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Primax Interim / Quarterly Report 2017

Nov 14, 2017

52436_rns_2017-11-14_cd1a75dc-4342-45df-8f65-56aefbda13ab.pdf

Interim / Quarterly Report

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1

Stock Code:4915

(English Translation of Consolidated Interim Financial Statements and Report Originally Issued in Chinese) PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES

CONSOLIDATED INTERIM FINANCIAL STATEMENTS

June 30, 2017 and 2016 (With Independent Auditors’ Review Report Thereon)

Address: No. 669, Ruey Kuang Road, Neihu, Taipei Telephone: (02)2798-9008

The auditors’review report and the accompanying consolidated interim 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’ review report and consolidated interim financial statements, the Chinese version shall prevail.

2

Table of contents

Contents Page
1. Cover Page 1
2. Table of Contents 2
3. Independent Auditors’ Review Report 3
4. Consolidated Balance Sheets 4
5. Consolidated Statements of Comprehensive Income 5
6. Consolidated Statements of Changes in Equity 6
7. Consolidated Statements of Cash Flows 7
8. Notes to the Consolidated Interim Financial Statements
(1) Company history 8
(2) Approval date and procedures of the consolidated financial statements 8
(3) New standards, amendments and interpretations adopted 813
(4) Summary of significant accounting policies 1318
(5) Significant accounting assumptions and judgments, and major sources 18
of estimation uncertainty
(6) Explanation of significant accounts 1852
(7) Related-party transactions 5253
(8) Pledged assets 53
(9) Significant commitments and contingencies 5354
(10) Losses due to major disasters 54
(11) Subsequent events 54
(12) Other 5455
(13) Other disclosures
(a) Information on significant transactions 5660
(b) Information on investments 6061
(c) Information on investment in mainland China 6162
(14) Segment information 6263

3

Independent Auditors’ Review Report

To the Board of Directors PRIMAX ELECTRONICS LTD.:

We have reviewed the accompanying consolidated balance sheets of PRIMAX ELECTRONICS LTD. and its subsidiaries (the “Group”) as of June 30, 2017 and 2016, and the consolidated statements of comprehensive income, changes in equity and cash flows for the three months and for the six months ended June 30, 2017 and 2016. These consolidated interim financial statements are the responsibility of the Group’s management. Our responsibility is to issue a report on these consolidated interim financial statements based on our reviews. We have not reviewed the financial statements of Tymphany Worldwide Enterprises Ltd. with total assets of NT$5,472,464 thousand and NT$3,261,724 thousand, constituting 16.5% and 9.0% of the related consolidated total assets, as of June 30, 2017 and 2016, respectively. Its operating revenue amounted to NT$3,375,116 thousand and NT$1,650,384 thousand, constituting 24.4% and 11.1%, of the consolidated operating revenue for the three months ended June 30, 2017 and 2016, respectively. Also, Its operating revenue amounted to NT$6,190,089 thousand and NT$3,498,843 thousand, constituting 23.2% and 12.4% of the consolidated operating revenue for the six months ended June 30, 2017 and 2016, respectively. Those financial statements were reviewed by other auditors, whose reports have been furnished to us, and our review, insofar as it relates to the amounts included for those companies, is based solely on the reports of the other auditors.

Except as described in the following paragraph, we conducted our reviews in accordance with Statement on Auditing Standards No. 36, “Engagements to Review Financial Statements”. A review consists principally of inquiries of the Group’s personnel and analytical procedures applied to financial data. It is substantially less in scope than an audit in accordance with the generally accepted auditing standards, the objective of which is the expression of an opinion regarding the consolidated interim financial statements taken as a whole. Accordingly, we do not express such an opinion.

Also included in the accompanying consolidated interim financial statements are the financial statements of certain consolidated subsidiaries, which were not reviewed by independent auditors. These consolidated subsidiaries had the total assets of NT$3,238,979 thousand and NT$4,784,678 thousand, constituting 9.8% and 13.1% of the Group’s consolidated total assets as of June 30, 2017 and 2016, respectively; the total liabilities of NT$2,541,923 thousand and NT$3,083,010 thousand, constituting 12.0% and 13.0% of the Group’ s consolidated total liabilities as of June 30, 2017 and 2016, respectively; as well as the comprehensive income of NT$38,094 thousand and NT$73,967 thousand, constituting 5.0% and 26.4% of the Group’ s consolidated comprehensive income for the three months ended June 30, 2017 and 2016, respectively. Also, the comprehensive income amounted to a loss of NT$50,717 thousand and a gain of NT$60,260 thousand, constituting 6.6% and 9.7% of the Group’s consolidated comprehensive income for the six months ended June 30, 2017 and 2016, respectively.

3-1

Based on our reviews and the reports of the other auditors, except for the effects of the adjustments, if any, that might have emerged had the financial statements of the said consolidated subsidiaries been reviewed by independent auditors, we are not aware of any material modifications that should be made to the consolidated interim financial statements referred to in the first paragraph in order for them to be in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Accounting Standard 34 “Interim Financial Reporting” endorsed by the Financial Supervisory Commission of the Republic of China.

KPMG

Taipei, Taiwan (Republic of China) August 10, 2017

Notes to Readers

The accompanying consolidated interim financial statements are intended only to present the consolidated statement of 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 review such consolidated interim financial statements are those generally accepted and applied in the Republic of China.

The auditors’review report and the accompanying consolidated interim 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’ review report and consolidated interim financial statements, the Chinese version shall prevail.

4

(English Translation of Consolidated interim Financial Statements and Report Originally Issued in Chinese) Reviewed only, not audited in accordance with generally accepted auditing standards as of June 30, 2017 and 2016

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES

Consolidated Balance Sheets

June 30, 2017, December 31, and June 30, 2016 (Expressed in Thousands of New Taiwan Dollars)

Assets
Current assets:
1100
Cash and cash equivalents (note 6(a))
1110
Current financial assets at fair value through profit o
loss (note 6(b))
1170
Notes and accounts receivable, net (note 6(d))
1180
Accounts receivable from related parties, net
(notes 6(d) and 7(b))
1200
Other receivables, net (note 6(d))
1310
Inventories (note 6(e))
1460
Non-current assets classified as held for sale, net
(note 6(f))
1470
Other current assets
Non-current assets:
1523
Available-for-sale financial assetsnon-current
(note 6(c))
1600
Property, plant and equipment (note 6(i))
1760
Investment property (note 6(j))
1780
Intangible assets (note 6(k))
1840
Deferred tax assets
1985
Long-term prepaid rents
1990
Other non-current assets (note 8)
Total assets
June 30, 2017
Amount
%
$ 5,659,292
17
r
74,554
-
11,345,339
34
73,953
-
308,282
1
6,009,168
18
-
-
486,813
2
23,957,401
72
1,000,913
3
4,443,605
13
35,445
-
2,752,476
8
563,356
2
228,589
1
177,014
1
9,201,398
28
$
33,158,799
100
December 31, 2016
Amount
%
6,359,916
17
141,317
-
13,603,873
37
102,841
-
495,392
2
6,670,547
18
-
-
425,668
1
27,799,554
75
887,801
2
4,717,422
13
35,677
-
2,673,670
7
570,205
2
264,014
1
173,706
-
9,322,495
25
37,122,049
100
June 30, 2016
Amount
%
5,511,310
15
272,933
1
11,486,773
32
59,165
-
266,058
1
5,967,200
16
3,372,535
9
344,337
1
27,280,311
75
545,819
1
5,107,488
14
35,908
-
2,732,978
8
359,321
1
181,837
1
172,705
-
9,136,056
25
36,416,367
100
Liabilities and Equity
Current liabilities:
2100
Short-term borrowings (note 6(l))
2170
Notes and accounts payable
2120
Current financial liabilities at fair value through
profit or loss (note 6(b))
2200
Other payables
2201
Salary payable (note 6(r))
2300
Other current liabilities
2320
Long-term borrowings, current portion (note 6(m))
2260
Liabilities related to non-current assets classified as
held for sale (note f)
Non-Current liabilities:
2540
Long-term borrowings (note 6(m))
2630
Long-term deferred revenue (note 6(i))
2600
Other non-current liabilities
Total liabilities
Equity attributable to owners of parent:
3110
Ordinary shares (note 6(q))
3140
Capital collected in advance
3200
Capital surplus (note 6(q))
3310
Legal reserve (note 6(q))
3320
Special reserve (note 6(q))
3350
Unappropriated retained earnings (note 6(q))
3400
Other equity interest
36XX
Non-controlling interests(note 6(h))
Total equity
Total liabilities and equity
June 30, 2017
Amount
%
$ 547,848
2
12,637,118
38
64,555
-
4,817,918
15
713,971
2
389,797
1
215,556
1
-
-
19,386,763
59
111,111
-
1,240,030
4
481,936
1
1,833,077
5
21,219,840
64
4,447,793
13
-
-
880,091
3
982,041
3
97,300
-
4,354,337
13
(119,642)
-
1,297,039
4
11,938,959
36
$
33,158,799
100
December 31, 2016 December 31, 2016 June 30, 2016
Amount % Amount
%
1,808,016
5
12,581,552
34
59,635
-
3,959,590
11
648,571
2
271,002
1
715,556
2
1,442,251
4
21,486,173
59
326,667
1
1,548,688
4
408,032
1
2,283,387
6
23,769,560
65
4,419,028
12
-
-
786,087
2
788,634
2
97,300
-
3,694,312
11
323,429
1
2,538,017
7
12,646,807
35
36,416,367
100
-
16,892,918
150,430
3,878,606
1,146,183
350,860
382,222
-
-
46
-
10
3
1
1
-
61
1
4
1
6
67
12
-
2
2
-
13
-
4
33
100
22,801,219
218,889
1,408,138
449,345
2,076,372
24,877,591
4,421,343
3,024
791,466
788,634
97,300
4,779,419
118,538
1,244,734
12,244,458
37,122,049

See accompanying notes to consolidated Interim Financial Statements.

5

(English Translation of Consolidated interim Financial Statements and Report Originally Issued in Chinese) Reviewed only, not audited in accordance with generally accepted auditing standards

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES

Consolidated Statements of Comprehensive Income

For the three months and for the six months ended June 30, 2017 and 2016

(Expressed in Thousands of New Taiwan Dollars , Except for Earnings Per Share)

4000
Operating revenue (notes 6(t) and 7(b))
5000
Operating costs (notes 6(e), (o), (r), (u), and 12(a))
Gross profit
Operating expenses (notes 6(g), (o), (r), (u) and 12(a)):
6100
Selling expenses
6200
Administrative expenses
6300
Research and development expenses
Total operating expenses
Net operating income
Non-operating income and expenses:
7010
Other income (note 6(v))
7020
Other gains and losses (notes 6(c) and (w))
7050
Finance costs
Total non-operating income and expenses
Profit from continuing operations before tax
7950
Less: income tax expense (note 6(p))
Profit from continuing operations
8100
Profit from discontinued operations, net of tax (note 12(b))
Profit
8300
Other comprehensive income:
8360
Items that may be reclassified subsequently to profit or loss:
8361
Exchange differences on translation of foreign operation’s financial statements
8362
Unrealized gains on available-for-sale financial assets (note 6(c))
8399
Income tax expense related to items that may be reclassified to profit or loss
Components of other comprehensive income that will be reclassified to profit or loss
8300
Other comprehensive income after tax
Comprehensive income
Profit attributable to:
8610
Owners of parent
8620
Non-controlling interests
Comprehensive income attributable to:
8710
Owners of parent
8720
Non-controlling interests
Earnings per share (note (s))
9710
Basic earnings per share (NT dollars)
Profit from continuing operations
Profit from discontinued operations
Profit per share
9810
Diluted earnings per share (NT dollars)
Profit from continuing operations
Profit from discontinued operations
Profit per share
For the three months ended June For the three months ended June For the three months ended June 30
%
100
90
10
2
2
3
7
3
-
1
-
1
4
1
3
-
3
(1)
-
-
(1)
(1)
2
3
-
3
2
-
2
0.98
0.04
1.02
0.98
0.03
1.01
For the six months ended June 30
2017
2016
Amount
%
Amount
%
26,716,372
100
28,305,581
100
23,318,006
87
25,336,860
90
3,398,366
13
2,968,721
10
632,820
3
694,125
2
609,755
2
474,428
2
1,030,225
4
979,591
3
2,272,800
9
2,148,144
7
1,125,566
4
820,577
3
81,840
-
73,906
-
79,688
-
351,197
1
(17,115)
-
(50,790)
-
144,413
-
374,313
1
1,269,979
4
1,194,890
4
321,069
1
368,078
1
948,910
3
826,812
3
-
-
95,873
-
948,910
3
922,685
3
(270,017)
-
(344,008)
(1)
92,067
-
44,225
-
-
-
-
-
(177,950)
-
(299,783)
(1)
(177,950)
-
(299,783)
(1)
770,960
3
622,902
2
880,211
3
847,623
3
68,699
-
75,062
-
948,910
3
922,685
3
719,216
3
571,607
2
51,744
-
51,295
-
770,960
3
622,902
2
2.00
1.87
-
0.06
2.00
1.93
1.98
1.85
-
0.06
1.98
1.91
For the six months ended June 30
2017
2016
Amount
%
Amount
%
26,716,372
100
28,305,581
100
23,318,006
87
25,336,860
90
3,398,366
13
2,968,721
10
632,820
3
694,125
2
609,755
2
474,428
2
1,030,225
4
979,591
3
2,272,800
9
2,148,144
7
1,125,566
4
820,577
3
81,840
-
73,906
-
79,688
-
351,197
1
(17,115)
-
(50,790)
-
144,413
-
374,313
1
1,269,979
4
1,194,890
4
321,069
1
368,078
1
948,910
3
826,812
3
-
-
95,873
-
948,910
3
922,685
3
(270,017)
-
(344,008)
(1)
92,067
-
44,225
-
-
-
-
-
(177,950)
-
(299,783)
(1)
(177,950)
-
(299,783)
(1)
770,960
3
622,902
2
880,211
3
847,623
3
68,699
-
75,062
-
948,910
3
922,685
3
719,216
3
571,607
2
51,744
-
51,295
-
770,960
3
622,902
2
2.00
1.87
-
0.06
2.00
1.93
1.98
1.85
-
0.06
1.98
1.91
2017 %
100
87
13
3
2
4
9
4
-
-
-
-
4
1
3
-
3
1
1
-
2
2
5
3
-
3
5
-
5
1.05
1.05
1.04
1.04
2016 2017 %
100
87
13
3
2
4
9
4
-
-
-
-
4
1
3
-
3
-
-
-
-
-
3
3
-
3
3
-
3
2.00
2.00
1.98
1.98
Amount
$ 13,835,188
12,052,117
1,783,071
328,587
303,441
559,086
1,191,114
591,957
31,115
62,781
(5,881)
88,015
679,972
183,334
496,638
-
496,638
176,047
90,443
-
266,490
266,490
$
763,128
$ 461,775
34,863
$
496,638
$ 717,108
46,020
$
763,128
$ -
$
$ -
$
Amount
14,900,466
13,339,884
1,560,582
366,816
250,043
520,654
1,137,513
423,069
34,453
181,587
(39,737)
176,303
599,372
167,065
432,307
50,304
482,611
(195,275)
(7,383)
-
(202,658)
(202,658)
279,953
446,908
35,703
482,611
260,265
19,688
279,953
Amount
26,716,372
23,318,006
3,398,366
632,820
609,755
1,030,225
2,272,800
1,125,566
81,840
79,688
(17,115)
144,413
1,269,979
321,069
948,910
-
948,910
(270,017)
92,067
-
(177,950)
(177,950)
770,960
880,211
68,699
948,910
719,216
51,744
770,960
-
-

See accompanying notes to consolidated Interim Financial Statements.

6

(English Translation of Consolidated interim Financial Statements and Report Originally Issued in Chinese) Reviewed only, not audited in accordance with generally accepted auditing standards

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES

Consolidated Statements of Changes in Equity For the six months ended June 30, 2017 and 2016 (Expressed in Thousands of New Taiwan Dollars)

Balance at January 1, 2016
Profit
Other comprehensive income
Comprehensive income
Appropriation and distribution of retained earnings:
Legal reserve appropriated
Cash dividends of ordinary share
Amortization expense of restricted employee stock
Retirement of restricted stock
Compensation cost of share-based payment
Exercise of employee stock options
Issuance of ordinary shares for employee stock option and abandonment
Balance at June 30, 2016
Balance at January 1,2017
Profit
Other comprehensive income
Comprehensive income
Appropriation and distribution of retained earnings:
Legal reserve appropriated
Cash dividends of ordinary share
Amortization expense of restricted employee stock
Retirement of restricted stock
Compensation cost of share-based payment
Issuance of restricted stock
Exercise of employee stock options
Issuance of ordinary shares for employee stock option and abandonment
Balance at June 30, 2017
Equity attributable to owners of parent Equity attributable to owners of parent Equity attributable to owners of parent Equity attributable to owners of parent Equity attributable to owners of parent Equity attributable to owners of parent Equity attributable to owners of parent Non-
controlling
interests
Total equity
Share capital Capital
surplus
Retained earnings Exchange
differences on
translation of
operation’s
financial
statements
Unrealized
gains (losses) on
available-for-
sale financial
assets
Unearned
employee
compensation
Total equity
attributable
to owners of
parent
Ordinary
shares
capital
collected in
advance
Legal
reserve
Special
reserve
Unappropriated
retained
earnings
$ 4,411,877
-
-
-
-
-
-
(2,300)
-
-
9,451
$
4,419,028
$ 4,421,343
-
-
-
-
-
-
-
-
24,500
-
1,950
$
4,447,793
15,174
-
-
777,368
-
-
611,322
-
-
97,300
-
-
3,951,934
847,623
-
351,045
-
(320,241)
(320,241)
-
-
-
-
-
-
-
30,804
(259,911)
-
(253,062)
(253,062)
-
-
-
-
-
-
-
-
(512,973)
294,760
-
44,225
(80,399)
-
-
-
-
-
27,193
6,846
-
-
-
(46,360)
(27,017)
-
-
-
-
-
31,664
3,361
-
(112,210)
-
-
(104,202)
10,430,381
847,623
(276,016)
571,607
-
(927,933)
27,193
-
1,209
6,333
-
10,108,790
10,999,724
880,211
(160,995)
719,216
-
(1,111,886)
31,664
-
1,312
-
1,890
-
10,641,920
2,486,204
12,916,585
75,062
922,685
(23,767)
(299,783)
51,295
622,902
-
-
-
(927,933)
-
27,193
-
-
518
1,727
-
6,333
-
-
2,538,017
12,646,807
1,244,734
12,244,458
68,699
948,910
(16,955)
(177,950)
51,744
770,960
-
-
-
(1,111,886)
-
31,664
-
-
561
1,873
-
-
-
1,890
-
-
1,297,039
11,938,959
- - - - 847,623 44,225
177,312
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
788,634 97,300 338,985
788,634
-
-
97,300
-
-
405,466
-
92,067
- - 92,067
193,407
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
982,041 97,300 497,533

See accompanying notes to consolidated Interim Financial Statements.

7

(English Translation of Consolidated interim Financial Statements and Report Originally Issued in Chinese) Reviewed only, not audited in accordance with generally accepted auditing standards PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES

Consolidated Statements of Cash Flows

For the six months ended June 30, 2017 and 2016

(Expressed in Thousands of New Taiwan Dollars)

Cash flows from (used in) operating activities:
Profit from continuing operations before tax
Profit from discontinued operations before tax
Profit before tax
Adjustments:
Adjustments to reconcile profit (loss):
Depreciation and amortization
Losses related to inventories
Provision (reversal of provision) for bad debt expense and sales returns and discounts
Gain on disposal of available-for-sale financial assets
Interest expense
Interest income
Compensation cost of share-based payments
Other
Total adjustments to reconcile profit
Changes in operating assets and liabilities:
Financial assets at fair value through profit or losscurrent
Notes and accounts receivable
Accounts receivable from related parties
Other receivablecurrent and non-current
Inventories
Other current assets
Other operating assets
Changes in operating assets
Notes and accounts payable
Salary payable
Other payables
Other current liabilities
Financial liabilities at fair value through profit or loss-current
Other operating liabilities
Changes in operating liabilities
Total changes in operating assets and liabilities
Total adjustments
Cash inflow (outflow) generated from operations
Interest received
Interest paid
Income taxes paid
Net cash from (used in) operating activities
Cash flows from (used in) investing activities:
Acquisition of subsidiary (minus cash aquired)
Acquisition of available-for-sale financial assets
Proceeds from disposal of available-for-sale financial assets
Cash from non-current assets held for sale
Acquisition of property, plant and equipment
Proceeds from disposal of property, plant and equipment
Acquisition of unamortized expense
Other investing activities
Net cash flows used in investing activities
Cash flows from (used in) financing activities:
Increase in short-term borrowings
Decrease in long-term borrowings
Increase in guarantee deposits
Decrease in other payables to related parties
Exercise of employee share options
Net cash flows from financing activities
Effect of exchange rate changes on cash and cash equivalents
Net decrease in cash and cash equivalents
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period
For the six months ended June 30,
2017
2016
$ 1,269,979
1,194,890
-
135,017
1,269,979
1,329,907
741,470
839,490
144,777
558,192
(83,282)
30,127
-
(140,969)
16,689
57,683
(76,944)
(70,117)
33,537
28,920
1,757
577
778,004
1,303,903
66,763
(185,210)
2,743,931
2,253,841
28,888
(4,169)
192,714
145,300
928,844
401,073
(12,605)
14,459
8,979
17,893
3,957,514
2,643,187
(4,569,264)
(5,691,311)
(432,212)
(578,536)
(295,380)
(858,834)
(34,155)
25,970
(85,875)
-
(378)
(629)
(5,417,264)
(7,103,340)
(1,459,750)
(4,460,153)
(681,746)
(3,156,250)
588,233
(1,826,343)
76,944
70,117
(16,655)
(57,650)
(233,618)
(338,550)
414,904
(2,152,426)
(605,949)
-
(21,045)
-
-
220,270
-
(322,855)
(670,210)
(136,142)
12,378
46,325
(25,198)
(23,568)
(5,324)
23,450
(1,315,348)
(192,520)
547,848
724,205
(274,444)
(338,035)
32,935
17,818
-
(63,994)
1,890
6,333
308,229
346,327
(108,409)
(113,451)
(700,624)
(2,112,070)
6,359,916
7,623,380
$
5,659,292
5,511,310

See accompanying notes to consolidated Interim Financial Statements.

8

(English Translation of Consolidated interim Financial Statements and Report Originally Issued in Chinese) Reviewed only, not audited in accordance with the generally accepted auditing standards as of June 30, 2017 and 2016

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES

Notes to the Consolidated Interim Financial Statements

June 30, 2017 and 2016

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

(1) Company history

PRIMAX ELECTRONICS LTD. (“the Company”), formerly known as Hong Chuan Investments Ltd., was incorporated on March 20, 2006, and registered under the Ministry of Economic Affairs, ROC. The Company changed its name to Hong Chuan Electronics Ltd. and Primax Electronics Ltd. in October 2007 and February 2008, respectively. The address of the Company’s registered office is No. 669, Ruey Kuang Road, Neihu, Taipei.

Primax Electronics Holdings, Ltd. (Primax Holdings, formerly known as Apple Holdings Ltd.) acquired all shares of the Company from YWAN PANG Management Limited on April 2, 2007. The investment was approved by the Investment Commission, Ministry of Economic Affairs. However, all shares of the Company were sold by Primax Holdings to its shareholders in October 2009.

Based on the resolution approved by the Company’ s board of directors on November 5, 2007, the Company resolved to acquire and merge with Primax Electronics Ltd. (“Primax”, a listed company) on December 28, 2007. The Company is the surviving company, and Primax was dissolved upon completion of the merger.

The consolidated interim financial statements of the Company as at and for the years ended June 30, 2017, comprised the Company and subsidiaries (together referred to as “ the Group” ). The major business activities of the Group were the manufacture and sale of multi-function printers, scanners, digital camera modules, computer mice, keyboards, track pads, mobile phone accessories, consumer electronics products, shredders, amplifiers, speakers, audio systems and industrial automation parts. Please refer to note 14 for further information.

The Company’ s common shares were registered with the Financial Supervisory Commission, ROC (“FSC”) on June 22, 2012, and listed on the Taiwan Stock Exchange (“TWSE”) on October 5, 2012.

(2) Approval date and procedures of the consolidated financial statements:

The consolidated interim financial statements were authorized for issuance by the board of directors on August 10, 2017.

(3) New standards, amendments and interpretations adopted:

  • (a) The impact of the International Financial Reporting Standards (“IFRSs”) endorsed by the Financial Supervisory Commission, R.O.C. (“FSC”) which have already been adopted.

The following new standards, interpretations and amendments have been endorsed by the FSC and are effective for annual periods beginning on or after January 1, 2017:

(Continued)

9

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

Effective date
New, Revised or Amended Standards and Interpretations per IASB
Amendments to IFRS 10, IFRS 12 and IAS 28 “Investment Entities: Applying January 1, 2016
the Consolidation Exception”
Amendments to IFRS 11 “Accounting for Acquisitions of Interests in Joint January 1, 2016
Operations”
IFRS 14 “Regulatory Deferral Accounts” January 1, 2016
Amendment to IAS 1 “Presentation of Financial Statements-Disclosure January 1, 2016
Initiative”
Amendments to IAS 16 and IAS 38 “Clarification of Acceptable Methods of January 1, 2016
Depreciation and Amortization”
Amendments to IAS 16 and IAS 41 “Agriculture: Bearer Plants” January 1, 2016
Amendments to IAS 19 “Defined Benefit Plans: Employee Contributions” July 1, 2014
Amendment to IAS 27 “Equity Method in Separate Financial Statements” January 1, 2016
Amendments to IAS 36 “ Impairment of Non-Financial assets- Recoverable January 1, 2014
Amount Disclosures for Non Financial Assets”
Amendments to IAS 39 “ Financial Instruments-Novation of Derivatives and January 1, 2014
Continuation of Hedge Accounting”
Annual Improvements to IFRSs 2010-2012 Cycle and 2011-2013 Cycle July 1, 2014
Annual Improvements to IFRSs 2012-2014 Cycle January 1, 2016
IFRIC 21 “Levies” January 1, 2014

The Group assesed that the initial application of the above IFRSs would not have any material impact on the consolidated interim financial statements.

  • (b) The impact of IFRS endorsed by FSC but not yet effective

The following new standards, interpretations and amendments have been endorsed by the FSC and are effective for annual periods beginning on or after January 1, 2018 in accordance with Ruling No. 1060025773 issued by the FSC on July 14, 2017:

1060025773 issued by the FSC on July 14, 2017:
Effective date
New, Revised or Amended Standards and Interpretations per IASB
Amendment to IFRS 2 “Classification and Measurement of Share based January 1, 2018
Payment Transactions”
Amendments to IFRS 4 “Applying IFRS 9 Financial Instruments with IFRS 4 January 1, 2018
Insurance Contracts”
IFRS 9 “Financial Instruments” January 1, 2018
IFRS 15 “Revenue from Contracts with Customers” January 1, 2018
Amendment to IAS 7 “Statement of Cash Flows -Disclosure Initiative” January 1, 2017

(Continued)

10

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

Effective date
New, Revised or Amended Standards and Interpretations per IASB
Amendment to IAS 12 “Income Taxes- Recognition of Deferred Tax Assets for January 1, 2017
Unrealized Losses”
Amendments to IAS 40 “Transfers of Investment Property” January 1, 2018
Annual Improvements to IFRS Standards 2014–2016 Cycle:
Amendments to IFRS 12 January 1, 2017
Amendments to IFRS 1 and Amendments to IAS 28 January 1, 2018
IFRIC 22 “Foreign Currency Transactions and Advance Consideration” January 1, 2018

Except for the following items, the Group believes that the adoption of the above IFRSs would not have any material impact on its consolidated interim financial statements. The extent and impact of signification changes are as follows:

(i) IFRS 9 “Financial Instruments”

IFRS 9 replaces IAS 39 “ Financial Instruments: Recognition and Measurement” which contains classification and measurement of financial instruments, impairment and hedge accounting. The actual impact of adopting IFRS 9 on the Group’ s consolidated financial statements in 2018 can only be determined and reliably estimated depending on the financial instruments that the Group holds and economic conditions at that time, as well as the accounting elections and judgments that it will make in the future. The new standard will require the Group to revise its accounting processes and internal controls related to reporting financial instruments. However, the Group has performed a preliminary assessment of the potential impact of the adoption of IFRS 9 based on its positions at June 30, 2017 and hedging relationships designated under during the first half of 2017 under IAS 39.

1) Classification- Financial assets

IFRS 9 contains a new classification and measurement approach for financial assets that reflects the business model in which assets are managed and their cash flow characteristics. IFRS 9 contains three principal classification categories for financial assets: measured at amortized cost, fair value through other comprehensive income (FVOCI ) and fair value through profit or loss (FVTPL). The standard eliminates the existing IAS 39 categories of held to maturity, loans and receivables and available for sale. Under IFRS 9, derivatives embedded in contracts where the host is a financial assets in the scope of the standard are never bifurcated. Instead, the hybrid financial instrument as a whole is assessed for classification.

(Continued)

11

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

In addition, IAS 39 has an exception to the measurement requirements for investments in unquoted equity instruments that do not have a quoted market price in an active market (and derivatives on such an instrument) and for which fair value cannot therefore be measured reliable. Such financial instruments are measured at cost. IFRS 9 removes this exception, requiring all equity investments (and derivatives on them) to be measured at fair value.

At June 30, 2017, the Group had equity investments classified as available-for-sale with a fair value of $1,000,913 that are held for long-term strategic purposes. If these investments continue to be held for the same purpose at initial application of IFRS 9, the Group may elect then to classify them as FVOCI or FVTPL. The Group has not yet made a decision in this regard. In the former case, all fair value gains and losses would be reported in other comprehensive income, no impairment losses would be recognized in profit or loss and no gains or losses would be reclassified to profit or loss on disposal. In the latter case, all fair value gains and losses would be recognized in profit or loss as they arise, increasing volatility in the Group’s profits.

  • 2) Impairment-Financial assets and contact assets

IFRS 9 replaces the “incurred loss” model in IAS 39 with a forward-looking “expected credit loss” (ECL) model. This will require considerable judgment as to how changes in economic factors affect ECLs, which will be determined on a probability-weighted basis. The new impairment model will apply to financial assets measured at amortized cost or FVOCI, except for investments in equity instruments, and to contract assets.

Under IFRS 9, loss allowances will be measured on either of the following bases:

  • 12-month ECLs. These are ECLs that result from possible default events within the 12 months after the reporting date; and

  • lifetime ECLs. These are ECLs that result from all possible default events over the expected life of a financial instrument.

Lifetime ECL measurement applies if the credit risk of a financial asset at the reporting date has increased significantly since initial recognition and 12-month ECL measurement applies if it has not. An entity may determine that a financial asset’s credit risk has not increased significantly if the asset has low credit risk at the reporting date. However, lifetime ECL measurement always applies for trade receivables and contract assets without a significant financing component; an entity may choose to apply this policy also for trade receivables and contract assets with a significant financing component.

(Continued)

12

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

3) Disclosures

IFRS 9 will require extensive new disclosures, in particular about hedge accounting, credit risk and expected credit losses. The Group’s preliminary assessment included an analysis to identify data gaps against current processes and the Group plans to implement the system and controls changes that it believes will be necessary to capture the required data.

(ii) IFRS 15 Revenue from Contracts with Customers

IFRS 15 establishes a comprehensive framework for determining whether, how much and when revenue is recognized. It replaces existing revenue recognition guidance, including IAS 18 “Revenue” and IAS 11 “Construction Contracts”.

For the sale of products, revenue is currently recognized when the goods are delivered to the customers’ premises, which is taken to be the point in time at which the customer accepts the goods and the related risks and rewards of ownership transfer. Revenue is recognized at this point provided that the revenue and costs can be measured reliably, the recovery of the consideration is probable and there is no continuing management involvement with the goods. Under IFRS 15, revenue will be recognized when a customer obtains control of the goods. The Group has performed an initial assessment, indicating the timing of the related risks and rewards transferred is similar to the timing of control transferred. Therefore, the Group believes that there would not be any material impact on its consolidated financial statements.

  • (c) The impact of IFRS issued by IASB but not yet endorsed by the FSC

As of the date the following IFRSs that have been issued by the IASB, but not yet endorsed by the FSC:

As of the date the following IFRSs that have been issued by the IASB, but not
FSC:
yet endorsed by th
Effective date
New, Revised or Amended Standards and Interpretations per IASB
Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets Between Effective date to
an Investor and Its Associate or Joint Venture” be determined
by IASB
IFRS 16 “Leases” January 1, 2019
IFRS 17 “Insurance Contracts” January 1, 2021
IFRIC 23 “Uncertainty over Income Tax Treatments” January 1, 2019

(Continued)

13

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

Those which may be relevant to the Group are set out below:

Issuance / Release
Dates
January 13, 2016
Standards or
Interpretations
Content of amendment
IFRS 16 “Leases”
The new standard of accounting for lease is
amended as follows:
  • For a contract that is, or contains, a lease, the lessee shall recognize a right of use asset and a lease liability in the balance sheet. In the statement of profit or loss and other comprehensive income, a lessee shall present interest expense on the lease liability separately from the depreciation charge for the right of-use asset during the lease term.

  • A lessor classifies a lease as either a finance lease or an operating lease, and therefore, the accounting remains similar to IAS 17.

The Group is evaluating the impact on its consolidated financial position and consolidated financial performance upon the initial adoption of the abovementioned standards or interpretations. The results thereof will be disclosed when the Group completes its evaluation.

(4) Summary of significant accounting policies:

(a) Statement of compliance

These consolidated interim financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers (“ the Regulations”) and guidelines of IAS 34 “Interim Financial Reporting” which are endorsed by FSC and do not include all of the information required by the Regulations and International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations and SIC Interpretations endorsed by the FSC (hereinafter referred to IFRS endorsed by the FSC) for full annual consolidated financial statements.

Except the following accounting policies mentioned below, the significant accounting policies adopted in the consolidated interim financial statements are the same as those in the consolidated financial statement for the year ended December 31, 2016. For the related information, please refer to note 4 of the consolidated financial statements for the year ended December 31, 2016.

(b) Basis of consolidation

  • (i) Except as described in the following paragraph, the principles of preparation of the consolidated interim financial statements are the same as those of the consolidated financial statements for the year ended December 31, 2016. For the related information, please refer to note 4(c) of the consolidated financial statements for the year ended December 31, 2016.

(Continued)

14

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

  • (ii) List of subsidiaries in the consolidated interim financial statements

The consolidated interim financial statements comprise the Company and its subsidiaries. The Group controls an entity when it is exposed, or has rights, to variable returns from its involvement with the entity and has the ability to affect those returns through its control over the entity.

The details of the subsidiaries included in the consolidated interim financial statements are as follows:

Name of
investor
Name of subsidiary Principal
activities
Holding company
Holding company
Holding company
Market development
and customer service
Holding company
Market development
and customer service
Manufacture and sale
of sophisticated
machinery
components,
automotive parts,
industrial automation
parts, communication
parts and aerospace
components
Holding company and
customer service
Holding company
Manufacture of
sophisticated
machinery components
and automotive parts
Holding company
Manufacture of
multifunctional
peripherals, computer
mice, mobile phone
accessories, consumer
electronics products,
and shredders
Manufacture of
computer, peripherals
and keyboards
Percentage of shareholding
June 30,
2017
December 31,
2016
June 30,
2016
Description
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
-
%
-
%
30.00
(note 1)
%
100.00
%
100.00
%
100.00
%
70.00
%
70.00
%
70.00
%
-
%
-
%
100.00
(note 1)
%
-
%
-
%
100.00
(note 1)
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
Percentage of shareholding
June 30,
2017
December 31,
2016
June 30,
2016
Description
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
-
%
-
%
30.00
(note 1)
%
100.00
%
100.00
%
100.00
%
70.00
%
70.00
%
70.00
%
-
%
-
%
100.00
(note 1)
%
-
%
-
%
100.00
(note 1)
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
June 30,
2017
December 31,
2016
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
-
%
100.00
%
70.00
%
-
%
-
%
100.00
%
100.00
The Company
The Company
The Company
The Company
The Company
The Company
The Company
Primax Cayman
Diamond
Global TEK
Global TEK
Primax HK
and Primax Tech.
Primax HK
Primax Industries (Cayman
Holding) Ltd. (Primax Cayman)
Primax Technology (Cayman
Holding) Ltd. (Primax Tech.)
Destiny Technology Holding Co.,
Ltd. (Destiny BVI.)
Primax Destiny Co., Ltd.
(Destiny Japan)
Diamond (Cayman) Holdings Ltd.
(Diamond)
Gratus Technology Corp.
(Gratus Tech.)
Global TEK Fabrication Co., Ltd.
(Global TEK)
Primax Industries (Hong Kong)
Ltd. (Primax HK)
Tymphany Worldwide Enterprises
Ltd. (TWEL)
Global TEK Co., Ltd. (GT)
Global TEK Fabrication Co., Ltd.
(Samoa) (GTF-S)
Dongguan Primax Electronic &
Telecommunication Products Ltd.
(PCH2)
Primax Electronics (KS) Corp.,
Ltd. (PKS1)
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
-
%
100.00
%
70.00
%
-
%
-
%
100.00
%
100.00

(Continued)

15

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

Name of
investor
Name of subsidiary Principal
activities
Manufacture of
computer peripherals
and keyboards
Sale of multi-function
printers and computer
peripheral devices
Research and
development of
computer peripheral
devices and software
Sale of audio
accessories, amplifiers
and their components
Market development
and customer service
of amplifiers and their
components
Manufacture, research
and development,
design, and sale of
audio accessories,
amplifiers and their
components
Sale of audio
accessories, amplifiers
and their components
Manufacture, research
and development,
design, and sale of
audio accessories,
amplifiers and their
components
Research and
Development , design,
and sale of audio
accessories, ampliers
and their components
Research and
Development , design,
and sale of audio
accessories, ampliers
and their components
and holdings
Research and
Development , design
of audio accessories,
ampliers and their
components
Manufacture, install
and repair of audio
accessories and their
components
Percentage of shareholding
June 30,
2017
December 31,
2016
June 30,
2016
Description
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
-
TYDC was
incorporated
in October
2016
%
100.00
%
-
%
-
(note 2)
%
100.00
%
-
%
-
(note 2)
%
100.00
%
-
%
-
(note 3)
Percentage of shareholding
June 30,
2017
December 31,
2016
June 30,
2016
Description
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
-
TYDC was
incorporated
in October
2016
%
100.00
%
-
%
-
(note 2)
%
100.00
%
-
%
-
(note 2)
%
100.00
%
-
%
-
(note 3)
June 30,
2017
December 31,
2016
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
-
%
-
%
-
Primax HK
Primax Electronics (Chongqing)
Corp., Ltd. (PCQ1)
Primax Tech.
Polaris Electronics Inc. (Polaris)
Destiny BVI.
Destiny Electronic Corp.
(Destiny Beijing)
TWEL
Tymphany HK Ltd. (TYM HK)
TWEL
TYP Enterprises, Inc. (TYP)
TYM HK
Premium Loudspeakers (Hui
Zhou) Co., Ltd. (Premium Hui
Zhou)
TYM HK
TYMPHANY LOGISITCS, INC.
(TYML)
TYM HK
Dongguan Tymphany Acoustic
Technology Co., Ltd.
(Tymphany Dongguan)
Tymphann
Dongguan
Dong Guan Dong Cheng
Tymphany Acoustic Technology
Co., Ltd. (TYDC)
Premium Hui ZhouTymphany Acoustic Technology
HK Ltd. (TYM Acoustic HK )
TYM Acoustic HKTYMPHANY ACOUSTIC
TECHNOLOGY (UK) LIMITED
(TYM UK )
TYM Acoustic HKTymphany Acoustic Technology
Europe, s.r.o. (TYM Acoustic
Europe)
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00

(Continued)

16

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

Name of
investor
Name of subsidiary Principal
activities
Sale of automotive
parts, industrial
automation parts,
communication parts
and aerospace
components
Holding company
Holding company
Manufacture of
sophisticated
machinery components
Manufacture of
industrial automation
parts, communication
parts and aerospace
components
Manufacture of
sophisticated
machinery components
and automotive parts
Percentage of shareholding
June 30,
2017
December 31,
2016
June 30,
2016
Description
%
-
%
-
%
100.00
(note 1)
%
-
%
-
%
100.00
(note 1)
%
-
%
-
%
100.00
(note 1)
%
-
%
-
%
100.00
(note 1)
%
-
%
-
%
100.00
(note 1)
%
-
%
-
%
100.00
(note 1)
Percentage of shareholding
June 30,
2017
December 31,
2016
June 30,
2016
Description
%
-
%
-
%
100.00
(note 1)
%
-
%
-
%
100.00
(note 1)
%
-
%
-
%
100.00
(note 1)
%
-
%
-
%
100.00
(note 1)
%
-
%
-
%
100.00
(note 1)
%
-
%
-
%
100.00
(note 1)
June 30,
2017
December 31,
2016
%
-
%
-
%
-
%
-
%
-
%
-
GT
GTF-S
GTF-S
GTF-HK
GTS
GTS and WUXI
GLOBAL TEK
GP Tech, Inc. (GP)
Global TEK Fabrication Co., Ltd.
(HK) (GTF-HK)
Global TEK Co., Ltd. (Samoa)
(GTS)
WUXI GLOBAL TEK
FABRICATION CO., LTD.
(WUXI GLOBAL TEK)
GLOBAL TEK (XI’ AN)
CO., LTD. (GLOBAL TEK XI’
AN)
GLOBAL TEK CO. (WUXI),
LTD. (GLOBAL TEK WUXI)
%
-
%
-
%
-
%
-
%
-
%
-

Note 1: The Board resolved to dispose 20% of the shares of Global TEK on June 21 and September 21, 2016. The disposal transaction has been settled on October 3, 2016, and the Company lost control over Global TEK on the same date.

Note 2: The Company was incorporated in January 2017.

Note 3: TYM Acoustic HK acquired all shares of Bang & Olufsen s.r.o. (renamed as Tymphany Acoustic Technology Europe, s.r.o. after merger) by cash on June 1, 2017.

(c) Business combination

Goodwill is measured as the aggregation of the consideration transferred (which generally is measured at fair value at the acquisition date) and the amount of any non-controlling interest in the acquiree, net of the acquisition-date amounts of the identifiable assets acquired and liabilities assumed (generally at fair value).

If the initial accounting for a business combination is incomplete by the end of the reporting period in which the combination occurs, provisional amounts for the items for which the accounting is incomplete are reported in the Group’s financial statements. During the measurement period, the provisional amounts recognized are retrospectively adjusted at the acquisition date, or additional assets or liabilities are recognized to reflect the new information obtained about facts and circumstances that existed as of the acquisition date. The measurement period shall not exceed one year from the acquisition date.

All the transaction costs incurred for the business combination are recognized immediately as the Group’s expenses when incurred, except for the issuance of debt or equity instruments.

(Continued)

17

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

  • (d) Non-current assets held for sale and discontinued operations

  • (i) Non-current assets held for sale

Non-current assets or disposal groups comprising assets and liabilities that are expected to be recovered primarily through sale or distribution rather than through continuing use are reclassified as held for sale or held for distribution to owners. Non-current assets or disposal group under this classification must be available for instant sale, which is highly probable within a year, under current condition. The assets or components of a disposal group are remeasured in accordance with the Group’s accounting policies before classifying them as held for sale or held for distribution to owners. Thereafter, generally, the assets or disposal groups are measured at the lower of their carrying amount and fair value, less, costs to sell. Any impairment loss on a disposal group will first be allocated to goodwill, and then the remaining assets and liabilities will be apportioned on a pro rata basis, except that no loss is allocated to assets not within the scope of IAS 36 – Impairment of Assets. Such assets will continue to be measured in accordance with the Group’s accounting policies. Impairment losses on assets initially classified as held for sale or held for distribution to owners and any subsequent gains or losses on re-measurement are recognized in profit or loss. Gains are not recognized in excess of any cumulative impairment loss.

When the assets classified as held for sale or held for distribution to owners are intangible assets or property, plant and equipment, they are no longer amortized or depreciated, and any equity-accounted investee is no longer equity accounted.

(ii) Discontinued operations

A discontinued operation is a component, which is a single operating line or area, disposed or available for sale of the Group or a subsidiary acquired for resale. An operation will be classified as a discontinued operation upon disposal or when the operation meets the criteria to be classified as held for sale or held for distribution to owners, whichever comes first.

(e) Income taxes

The income tax expenses have been prepared and disclosed in accordance with paragraph B12 of International Financial Reporting Standards 34 “Interim Financial Reporting”.

Income tax expenses for the period are best estimated by multiplying pre-tax income for the interim reporting period by the effective annual tax rate as forecasted by the management. This should be recognized fully as tax expense for the current period.

Temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and their respective tax bases shall be measured based on the tax rates that have been enacted or substantively enacted at the time of the asset or liability is recovered or settled, and be recognized directly in equity or other comprehensive income as tax expense.

(Continued)

18

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

(f) Employee benefits

The pension cost in the consolidated interim financial statements was calculated and disclosed on a year-to-date basis by using the actuarially determined pension cost rate at the end of the prior fiscal year adjusted for significant market fluctuations since that time and for significant curtailments, settlements, or other significant one-off events.

(5) Significant accounting assumptions and judgments, and major sources of estimation uncertainty:

The preparation of the consolidated interim financial statements in conformity with the Regulations and IFRSs (in accordance with IAS 34 “ Interim Financial Reporting” and endorsed by the FSC) requires management to make judgments, estimates and assumptions that affect the application of the accounting policies and the reported amount of assets, liabilities, income and expenses. Actual results may differ from these estimates.

The preparation of the consolidated interim financial statements, estimates and underlying assumptions are reviewed on an ongoing basis which are in conformity with the consolidated financial statements for the year ended December 31, 2016. For the related information, please refer to note 5 of the consolidated financial statements for the year ended December 31, 2016.

(6) Explanation of significant accounts:

Except for the following disclosures, there is no significant difference as compared with those disclosed in the consolidated financial statements for the year ended December 31, 2016. Please refer to Note 6 of the 2016 annual consolidated financial statements.

  • (a) Cash and cash equivalents
Cash on hand
Checking accounts and demand deposits
Time deposits
Repurchase agreement
June 30,
2017
December 31,
2016
June 30,
2016
2,946
3,084
1,761,981
1,380,129
4,594,989
4,128,097
-
-
6,359,916
5,511,310
$ 3,349
3,797,115
1,608,828
250,000
$
5,659,292

Please refer to note 6(x) for the currency risk and the interest rate risk of the Group’s cash and cash equivalents.

(Continued)

19

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

  • (b) Financial assets and liabilities at fair value through profit or loss

  • (i) The fair value of financial instruments was as follows:

Financial assets at fair value through profit or
loss – current:
Non-derivative financial assets:
Mutual funds
Derivative financial assets:
Forward exchange contracts
Foreign exchange swap contracts
Financial liabilities at fair value through
profit or loss – current:
Derivative financial liabilities:
Forward exchange contracts
Foreign exchange swap contracts
June 30,
2017
  • (ii) The Group held the following derivative financial instruments not designated as hedging instruments presented as held-for-trading financial assets as of June 30, 2017, and December 31 and June 2016:

June 30, 2017

June 30, 2017
Derivative financial
instruments
Nominal amount Maturity date
Predetermined
rate
July 10, 2017~
September 22, 2017
29.865~30.377
July 10, 2017~
December 28, 2017
29.904~30.468
October 3, 2017~
December 28, 2017
30.062~30.436
August 25, 2017~
September 1, 2017
29.973~29.999
Forward exchange contracts
buy USD / sell TWD
Forward exchange contracts
buy TWD / sell USD
Foreign exchange swap contracts
swap in USD / swap out TWD
Foreign exchange swap contracts
swap in TWD / swap out USD
USD
218,800 thousand
USD
274,800 thousand
USD
70,000 thousand
USD
14,000 thousand

(Continued)

20

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

December 31, 2016 Maturity date
Predetermined
rate
January 5, 2017~
March 27, 2017
31.157~32.015
January 5, 2017~
March 27, 2017
31.765~32.290
January 5, 2017~
January 19, 2017
31.245~31.920
Maturity date
Predetermined
rate
July 8, 2016~
September 2, 2016
32.069~32.532
July 8, 2016~
September 29, 2016
32.111~32.822
August 23, 2016~
September 29, 2016
32.354~32.753
Derivative financial
instruments
Nominal amount
Forward exchange contracts
buy USD / sell TWD
Forward exchange contracts
buy TWD / sell USD
Foreign exchange swap contracts
swap in TWD / swap out USD
USD
252,000 thousand
USD
189,500 thousand
USD
81,000 thousand
June 30, 2016
Derivative financial
instruments
Nominal amount
Forward exchange contracts
buy USD / sell TWD
Forward exchange contracts
buy TWD / sell USD
Foreign exchange swap contracts
swap in USD / swap out TWD
USD
180,000 thousand
USD
321,000 thousand
USD
141,000 thousand

(iii) Please refer to note 6(x) for the liquidity risk of the Group’s financial instruments.

(iv) The Group did not provide any of the aforementioned financial assets at fair value through profit or loss – current as collateral.

  • (c) Available-for-sale financial assets – non-current
Stocks listed in domestic markets
Stocks unlisted in domestic markets
Stocks unlisted in foreign markets
June 30,
2017
December 31,
2016
June 30,
2016
586,404
519,919
287,517
12,017
13,880
13,883
887,801
545,819
$ 591,404
382,117
27,392
$
1,000,913

(i) In the second quarter of 2016, the Group sold 841 thousand shares of Nien Made Enterprise Co., Ltd. for $220,270. The gain on disposal which was recognized as other gains and losses, amounted to $140,969, deducting the cost of $79,301.

(Continued)

21

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

  • (ii) The unrealized gains and losses were recognized as unrealized gains and losses on availablefor-sale financial assets. Details were as follows:
Unrealized gains (losses) For the three months
ended June 30
For the six months
ended June 30
2017
2016
2017
2016

90,443
(7,383)
92,067
44,225
For the three months
ended June 30
For the six months
ended June 30
2017
2016
2017
2016

90,443
(7,383)
92,067
44,225
$ 2017

90,443
  • (iii) The Group did not provide any of the aforementioned available-for-sale financial assets as collateral.

  • (d) Notes and accounts receivable, and other receivables (including related parties)

Notes receivable
Accounts receivable
Accounts receivable – related parties
Other receivables
Less: allowance for doubtful accounts
allowance for sales returns and discounts
Total
June 30,
2017
  • (i) The Group did not provide any of the aforementioned notes and accounts receivable, and other receivables (including related parties) as collateral.

  • (ii) Please refer to note 6(x) for the movements in the allowance for doubtful accounts and the credit risk and currency.

  • (iii) The Company entered into agreements with banks to sell its accounts receivable without recourse. According to the agreements, within the limit of its credit facilities, the Company does not need to guarantee the capability of its customers to pay for reasons other than commercial disputes when transferring its accounts receivable. The Company receives partial advances upon sales of accounts receivable and pays interest calculated based on the interest rates agreed for the period through the collection of the accounts receivable. The remaining amounts are received upon the collection of the accounts receivable, and are recorded as other receivables. In addition, the Company shall pay handling charges based on a fixed rate. As of June 30, 2017, and December 31 and June 30, 2016, the details of transferred accounts receivable which conformed to the criteria for derecognition were as follows:

(Continued)

22

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

June 30, 2017
Buyer
Mega International
Commercial Bank
HSBC Bank
Amount sold
NT$
$ -
-
$
-
Credit
facilities
US$ (expressed
in thousand)
15,000
64,400
79,400
Cash received
in advance
NT$
Interest
rate
Guarantee
(promissory note)
expressed in
thousands
-
US$ 3,750
-
US$ 58,000
-
December 31, 2016
Amount
derecognized
NT$
Amount not
received
NT$
-
-
-
-
-
-
Buyer
Mega International
Commercial Bank
HSBC Bank
Bank of Taiwan
Credit
facilities
US$ (expressed
in thousand)
20,000
64,400
26,000
110,400
Cash received
in advance
NT$
Interest
rate
Guarantee
(promissory note)
expressed in
thousands
336,651
%
1.75
US$ 5,000
533,157
%
1.42
US$ 58,000
404,146
%
2.10
NT$ 772,200
1,273,954
June 30, 2016
Amount
derecognized
NT$
Amount not
received
NT$
336,651
37,406
533,157
59,240
404,146
44,905
1,273,954
141,551
Buyer
Mega International
Commercial Bank
HSBC Bank
Bank of Taiwan
Credit
facilities
US$ (expressed
in thousand)
20,000
64,400
26,000
110,400
Cash received
in advance
NT$
Interest
rate
Guarantee
(promissory note)
expressed in
thousands
-
US$ 5,000
-
US$ 58,000
-
NT$ 772,200
-
Amount
derecognized
NT$
Amount not
received
NT$
-
-
-
-
-
-
-
-

(iv) Please refer to note 9 for guarantee notes provided by the Company to sell its accounts receivable.

(e) Inventories

Raw materials
Semi-finished goods and work in process
Finished goods and merchandise
June 30,
2017
December 31,
2016
June 30,
2016
1,618,227
1,481,433
1,485,837
1,521,554
3,566,483
2,964,213
6,670,547
5,967,200
$ 1,938,216
1,396,465
2,674,487
$
6,009,168

The Group did not provide any of the aforementioned inventories as collateral.

(Continued)

23

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

The Group recognized the following items as cost of goods sold from continuing operations:

Gains (losses) on inventory valuation
Unallocated manufacturing overhead
resulting from the actual production
being lower than the normal capacity
Loss on disposal of inventories
Gain on physical inventories
For the three months
ended June 30,
2017
2016
$ 28,987
(178,286)
(8,494)
(49,052)
(67,422)
(19,591)
3,837
1,473
$
(43,092)
(245,456)
For the six months
ended June 30,
2017
2016
(19,079)
(459,215)
(44,400)
(81,076)
(86,967)
(19,737)
5,669
1,836
(144,777)
(558,192)
2017
$ 28,987
(8,494)
(67,422)
3,837
$
(43,092)

(f) Non-current assets held for sale

The Group resolved to dispose parts of the shares of Global TEK in the directors’ meeting held on June 21, 2016, and started the selling progress. It is estimated to be sold on October 3, 2016, therefore, Global TEK and its subsidiaries were recognized as non-current assets held for sale. Details of assets and liabilities held for sale as of June 30, 2016 were as follows:

Current assets:
Cash and cash equivalents
Financial assets at fair value through profit or loss – current
Notes and accounts receivable, net
Other receivables
Inventories, net
Other current assets
Non-current assets:
Property, plant and equipment
Intangible assets
Deferred tax assets
Other non-current assets
Reclassified as assets held for sale
June 30, 2016
$ 322,855
994
653,881
50,898
424,144
103,279
1,556,051
$ 1,171,081
515,368
28,366
101,669
1,816,484
$
3,372,535

(Continued)

24

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

Current liabilities:
Short-term borrowings
Notes and accounts payable
Other payables
Other current liabilities
Current portion of long-term borrowings
Non-current liabilities:
Long-term borrowings
Deferred tax liabilities
Other non-current liabilities
Reclassified as liabilities held for sale
June 30, 2016
$ 266,758
451,067
277,520
19,106
70,510
1,084,961
226,719
124,013
6,558
357,290
$
1,442,251

Please refer to note 12(b) for the operating results and cash flows from discontinued operations.

(g) Acquisition of subsidiaries

Based on the resolution approved during the board of directors’ meeting of TWEL, one of the main subsidiaries of the Company, held on March 13, 2017, acquired all shares of Bang & Olufsen s.r.o. (renamed as TYM Acoustic Europe after merger) amounting to EUR18,000 through TYM Acoustic HK. Through this transaction, the Company will establish the market for its audio products in Europe, strengthen the cooperation with its clients and expand its technique, manufacturing process and global market. The purchase agreement was settled on June 1, 2017.

(i) Consideration transferred

According to the share purchase agreement, the consideration transferred was EUR18,000. As of June 30, 2017, TYM Acoustic HK deposited EUR1,500 in Escrow Account based on the share purchase agreement.

(ii) Obtaining control

The Company indirectly holds 70% of TYM Acoustic Europe’s shares through TWEL. The Company has included TYM Acoustic Europe in its consolidated financial statements since the settlement date.

(Continued)

25

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

(iii) According to IFRSs, the fair value of net assets acquired should be measured on the acquisition date. Therefore, the Company evaluated the fair value and useful lives of intangible assets at the time of acquisition. As of the reporting date, the share purchase agreement was in accordance with the preliminary purchase price allocation, which is subject to change in the future. The Company engaged experts to evaluate its identifiable net assets, and the preliminary information was as follows:

future. The Company engaged experts to evaluate its identifiable
preliminary information was as follows:
net assets, and the
Items
Consideration transferred
Less: fair value of identifiable net assets
Goodwill
Amount
$ 613,107
475,000
$
138,107
  • (iv) The cost of acquisition

The consulting fees and on-site examination expenses of $19,004 due to the acquisition transaction were recognized as administrative expenses in the statement of comprehensive income.

(v) Simulated operating results

Operating results of Bang & Olufsen s.r.o. were merged into the Company’ s consolidated comprehensive income statement since the acquisition date, which had contributed to the operating revenue and the net income of $161,823 and $2,203, respectively. If the acquisition had occurred on January 1, 2017, the simulated operating revenue and income before tax would have been $27,701,621 and $1,273,617, respectively.

(h) Material non-controlling interests of subsidiaries

The Material non-controlling interests of subsidiaries were as follows:

Name of subsidiaries Main operation place
Business/Registered Country
Proportion of Ownership and Voting
Rights Held by Non-controlling Interests
June 30,
2017
December 31,
2016
June 30,
2016
%
30
%
30
%
30
%
-
%
-
%
70
June 30,
2017

The following information of the aforementioned subsidiaries have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers. Included in these information are the fair value adjustment made during the acquisition and relevant difference in accounting principles between the Group as at the acquisition date. Intra-group transactions were not eliminated in this information.

(Continued)

26

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

(i) TWEL and its subsidiaries:

Current assets
Non-current assets
Current liabilities
Non-current liabilities
Net assets
Non-controlling interests
Operating revenue
Profit
Other comprehensive income
Comprehensive income
Profit attributable to non-controlling
interests
Comprehensive income attributable to
non-controlling interests
Cash flows from operating activities
Cash flows from investing activities
Cash flows from financing activities
Effect of foreign currency exchange
translation
Net increase (decrease) in cash and cash
equivalents
Dividends paid to non-controlling
interests
June 30,
2017

$ 5,555,382
3,501,583
(4,508,319)
(225,183)
$
4,323,463
$
1,297,039
For the three months
ended June 30
2017
2016
$
3,402,117
1,659,225
$ 116,213
1,637
37,186
(14,967)
$
153,399
(13,330)
$
34,863
491
$
46,020
(3,998)
For the three months
ended June 30
2017
2016
$ 375,106
(58,263)
(899,434)
(21,350)
544,769
(111)
26,376
(8,773)
$
46,817
(88,497)
$
-
-
June 30,
2017

$ 5,555,382
3,501,583
(4,508,319)
(225,183)
$
4,323,463
$
1,297,039
For the three months
ended June 30
2017
2016
$
3,402,117
1,659,225
$ 116,213
1,637
37,186
(14,967)
$
153,399
(13,330)
$
34,863
491
$
46,020
(3,998)
For the three months
ended June 30
2017
2016
$ 375,106
(58,263)
(899,434)
(21,350)
544,769
(111)
26,376
(8,773)
$
46,817
(88,497)
$
-
-
December 31,
2016
June 30,
2016
4,510,885
2,929,749
3,377,729
3,061,838
(3,496,113)
(1,803,001)
(243,387)
(232,527)
4,149,114
3,956,059
1,244,734
1,186,818
For the six months
ended June 30
2017
2016
6,279,166
3,516,153
228,998
26,503
(56,522)
(42,144)
172,476
(15,641)
68,699
7,951
51,744
(4,692)
For the six months
ended June 30
2017
2016
775,431
(698,674)
(962,728)
(74,646)
544,078
(308)
(39,117)
(30,775)
317,664
(804,403)
-
-
(58,263)
(21,350)
(111)
(8,773)
(88,497)
-

(Continued)

27

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

(ii) Global TEK and its subsidiaries

Current assets
Non-current assets
Current liabilities
Non-current liabilities
Net assets
Non-controlling interests
Operating revenue
Net income
Other comprehensive income
Comprehensive income
Net income attributable to non-
controlling interests
Comprehensive income attributable to
non-controlling interests
Cash flows from operating activities
Cash flows from investing activities
Cash flows from financing activities
Effect of foreign currency exchange
translation
Net increase in cash and cash
equivalents
Dividends paid to non-controlling
interests
June 30,
2017

$ -
-
-
-
$
-
$
-
For the three months
ended June 30
2017
2016
$
-
657,393
$ -
50,304
-
(16,466)
$
-
33,838
$
-
35,212
$
-
23,686
For the three months
ended June 30
2017
2016
$ -
198,018
-
(110,094)
-
2,195
-
(10,836)
$
-
79,283
$
-
-
June 30,
2017

$ -
-
-
-
$
-
$
-
For the three months
ended June 30
2017
2016
$
-
657,393
$ -
50,304
-
(16,466)
$
-
33,838
$
-
35,212
$
-
23,686
For the three months
ended June 30
2017
2016
$ -
198,018
-
(110,094)
-
2,195
-
(10,836)
$
-
79,283
$
-
-
June 30,
2017

$ -
-
-
-
$
-
$
-
For the three months
ended June 30
2017
2016
$
-
657,393
$ -
50,304
-
(16,466)
$
-
33,838
$
-
35,212
$
-
23,686
For the three months
ended June 30
2017
2016
$ -
198,018
-
(110,094)
-
2,195
-
(10,836)
$
-
79,283
$
-
-
June 30,
2017

$ -
-
-
-
$
-
$
-
For the three months
ended June 30
2017
2016
$
-
657,393
$ -
50,304
-
(16,466)
$
-
33,838
$
-
35,212
$
-
23,686
For the three months
ended June 30
2017
2016
$ -
198,018
-
(110,094)
-
2,195
-
(10,836)
$
-
79,283
$
-
-
December 31,
2016
June 30,
2016
-
1,556,051
-
1,816,484
-
(1,084,961)
-
(357,290)
-
1,930,284
-
1,351,199
For the six months
ended June 30
2017
2016
-
1,264,841
-
95,873
-
(15,891)
-
79,982
-
67,111
-
55,987
For the six months
ended June 30
2017
2016
-
210,335
-
(118,657)
-
(26,884)
-
(20,501)
-
44,293
-
-
2017
$ -
-
-
-
$
-
$
-
198,018
(110,094)
2,195
(10,836)
79,283
-

(Continued)

28

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

(i) Property, plant and equipment

The cost, depreciation, and impairment loss of the property, plant and equipment of the Group for the six months ended June 30, 2017 and 2016, were as follows:

Cost or deemed cost:
Balance on January 1, 2017
Additions
Disposals
Acquisition from business
combination
Reclassifications
Effect of movements in exchange
rates
Balance on June 30, 2017
Balance on January 1, 2016
Additions
Disposals
Acquisition from business
combination
Reclassifications
Effect of movements in exchange
rates
Balance on June 30, 2016
Depreciation and impairments
loss:
Balance on January 1, 2017
Depreciation
Disposals
Reclassifications
Effect of movements in exchange
rates
Balance on June 30, 2017
Balance on January 1, 2016
Depreciation
Disposals
Reclassifications
Effect of movements in exchange
rates
Balance on June 30, 2016
Land Buildings,
leasehold
improvement,
and
additional
equipment
Machinery
and
equipment
5,672,304
214,527
(127,254)
-
213,185
(194,823)
5,777,939
6,578,407
194,230
(381,802)
340,425
(728,549)
(272,048)
5,730,663
3,632,382
508,068
(113,301)
(931)
(124,588)
3,901,630
3,718,475
573,366
(340,359)
(313,558)
(28,039)
(170,899)
3,438,986
Office and
other
equipment
Construction
in progress
and testing
equipment
347,678
246,329
-
59
(317,482)
(11,058)
265,526
503,242
607,520
-
(602,063)
(128,330)
(18,220)
362,149
-
-
-
-
-
-
-
-
-
-
-
-
-
Government
grants
Total
(16,286)
10,451,612
-
523,219
-
(176,372)
-
38,939
-
(27,641)
561
(341,262)
(15,725)
10,468,495
(12,731)
12,179,667
-
857,264
-
(457,297)
-
148,545
-
(1,702,887)
558
(480,751)
(12,173)
10,544,541
(13,237)
5,734,190
(2,238)
645,731
-
(162,237)
-
(991)
441
(191,803)
(15,034)
6,024,890
(9,579)
5,895,644
(1,452)
733,868
-
(410,414)
-
(531,806)
-
11,932
463
(262,171)
(10,568)
5,437,053
510,457
24,153
(7,335)
12,883
4,361
(16,437)
528,082
680,211
23,999
(19,967)
(17,002)
(159,034)
(24,968)
483,239
383,934
26,629
(7,325)
(60)
(13,091)
390,087
449,371
41,087
(16,857)
(103,094)
(12,105)
(19,169)
339,233

(Continued)

29

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

Carrying amounts:
Balance on January 1, 2017
Balance on June 30, 2017
Balance on January 1, 2016
Balance on June 30, 2016
Land Buildings,
leasehold
improvement,
and
additional
equipment
Buildings,
leasehold
improvement,
and
additional
equipment
7
5
8
2
Machinery
and
equipment
2,039,922
1,876,309
2,859,932
2,291,677
Office and
other
equipment
Construction
in progress
and testing
equipment
347,678
265,526
503,242
362,149
Government
grants
Total
(3,049)
4,717,422
(691)
4,443,605
(3,152)
6,284,023
(1,605)
5,107,488
$
134,701
$
134,701
$
284,973
$
134,699
2,071,64 126,523
137,995
230,840
144,006
2,029,76
2,408,18
2,176,56
  • (i) The unamortized deferred revenue of equipment subsidy amounted to $1,147,177, $1,310,945 and $1,445,919 as of June 30, 2017, and December 31 and June 30, 2016, respectively.

  • (ii) The Group did not provide any of the aforementioned property, plant and equipment as collateral.

  • (j) Investment property

Carrying amounts:
Balance at January 1, 2017
Balance at June 30, 2017
Balance at January 1, 2016
Balance at June 30, 2016
Land
$
16,249
$
16,249
$
128,071
$
16,249
Buildings and
other
equipment
Total
19,428
35,677
19,196
35,445
130,638
258,709
19,659
35,908
  • (i) The Group reclassified $220,053 as property, plant and equipment from investment property due to the change of the use of such property in the first quarter of 2016.

  • (ii) Except for the above paragraph, there was no significant additions, disposals, or recognition and reversal of impairment losses of the investment property for the six months ended June 30, 2017 and 2016. Please refer to note 6(j) of the consolidated financial statements for the year ended December 31, 2016 for further information.

  • (iii) The fair value of the investment property has no significant change from note 6(j) of the consolidated financial statements for the year ended December 31, 2016.

  • (iv) The Group did not provide any of the aforementioned investment property as collateral.

(Continued)

30

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

(k) Intangible assets

The carrying amounts of the intangible assets of the Group as of June 30, 2017 and 2016, were as follows:

follows:
Carrying amounts:
Balance at January 1, 2017
Balance at June 30, 2017
Balance at January 1, 2016
Balance at June 30, 2016
Goodwill
$
1,850,383
$
1,988,490
$
2,191,382
$
1,850,383
Customer
Relationships
504,899
468,959
676,241
540,840
Technology Trademarks,
Patents and
Copyrights
Total
23,864
2,673,670
21,468
2,752,476
30,614
3,322,191
26,266
2,732,978
294,524
273,559
423,954
315,489
  • (i) For the intangible assets identified from the acquisition of TYM Acoustic Europe on June 1, 2017, please refer to note 6(g).

  • (ii) Intangible assets were transferred out due to the resolution to dispose parts of shares of Global TEK approved by the board of directors’ meeting held on June 21, 2016. Please refer to note 6(f) for further detail.

  • (iii) Except for above paragraph, there was no significant change on intangible assets for the six months ended June 30, 2017 and 2016. Please refer to note 6(k) of the consolidated financial statements for the year ended December 31, 2016.

  • (iv) The Group did not provide any of the aforementioned intangible assets as collateral.

  • (l) Short-term borrowings

The details were as follows:

The details were as follows:
Short-term borrowings

Unused credit lines

Annual interest rates
June 30,
2017
D
$
547,848
$ 14,315,809
1.09%~1.93%
ecember 31,
2016
June 30,
2016
-
1,808,016
13,301,651
9,507,328
0.93%~1.27%
0.96%~1.19%

(Continued)

31

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

(m) Long-term borrowings

June 30, 2017

June
Unsecured bank loans
Less: current portion
Total
Unused credit lines
Unsecured bank loans
Less: current portion
Total
Unused credit lines
Unsecured bank loans
Less: current portion
Total
Unused credit lines
Currency Annual interest
rate
TWD
Currency Annual interest
rate
TWD 0.95~1.56%
June
Currency Annual interest
rate
TWD 0.95%~1.56%
  • (i) Pursuant to the loan agreements with The Export-Import Bank of the ROC and CTBC Bank, the Company has to maintain the following financial ratios calculated based on the Company’s semi-annual audited (reviewed) consolidated financial statements. As of June 30, 2017, the Company had not violated the financial covenants. The financial covenants include (1) a current ratio of not less than 100%; (2) a financial debt ratio of not greater than 75%; (3) an interest coverage ratio of not less than 400%; and (4) shareholders’ equity of not less than $4,000,000. If the Company violates the financial covenants, the banks have the right to charge a default penalty or to require the Company to improve its financial ratios.

  • (ii) Please refer to note 9 for the details of the outstanding guarantee notes.

(Continued)

32

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

(n) Operating lease

(i) Lessee

Non-cancellable operating lease rentals are payable as follows:

Less than one year
Between one and five years
More than five years
June 30,
2017
December 31,
2016
June 30,
2016
234,469
228,438
327,873
380,114
12,989
-
575,331
608,552
$ 256,140
451,784
467,602
$
1,175,526

The Group leases a number of offices and warehouses and pieces of equipment under operating leases. The lease terms are between 1 and 20 years.

(o) Employee benefits from continuing operations

(i) Defined benefit plans

There was no material volatility of the market, no material reimbursement and settlement or other material one-time events since prior fiscal year. As a result, the pension cost in the accompanying interim consolidated financial statements was measured and disclosed according to the actuarial report as of December 31, 2016 and 2015.

(ii) Defined contribution plans

The Company contribute the pension cost on the defined contribution plans to the labor pension personal account at the Bureau of Labor Insurance. Subsidiaries other than the Company set up their defined contribution plans in accordance with the regulations of their respective countries.

(iii) The Group recognized its pension costs from continuing operations and recorded them as operating expenses and operating cost in the statement of comprehensive income.

Defined benefit plans
Defined contribution plans
Total
For the three months
ended June 30
2017
2016
$ 501
619
79,960
90,269
$
80,461
90,888
For the six months
ended June 30
2017
$ 501
79,960
$
80,461
2017
2016
1,002
1,238
163,666
182,956
164,668
184,194

(Continued)

33

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

  • (p) Income taxes from continuing operations

  • (i) Income tax expense for the period is best estimated by multiplying the profit before tax of the reporting period by the effective annual tax rate as forecasted by the management.

  • (ii) The details of the Group’s income tax expenses from continuing operations were as follows:

Income tax expense For the three months
ended June 30
2017
2016
$
183,334
167,065
For the six months
ended June 30
2017
$
183,334
2017
2016
321,069
368,078
  • (iii) There were no income tax recognized in equity or other comprehensive income.

  • (iv) The Company’s income tax returns have been examined by the tax authority through the years up to 2013. However, the Company disagreed with the examination of the income tax return for 2008 and requested an administrative remedy. The tax effect of the administrative remedy has been recognized by the Company.

  • (v) Information related to the unappropriated earnings and tax deduction ratio is summarized below:

Unappropriated earnings of 1998 and after

Balance of imputation credit account

Creditable ratio for earnings distribution to ROC
residents
June 30,
2017
December 31,
2016
June 30,
2016
$
4,354,337
4,779,419
3,694,312
$
693,155
508,028
541,139
2016 (actual)
2015 (actual)
14.50
%
13.69
%

The above stated information was prepared in accordance with information letter No. 10204562810 issued by the Ministry of Finance of the ROC, on October 17, 2013.

(q) Capital and other equity

Except for the following disclosure, there was no significant change for capital and other equity for the six months ended June 30, 2017 and 2016. For the related information, please refer to note 6(q) of the consolidated financial statements for the year ended December 31, 2016.

(i) Ordinary shares

As of June 30, 2017 and December 31 and June 30, 2016, the nominal ordinary shares amounted to $5,000,000. Par value of each share is $10 (dollars), which means in total there were 500,000 thousand authorized common shares, of which 444,779, 442,134 and 441,903 thousand shares, respectively, were issued. All issued shares were paid up upon issuance.

(Continued)

34

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

Reconciliation of shares outstanding was as follows:

Balance on January 1
Exercise of employee stock options
Issuance of restricted stock
Retirement of restricted stock
Balance on June 30
Ordinary shares
(in thousands of shares)
For the six months
ended June 30
2017
2016
442,134
441,188
195
945
2,450
-
-
(230)
444,779
441,903

(ii) Capital surplus

The balances of capital surplus were as follows:

Additional paid-in capital
Employee stock options
Restricted employee stock options
June 30,
2017
December 31,
2016
June 30,
2016
508,583
478,455
229,175
231,089
53,708
76,543
791,466
786,087
$ 522,947
228,826
128,318
$
880,091
  • (iii) Retained earnings

According to the articles of the Company, when allocating the earnings for each year, the Company shall first offset its losses in previous year and set aside a legal capital reserve at 10% of the earing left over, until the accumulated legal capital reserve has equaled the total capital of the Company; then set aside a special capital reserve in accordance with relevant laws, the balance of the earnings shall combined into an aggregate amount of undistributed earnings, which shall become the aggregate distributable earnings to be distributed by the directors’ distribution proposals according to the resolution adopted at the shareholders’ meeting.

The Company is at the growth stage and considers its future cash demand, long-term financial plans, benefits to shareholders, and balanced dividends. Earnings distribution is made by stock dividend and cash dividend. The cash dividend shall not be less than 10 percent of the total dividends and could be adjusted depending on the Company’s operating condition.

1) Legal reserve

In accordance with the Company Act, 10 percent of the net income after tax should be set aside as legal reserve, until it is equal to share capital. If the Company experiences profit for the year, the distribution of the statutory earnings reserve, either by new shares or by cash, shall be decided at the shareholders’ meeting, and the distribution amount is limited to the portion of legal reserve which exceeds 25 percent of the paid-in capital.

(Continued)

35

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

2) Special reserve

By choosing to apply exemptions granted under IFRS 1 “ First-time Adoption of International Financial Reporting Standards” during the Company’s first-time adoption of the International Financial Reporting Standards endorsed by the FSC, retained earnings increased by $97,300 by recognizing the cumulative translation adjustments (gains) on the adoption date as deemed cost. In accordance with Ruling No. 1010012865 issued by the FSC on April 6, 2012, the increase in retained earnings due to the first-time adoption of IFRSs shall be reclassified as special reserve, and when the relevant asset is used, disposed of, or reclassified, this special reserve, shall be reversed as distributable earnings proportionately. The carrying amount of special reserve amounted to $97,300 on June 30, 2017.

In accordance with the guidelines of the above Ruling, a portion of current-period earnings and undistributed prior-period earnings shall be reclassified as special earnings reserve during earnings distribution. The amount to be reclassified should be equal to the difference between the total net current-period reduction of special earnings reserve resulting from the first-time adoption of IFRSs and the carrying amount of other shareholders’ equity as stated above. Similarly, a portion of undistributed prior-period earnings shall be reclassified as special earnings reserve (which does not qualify for earnings distribution) to account for cumulative changes to other shareholders’ equity pertaining to prior periods due to the first-time adoption of IFRSs. Amounts of subsequent reversals pertaining to the net reduction of other shareholders’ equity shall qualify for additional distributions.

3) Earnings distribution

On May 25, 2017 and on June 20, 2016, the shareholders’ meeting resolved to distribute the 2016 and 2015 earnings, respectively. The distributions were NT$2.5 and 2.1 (dollars) per share, which amounted to $1,111,886 and $927,933, respectively.

(r) Share-based payment

Except for the following disclosure, there were no significant changes for share-based payment for the six months ended June 30, 2017 and 2016. Please refer to note 6(r) of the consolidated financial statements for the year ended December 31, 2016 for further information.

After the shareholders’ meeting on June 20, 2016, the Company decided to issue 3,000 thousand shares of restricted stock to those full-time employees who meet the Company’s requirements. The restricted stock has been registered with and approved by the Securities and Futures Bureau of the FSC. The board of directors’ meeting resolved to issue 2,450 thousand shares on January 23, 2017.

(Continued)

36

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

  • (i) Employee stock options and share-based payment

  • 1) As of June 30, 2017, outstanding employee stock options of the Company for equitysettled share-based payment were as follows:

Modification and grant
date
Exercise price
Granted units (thousand)
Service period (from the
grant date of the original
stock options)
Vesting period (from the
grant date of the original
stock options)
Plan 1 (note)
December 30, 2008/
November 12, 2009
11.42
30,828
5 years
(May 23, 2005~
November 11, 2014)
2 ~ 3 years
Plan 2 (note)
December 30, 2008/
November 12, 2009
11.42
7,224
6~8 years
(January 2,
2008~November11,
2017)
3 ~ 5 years
Plan 3 (note)
Issued in
November 2011
Issued in
October 2012
November 24, 2011
October 22, 2012
16.20
24.10
1,500
3,500
5 years
(November 24,
2011~November 23,
2016)
5 years
(October 22, 2012~
October 21, 2017)
2 ~ 3 years
2 ~ 3 years

Note: Stock options under Plan 1 included those granted by Primax in May 2005, June and December 2006, and February and March 2007; those granted by Primax Holdings in January, May and November 2008; and those granted by the Company in November 2009.

Stock options under Plan 2 included those granted by Primax Holdings in January and May 2008, and those granted by the Company in November 2009.

Stock options under Plan 3 included those granted by the Company in November 2011 and October 2012.

The Company applied the Black-Scholes Option pricing model to measure the fair value of employee stock options.

The related information on compensatory employee stock option plans was as follows:

Outstanding at January 1
Granted during the year
Forfeited during the year
Exercised during the year
Expired during the year
Outstanding at June 30
Exercisable at June 30
For the six months ended June 30
2017
2016
Weighted-
average
exercise
price
Stock
options
(in
thousands)
Weighted-
average
exercise
price
Stock
options
(in
thousands)
22.16
957
24.66
1,728
-
-
-
-
24.10
(15)
-
-
25.20
(75)
26.50
(239)
-
-
-
-
21.01
867
24.36
1,489
21.01
867
24.36
1,489
2017
Weighted-
average
exercise
price
Stock
options
(in
thousands)
22.16
957
-
-
24.10
(15)
25.20
(75)
-
-
21.01
867
21.01
867
Weighted-
average
exercise
price
22.16
-
24.10
25.20
-
21.01
21.01

(Continued)

37

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

As of June 30, 2017, and December 31 and June 30, 2016, the information on the employee stock option plans outstanding was as follows:

Employee stock option plan 1
Employee stock option plan 2
Employee stock option plan 3
-Issued in November 2011
Employee stock option plan 3
-Issued in October 2012
Outstanding at end of year
June 30,
2017
December 31,
2016
June 30,
2016
-
-
211
211
-
-
746
1,278
957
1,489
-
211
-
656
867
  • 2) As of June 30, 2017, the outstanding employee stock options of TWEL for equity-settled share-based payment were as follows:
Grant date
Exercise price
Granted units (thousand)
Service period
Vesting period
November 2014
July 2015
November 18, 2014
July 1, 2015
$15.74
$18.82
700
2,750
5 years
5 years
3 ~4 years
3 ~5 years

TWEL applied the Black-Scholes option pricing model to measure the fair value of employee stock options.

The related information on compensatory employee stock option plans of TWEL was as follows:

Outstanding at January 1
Granted during the year
Forfeited during the year
Exercised during the year
Expired during the year
Outstanding at June 30
Exercisable at June 30
For the six months ended June 30
2017
2016
Weighted-
average
exercise price
Stock options
(in thousands)
Weighted-
average
exercise price
Stock options
(in thousands)
18.27
3,308
18.20
3,450
-
-
-
-
-
-
-
-
-
-
-
-
-
-
15.74
(107)
18.27
3,308
18.27
3,343
-
-
-
-
2017
Weighted-
average
exercise price
Stock options
(in thousands)
18.27
3,308
-
-
-
-
-
-
-
-
18.27
3,308
-
-
Weighted-
average
exercise price
18.27
-
-
-
-
18.27
-

(Continued)

38

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

(ii) Restricted stock

1) As of June 30, 2017, the outstanding restricted stock of the Company was as follows:

Grant date
Fair value on grant date
(per share)
Exercise price
Granted units (thousand
shares)
Vesting period
Plan 1 (note 1)
October 1,
2013
November 20,
2013
February 10,
2014
July 17,
2014
22.80
25.15
27.30
52.00
Free grants
Free grants
Free grants
Free grants
1,450
186
135
220
1~3 years
(notes 2 and 3)
1~2 years
(notes 3 and 4)
1~2 years
(notes 3 and 4)
1~2 years
(note 3)
Plan 2 (note 1)
Plan 3 (note 1)
February 24,
2015
August 18,
2015
February 13,
2017
43.70
38.40
45.80
Free grants
Free grants
Free grants
1,225
1,775
2,450
1~3years
(note 2 and 3)
1~3 years
(note 2)
1~3 years
(note 2)
  • Note 1: Plan 1 –After the shareholders’ meeting on June 25, 2013, the Company decided to issue shares of restricted stock to those full-time employees who meet the Company’s requirements. The restricted stock has been registered with and approved by the Securities and Futures Bureau of the FSC. The board of directors’ meeting resolved to issue 1,450 thousand shares, 186 thousand shares, 135 thousand shares, and 220 thousand shares on August 13 and November 12, 2013, and January 22 and June 27, 2014, respectively.

  • Plan 2 –After the shareholders’ meeting on June 24, 2014, the Company decided to issue shares of restricted stock to those full-time employees who meet the Company’s requirements. The restricted stock has been registered with and approved by the Securities and Futures Bureau of the FSC. The board of directors’ meeting resolved to issue 1,225 thousand shares and 1,775 thousand shares on January 28 and August 13, 2015, respectively.

  • Plan 3 –After the shareholders’ meeting on June 20, 2016, the Company decided to issue shares of restricted stock to those full-time employees who meet the Company’s requirements. The restricted stock has been registered with and approved by the Securities and Futures Bureau of the FSC. The board of directors’ meeting resolved to issue 2,450 thousand shares on January 23 2017.

  • Note 2: If the employees continue to provide service to the Company and meet the prior year’s performance indicator, 30% of the restricted stock shall be vested in year 1 after the grant date, and the remaining 30% and 40% shall be vested in year 2 and year 3, respectively, after the grant date.

(Continued)

39

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

  • Note 3: If the employees continue to provide service to the Company and meet the prior year’s performance indicator, 50% of the restricted stock shall be vested in year 1 after the grant date, and the remaining 50% shall be vested in year 2 after the grant date.

  • Note 4: If the employees continue to provide service to the Company and meet the prior year’s performance indicator, the restricted stock shall be vested in year 1 after the grant date.

The related information on restricted stock of the Company was as follows:

(Thousand shares)
Outstanding at January 1
Granted during the year
Forfeited during the year
Vesting during the year
Expired during the year
Outstanding at June 30
For the six months
ended June 30
2017
2016
1,771
3,270
2,450
-
-
-
(289)
(389)
(82)
(170)
3,850
2,711

(iii) Expenses and liabilities attributable to share-based payment were as follows:

For the three months For the three months For the three months For the six months
ended June 30 ended June 30
2017 2016 2017 2016
Expenses attributable to employee stock $ 936 863 1,873 1,727
options
Restricted stock 19,482 10,411 31,664 27,193
Total $ 20,418 11,274 33,537 28,920
June 30, December 31, June 30,
2017 2016 2016
Salary payable:
Current $ 1,938 1,938 1,938

(Continued)

40

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

(s) Earnings per share

The calculation of basic earnings and diluted earnings per shares was as follows:

  • (i) Basic earnings per share
Profit attributable to owners of parent
Continuing operations
Discontinued operations
Total
Weighted-average number of ordinary
shares
(thousand shares)
Basic earnings per share (NT dollars)
Continuing operations
Discontinued operations
Total
For the three months
ended June 30
2017
2016
$ 461,775
431,817
-
15,091
$
461,775
446,908
440,830
438,992
$ 1.05
0.98
-
0.04
$
1.05
1.02
For the six months
ended June 30
2017
$ 461,775
-
$
461,775
440,830
$ 1.05
-
$
1.05
2017
2016
880,211
818,861
-
28,762
880,211
847,623
440,665
438,595
2.00
1.87
-
0.06
2.00
1.93

(ii) Diluted earnings per share

Profit attributable to owners of parent
Continuing operations
Discontinued operations
Total
Weighted-average number of ordinary
shares (diluted) (thousand shares)
Diluted earnings per share
Continuing operations
Discontinued operations
Total
For the three months
ended June 30
2017
2016
$ 461,775
431,817
-
15,091
$
461,775
446,908
443,485
441,644
$ 1.04
0.98
-
0.03
$
1.04
1.01
For the six months
ended June 30
2017
$ 461,775
-
$
461,775
443,485
$ 1.04
-
$
1.04
2017
2016
880,211
818,861
-
28,762
880,211
847,623
443,976
442,804
1.98
1.85
-
0.06
1.98
1.91

(Continued)

41

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

Weighted-average number of ordinary
shares at June 30 (basic)
Effect of employee stock options
Effect of employee stock bonuses
Effect of restricted stock
Weighted-average number of ordinary
shares at June 30 (diluted)
For the three months
ended June 30
2017
2016
440,830
438,992
552
603
262
535
1,841
1,514
443,485
441,644
For the six months
ended June 30
2017
440,830
552
262
1,841
443,485
2017
2016
440,665
438,595
544
719
1,045
1,976
1,722
1,514
443,976
442,804

(t) Operating revenue

The operating revenue was as follows:

Goods sold
Services rendered
Continuing operations
Discontinued operations
Total
For the three months
ended June 30
2017
2016
$ 13,487,642
14,522,664
347,546
377,802
13,835,188
14,900,466
-
657,393
$
13,835,188
15,557,859
For the six months
ended June 30
2017
$ 13,487,642
347,546
13,835,188
-
$
13,835,188
2017
2016
26,077,177
27,453,034
639,195
852,547
26,716,372
28,305,581
-
1,264,841
26,716,372
29,570,422

Please refer to note 12(b) for profit and loss, and cash flows from discontinued operations.

  • (u) Employee and directors’ and supervisors’ remuneration

In accordance with the Articles of incorporation, the Company should contribute 2 to 10 percent of the profit as employee remuneration and less than 2 percent as directors’ remuneration when there is profit for the year. However, if the Company has accumulated deficits, the profit should be reserved to offset the deficit. The recipients of shares and cash may include the employees of the Company’s affiliated companies who meet certain conditions.

Details of remuneration to employees and directors were as follows:

Employee remuneration
Directors’ remuneration
For the three months
ended June 30
2017
2016
$ 16,337
22,506
8,168
9,002
$
24,505
31,508
For the six months
ended June 30
2017
$ 16,337
8,168
$
24,505
2017
2016
33,552
41,395
16,779
16,558
50,331
57,953

(Continued)

42

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

The estimated amounts mentioned above are calculated based on the net profit before tax, excluding the remuneration to employees, directors and supervisors of each period, multiplied by the percentage of remuneration to employees, directors and supervisors as specified in the Company’s articles. These remunerations were expensed under operating costs or operating expenses during each period. The differences between the amounts distributed and those accrued in the financial statements, if any, are accounted for as changes in accounting estimates and recognized as profit or loss in the distribution year.

The differences between the amounts approved in the directors’ meeting and those recognized in the financial statements for the distributions of earnings for 2016 and 2015 were as follows:

Employee remuneration
Stock
Cash
Directors’ remuneration
Employee remuneration
Stock
Cash
Directors’ remuneration
2016
Actual
earnings
Distributed
Accrued in
the financial
statement
Difference
$ -
-
-
74,000
74,000
-
36,800
36,803
3
2015
Actual
earnings
Distributed
Accrued in
the financial
statement
Difference
$ -
-
-
78,500
78,269
(231)
32,000
31,907
(93)

The differences were accounted for as changes in accounting estimates and recognized as profit or loss in the year 2017 and 2016. Information about the remuneration to employee and directors approved in the board of directors’ meetings can be accessed in the Market Observation Post System website.

(v) Other income

The other income from continuing operations was as follows:

Interest revenue of cash in banks
Rent revenue
Other
For the three months
ended June 30
2017
2016
$ 28,485
30,644
2,319
1,368
311
2,441
$
31,115
34,453
For the six months
ended June 30
2017
$ 28,485
2,319
311
$
31,115
2017
2016
76,944
69,621
4,069
1,260
827
3,025
81,840
73,906

(Continued)

43

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

(w) Other gains and losses

The other gains and losses from continuing operations were as follows:

Gains on disposal of held-for-trading financial
assets
Gains on disposal of available-for-sale
financial assets
Net gains(losses) on disposal of property, plant
and equipment
Net gains(losses) on financial assets/liabilities
measured at fair value through profit or loss
Foreign currency exchange gains(loss), net
Other
For the three months
ended June 30
2017
2016
$ 9,239
345
-
140,969
(442)
882
(10,151)
(21,381)
22,567
39,735
41,568
21,037
$
62,781
181,587
For the six months
ended June 30
2017
2016
14,127
631
-
140,969
(1,757)
(577)
9,997
23,159
(3,233)
154,119
60,554
32,896
79,688
351,197
2017
$ 9,239
-
(442)
(10,151)
22,567
41,568
$
62,781

(x) Financial instruments

Except for the following paragraph, there was no significant change in the fair value of the Group’s financial instruments and degree of exposure to credit risk, liquidity risk and market risk arising from financial instruments. Please refer to note 6(y) of the consolidated financial statements for the year ended December 31, 2016 for further information.

(i) Credit risk

The aging analysis of notes, accounts, and other receivables (including related parties) that were past due but not impaired was as follows:

Past due 0-30 days
Past due 31-90 days
Past due 91-180 days
Past due 181-360 days
Past due over a year
June 30,
2017
December 31,
2016
June 30,
2016
763,565
537,210
213,509
33,563
17,593
69,844
13,247
5,410
-
-
1,007,914
646,027
$ 501,673
104,319
501
133,928
-
$
740,421

(Continued)

44

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

The Group assesses the uncollectible amount of notes, accounts, and other receivables (including related parties) based on the aging analysis, the collection history, the customers’ current financial status and the insurance status, and recognizes an allowance for doubtful debts accordingly. After the Group’ s assessment, there is no significant change in the customers’ credit quality and the collectability of related receivables, and relevant receivables are able to be collected through insurance.

The movements in the allowance for the six months ended June 30, 2017 and 2016 were as follows:

Balance on January 1, 2017
Reversal gains recognized
Amounts written off
Exchange differences on translation of
foreign currency
Balance on June 30, 2017
Balance on January 1, 2016
Impairment loss recognized
Amounts written off
Reclassification to assets held for sale
Exchange differences on translation of foreign
currency
Balance on June 30, 2016
Individually
assessed
impairment
$ -
-
-
-
$
-
Individually
assessed
impairment
$ -
-
-
-
-
$
-
Collectively
assessed
impairment
Total
99,936
99,936
(3,843)
(3,843)
-
-
(5,572)
(5,572)
90,521
90,521
Collectively
assessed
impairment
Total
29,247
29,247
32,545
32,545
(865)
(865)
(2,450)
(2,450)
(424)
(424)
58,053
58,053

(Continued)

45

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

(ii) Liquidity risk

The following table shows the contractual maturities of financial liabilities:

June 30, 2017
Non-derivative financial
liabilities:
Short-term borrowings
Notes and accounts payable
Other payables
Long-term borrowings
Guarantee deposits
Derivative financial liabilities:
Outflow
Inflow
December 31, 2016
Non-derivative financial
liabilities:
Notes and accounts payable
Other payables
Long-term borrowings
Guarantee deposits
Derivative financial liabilities:
Outflow
Inflow
June 30, 2016
Non-derivative financial
liabilities:
Short-term borrowings
Notes and accounts payable
Other payables
Long-term borrowings
Guarantee deposits
Derivative financial
liabilities:
Outflow
Inflow
Carrying
amount
$ 547,848
12,637,118
2,471,936
326,667
176,172
64,555
-
-
$
16,224,296
$ 16,892,918
2,713,494
601,111
143,237
150,430
-
-
$
20,501,190
$ 1,808,016
12,581,552
1,854,410
1,042,223
136,459
59,635
-
-
$
17,482,295
Contractual
cash flows
547,848
12,637,118
2,471,936
331,894
176,172
-
2,631,095
(2,565,486)
16,230,577
16,892,918
2,713,494
609,653
143,237
-
2,766,941
(2,615,359)
20,510,884
1,808,016
12,581,552
1,854,410
1,058,353
136,459
-
9,390,046
(9,442,051)
17,386,785
Within 6
months
547,848
12,637,118
2,471,936
110,102
-
-
2,631,095
(2,565,486)
15,832,613
16,892,918
2,713,494
277,546
-
-
2,766,941
(2,615,359)
20,035,540
1,808,016
12,581,552
1,854,410
114,436
-
-
9,390,046
(9,442,051)
16,306,409
6~12
months
-
-
-
108,721
-
-
-
-
108,721
-
-
110,096
-
-
-
-
110,096
-
-
-
611,052
-
-
-
-
611,052
1~2 years
-
-
-
57,051
-
-
-
-
57,051
-
-
137,431
-
-
-
-
137,431
-
-
-
219,171
-
-
-
-
219,171
2~5 years
Over 5
years
-
-
-
-
-
-
56,020
-
-
176,172
-
-
-
-
-
-
56,020
176,172
-
-
-
-
84,580
-
-
143,237
-
-
-
-
-
-
84,580
143,237
-
-
-
-
-
-
113,694
-
-
136,459
-
-
-
-
-
-
113,694
136,459

The Group does not expect that the cash flows included in the maturity analysis to occur significantly earlier or at significantly different amounts.

(Continued)

46

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

(iii) Currency risk

1) Exposure to foreign currency risk

The Group’s significant exposure to foreign currency risk was as follows:

F inancial assets
Monetary items
USD:CNY
USD:HKD
USD:TWD
inancial liabilities
Monetary items
USD:CNY
USD:HKD
USD:TWD
J une 30, 2017 TWD
9,371,713
3,096,434
9,729,567
9,259,195
3,129,493
9,205,703
De cember 31, 201 6
TWD
12,447,718
3,272,316
13,822,384
11,837,839
3,052,044
12,200,623
June 30, 2016
Foreign
currency
$ 307,915
101,736
319,673
304,219
102,822
302,461
Exchange
rate
6.7744
7.8055
30.4360
6.7744
7.8055
30.4360
Foreign
currency
385,629
101,376
428,216
366,735
94,552
377,974
Exchange
rate
6.937
7.755
32.279
6.937
7.755
32.279
Foreign
currency
302,528
168,861
320,877
302,448
168,767
259,847
Exchange
rate
TWD
6.6312
9,767,419
7.7588
5,451,842
32.286
10,359,832
6.6312
9,764,829
7.7588
5,448,804
32.286
8,389,412




F



The Group’s exposure to foreign currency risk arises from the translation of the foreign currency exchange gains and losses on cash and cash equivalents, notes and accounts receivable, other receivables, loans and borrowings, notes and accounts payable, and other payables that are denominated in foreign currency. A weakening (strengthening) of 5% of the TWD, CNY and HKD against the USD as of June 30, 2017 and 2016, would have increased or decreased the net profit before tax by $30,166 and $98,802, respectively. The analysis is performed on the same basis for both periods.

As the Group deals in diverse foreign currencies, gains or losses on foreign exchange were summarized as a single amount. For the three months ended June 30, 2017 and 2016, the foreign exchange gains (losses), including both realized and unrealized, amounted to $22,567 and $39,735, respectively. For the six months ended June 30, 2017 and 2016, the foreign exchange gains (losses), including both realized and unrealized, amounted to $(3,233) and $154,119, respectively.

2) Interest rate analysis

Please refer to the notes on liquidity risk management and interest rate exposure of the Group’s financial assets and liabilities.

The following sensitivity analysis is based on the exposure to the interest rate risk of non-derivative financial instruments on the reporting date. Regarding assets with variable interest rates, the analysis is based on the assumption that the amount of assets outstanding at the reporting date was outstanding throughout the year. The rate of change is expressed as the interest rate increases or decreases by 0.25% when reporting to management internally, which also represents the Group management’s assessment of the reasonably possible interest rate change.

(Continued)

47

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

If the interest rate had increased or decreased by 0.25%, the net profit before tax would have increased or decreased by $918 and $1,597 for the six months ended June 30, 2017 and 2016, respectively, mainly as a result of bank savings and borrowings with variable interest rates.

  • 3) Other price risk:

For the six months ended June 30, 2017 and 2016, the sensitivity analyses for the changes in the securities price at the reporting date were performed using the same basis for the other comprehensive income before tax as illustrated below:

Prices of securities at the reporting date For the six months ended June 30
2017
2016
Other
comprehensive
income before tax
Other
comprehensive
income before tax
$ 59,140
51,992
$ (59,140)
(51,992)
Increasing 10%
Decreasing 10%
  • (iv) Fair value

  • 1) Kinds of financial instruments and fair value

The carrying amount and fair value of the Group’ s financial assets and liabilities, including the information on fair value hierarchy were as follows; however, for financial instruments not measured at fair value whose carrying amount is reasonably close to the fair value, and for equity investments that has no quoted prices in the active markets and whose fair value cannot be reliably measured, disclosure of fair value information is not required :

Financial assets at fair value
through profit or loss – current
Available-for-sale financial assets –
non-current
Loans and receivables
Cash and cash equivalents
Notes and accounts receivable
(including related parties)
Other receivables
Refundable deposits
Total
June 30, 2017 June 30, 2017 June 30, 2017
Carrying
amounts
$
74,554
$
1,000,913
$ 5,659,292
11,419,292
308,282
49,719
$
17,436,585
Fair Value
Level 1
-
591,404
Level 2
-
-
Level 3
Total
74,554
74,554
409,509
1,000,913

(Continued)

48

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

Financial liabilities at fair value
through profit or loss – current
Financial liabilities carried at
amortized cost
Borrowings
Notes and accounts payable
Other payables
Guarantee deposits
Total
June 30, 2017 June 30, 2017 June 30, 2017
Carrying
amounts
$
64,555
$ 874,515
12,637,118
2,471,936
176,172
$
16,159,741
Fair Value
Level 1
-
Level 2
-
Level 3
Total
64,555
64,555
Financial assets at fair value
through profit or loss – current
Available-for-sale financial assets –
non-current
Loans and receivables
Cash and cash equivalents
Notes and accounts receivable
(including related parties)
Other receivables
Refundable deposits
Total
Financial liabilities at fair value
through profit or loss – current
Financial liabilities carried at
amortized cost:
Borrowings
Notes and accounts payable
Other payables
Guarantee deposits
Total
December 31, 2016 December 31, 2016 December 31, 2016
Carrying
amounts
$
141,317
$
887,801
$ 6,359,916
13,706,714
495,392
44,429
$
20,606,451
$
150,430
$ 601,111
16,892,918
2,713,494
143,237
$
20,350,760
Fair Value
Level 1
-
586,404
-
Level 2
-
-
-
Level 3
Total
141,317
141,317
301,397
887,801
150,430
150,430

(Continued)

49

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

Financial assets at fair value
through profit or loss – current
Available-for-sale financial assets –
non-current
Loans and receivables
Cash and cash equivalents
Notes and accounts receivable
(including related parties)
Other receivables
Refundable deposits
Total
Financial liabilities at fair value
through profit or
loss – current
Financial liabilities carried at
amortized cost
Borrowings
Notes and accounts payable
Other payables
Guarantee deposits
Total
June 30, 2016 June 30, 2016 June 30, 2016
Carrying
amounts
$
272,933
$
545,819
$ 5,511,310
11,545,938
266,058
43,539
$
17,366,845
$
59,635
$ 2,850,239
12,581,552
1,854,410
136,459
$
17,422,660
Fair Value
Level 1
190,169
519,919
-
Level 2
-
-
-
Level 3
Total
82,764
272,933
25,900
545,819
59,635
59,635

2) Valuation techniques for financial instruments measured at fair value

If a financial instrument has a quoted price in an active market, the quoted price is used as fair value. The quoted price of a financial instrument obtained from major exchanges and over-the counter markets are the basis used to determine the fair value of a listed company’s stock and the quoted prices in an active market.

A financial instrument is regarded as being quoted in an active market if quoted prices are readily and regularly available from an exchange, dealer, broker, industry group, pricing service or regulatory agency and those prices represent actual and regularly occurring market transactions on an arm’s-length basis. If these conditions can not be reached, then the market is non-active. In general, a market with low trading volume or high bid-ask spreads is an indication of a non-active market.

(Continued)

50

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

The Group uses the following methods in determining the fair value of its financial instruments without a quoted price in an active market:

  • a) The fair value of derivative instruments is based on quoted prices. When quoted prices are unavailable, the fair value is estimated on the basis of the contract’s spot exchange rate and swap point.

  • b) Available-for-sale financial assets – non-current are investments in domestic or foreign non-listed stock. If the price of capital increase by cash is reliable, the fair value will be estimated on the issuance price of ordinary shares, while others will be based on market approach of comparable business. For stocks in the emerging market, the estimated fair value is adjusted for the lack of liquidity. When prices listed in the emerging market are unavailable, the fair value is estimated on the basis of unadjusted prior trade prices.

  • 3) The is no transferring of fair value hierarchy for the six months ended June 30, 2017 and 2016.

  • 4) Changes in Level 3

For the six months ended June 30

Fair value
through
profit or loss
Balance on January 1
$ (9,113)
Recognized in profit or loss
9,999
Recognized in other
comprehensive income
-
Acquisition / disposal
9,113
Balance on June 30
$
9,999
2017 Total
292,284
9,999
87,067
30,158
419,508
2016
Available
for sale
Total
32,830
60,473
-
23,129
(3,396)
(3,396)
(3,534)
(31,177)
25,900
49,029
Fair value
through
profit or loss
Available
for sale
Fair value
through
profit or loss
301,397
-
87,067
21,045
409,509
  • 5) Quantified information on significant unobservable inputs (Level 3) used in fair value measurement

The Group’s financial instruments that use Level 3 inputs to measure fair value include “financial assets and liabilities at fair value through profit or loss”, “derivative financial instruments” and “available-for-sale financial assets – equity investments”. Quantified information of significant unobservable inputs was as follows:

(Continued)

51

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

Inter-relationships between significant Valuation Significant unobservable inputs and Item technique unobservable inputs fair value measurement Available-for-sale Guideline Public Lack-of-Marketability The Higher the Lack-offinancial assets – Company method Discount (90% on Marketability Discount equity securities June 30, 2017) is, the lower the fair listed on emerging value will be stock market Available-for-sale (note 1) (note 1) (note 1) financial assets – equity securities not listed on emerging stock market Financial assets and (note 2) (note 2) (note 2) liabilities at fair value through profit or loss

  • note 1: The fair value is based on unadjusted prior trade prices, therefore there is no need to show the sensitivity analysis of unobservable inputs.

  • note 2: The fair value is based on the quotation of a third party, therefore there is no need to show the sensitivity analysis of unobservable inputs.

  • 6) Sensitivity analysis for fair values of financial instrument using Level 3 Inputs

The Group’s fair value measurement on financial instruments is reasonable. However, the measurement would be different if different valuation models or valuation parameters are used. For financial instruments using level 3 inputs, if the valuation parameters changed, the impact on net income or loss and other comprehensive income or loss are as follows:

June 30, 2017 Input
Discount of lock
Marketability
Variation Other comprehensive income
Advantageous
change
Disadvantageous
change
Available-for-sale financial assets –
equity securities listed on emerging
stock market
±10 $
38,356
38,356
  • (y) Financial risk management

The Group’s objectives and policies on financial risk management are consistent with note 6(z) of the consolidated financial statements for the year ended December 31, 2016.

(Continued)

52

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

(z) Capital management

Management believes that the objectives, policies and processes of capital management of the Group has been applied consistently with those described in the consolidated financial statements for the year ended December 31, 2016. Also, management believes that there were no significant changes in the Group’s capital management information as disclosed for the year ended December 31, 2016. Please refer to Note 6(aa) of the consolidated financial statements for the year ended December 31, 2016 for further details.

(7) Related-party transactions:

(a) Names and relationship of the related parties

The followings are entities that have had transactions with related party during the periods covered in the consolidated interim financial statements.

Name Relationship Specialty Technologies, LLC (Specialty) Real related party Key management personnel Key management personnel of the Group

  • (b) Other related-party transactions

  • (i) Sales

The amounts of sales by the Group to related parties and the outstanding balances were as follows:

Other related parties Sal es months
une 30
2016
88,085
Notes an d accounts receivable
For the thr
ended J
ee months
une 30
2016
45,480
For the six
ended J
June 30,

2017
73,953
December 31,
June 30,
2016
2016
102,841
59,165
2017 2017
116,538
$
63,327

There were no significant differences in the selling prices and trading terms between the related parties and other customers.

(Continued)

53

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

  • (c) Key management personnel transactions

Key management personnel compensation from continuing operations:

Short-term employee benefits
Post-employment benefits
Termination benefits
Other long-term benefits
Share-based payments
For the three months
ended June 30
2017
2016
$ 35,587
45,583
-
286
-
-
-
-
11,035
4,541
$
46,622
50,410
For the six months
ended June 30
2017
$ 35,587
-
-
-
11,035
$
46,622
2017
2016
84,648
84,253
-
572
-
-
-
-
22,069
9,087
106,717
93,912

Please refer to note 6(r) for information related to share-based payments.

(8) Pledged assets:

The carrying amounts of pledged assets were as follows:

Pledged assets
Other non-current assets –
restricted assets
Pledged to secure June 30,
2017
December 31,
2016
June 30,
2016
1,163
1,217
Loan collateral and guarantee
letters issued by bank
$
1,123

(9) Significant commitments and contingencies:

  • (a) The Group’s guarantee of purchasing materials and borrowings, please refer to note 13.

  • (b) The following are savings accounts provided by the Group to the bank in order for the bank to issue a guarantee letter to customs as guarantee deposits. Please refer to note 8.

Guarantee letters June 30,
2017
December 31,
2016
June 30,
2016
198,121
61,532
$
186,107
  • (c) Guarantee notes provided as part of agreements with banks to sell accounts receivables, to acquire long-term borrowings, and to purchase materials were as follows:
Sales of accounts receivable
Long-term borrowings
June 30,
2017
December 31,
2016
June 30,
2016
2,805,777
2,806,218
2,160,000
2,160,000
$
1,879,423
$
880,000

(Continued)

54

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

  • (d) The aggregate unpaid amounts of contracts pertaining to the purchase of equipment were as follows:
June 30,
2017
Property, plant and equipment
$
78,609
June 30,
2017
December 31,
2016
June 30,
2016
42,286
96,756

(e) The Group entered into lease agreements for its offices and warehouses. Please refer to note 6(n) for future rent payables.

(10) Losses due to major disasters:None

(11) Subsequent events:None

(12) Other:

(a) Employee benefit, depreciation, and amortization expenses are summarized by function from continuing operations are below:

By function
By item
For the three months ended
June 30, 2017
For the three months ended
June 30, 2017
For the three months ended
June 30, 2017
For the three months ended
June 30, 2016
For the three months ended
June 30, 2016
For the three months ended
June 30, 2016
Operating
cost
Operating
expenses
Total Operating
cost
Operating
expenses
Total
Employee benefits
Salaries
Labor and health insurance
Pension
Others
Depreciation
Amortization
781,435
24,246
53,796
13,345
297,318
4,275
648,343
28,887
26,665
34,150
25,649
43,583
1,429,778
53,133
80,461
47,495
322,967
47,858
966,467
24,761
66,266
11,750
319,246
4,712
561,251
23,412
24,622
38,076
28,749
40,555
1,527,718
48,173
90,888
49,826
347,995
45,267
By function
By item
For the six months ended
June 30, 2017
For the six months ended
June 30, 2016
Operating
cost
Operating
expenses
Total Operating
cost
Operating
expenses
Total
Employee benefits
Salaries
Labor and health insurance
Pension
Others
Depreciation
Amortization
1,461,879
48,134
109,722
27,756
594,029
8,774
1,206,129
63,920
54,946
69,961
51,702
86,733
2,668,008
112,054
164,668
97,717
645,731
95,507
1,767,978
53,669
134,509
25,735
635,417
9,998
1,079,207
55,833
49,685
69,832
58,599
80,196
2,847,185
109,502
184,194
95,567
694,016
90,194

(Continued)

55

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

(b) Discontinued operations

The Group resolved to dispose parts of the shares of Global TEK in the directors’ meeting held on June 21, 2016. Profit and loss, and cash flows from discontinued operations are summarized as follows:

Operating revenue
Operating cost
Gross profit
Operating expenses
Net operating income
Non-operating income (expenses)
Income before income taxes
Income tax expense
Net income from discontinued operations
Net income attributable to:
Stockholders of parent
Non-controlling interests
Cash flows from discontinued operations:
Cash flows from operating activities
Cash flows from investing activities
Cash flows from financing activities
Effect of foreign currency exchange translation
Net increase in cash and cash in equivalents
For the three
months ended
June 30, 2016
For the six
months ended
June 30, 2016
$ 657,393
1,264,841
(494,760)
(958,250)
162,633
306,591
(92,329)
(171,252)
70,304
135,339
1,019
(322)
71,323
135,017
(21,019)
(39,144)
$
50,304
95,873
15,091
28,762
35,213
67,111
$
50,304
95,873
198,018
210,335
(110,094)
(118,657)
2,195
(26,884)
(10,836)
(20,501)
$
79,283
44,293

(Continued)

56

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

(13) Other disclosures:

  • (a) Information on significant transactions:

The following is the information on significant transactions required by the Regulations for the Group:

(i) Loans to other parties:

No. Name of
lender
Name of
borrowe

r
Account
name
Highest
balance
of financing
to other
parties
during the
period
Ending
balance
Actual
usage
amount
during the
period
Range of
interest
rates during
the period
Purposes of
fund
financing
for the
borrower
Transaction
amount for
business
between two
parties
Reasons
for
short-term
financing
Allowance
for bad
debt
Coll ateral Individual
funding
loan limits
Maximum
limit of
fund
financing
Item Value
1
2
3
PKS1
Tymphany
Dongguan
TYM HK
The
Company
TYDC
TYM
Acoustic
HK
Other
accounts
receivable
Other
accounts
receivable
Other
accounts
receivable
781,263
38,341
639,156
736,656
-
639,156
736,656
-
639,156
-
2%
2%
Necessary to
loan to other
parties

-
-
-
Operating
capital

Investing
capital
-
-
-
-
-
-
857,911
89,824
1,783,656
857,911
89,824
1,783,656

Note 1: After approval by the Board of directors, PKS1, Tymphany Dongguan and TYM HK can lend the individual and total amount shall not exceed its net worth in the latest financial statements to parent company and subsidiaries whose voting shares are 100% owned, directly or indirectly.

Note 2: Related transactions have been eliminated during preparing the consolidated interim financial statements.

(ii) Guarantees and endorsements for other parties:

No. Name of
guarantor
Counter-party of
guarantee and
endorsement
Counter-party of
guarantee and
endorsement
Limitation on

amount of
guarantees
and
endorsements
for a specific
enterprise
Highest
balance for
guarantees
and
endorsements
during
the period
Balance of
guarantees
and
endorsements
as of
reporting
date
Actual
usage
amount
during the
period
Property
pledged for
guarantees
and
endorsements
(Amount)
Ratio of
accumulated
amounts of
guarantees
and
endorsemen
ts to net
worth of the
latest
financial
statements
Maximum
amount for
guarantees
and
endorsements
Parent
company
endorsements/
guarantees to
third parties
on behalf of
subsidiary
Subsidiary

endorsements/
guarantees
to third parties
on behalf of
parent
company
Endorsements/
guarantees to
third parties
on behalf of
companies in
Mainland
China
Name
Relationship
with the
Company
0
1
The
Company
PCH2
PCH2
T
s
P
P
PCQ1
T
p
c
PKS1
he
ubsidiary of
HK1 and
TH2
he same
arent
ompany
3,192,576
1,361,553
1,361,553
338,930
193,674
167,398
319,578
133,918
167,398
-
16,659
54,722
-
-
-
%
3.00
%
2.95
%
3.69
8,513,536
3,630,808
3,630,808
Y
-
-
-
-
-
Y
Y
Y

Note 1: The amount of the guarantee to a company shall not exceed 30% of the Company’s net worth in the latest financial statements. The total amount of the guarantee to total company shall not exceed 80% of the Company’s net worth in the latest financial statements.

  • Note 2: The amount of the guarantee to a company shall not exceed 30% of the PCH2’s net worth in the latest financial statements. The total amount of the guarantee to total company shall not exceed 80% of the PCH2’s net worth in the latest financial statements.

Note 3: The above counter-parties of guarantee and endorsement are subsidiaries included in the consolidated interim financial statements.

(Continued)

57

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

(iii) Information regarding securities held at the reporting date (subsidiaries, associates and joint ventures not included):

Name of
holder
Category and
name of
security
Relationship
with company
Account
title
Ending balance Ending balance Ending balance Note
Shares/Units
(thousands)
Carrying
value
Percentage
of ownership (%)
Fair value
The Company
Primax Tech.
Shares:
Green Rich
Technology Co., Ltd.
WK Technology Fund
IV LTD.
Changing Information
Technology Inc.
Formosoft
International Inc.
Syntronix Corp.
Ricavision
International Inc.
Nien Made Enterprise
Co., Ltd.
Global TEK
Grove Ventures, L.P.
Shares:
Echo. Bahn.
WK Global Investment
III Ltd.
-
-
-
-
-
-
-
-
-
-
-
Available-for-sale
financial asset-non-
current








Available-for-sale
financial asset-non-
current
359
512
179
53
6
917
1,764
5,510
-
400
630
4,000
3,820
2,802
246
749
-
591,404
370,500
16,740
990,261
-
10,652
10,652
3.59
0.38
1.62
0.76
0.02
2.04
0.60
9.18
5.74
11.90
1.32
4,000
3,820
2,802
246
749
-
591,404
370,500
16,740
-
10,652

(iv) Information regarding purchase or sale of securities for the period exceeding 300 million or 20% of the Company’s paid-in capital:

Name of
company
Category
and
name of
security
Account
name
Name of
counter-
party
Relationship
with the
company
Beginning Balance Beginning Balance Purchases Purchases Sa Sa les Ending Balance Ending Balance
Shares
(thousands)
Amount Shares
(thousands)
Amount Shares
(thousands)
Price Cost Gain (loss)
on disposal
Shares
(thousands)
Amount
TYM
Acoustic
HK
PCH2
PCH2
PCQ1
Shares:
TYM
Acoustic
Europe
Financial
instruments
of floating
income and
capital
guaranteed
Money
market fund
of RMB
Money
market fund
of RMB
Investment
accounted for
using equity
method
Held-for-
trading
financial
assets

Inital
offerings
Initial
offerings

Subsidiary
None

-
-
-
-
-
-
-
-
-
-
-
-
613,107
1,450,402
5,300,169
1,365,830
-
-
-
-
-
1,455,108
5,293,800
1,366,903
-
1,450,402
5,282,457
1,364,358
32,758
(note 1)
4,706
(note 2)
(6,369)
(note 2)
1,073
(note 2)
-
-
-
-
645,865
-
-
-

Note 1: The adjustment of valuation based on equity method. Also, the investment has been eliminated during preparing the consolidated interim financial statements. Note 2: Gains of disposal include valuation and exchange differences on translation.

(Continued)

58

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

  • (v) Information on acquisition of real estate with purchase amount exceeding 300 million or 20% of the Company’s paid-in capital: None

  • (vi) Information regarding receivables from disposal of real estate exceeding 300 million or 20% of the Company’s paid-in capital: None

  • (vii) Information regarding related-parties purchases and/or sales exceeding 100 million or 20% of the Company’s paid-in capital:

Name of
company
Related party Nature of
relationship
Transaction details Transaction details Transaction details Transactions wit
from
h terms different
others
Notes/Accounts receivable
(payable)
Notes/Accounts receivable
(payable)
Note
Purchase/
Sale
Amount Percentage of
total
purchases/sales
Payment
terms
Unit price Payment terms Ending
balance
Percentage of
total
notes/accounts
receivable
(payable)
The Company




PCH2
PKS1
PCQ1
Polaris
TYM HK



Premium Hui
Zhou
Tymphany
Dongguan
TYDC
TYM Acoustic
Europe
TYM Acoustic
HK
PCH2
PKS1
PCQ1
Polaris
TYM HK
The Company
The Company
The Company
The Company
Premium Hui
Zhou
The Company
Tymphany
Dongguan
TYDC
TYM HK
TYM HK
TYM HK
TYM Acoustic
HK
TYM Acoustic
Europe
The subsidiary of
Primax HK
The subsidiary of
Primax HK
The subsidiary of
Primax HK
The subsidiary of
Primax Tech
The subsidiary of
TWEL
The parent of
Primax Cayman
The parent of
Primax Cayman
The parent of
Primax Cayman
The parent of
Primax Tech
Subsidiary
The parent of
Diamond
Subsidiary
Subsidiary
Parent
Parent
Parent
Parent
Subsidiary
Purchase
Purchase
Purchase
(Sale)
(Sale)
(Sale)
(Sale)
(Sale)
Purchase
Purchase
Purchase
Purchase
Purchase
(Sale)
(Sale)
(Sale)
(Sale)
Purchase
12,693,982
502,072
2,533,963
(1,541,208)
(123,816)
(12,693,982)
(502,072)
(2,533,963)
1,541,208
1,721,486
123,816
2,723,486
379,736
(1,721,486)
(2,723,486)
(379,736)
(157,554)
157,554
%
80
%
3
%
16
%
(9)
%
(1)
%
(81)
%
(100)
%
(92)
%
100
%
31
%
2
%
49
%
7
%
(94)
%
(94)
%
(100)
%
(91)
%
100
60 days


90 days
60 days



90 days
60 days







Price agreed by
both side
















The same as
general purchasing


The same as
general selling




The same as
general purchasing




The same as
general selling



The same as
general purchasing
(5,145,167)
(342,989)
(1,033,094)
119,927
7,193
5,145,167
342,989
1,033,094
(119,927)
(848,968)
(7,193)
(917,590)
(99,761)
848,968
917,590
99,761
157,342
(157,342)
(73)%
(5)%
(15)%
2%
-%
73%
32%
90%
(100)%
(42)%
-%
(45)%
(5)%
98%
88%
100%
38%
(99)%

Note 1: Accounts receivables over payment terms has been classified as other payables-non-current.

Note 2: Related transactions have been eliminated during preparing the consolidated interim financial statements.

(Continued)

59

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

(viii) Information regarding receivables from related-parties exceeding 100 million or 20% of the Company’s paid-in capital:

Name of
company
Counter-party Nature of
relationship
Ending
balance
(note 2)
Turnover
rate
Overdue Overdue Amounts received
in subsequent
period (note 1)
Allowance
for bad debts
Amount Action taken
The
Company
PCH2
PKS1
PCQ1
Premium Hui
Zhou
Tymphany
Dongguan
TYM
Acoustic
Europe
Polaris
The Company
The Company
The Company
TYM HK
TYM HK
TYM Acoustic
HK
The Subsidiary of
Primax Tech
The Parent of Primax
Cayman
The Parent of Primax
Cayman
The Parent of Primax
Cayman
Parent
Parent
Subsidiary
119,927
5,145,167
1,079,645
1,033,094
848,968
917,590
157,342
17.82
4.19
2.67
3.43
3.75
5.16
4.01
-
-
736,656
-
-
-
-
Reclassify to Long-term
payable, and enhance the
control of receivables
119,927
2,139,468
89,174
658,731
438,292
423,956
103,234
-
-
-
-
-
-
-

Note 1: The above information ended Aug 10, 2017.

Note 2: Related transactions have been eliminated during preparing the consolidated interim financial statements.

  • (ix) Information regarding trading in derivative financial instruments: Please refer to note 6(b).

  • (x) Significant transactions and business relationship between the parent company and its subsidiaries:

No.
(Note 1)
Name of
company
Name of
counter-party
Nature of
relationship
(Note 2)
Intercompany transactions for the three months ended, 2017 Intercompany transactions for the three months ended, 2017 Intercompany transactions for the three months ended, 2017 Intercompany transactions for the three months ended, 2017
Account name Amount Trading terms Percentage of the
consolidated net
revenue or total assets
0







The Company







PCH2

PKS1

PCQ1

Polaris

TYM HK
The subsidiary of
Primax HK





The subsidiary of
Primax Tech

The subsidiary of
TWEL
Purchase
Accounts payable
Purchase
Accounts payable
purchase
Accounts payable
Sale
Accounts
receivable
Sale
12,693,982
5,145,167
502,072
342,989
2,533,963
1,033,094
1,541,208
119,927
123,816
Price agreed by
both side
60 days
Price agreed by
both side
60 days
Price agreed by
both side
60 days
Price agreed by
both side
90 days
Price agreed by
both side
47.51%
15.52%
1.88%
1.03%
9.48%
3.12%
5.77%
0.36%
0.46%

(Continued)

60

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

No.
(Note 1)
Name of
company
Name of
counter-party
Nature of
relationship
(Note 2)
Intercompany transactions for the three months ended, 2017 Intercompany transactions for the three months ended, 2017 Intercompany transactions for the three months ended, 2017 Intercompany transactions for the three months ended, 2017
Account name Amount Trading terms Percentage of the
consolidated net
revenue or total assets
1




2
TYM HK




TYM
Acoustic
Europe
Premium Hui
Zhou


Tymphany
Dongguan


TYDC

TYM Acoustic
HK

Subsidiary

Subsidiary

Subsidiary
Subsidiary
Purchase
Accounts payable
Purchase
Accounts payable
Purchase
Sale
Accounts
receivable
1,721,486
848,968
2,723,486
917,590
379,736
157,554
157,342
Price agreed by
both side
60 days
Price agreed by
both side
60 days
Price agreed by
both side
Price agreed by
both side
60 days
6.44%
2.56%
10.19%
2.77%
1.42%
0.59%
0.47%

Note 1: Disclosure of the amounts exceeding the lower of NT$100 million. Note 2: Related transactions have been eliminated during preparing the consolidated interim financial statements.

(b) Information on investments:

The following are the information on investees for the six months ended June 30, 2017 (excluding information on investees in Mainland China):

Name of
investor
Name of
investee
Location Main
businesses
and products
Original investment amount Original investment amount
Balance as of
June 30, 2017
Net income
(losses)
of investee
Share of
profits/losses
of investee
Note
June 30, 2017 December 31,
2016
Shares
(thousands)
Percentage
of ownership
Carrying
value
The
Company




Primax
Cayman
Primax Tech.
Destiny BVI.
Destiny Japan
Diamond
Gratus Tech.
Total
Cayman Islands

Cayman Islands

Virgin Island

Japan


Cayman Islands

USA

Holding company
Holding company
Holding company
Market development
and customer service
Holding company
Market development
and customer service
2,540,588
897,421
30,939
7,032
2,517,298
9,330
6,002,608
2,540,588
897,421
30,939
7,032
2,517,298
9,330
6,002,608
8,147,636
285,067
1,050
0.50
84,050
300
100.00
100.00
100.00
100.00
100.00
100.00
4,538,732
1,934,528
25,269
16,976
3,124,936
9,513
174,353
75,714
80
7
155,931
203
406,288
220,516
85,731
80
7
155,931
203
462,468
9,649,954
Primax
Cayman
Primax HK Hong Kong

Holding company and
customer service
2,375,164 2,375,164 602,817 100.00 4,593,972 177,864 177,864
Primax
Tech.
Polaris USA


Sale of multi-function
printers and computer
peripheral devices
52,680 52,680 1,600 100.00 377,365 5,525 5,525
Diamond TWEL Cayman Islands
Holding company 2,515,800 2,515,800 38,501 70.00 3,026,425 283,178 160,298
TWEL
TYM HK
TYP
Hong Kong




USA



Holding company and
sale of audio
accessories, amplifiers
and their components
Market development
and customer service of
amplifiers and their
components
76,280
(note 1)
15
(note 1)
76,280
(note 1)
15
(note 1)
144,395
0.50
100.00
100.00
1,755,300
6,746
264,795
2,149
264,795
2,149
TYM HK TYML USA


Sales of audio
accessories, amplifiers
and their components
6,628 6,628 200 100.00 (562) 243 9,763

(Continued)

61

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

==> picture [449 x 161] intentionally omitted <==

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

Original investment amount Balance as of
Main June 30, 2017 Net income Share of
Name of Name of businesses June 30, 2017 December 31, Shares Percentage Carrying (losses) profits/losses
investor investee Location and products 2016 (thousands) of ownership value of investee of investee Note
Premium TYM Hong Kong Research and 19,497 - 5,000 100.00 48,508 (2,198) (2,198)
Hui Zhou Acoustic HK development, design,
and sale of audio
accessories, ampliers
and their components
TYM TYM UK United Research and 3,960 - 100 100.00 4,113 142 142
Acoustic Kingdom development and design
HK of audio accessories,
ampliers and their
components
〃 TYM Czech Republic Manufacture, install and 613,107 - 187,800 100.00 645,865 1,559 1,559
Acoustic repair of aduio
Europe accessories and their
components
----- End of picture text -----

Note 1: The amount is the initial investment costs from the original shareholders prior to the acquisition of the Company through Diamond.

Note 2: Related transactions have been eliminated during preparing the consolidated interim financial statements.

(c) Information on investment in Mainland China:

(i) The names of investees in Mainland China, the main businesses and products, and other information:

information:
Name of
investee
Main
businesses
and
products
Total
amount
of paid-in
capital
Method
of
investment
Accumulated
outflow of
investment from
Taiwan as of
January 1, 2017
Investm ent flows Accumulated
outflow of
investment from
Taiwan as of
June 30, 2017
Net
income
(losses)
of the
investee
Percentage
of
ownership
Investment
income
(losses)
Book
value
Accumu-lated
remittance of
earnings in
current
period
Outflow Inflow
PCH2







Destiny
Bejing




PKS1



PCQ1



Premium
Hui Zhou





Tymphany
Dongguan
TYDC
Manufacture of
multifunctional
peripherals, computer
mice, mobile phone
accessories, consumer
electronics products,
and shredders
Research and
development of
computer peripheral
devices and software
Manufacture of
computer, peripherals
and keyboards
Manufacture of
computer, peripherals
and keyboards
Research and
development, design,
and sale of audio
accessories, amplifiers
and their components

2,003,515
39,688
877,273
563,048
141,260
(note 3)
15,218
89,856
Indirect
investment
through Primax
Cayman and
Primax Tech.
Indirect
investment
through
Destiny BVI.
Indirect
investment
through Primax
Cayman
Indirect
investment
through Primax
Cayman
Indirect
investment
through
Diamond

1,773,902
(note 2)
33,893
(note 2)
710,138
(note 2)
645,580
(note 2)
2,711,436
16,140
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1,669,540
(note 2)
31,958
(note 2)
669,592
(note 2)
608,720
(note 2)
2,556,624
15,218
-
(Note 2)
227,647
80
(30,918)
64,179
28,057
42,199
3,803
100%
100%
100%
100%
70%
70%
70%
227,647
80
(30,918)
64,179
19,640
34,234
2,662
4,538,507
25,265
857,911
947,667
432,758
62,877
65,960
-
-
-
-
-
-
-

Note 1: The above information on the exchange rate is as follows: HKD:TWD $3.8993; USD:TWD 30.436; RMB:TWD 4.4928.

Note 2: The difference between accumulated out flow of investments and paid-in capital derived was from the currency exchange on translation, capital increase from retained earning and working capital.

Note 3: The amount is the initial investment costs from the original shareholders prior to the acquisition of the Company through Diamond.

Note 4: Related transactions have been eliminated during preparing the consolidated interim financial statements.

(Continued)

62

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

(ii) Upper limit on investment in Mainland China:

Name of
Company
Accumulated Investment in
Mainland China as of June
30, 2017
Investment Amounts
Authorized by Investment
Commission, MOEA
Upper Limit on Investment
The Company 5,636,121 6,406,709 None(Note)

Note: The Company has received the Certificate issued by the Industrial Development Bureau, Ministry of Economic Affairs, allowing it to start the operating of its headquarters.

The above investment income (losses) in Mainland China, except for PCH2, was reviewed by the Company’s auditors, Premium Hui Zhou, Tymphany Dongguan and TYDC were reviewed by other auditors, and other information related to subsidiaries came from financial reports prepared by the investees, not reviewed by auditors.

  • (iii) Significant transactions:

The significant inter-company transactions with the subsidiary in Mainland China, which were eliminated in the preparation of consolidated interim financial statements for the six months ended June 30, 2017, are disclosed in “ Information on significant transactions” and “ Significant transactions and business relationship between the parent company and its subsidiaries.”

(14) Segment information:

For the six months ended June 30, 2017 and 2016, the Group’s segment information has no significant change. Please refer to note 14 of the consolidated financial statements for the year ended December 31, 2016 for further information.

Revenue
External revenue
Intra-group revenue
Elimination from discontinued operations
Total segment revenue
Profit from segments reported
Elimination from discontinued operations
Total profit
For the three months ended June 30, 2017 For the three months ended June 30, 2017 For the three months ended June 30, 2017
Computer
Peripherals
Non-computer
Peripherals
Total
8,520,552
13,835,188
-
-
-
-
8,520,552
13,835,188
363,249
679,972
-
-
363,249
679,972
$ 5,314,636
-
-
$
5,314,636
$ 316,723
-
$
316,723

(Continued)

63

PRIMAX ELECTRONICS LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

Revenue
External revenue
Intra-group revenue
Elimination from discontinued operations
Total segment revenue
Profit from segments reported
Elimination from discontinued operations
Total profit
Revenue
External revenue
Elimination from discontinued operations
Total profit
Profit from segments reported
Elimination from discontinued operations
Total profit
Revenue
External revenue
Intra-group revenue
Elimination from discontinued operations
Total segment revenue
Profit from segments reported
Elimination from discontinued operations
Total profit
For the three months ended June 30, 2016
Computer
Peripherals
Non-computer
Peripherals
Total
$ 6,291,550
9,266,309
15,557,859
-
-
-
-
(657,393)
(657,393)
$
6,291,550
8,608,916
14,900,466
$ 438,078
232,617
670,695
-
(71,323)
(71,323)
$
438,078
161,294
599,372
For the six months ended June 30, 2017
Computer
Peripherals
Non-computer
Peripherals
Total
$ 10,072,437
16,643,935
26,716,372
-
-
-
$
10,072,437
16,643,935
26,716,372
$ 548,435
721,544
1,269,979
-
-
-
$
548,435
721,544
1,269,979
For the six months ended June 30, 2016
Computer
Peripherals
Non-computer
Peripherals
Total
$ 13,041,600
16,528,842
29,570,442
-
-
-
-
(1,264,861)
(1,264,861)
$
13,041,600
15,263,981
28,305,581
$ 779,252
550,655
1,329,907
-
(135,017)
(135,017)
$
779,252
415,638
1,194,890
For the three months ended June 30, 2016
Computer
Peripherals
Non-computer
Peripherals
Total
$ 6,291,550
9,266,309
15,557,859
-
-
-
-
(657,393)
(657,393)
$
6,291,550
8,608,916
14,900,466
$ 438,078
232,617
670,695
-
(71,323)
(71,323)
$
438,078
161,294
599,372
For the six months ended June 30, 2017
Computer
Peripherals
Non-computer
Peripherals
Total
$ 10,072,437
16,643,935
26,716,372
-
-
-
$
10,072,437
16,643,935
26,716,372
$ 548,435
721,544
1,269,979
-
-
-
$
548,435
721,544
1,269,979
For the six months ended June 30, 2016
Computer
Peripherals
Non-computer
Peripherals
Total
$ 13,041,600
16,528,842
29,570,442
-
-
-
-
(1,264,861)
(1,264,861)
$
13,041,600
15,263,981
28,305,581
$ 779,252
550,655
1,329,907
-
(135,017)
(135,017)
$
779,252
415,638
1,194,890
For the three months ended June 30, 2016
Computer
Peripherals
Non-computer
Peripherals
Total
$ 6,291,550
9,266,309
15,557,859
-
-
-
-
(657,393)
(657,393)
$
6,291,550
8,608,916
14,900,466
$ 438,078
232,617
670,695
-
(71,323)
(71,323)
$
438,078
161,294
599,372
For the six months ended June 30, 2017
Computer
Peripherals
Non-computer
Peripherals
Total
$ 10,072,437
16,643,935
26,716,372
-
-
-
$
10,072,437
16,643,935
26,716,372
$ 548,435
721,544
1,269,979
-
-
-
$
548,435
721,544
1,269,979
For the six months ended June 30, 2016
Computer
Peripherals
Non-computer
Peripherals
Total
$ 13,041,600
16,528,842
29,570,442
-
-
-
-
(1,264,861)
(1,264,861)
$
13,041,600
15,263,981
28,305,581
$ 779,252
550,655
1,329,907
-
(135,017)
(135,017)
$
779,252
415,638
1,194,890
Computer
Peripherals
$ 13,041,600
-
-
$
13,041,600
$ 779,252
-
$
779,252