$ 6,041,491
US$ 212,131


$ 3,371,042
CNY
700,000
Accumulated Investment in Mainland China as of
December 31, 2020
Investment Amounts Authorized by Investment
Commission, MOEA
Upper Limit on Investment
$ 3,661,958
(US$ 128,580)
$ 4,089,158
(US$ 143,580)
$ 6,472,384

Note 1 Indirectly investment in Mainland China through the (Nankang International Co., Ltd. and Nankang Rubber Tire (Singapore) Pte. Ltd.) registered in a third region.

Note 2 The investment income (loss) recognized in current period adopted the financial statement certificated by the CPA of the parent company in Taiwan.

Note 3 The dividend amount remitted back by the third region companies Nankang International Co., Ltd. and Nankang Rubber Tire (Singapore) Pte. Ltd. 100% held by the Company were CNY$100,000 thousand on March 2020. As of December 31, 2020, the accumulated amount of the remittance was CNY$700,000 thousand.

Note 4 Initial investment amounts denominated in foreign currencies are translated into New Taiwan Dollars using the spot rates at the financial report date. (US$1:NT$28.48, US$1:NT$29.525, CNY$1:NT$4.377, CNY$1:NT$4.278)

165

2.

The Company invested
resolution
Investment Amounts Investment Amounts Investment Amounts
(US$ in Thousands)
Indirectly Investment in Mainland China
Approved Number Authorized Amounts
(US$ in Thousands)
Investment outflow
(US$ in Thousands)
Purpose
NANKANG RUBBER TIRE
(SINGAPORE) PTE LTD.

1997/08/21-(86)-86721648
US$ 27,800 US$ 27,800 US$ 27,800 Indirectly
investment
NANKANG
(ZHANGJIAGANG FREE TRADE ZONE)
RUBBER INDUSTRY CO., LTD.
NANKANG RUBBER TIRE
(SINGAPORE) PTE LTD.

2007/12/26-0606370
US$ 6,950 US$ 6,950
(Note1)
Indirectly
investment
NANKANG
(ZHANGJIAGANG FREE TRADE ZONE)
RUBBER INDUSTRY CO., LTD.
NANKANG
INTERNATIONAL CO., LTD.
2005/08/02-093039942 US$ 32,200 US$ 32,200 US$ 32,200 Indirectly
investment
NANKANG
(ZHANGJIAGANG FREE TRADE ZONE)
RUBBER INDUSTRY CO., LTD.
NANKANG
INTERNATIONAL CO., LTD.
2007/12/26-09600460370 US$ 8,050 US$ 8,050
(Note1)
Indirectly
investment
NANKANG
(ZHANGJIAGANG FREE TRADE ZONE)
RUBBER INDUSTRY CO., LTD.
NANKANG
INTERNATIONAL CO., LTD.
2008/02/20-09600472310 US$ 15,000 US$ 15,000 US$ 15,000 Indirectly
investment
NANKANG
(ZHANGJIAGANG FREE TRADE ZONE)
RUBBER INDUSTRY CO., LTD.
NANKANG
INTERNATIONAL CO., LTD.
2008/12/02-09700377990 US$ 53,580 US$ 53,580
(Note 2)
US$ 53,580
(Note 2)
Indirectly
investment
NANKANG
(ZHANGJIAGANG FREE TRADE ZONE)
RUBBER INDUSTRY CO., LTD.

Note 1 The capital stock was the total dividends of US$15,000 thousand distributed as of September 2007 by the invested company in China, Nankang (ZhangJiaGang Free Trade Zone) Rubber Industrial Co., Ltd..

Note 2 The claim of the invested company in the third regions, NANKANG INTERNATIONAL CO., LTD. was converted into capital increase.

  1. Major transactions between the invested companies in the Mainland China and the Company occurring directly or indirectly: Table 2, 6, 7, and 8.

166

TABLE 10

INFORMATION ON MAJOR SHAREHOLDERS

Name of major shareholders Total Shares Owned
(In Thousands)
Ownership Percentage
NanGuan Rubber Tire Corp. Ltd. 151,228 18.13
Yuanre Development Co., Ltd. 82,088 9.84
Yuanhung Development Co., Ltd. 82,764 9.92
Zhikai Development Co., Ltd 82,383 9.87

Note 1 The major shareholders information was from the data that the Company issued common shares (including treasury shares) and preference shares in dematerialised form which were registered and held by the shareholders above 5% on the last operating date of each quarter and was calculated by Taiwan Depository & Clearing Corporation.

The share capital which was recorded in the financial statements may differ from the actual number of shares issued in dematerialised form because of a differenent calculation basis.

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

For the information of reported share equity of insider, please refer to Market Observation Post System.

167

NANKANG RUBBER TIRE CORP., LTD.

THE CONTENTS OF STATEMENTS OF MAJOR

ACCOUNTING ITEMS

(In Thousands of New Taiwan Dollars, Unless Specified Otherwise)

ITEM STATEMENT INDEX
STATEMENT OF CASH AND CASH EQUIVALENTS
STATEMENT OF FINANCIAL ASSETS AND
LIABILITIES AT FAIR VALUE THROUGH PROFIT
OR LOSS-CURRENT
STATEMENT OF NOTES RECEIVABLE
STATEMENT OF ACCOUNTS RECEIVABLE
STATEMENT OF OTHER RECEIVABLES DUE
FROM RELATED PARTIES
STATEMENT OF INVENTORIES
STATEMENT OF CHANGES IN INVESTMENTS
ACCOUNTED FOR UNDER THE EQUITY
METHOD
STATEMENT OF CHANGES IN COST AND
ACCUMULATED DEPERCIATION OF
PROPERTY, PLANT AND EQUIPMENT
STATEMENT OF CHANGES IN RIGHT-OF-USE
ASSETS
STATEMENT OF CHANGES IN THE COST OF
INVESTMENT REAL ESTATE AND
ACCUMULATED DEPRECIATION
STATEMENT OF DEFERRED INCOME TAX ASSETS
STATEMENT OF SHORT-TERM DEBT
STATEMENT OF SHORT-TERM NOTES AND BILL
PAYABLE
STATEMENT OF NOTES PAYABLE
STATEMENT OF ACCOUNTS PAYABLE
STATEMENT OF LEASE LIABILITIES
STATEMENT OF LONG-TERM BORROWINGS
STATEMENT OF DEFERRED INCOME TAX
LIABILITIES
STATEMENT OF NET OPERATING REVENUES
STATEMENT OF OPERATING COSTS
STATEMENT OF MANUFACTURING EXPENSES
STATEMENT OF SALES AND MARKETING
EXPENSES
STATEMENT OF GENERAL AND
ADMINISTRATIVE EXPENSES
STATEMENT OF RESEARCH AND DEVELOPMENT
EXPENSES
STATEMENT OF OTHER BENEFITS AND LOSSES
STATEMENT OF FINANCE COSTS
STATEMENT OF LABOR, DEPRECIATION AND
AMORIZATION BY FUNCTION
1
2
Note27
3
4
5
6
Note11
Note12
Note 13
Note 24
7
8
9
10
11
Note 18
Note 24
12
13
14
15
16
17
Note23
Note23
Note26

168

STATEMENT OF CASH AND CASH EQUIVALENTS

DECEMBER 31, 2020

STATEMENT 1
Item Description Amount
Cash on hand
Checking accounts
Demand deposits
Foreign currency
deposits
USD 320,435.67
EUR 21,715.26
JPY 300,000.00
$ 847
82,604
17,278
9,126
760
83
Total $ 110,698

Exchange rate US$1=NT$28.48, EUR1=NT$ 35.02, JPY1=NT$0.2763

169

STATEMENT OF FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS CURRENT

DECEMBER 31, 2020

STATEMENT 2

Name of
financial assets
Description Shares Face
value
Total
amount
Interest
rates
Acquisition
cost
Fair Value Fair Value Changes in
fair value
attributable
to changes
in credit risk

Note
Unit
price

Total
amount
Mildef Crete Inc.
Taiwan
Television
Enterprise, Ltd.
Taiwan
Fertilizer
Co., Ltd.
Federal Corp.
Shihlin
Paper
Corporation
Over-the-counter
Stocks

Emerging stocks

Listed Company
Stocks
Listed Company
Stocks

Listed Company
Stocks
2,150,829
172,048
6,679,000
93,688,000
588,000
10
10
10
10
10
$ 21,508
1,720
66,790
936,880
5,880




$ 13,044
332
360,069
1,504,360
34,409
49.95
7.60
54.20
19.70
59.30
$ 107,434
1,307
362,002
1,845,654
34,868
Total $ 1,912,214 $ 2,351,265

170

STATEMENT OF ACCOUNTS RECEIVABLE,NET

DECEMBER 31, 2020

STATEMENT 3 STATEMENT 3
Client Name Description Amount Note
Taipei Nanhung Rubber
Tire Corp. Ltd.
Nanguan
Rubber
Tire
Corp. Ltd.
Nankang Tire Netherlands
B.V
Nankang
(Zhangjiagang
Free Trade Zone) Rubber
Industrial Co., Ltd.
Subtotal of related parties
TIRECO
TIGAR TYRES
Others
LessLoss allowance
Subtotal
of
non-related
parties



USD 19,447.00


USD 41,770.10

USD 10,109,473.00
USD 14,877,258.32
The amount of individual item
included in others does not exceed
5% of the account balance.
$ 62,567
26,037
554
1,190
90,348
287,918
423,704


294,989
(787)
1,005,824
Total $ 1,096,172

Exchange rate US$1 NT$28.48.

171

STATEMENT OF OTHER RECEIVABLES

DECEMBER 31, 2020

STATEMENT 4 STATEMENT 4
Client Name Description Amount Note
Nankang
(Zhangjiagang
Free Trade Zone) Rubber
Industrial Co., Ltd.
Subtotal of related parties
Income
tax
refund
receivable.
Payment
on
behalf
of
others
Other
Subtotal
of
non-related
parties
Total


USD 63,017.78



Payment of shipping charges on
behalf of customers and Payment
of customs duty on behalf of
clients
$ 1,795
1,795
33,989



54,287
102
88,378
$ 90,173

Exchange rate US$1 NT$28.48

172

STATEMENT OF INVENTORIES

DECEMBER 31, 2020

STATEMENT 5

Item Description Amount Amount Note
Cost Net Realizable
Value
Raw materials
Work in process
Finished goods
Inventory in
transit
Natural
rubber,
raw
materials,
packaging,
hardware,
electrical
materials, etc.
Material
in
process,
labor,
manufacturing
costs
Tires
Raw materials



$ 367,017


85,113
156,706
110,733
$ 373,590
106,542
221,422
110,733
Total
LessAllowance for
Inventory Write-down
719,569

812,287
Net $ 719,569 $ 812,287

173

STATEMENT OF CHANGES IN INVESTMENTS ACCOUNTED FOR USING EQUITY METHOD

FOR THE YEAR ENDED DECEMBER 31, 2020

STATEMENT 6

Investees Balance, January 1, 2020 Balance, January 1, 2020 Additions Investment Additions Investment Decrease Investment Balance, December Balance, December 31, 2020 Mark
Net A
et Value or
ssets value
Collateral Note
Shares Amount Shares Amount Shares Amount Shares % Amount Unit Price
(NT$)
Total
Amount
Subsidiary
Taipei Nanhong Rubber Tire Co.,
Ltd.
Nanzong
Construction
Developments, Co., Ltd.
Nankang Rubber Tire (Singapore)
Pte., Ltd.
Nankang International Co., Ltd.
Nankang Tire Netherlands B.V.
Associate
Nan Guan Rubber Tire Co., Ltd.
Nankang
Yisheng
Property
Management Consultants Co.,
Ltd.

900,000

178,500,000

SG
45,982,196
US
80,780,000
EU 600
549,994


$ 19,198
3,253,445
1,498,224
4,920,361
22,031
990,469






200,000
$ 20,893
2,506
68,035
253,850
17,468


2,000






$ 8,000

104,375
324,342

176,469
2
900,000
178,500,000
SG
45,982,196
US
80,780,000
EU 600
549,994
200,000
100
100
100
100
100
20.37
40.00
$ 32,091
3,255,951
1,461,884
4,849,869
39,499
814,000
1,998
41.72
18.24
31.80
60.05
67,750.00
1,481.61
9.99
$ 37,548
3,255,951
1,462,076
4,850,470
40,650
814,877
1,998
None
None
None
None
None
None
None
1
2
3
4
Total $10,703,728 $ 364,752 $ 613,188 $ 10,455,292 $ 10,463,570

Note 1 The amount of cash dividends acquired from Taipei Nanhung Rubber Tire Corp., Ltd. was NT$8,000 thousand.

Note 2 The amount of cash dividends acquired from NANKANG RUBBER TIRE (SINGAPORE) PTE., LTD. was NT$104,375 thousand.

Note 3 The amount of cash dividends acquired from NANKANG INTERNATIONAL CO., LTD. was NT$324,342 thousand.

Note 4 Invested in the establishment of Nankang Yisheng Property Management Consulants Co., Ltd. and held 200,000 shares.

174

STATEMENT OF SHORT-TERM BORROWINGS

DECEMBER 31, 2020

STATEMENT 7

Types Description Balance,
End of Year
Contract
Period
Range of Interest
Rates (%)
Loan
Commitments
Collateral Note
Secured
borrowings
Credit
borrowings
Letter
of
credit
borrowings
Related party
loan


Nankang
International
Co., Ltd.
$ 2,060,000
3,730,000
702,612
569,600
Within 1
year
Within 1
year
Within 1
year
Within 1
year
1.04% ~1.10%
0.45% ~1.10%
0.70% ~ 1.20%
$ 2,400,000
4,970,000
2,610,000
USD 69,000
Note 1
Note 1
Total $ 7,062,212

Note1 The land and plant of the Hsin-Fung plant and the land of the subsidiaries. Note2 Exchange rate US$1 NT$28.48

175

STATEMENT OF SHORT-TERM NOTES AND BILLS PAYABLE

DECEMBER 31, 2020

STATEMENT 8

Item Financial Institution Contract Period Interest rate
range
Amount Note
Issuance
amount
Unamortized
Amount
Carrying
Amount
Commercial
Paper
DAH CHNG BILLS FINANCE
CORP
INTERNATIONAL
BILLS
FINANCE CORPORATION
MEGA BILLS FINANCE CO.,
LTD.
TAIWAN FINANCE
CORPORATION
GRAND
BILLS
FINANCE
CORPORATION
TAIWAN
COOPERATIVE
BILLS
FINANCE
CORPORATION
THE SHANGHAI COMMERCI
AL & SAVINGS BANK,
LTD.

2020.12.252021.03.25

2020.11.242021.01.22

2020.11.102021.01.08
2020.11.092021.02.05

2020.10.222021.02.25


2020.11.052021.02.03

2020.12.022021.01.08
1.058
1.068
1.058
1.098
1.058
1.058
1.000
$ 50,000
50,000
50,000
50,000
80,000
50,000
150,000
$ (120)
(31)
(10)
(53)
(96)
(48)
(29)
$ 49,880
49,969
49,990
49,947
79,904
49,952
149,971
Total $ 480,000 $ (387) $ 479,613
176

STATEMENT OF NOTES PAYABLES

DECEMBER 31, 2020

STATEMENT 9

STAT
Client Name Description Amount Note
Chiu Lih Plastic Co., Ltd.
Evergreen
International
Corporation
Maersk Taiwan Ltd.
Ocean
Network
Express
(Taiwan) Co., Ltd.
CMA CGM(Taiwan) Ltd.
Others
Engineering funds

Shipping fee
Shipping fee

Shipping fee
Shipping
The amount of individual
item included in others
does not exceed 5% of the
account balance.
$ 2,156
7,391
4,954
1,646
2,074



310
Total $ 18,531
177

STATEMENT OF ACCOUNTS PAYABLES

DECEMBER 31, 2020

DECEMBER 31, 2020 DECEMBER 31, 2020 DECEMBER 31, 2020
STATEMENT10
Note
Client Name Description Amount Note
Nankang (ZhangJiaGang Free
Trade Zone) Rubber Industrial
Co., Ltd.
Subtotal of related parties
TSRC Corporation
Others
Subtotal of non-related parties


Purchase of raw materials
(USD 4,917,201.69)
Purchase of raw materials
The amount of individual
item included in others
does not exceed 5% of the
account balance.

$ 140,042
140,042
45,530



145,278
190,808
Total $ 330,850

Exchange rate US$1 NT$28.48

178

STATEMENT OF OTHER PAYABLES

DECEMBER 31, 2020

STATEMENT 11
Amount
Note
$ 719
719
118,318
20,339
27,231
27,204
26,009
21,570


127,736
368,407
$ 369,126
STATEMENT 11
Amount
Note
$ 719
719
118,318
20,339
27,231
27,204
26,009
21,570


127,736
368,407
$ 369,126
Item Description Amount Note
Nankang Tire Netherlands
B.V.
Subtotal of related parties
Wages and salaries
payable
Compensated absences
Payable on machinery and
equipment
Advertisement payable
Freight charge payable
Material payable
Others
Subtotal of non-related
parties

Sample tire (EUR 20,532.35)

Includes salary, overtime and bonuses

The
amount
of
individual
item
included in others does not exceed 5%
of the account balance.
$ 719
719
118,318
20,339
27,231
27,204
26,009
21,570


127,736
368,407
Total $ 369,126

Exchange rate EUR$1 NT$35.02

STATEMENT OF NET OPERATING REVENUES

FOR THE YEAR ENDED DECEMBER 31, 2020

Item
Automobile tire
Motorcycle tire
Total
STATEMENT 12
Note

Shipments
(Piece)
Amount Note
5,397,086
56,321
$ 6,192,230
26,086

5,453,407 $ 6,218,316
179

STATEMENT OF OPERATING COSTS

FOR THE YEAR ENDED DECEMBER 31, 2020

STATEMENT 13

Item Amount Amount
Subtotal Total
Cost of sales for the external purchased goods
Beginning inventory
AddNet purchase
Ending inventory
Cost of goods sold
Cost of sales for the self-manufactured product
Materials used during the period
Balance, beginning of year
AddRaw material purchased
LessRaw materials, end of year
Transfer to indirect materials
Materials sold
Transfer to self use
Direct labor
Manufacturing expenses
Manufacturing cost
AddWork in process, beginning of year
LessWork in process, end of year
Transfer to self use
Cost of finished goods
Finished goods, beginning of year
AddFinished goods purchased
Gain on physical of finished goods
LessFinished goods, end of year
Compensation tire finished goods ,
Transfer to self-use self use finished
goods
Loss on physical of finished goods
Scrapping of finished goods
Costs of production and sales of goods
AddScrapping of inventory
LessRevenue from sales of scraps
Gain on physical inventory
Total
$
231,616

$ 231,616
2,717,732
670,270
1,269,581
378,172
2,925,798
(367,017)
(181,858)
(7,300)
(30,063)

4,657,583
112,318
(85,112)
(53,220)
4,631,569
80,225
17,794
1,056
(156,706)
(1,734)
(696)
(10,027)
4,561,481
10,027
(3,936)
(360)
$ 4,798,828
180

STATEMENT OF MANUFACTURING EXPENSES

FOR THE YEAR ENDED DECEMBER 31, 2020

STATEMENT 14

STATE
Item Description Amount Note
Indirect labor
Indirect materials
Utilities expense
Depreciation
Others expenses
The amount of individual item
included in others does not
exceed 5% of the account
balance.
$ 165,730
181,858
163,988
475,658



282,347
Total $ 1,269,581

STATEMENT OF SALES AND MARKETING EXPENSES

FOR THE YEAR ENDED DECEMBER 31, 2020

STATEMENT 15

STATE
Item Description Amount Note
Wages and salaries
Freight
Advertisement
expense
Taxes
Export expense
Packing expenses
Others expenses
The amount of individual item
included in others does not
exceed 5% of the account
balance.
$ 46,379
154,223
37,931
46,163
27,146
40,398
46,622
Total $ 398,862
181

STATEMENT OF GENERAL AND ADMINISTRATIVE EXPENSES

FOR THE YEAR ENDED DECEMBER 31, 2020

STATEMENT 16

STATE
Item Description Amount Note
Wages and salaries
Depreciation
Insurance expense
Professional service fees
Others expenses
The amount of individual item
included in others does not
exceed 5% of the account
balance.
$ 198,557
23,352
17,178
16,387



68,799
Total $ 324,273

STATEMENT OF RESEARCH AND DEVELOPMENT EXPENSES

FOR THE YEAR ENDED DECEMBER 31, 2020

STATEMENT 17

STATE
Item Description Amount Note
Wages and salaries
Depreciation
Experimental
expense
Others expenses
The amount of individual item
included in others does not
exceed 5% of the account
balance.
$ 47,972
12,237
25,535



8,702
Total $ 94,446
182
  1. The Company should disclose the financial impact to the Company if the Company and its affiliated companies have incurred any financial or cash flow difficulties in 2020 and as of the date of this Annual Report: None.

VI.Review of Financial Conditions, Operating Results, and Risk Management

  1. Financial Performance

  2. (1) Consolidated

Unit: NT$ thousand

Difference Difference
item 2020 2019 Remarks
Amount %
Current Assets 22,265,066 17,674,856 4,590,210 25.97 (1)
Fixed Assets 8,278,421 8,283,229 (4,808) (0.06)
Intangible Assets 2,348 2,327 21 0.90
Other Assets 1,479,305 1,681,879 (202,574) (12.04)
Total Assets 32,025,140 27,642,291 4,382,849 15.86
Current Liabilities 15,119,094 15,514,211 (395,117) (2.55)
Long-term Liabilities 6,118,739 1,419,189 4,699,550 331.14 (2)
Total Liabilities 21,237,833 16,933,400 4,304,433 25.42 (2)
Capital stock 8,339,349 8,339,349 -- --
Capital surplus 18,970 18,970 -- --
Retained Earnings 3,196,579 3,230,109 (33,530) (1.04)
Other Adjustments (767,591) (879,537) 111,946 12.73
Total Stockholders'
Equity
10,787,307 10,708,891 78,416 0.73

1. Analysis of changes in financial ratios:

  • (1) Current assets: Financial assets measured at fair value by the parent company through profit and loss in 2020-current increases by NT$2,248,067,000 compared with 2019 The construction project increased by NT$1,654,585,000, resulting in an increase of 25.97% in current assets;

  • (2) Non-current liabilities and total liabilities: In 2020, the subsidiary Nanrong Development Construction Co., Ltd. will increase long-term loans of NT$4,928,435,000, increasing the total non-current liabilities and liabilities;

2. Review and analysis of major capital expenditures and their sources of funds

  • (1) The use of major capital expenditures and sources of funds: None.

  • (2) Expected benefits: None.

183

(2) Parents Only

(2) Parents Only
Unit: NT$ thousand
Difference
item 2020 2019 Remarks
Amount %
Current Assets 4,419,833 2,622,500 1,797,333 68.54 (1)
Fixed Assets 5,963,161 6,008,333 (45,172) (0.75)
Intangible Assets -- -- -- --
Other Assets 10,929,397 11,273,435 (344,038) (3.05)
Total Assets 21,312,391 19,904,268 1,408,123 7.07
Current Liabilities 9,433,007 7,874,439 1,558,568 19.79
Long-term Liabilities 1,092,077 1,320,938 (228,861) (17.33)
Total Liabilities 10,525,084 9,195,377 1,329,707 14.46
Capital stock 8,339,349 8,339,349 -- --
Capital surplus 18,970 18,970 -- --
Retained Earnings 3,196,579 3,230,109 (33,530) (1.04)
Other Adjustments (767,591) (879,537) 111,946 12.73
Total Stockholders' Equity 10,787,307 10,708,891 78,416 0.73
  • 1..Analysis of changes in financial ratios::

  • (1) Current assets: Financial assets measured at fair value through profit and loss in 2020-current increases by NT$2,248,067,000 compared with 2019, resulting in a substantial increase in current assets.

  • 2.Review and analysis of major capital expenditures and their sources of funds

  • (1) The use of major capital expenditures and sources of funds: None.

  • (2) Expected benefits: None.

184

2. Analysis of Financial Performance

(1) Consolidated

2. Analysis of Financial Performance
(1) Consolidated
2. Analysis of Financial Performance
(1) Consolidated
2. Analysis of Financial Performance
(1) Consolidated
2. Analysis of Financial Performance
(1) Consolidated
2. Analysis of Financial Performance
(1) Consolidated
2. Analysis of Financial Performance
(1) Consolidated
Unit: NT$ thousand
item 2020 2019 difference % Remarks
Gross Sales 9,695,119 11,111,580 (1,416,461) (12.75)
Less: Sales Returns (7,364,738) (9,053,695) 1,688,957 18.65
Sales Allowances 2,330,381 2,057,885 272,496 13.24
Net Sales 163 (377) 540 143.24
Cost of Sales (1,301,454) (1,342,803) 41,349 3.08
Gross Profit -- -- -- --
OperatingExpenses 1,029,090 714,705 314,385 43.99 (1)
OperatingIncome 91,995 620,498 (528,503) (85.17) (2)
Non-operating Income and
Gains
1,121,085 1,335,203 (214,118) (16.04)
Non-operating Expenses and
Losses
(276,707) (199,519) (77,188)
(38.69) (3)
Income Before Tax 844,378 1,135,684 (291,306) (25.65) (4)
Tax Benefit (Expense) 116,512 (239,411) 355,923 148.67 (5)
Cumulative Effect of Change
in AccountingPrinciples
960,890 896,273 64,617 7.21
Analysis of changes in financial ratios:
(1)Operating profit: In 2020 due to the impact of international epidemic factors unfavorable trade exports In
, , .
2020, except for Taiwan’s domestic market growth of 7.02%, the revenue of export exports on all continents
will decline. Although the overall operating income has decreased by 12.75%, Because the operating cost ratio
in 2020 decreased by 5.52% compared with 2019 (the price of raw materials such as natural rubber in 2020 was
cheaper than in 2019 years) and the expense cost ratio remained the same in both years, the favorable change in
operating profit in 2020 reached 43.99%.
(2) Net non-operating income and expenses: Mainly due to the unfavorable increase of NT$158,678,000
in foreign currency exchange losses in the year 2020 compared to the year 2019, and the financial
asset liability evaluation income measured by the profit and loss at fair value increased by
NT$402,760,000 in the year 2020 compared with the year 2019 The share of profits and losses of
subsidiaries, affiliates, and joint ventures that adopt the equity method in 2020 has unfavorably
increased by NT$785,494,000 compared with that in 2019, resulting in significant changes in net non-
operating income and expenses.
(3) Income tax expense: Mainly because the income tax expense of the parent company in 2020 increased by
NT$78,814,000 compared with that in 2019, the unfavorable change in income tax expense reached 38.69%.
(4) Net profit for the current period: In summary, the net profit before tax in 2020 decreased by NT$214,118,000 and the
income tax expense was unfavorable NT$77,188,000 compared with that in 2019, resulting in an unfavorable change in
net profit for the period by 25.65%.
(5) Other comprehensive gains and losses: Mainly because the conversion difference in the financial
statements of foreign operating institutions in 2020 increased by NT$353,410,000 compared with that
in 2019, resulting in a change in other comprehensive gains and losses of 148.67%.
185

Parents Only

Parents Only Parents Only Parents Only Parents Only Parents Only Parents Only
Unit: NT$ thousand
item 2020 2019 difference % Remarks
Gross Sales 6,218,316 6,821,212 (602,896) (8.84)
Less: Sales Returns (4,798,828) (5,512,322) 713,494 12.94
Sales Allowances 1,419,488 1,308,890 110,598 8.45 (1)
Net Sales 2,730 (2,684) 5,414 201.71
Cost of Sales (818,076) (858,523) 40,447 4.71
Gross Profit -- -- -- --
OperatingExpenses 604,142 447,683 156,459 34.95 (1)
OperatingIncome 457,759 826,710 (368,951) (44.63) (2)
Non-operating Income and
Gains
1,061,901 1,274,393 (212,492) (16.67) (3)
Non-operating Expenses and
Losses
(217,523) (138,709) (78,814)
(56.82) (3)
Income Before Tax 844,378 1,135,684 (291,306) (25.65) (3)
Tax Benefit (Expense) 116,512 (239,411) 355,923 148.67 (4)
Cumulative Effect of Change
in AccountingPrinciples
960,890 896,273 64,617 7.21 (3)
Analysis of changes in financial ratios:
(1) Operating profit: In 2020, due to the impact of the international epidemic, trade exports were
unfavorable. Except for the slight growth of Taiwan's domestic market in 2020, the revenue of export
exports on all continents was declining. Although the overall operating income decreased by 8.84%, it
was due to The operating cost ratio in 2020 was reduced by 3.64% compared with that in 2008 (the
price of raw materials such as natural rubber in 2020 was lower than that in 2019) and the expense
cost ratio remained the same in both years, resulting in a favorable change in operating profit in 2020
by 34.95%.
(2) Net non-operating income and expenses: Mainly due to the financial assets and liabilities evaluation
income measured by fair value through profit and loss, an increase of NT$402,740,000 in 2020
compared with 2019, the share of the equity method of subsidiaries, affiliates and joint ventures In
2020, compared with 2019, an unfavorable increase of NT $711,746,000, caused an unfavorable
increase of 44.63% in net non-operating income and expenses.
(3) Income tax expenses: Mainly due to the decrease in the deductions of investment losses and easy
income tax deductions recognized under the equity method in 2020 compared with that in 2019 years,
resulting in an unfavorable change in income tax expenses of 56.82%.
(4) Net profit for the current period: In summary, the pre-tax net profit in 2020 was reduced by
NT$212,492,000 and the income tax expense was unfavorable NT$78,814,000 compared with that in
2019, resulting in an unfavorable change in net profit for the period by 25.65%.
(5) Other comprehensive gains and losses: Mainly because the conversion difference in the financial
statements of foreign operating institutions in 2020 increased by NT$353,410,000 compared with that
in 2019,resultingin achangeinothercomprehensive gainsandlosses of 148.67%.
186

3. Analysis of Cash Flow

(1) Cash Flow Analysis for the Current Year

1.Consolidated

Year
December 31, 2020 December 31, 2019 difference
item
Cash flow ratio (%) 9.11 27.48 (66.85)
Cash Flow Adequacy
Ratio (%)
82.85 71.21 16.35
Cash Flow Reinvestment
Ratio (%)
1.59 14.37 (88.94)
Analysis of deviation of 2020 vs. 2019 over 20%:
The net cash inflow from operating activities in 2020 decreased by
NT$2,885,828,000 compared with 2019 (the construction in progress and
contract liabilities of Nanrong Development Construction increased by
NT$1,462,202,000 and decreased by NT$2,023,647,000 respectively compared
with 2019), resulting in a decrease in cash flow and cash flow fair ratio. Increase
the allowable ratio of cash flow.

2.Parent Only

Year December 31,
December 31, 2019 difference
Item 2020
Cash flow ratio (%) 14.80 8.02 84.54
Cash Flow Adequacy
Ratio (%)
46.35 41.82 10.83
Cash Flow Reinvestment
Ratio (%)
2.12 0.28 657.14
Analysis of deviation of 2020 vs. 2019 over 20%:
Net cash inflow from operating activities in 2020 will increase by NT$764,982,000
compared with 2019. Current liabilities in 2020 will increase by NT$1,558,568,000
compared with 2019, resulting in an increase in the ratio related to the cash flow rate in
2020.
187

Cash Flow Projection for Next Year:

1.Consolidated

Estimated Estimated Net Leverage of Cash Surplus Leverage of Cash Surplus
Cash and Cash
Cash Flow
Estimated (Deficit)
Cash Surplus
Equivalents, from Cash Outflow
(Deficit)
Beginning of Operating (Inflow) Investment Financing
(1)+(2)-(3)
Year Activities (3) Plans Plans
(1) (2)
3,972,357 3,100,000 (3,350,357) 3,722,000
1. Analysis of changes in cash flow this year
(1) Operating Activities: Increase in net profit.
(2) Investment activity:Increase equipment investment.
(3) Fundraising:Repay part of the loan and pay dividends.
2.Leverage of Cash Surplus: None.

2.Parents Only

Estimated Estimated Net Leverage of Cash Surplus Leverage of Cash Surplus
Cash and Cash
Cash Flow
Estimated (Deficit)
Cash Surplus
Equivalents, from Cash Outflow
(Deficit)
Beginning of Operating (Inflow) Investment Financing
(1)+(2)-(3)
Year Activities (3) Plans Plans
(1) (2)
110,698 2,100,000 (2,080,698) 130,000
1. Analysis of changes in cash flow this year:
(1) Operating Activities: Increase in net profit.
(2) Investment activity:Increase equipment investment.
(3) Fundraising:Repay part of the loan and pay dividends.
2. Leverage of Cash Surplus: None.

4. Recent Years Major Capital Expenditures and Impact on Financial and

Business: None.

5. Long-term Equity Investment Policy and Results: None

6. Analysis of Risk Management

(1)The impact of interest rate, exchange rate changes, and inflation on the company's profit and loss and future countermeasures :

  1. Interest rate and inflation: The company is financially sound. With regard to bank borrowing rates, it strengthens contacts with banks and collects relevant financial
188
  - information to understand interest rate trends and strive for the most favorable borrowing rate. In addition, in the use of short-term idle funds, low-risk bank deposits, financial bonds and funds are the investment objects, so the increase or decrease in interest rates and currency has little impact on the company’s profit and loss.
  1. Exchange rate: Nangang Tire products are mainly exported to European and American countries. Most of the export products are denominated in US dollars and Euros. Therefore, any significant exchange rate changes are closely related to the company’s exchange gains and losses. Therefore, Nangang Tire prudently engages in forward foreign exchange contracts and avoids risks. For the purpose, to appropriately control the gains and losses caused by exchange rate changes within the minimum range.

  2. (2) In recent years, the policy of engaging in high-risk, high-leverage investment, fund lending to others, endorsement, and derivative financial product transactions, the main reasons for profit or loss and future countermeasures: Nangang Tire’s financial management is prudent and does not engage in high Risky, highly leveraged investment. For capital loans to others, endorsement guarantees and derivative financial products, the company has formulated complete policies and internal control procedures. Nangang Tire’s derivative commodity trading contracts are hedging in nature and are managed according to the company’s system and are regularly evaluated. The profit or loss due to 。

  3. exchange rate changes will roughly offset the profits and losses of the hedged project.

  4. (3) Future R&D plans and estimated R&D expenses :

  5. New product development plan :

item Schedule Estimated time to
market
Development of rain tires for racetracks 1.Development of new
carcass compound
2.Research on carcass
structure
2021.12.31
European label (RRC, Wet) double A-level
summer tire product development
1. New pattern
development and
design
2. New structure
development research
2021.5.31
European label Wet A and RRC B all-weather tires
research and development
1. New pattern
development and
design
2. New structure
development research
2021.5.31
Development of European label Wet A-class and
RRC B-class electric tires
1. New pattern
development and
design
2021.8.31
Development of the new generation snow tire AW-
1 in Japan
1. New material
development research
2. New pattern
development and
design
2021.8.31
189
  1. R&D expenses: It is estimated that the R&D investment expenses in 2021 will be 3%~5% of the current year's revenue to ensure R&D competitiveness.

  2. (4) The impact of important domestic and foreign policy and legal changes on the company's financial business and corresponding measures: At the end of 2020, the US Department of Commerce conducted a double-reverse investigation on four Asian countries (Thailand, Vietnam, South Korea, and Taiwan), and the initial tax rate is not conducive to Taiwanese businesses In addition to actively submitting appeals related to production and sales information, Nangang Tire also strives to reduce the impact by adjusting production capacity and actively developing new markets. Although the new crown pneumonia incident has severely hit the automobile manufacturing industry and its related industries, it does not affect the trend of electric vehicles to replace fuel vehicles in various markets. In response to the rising demand for electric tires, Nangang Tire will carry out new product research and development and production capacity planning as soon as possible to maintain market competitiveness 。

  3. (5) Risks Associated with Changes in Technology and Industry: None 。

  4. (6) Changes in Corporate Reputation and Impact on Company’s Crisis Management: None.

  5. (7) Risks Associated with Mergers and Acquisitions.

  6. (8) Expected benefits and possible risks of the expansion of the plant and corresponding measures: In response to the impact of the epidemic and the double-anti policy, Nangang has gradually replaced the old machines with new smart machines in terms of improving the production process. Currently, the molding machines and some fetal teeth machines have been replaced, Which can reduce labor by about 30% and effectively increase production capacity.

  7. (9) Risks and countermeasures for purchase or sales concentration :

  8. In terms of procurement, the material department should seek long-term contracts with multiple manufacturers for natural rubber, and increase raw material suppliers in the mainland for cord fabrics, carbon black and various other raw materials 。

  9. For the sales part, in order to avoid the risk of excessively concentrated sales in a single market, the company actively expands into emerging markets (such as Indonesia, India, Vietnam), while continuing to expand the two major markets in Japan and Europe 。

  10. (10) Directors, supervisors, or major shareholders holding more than 10% of the shares, the impact and risk of a large number of transfers or replacements of equity on the company and the corresponding measures: noneRisks Associated with Change in Management: None.

  11. (11) Risks Associated with Litigious and Non-litigio: After Nangang Tire’s inventory, it was also found that Vice President Hu was requesting illegal rebates from the manufacturer. Nangang Tire has now appointed a lawyer to file a criminal complaint against Vice President Hu at the Criminal Police Department of the Police Department of the Ministry of the Interior. The case is now in Taipei. Investigation by the District Prosecutor's Office 。

  12. (12) Information security risk assessment analysis and corresponding measures :

    1. The impact of information system damage on the company's business and countermeasures:

      • The company's information system architecture establishes a high-availability

      • dual-host, remote backup and data backup mechanism based on its risk level to ensure uninterrupted services. The backup media is sent to remote storage for storage, and

190

various simulation tests and emergency response in the computer room are strengthened. The drill is to ensure the normal operation of the information system and the preservation of information, which can reduce the risk of system interruption caused by unwarned natural disasters and man-made negligence, and ensure that the expected time for system recovery is met. In order to smoothly resume business as soon as possible when information system damage occurs, and reduce possible losses and risks, we conduct regular annual operation impact analysis and plan and design and upgrade appropriate software and hardware equipment resources and improve operating procedures based on risk levels. Measures.

  1. Nangang Tire has no major cyber attacks or information security incidents in recent years 。

(13) Environmental risk assessment analysis and countermeasures :

  1. The raw materials and chemical materials used by Nangang Tire are subject to international environmental protection, climate change, safety and health and other relevant laws and regulations. The measures currently taken by Nangang Tire are as follows:

  2. (1) nternational environmental risks:

Nangang Tire promises not to use conflict minerals. The metal materials used (such as steel wire, belt... etc.) will not accept primary minerals from the Congo and neighboring conflict countries in Central Africa to ensure that the metal used is not Mined from mining areas controlled by armed groups in the Democratic Republic of the Congo and its neighboring countries, upstream suppliers are also investigated and traced to the source of the primary minerals contained in all products, and upstream suppliers are required to prohibit the use of the aforementioned "conflict minerals" 。

  • (2) Climate regulation risks:

Countries around the world have become more strict with regard to greenhouse gas emissions. Since 2017, Nangang Tire has conducted greenhouse gas inventory and declared emissions, replaced oil-fired boilers with gas-fired boilers, and actively controlled the sources of greenhouse gas pollution in the Xinfeng plant. And actively pay attention to changes in domestic and foreign regulations.

  • (3) Climate disaster risk

The abnormal climate caused by the global greenhouse effect has exacerbated the crises of wind disasters, floods, droughts, and water shortages, and has a huge impact on the sales and supply chain of Nangang tires. In order to ensure a stable supply of tap water and electricity, in addition to requiring the company's internal and supplier factories to implement carbon and water-saving measures, it also actively holds meetings with power companies and water companies to jointly solve short-term supply and deployment issues 。

  1. Nangang Tire has not been affected by environmental risks in recent years.

7. Other important matters:None

191

VII.Special Disclosure

1. Subsidiaries

  • (1) Nankang Subsidiaries Chart

==> picture [563 x 225] intentionally omitted <==

192

(2) Nankang Rubber Tire Subsidiaries

Unit:NT thousands

Date of
Company Incorporati Place of Registration Capital Stock Business Activities
on
Nankang Rubber Tire
(Singapore) Pte. Ltd.
07/01/1997 No.10 Anson Road #33-17,
international Plaza, Singapore 079903
USD 27,800 Reinvested in mainland
China, buying and selling
tires for automobiles and
motorcycles
Nankang (ZhangJiaGang
Free Trade Zone) Rubber
Industrial Co.Ltd.
09,03,1997 Zhangjiagang Free Trade Zone, Jiangsu
Province, China
USD 143,580 Production and sales of all-
steel, semi-steel tires, lining
belts and other rubber
products
Nankang International Co.Ltd 06,02,2004 No. 4, Franky Building Providence
Industrial Estate,Mahe,Seychelles
USD 80,780 Reinvested in China, buying
and selling automobile tires
Taipei NanHung Rubber Tire
Corp. Ltd.
04,27,1993 Rm. 608, 6F., No.136, Sec. 3, Ren'ai
Rd., Da’an Dist., Taipei City 106465,
Taiwan (R.O.C.)
NTD 9,000 Agent distribution and
import and export business
of various tires, agent
distribution of autoparts
NanGuan Rubber Tire Corp.
Ltd.
83.11.15 Rm. 608, 6F., No.136, Sec. 3, Ren'ai
Rd., Da’an Dist., Taipei City 106465,
Taiwan (R.O.C.)
NTD 27,000 Sale and import and export
of various tires and agent
distribution of domestic and
foreign products in the
preceding paragraph
Nanzong Construction
Developments, Co., Ltd.
84.11.21 Rm. 608, 6F., No.136, Sec. 3, Ren'ai
Rd., Da’an Dist., Taipei City 106465,
Taiwan (R.O.C.)
NTD
1,785,000
All kinds of tire trading
business, import and export
business and professional
asset management
development
Nankang Tire Netherlands
B.V
98.12.16 Parkweg 2,2585JJ ‘s-Gravenhage EUR 60 Information collection and
various tire trading
Nankang Yi-Sheng property
management Co., Ltd
109.5.28 12F.-1, No.38, Xinguang Rd., Lingya
Dist., Kaohsiung City 802626, Taiwan
(R.O.C.)
NTD 5,000 Management Consulting
Industry

Shareholders in Common of Nankang Rubber tire and Its Subsidiaries with Deemed Control and Subordination: None

193

Rosters of Directors, Supervisors, and Presidents of Nankang’s Subsidiaries

Shareholding
Company Title Name
%
Shares (Investment
(Investment
Amount)
Holding %)
Nankang Rubber Tire
(Singapore) Pte. Ltd.
Director
Director
Nankang Rubber Tire Corp. Ltd.
Representative: Lai, Qiu-Gui
Nankang Rubber Tire Corp. Ltd.
Representative: Lin,Jun-Ying
SGD45,982,196 100.00%
Nankang (ZhangJiaGang
Free Trade Zone) Rubber
Industrial Co.Ltd.


Chairman
Director
Director
Director
Director
Director
Nankang Rubber Tire (Singapore) Pte. Ltd.
Representative: Zhang, Chang-Ping
Nankang Rubber Tire (Singapore) Pte. Ltd.
Representative: Lai, Qiu-Gui
Nankang Rubber Tire (Singapore) Pte. Ltd.
Representative: Wu, Yuan-Sheng
Nankang International Co.Ltd
Representative: Lin, Jun-Ying
Nankang International Co.Ltd
Representative: Wang, Zhong-Zheng
Nankang International Co.Ltd
Representative: Liu,Chun-Liang
US$143,580,000 100.00%
Nankang International
Co.Ltd
Chairman Nankang Rubber Tire Corp. Ltd.
Representative: Lai, Qiu-Gui
US$80,780,000 100.00%
Taipei NanHung Rubber
Tire Corp. Ltd.
Chairman
Director
Director
Director
Superviser
Nankang Rubber Tire Corp. Ltd.
Representative: Zhang, Chang-Ping
Nankang Rubber Tire Corp. Ltd.
Representative: Lin, Jun-Ming
Nankang Rubber Tire Corp. Ltd.
Representative: Wu, Min-Zhen
Nankang Rubber Tire Corp. Ltd.
Representative: Zhuo, Yu-Teng
Nankang Rubber Tire Corp. Ltd.
Representative: Lin,Jun-Ying
900,000 100.00%
NanGuan Rubber Tire
Corp. Ltd.
Chairman
Director
Director
Superviser
Nankang Rubber Tire Corp. Ltd.
Representative: Zhang, Yue-Yi
Lin, Jun-Ying
Dai, Zheng-Hao
Li,Jia-Zhang
549,994 20.37%
Nanzong Construction
Developments, Co., Ltd.
Chairman
Director
Director
Director
Director
Supervisor
Nankang Rubber Tire Corp. Ltd.
Representative: Zhang, Chang-Ping
Nankang Rubber Tire Corp. Ltd.
Representative: Lin, Jun-Ming
Nankang Rubber Tire Corp. Ltd.
Representative: Lin, Jun-Ying
Nankang Rubber Tire Corp. Ltd.
Representative: Xie, Man-Li
Nankang Rubber Tire Corp. Ltd.
Representative: Liu, Chun-Liang
Nankang Rubber Tire Corp. Ltd.
Representative: Jiang, Qing-Xing
178,500,000 100.00%
Nankang Tire
Netherlands B.V
Chairman Yang, Shi-Xian EUR$60,000 100.00%
194
Nankang Yi-Sheng
property management
Co., Ltd
Chairman
Director
Director
Director
Director
Supervisor
Supervisor
Yi-Sheng Property Management Co., Ltd
Representative: Huang, Ping-Zhang
Yi-Sheng Property Management Co., Ltd
Representative: Huang, Jun-Rui
Yi-Sheng Property Management Co., Ltd
Representative: Huang, Jun-Ya
Nankang Rubber Tire Corp. Ltd.
Representative: Chen, Hui-Xiong
Nankang Rubber Tire Corp. Ltd.
Representative: Cao, Shu-Wen
LIN, MEI-HUI
HONG,YI-ZHI
500,000 40.00%
195

Operational Highlights of Nankang Subsidiaries

unit: NT thousands As of 12/31/2020

Basic
Income

Net Income
Earning
Company Capital Stock
Assets
Liabilities Net Worth Net Revenue (Loss) from

(Loss
(Loss) Per
Operatio
Share
Nankang Rubber Tire
(Singapore) Pte. Ltd.

791,744
1,462,076 - 1,462,076 - (2) 42,754 1.54
Nankang
(ZhangJiaGang Free
Trade Zone) Rubber
Industrial Co.Ltd.
4,842,787 6,944,589 903,104 6,041,485 3,431,566 395,218 186,930 0.17
Nankang
International Co.Ltd
2,870,214 6,381,625 1,531,155 4,850,470 2,495,161 8,128 188,636 1.87
Taipei NanHung
Rubber Tire Corp.
Ltd.
9,000 125,596 88,048 37,548 384,582 22,755 18,972 21.08
NanGuan Rubber
Tire Corp. Ltd.
27,000 6,425,059 2,424,712 4,000,347 152,049 3,172 (867,111) (321.15)
Nanzong
Construction
Developments, Co.,
Ltd.
1,785,000 13,558,510 10,302,558 3,255,951 - (1,386) 2,506 0.01
Nankang Tire
Netherlands B.V
2,101 52,633 11,983 40,650 80,780 18,475 15,808 263.47
Nankang Yi-Sheng
property
management Co., Ltd

5,000
4,995 - 4,995 - (10) (5) (0.01)
196
  1. Private Placement Securities in 2020 and as of the Date of this Annual Report: None.

  2. Status of Nankang Rubber Tire Common Shares and ADRs Acquired, Disposed of, and Held by Subsidiaries: None. 。

  3. Other Necessary Supplement: None.

VIII.Any Events in 2020 and as of the Date of this Annual Report that Had Material Impacts on Shareholders’Interests or Securities Prices as Stated in Item 3 Paragraph 2 of Article 36 of 。 Securities and Exchange Law of Taiwan: None

197

==> picture [97 x 140] intentionally omitted <==

Nankang Rubber Tire CORP., LTD.

==> picture [56 x 56] intentionally omitted <==

Chairman: Zhang, Chang-Ping

198