AI assistant
PSC — Audit Report / Information 2018
Nov 13, 2018
52209_rns_2018-11-13_2ca16689-99d8-46be-ad52-c488007e10ed.pdf
Audit Report / Information
Open in viewerOpens in your device viewer
PRESIDENT SECURITIES CORPORATION
PARENT COMPANY ONLY FINANCIAL
STATEMENTS AND REPORT OF INDEPENDENT
ACCOUNTANTS
DECEMBER 31, 2018 AND 2017
-----------------------------------------------------------------------------------------------------------------------------------For the convenience of readers and for information purpose only, the auditors’ report and the accompanying financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. In the event of any discrepancy between the English version and the original Chinese version or any differences in the interpretation of the two versions, the Chinese-language auditors’ report and financial statements shall prevail.
REPORT OF INDEPENDENT ACCOUNTANTS TRANSLATED FROM CHINESE
PWCR18002374
To the Board of Directors and Shareholders of President Securities Corporation
Opinion
We have audited the accompanying parent company only balance sheets of President Securities Corporation (the “Company) as at December 31, 2018 and 2017, and the related parent company only statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the parent company only financial statements, including a summary of significant accounting policies.
In our opinion, the accompanying parent company only financial statements present fairly, in all material respects, the parent company only financial position of President Securities Corporation as at December 31, 2018 and 2017, and its parent company only financial performance and its parent company only cash flows for the years then ended in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Firms”, and “Regulations Governing the Preparation of Financial Reports by Futures Commission Merchants”.
Basis for opinion
We conducted our audits in accordance with the “Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants” and generally accepted auditing standards in the Republic of China (ROC GAAS). Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Parent Company Only Financial Statements section of our report. We are independent of the Company in accordance with the Code of Professional Ethics for Certified Public Accountants in the Republic of China (the “Code”), and we have fulfilled our other ethical responsibilities in accordance with the Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the parent company only financial statements of the current period. These matters were addressed in the context of our audit of the parent company only financial statements as a whole and, in
~1~
forming our opinion thereon, we do not provide a separate opinion on these matters.
The key audit matters of the parent company only financial statements of the current period are as follows:
Fair value measurement of unlisted stocks without active market
Description
Please refer to Note 4(7) for the accounting policies on unlisted stocks without active market (shown as “financial assets at fair value through other comprehensive income”) and Note 5 for details of critical accounting judgements, estimates and assumption uncertainty. As at December 31, 2018, the unlisted stocks without active market held by the Company totalled $146,545 thousand and were shown as “financial assets at fair value through other comprehensive income” (Level 3 fair value).
Due to the lack of an active market, the fair value of the unlisted stocks held by the Company was determined using valuation method. Management measured its fair value by using comparable listed companies in the market approach. The main assumption of the market approach is calculation based on the latest published price-to-book ratio of comparable listed companies in similar industries, and considering discounts on market liquidity or risk particularity.
Above-mentioned estimation of fair value involves various assumptions and material unobservable inputs, which has high uncertainty and relies on the subjective judgement of management. Any changes in judgements and estimates may affect the ultimate result of accounting estimates and have an impact on the financial statements of the Company. Thus, we have included the fair value measurement of unlisted stocks without active market as a key audit matter in our audit.
How our audit addressed the matter
We performed the following audit procedures on the above key audit matter:
-
Obtained an understanding and assessed policy documents, internal control system, fair value measurement models and approval processes that are related to fair value measurement of unlisted stocks;
-
Ascertained whether the measurement methods used by the management is commonly used by the industry;
-
Assessed the reasonableness of parameter of similar companies used by management;
-
Examined inputs and calculation formulas used in valuation models and agreed such data to supporting documents.
~2~
Impairment assessment of investments accounted for under equity method
Description
Please refer to Note 4(13) for accounting policies on investments accounted for under equity method and its impairment, Note 5(2) for the uncertainty of accounting estimates and assumptions applied on asset impairment, and Note 6(11) for details of investments accounted for under equity method.
The Company held 42.46% of equity of Uni-President Asset Management Corp. which was accounted for under equity method. As of December 31, 2018, the amount was $569,230 thousand. Impairment assessment is based on the expected future cash flow of the security brokerage segment, discounted at an appropriate discount rate, to measure the recoverable amount of the cash generating unit.
The recoverable amount of the security brokerage segment is based on its expected future cash flows which involve multiple estimates and assumptions on discount rate and financial forecast. These are subjective judgements, have a high degree of uncertainties, and are material to the recoverable amount. Thus, we consider the impairment assessment of goodwill as a key audit matter in our audit.
How our audit addressed the matter
-
We performed the following audit procedures on the above key audit matter:
-
1.Obtained the impairment assessment report prepared by an external valuation expert who was commissioned by the management;
-
2.Assessed the reasonableness of expected future cash flows, discount rate and other significant assumptions applied in the cash flow model; and
-
3.Inspected valuation model parameters, formula setting and the accuracy of calculation.
~3~
Responsibilities of management and those charged with governance for the parent company only financial statements
Management is responsible for the preparation and fair presentation of the parent company only financial statements in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Firms”, “Regulations Governing the Preparation of Financial Reports by Futures Commission Merchants”, and for such internal control as management determines is necessary to enable the preparation of parent company only financial statement that are free from material misstatement, whether due to fraud or error.
In preparing the parent company only financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
Those charged with governance, including audit committee, are responsible for overseeing the Company’s financial reporting process.
Auditor’s responsibilities for the audit of the parent company only financial statements
Our objectives are to obtain reasonable assurance about whether the parent company only financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ROC GAAS will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, parent company onlyly or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these parent company only financial statements.
As part of an audit in accordance with ROC GAAS, we exercise professional judgement and maintain professional skepticism throughout the audit. We also:
- Identify and assess the risks of material misstatement of the parent company only financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one
~4~
resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
-
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.
-
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
-
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the parent company only financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.
-
Evaluate the overall presentation, structure and content of the parent company only financial statements, including the disclosures, and whether the parent company only financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
-
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision and performance of the audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
~5~
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the parent company only financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Lin, Se-Kai
Independent Accountants
Hsiao, Chin-Mu
For and on behalf of PricewaterhouseCoopers, Taiwan March 22, 2019
------------------------------------------------------------------------------------------------------------------------------------------------The accompanying parent company only financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying parent company only financial statements and report of independent accountants are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.
As the financial statements are the responsibility of the management, PricewaterhouseCoopers cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.
~6~
PRESIDENT SECURITIES CORPORATION
PARENT COMPANY ONLY BALANCE SHEETS
(Expressed in thousands of New Taiwan dollars)
| Assets | Notes 6(1) 6(2) 6(3) 6(4) 6(5) 6(6) 6(6) 6(7) 6(8) 6(2) 6(3) 6(11) 6(12) 6(13) 6(14) 6(45) 6(15) |
December31,2018 AMOUNT % $3,493,138626,802,01047296,3041--93,193-8,020,488144,402-8,387-78,316-785,4311735-8,236,367143,895-16,287-7,264-447,498148,293,7158466,354---146,545-5,347,31592,269,2104274,703167,004-120,661-1,009,98129,301,77316$57,595,488100 |
December31,2017 | December31,2017 |
|---|---|---|---|---|
AMOUNT$3,493,13826,802,010296,304-93,1938,020,4884,4028,38778,316785,4317358,236,3673,89516,2877,264447,49848,293,71566,354-146,5455,347,3152,269,210274,70367,004120,6611,009,9819,301,773$57,595,488 |
AMOUNT$4,036,33637,805,199-1,044,031-11,415,87079,35067,16088,318745,8821,36510,748,3835,54625,1148,005783,91666,854,47550,3429,058-4,652,4922,260,981276,80362,317136,166957,8948,406,053$75,260,528 |
% | ||
| 110000 Current assets 111100 Cash and cash equivalents 112000 Financial assets at fair value through profit or loss - current 113200 Financial assets at fair value through other comprehensive income - current 113400 Available-for-sale financial assets - current 114010 Bonds purchased under resale agreements 114030 Margin loans receivable 114040 Refinancing security deposits 114050 Receivables from refinance guaranty 114090 Receivables from security lending 114100 Security lending deposits 114110 Notes receivable 114130 Accounts receivable 114140 Accounts receivable - related parties 114150 Prepayments 114170 Other receivables 119000 Other current assets 110000 Total current assets 120000 Noncurrent assets 122000 Financial assets at fair value through profit or loss - noncurrent 123100 Financial assets at cost - noncurrent 123200 Financial assets at fair value through other comprehensive income - noncurrent 124100 Investments in associates 125000 Property and equipment, net 126000 Investment property, net 127000 Intangible assets 128000 Deferred tax assets 129000 Other assets - noncurrent 120000 Total noncurrent assets 906001 Total Assets |
650-2-15---1-14---1 |
|||
89 |
||||
---631--1 |
||||
11 |
||||
100 |
(Continued)
~7~
PRESIDENT SECURITIES CORPORATION
PARENT COMPANY ONLY BALANCE SHEETS
(Expressed in thousands of New Taiwan dollars)
| Liabilities and Equity | Notes 6(16) 6(17) 6(18) 6(19) 6(20) 6(21) 6(22) 6(45) 6(45) 6(23) 6(25) 6(26) |
December31,2018 December31,2017 AMOUNT % AMOUNT % $939,8792 $6,281,9688--3,649,6315865,53011,205,864215,066,5992620,911,658281,767,26931,861,94732,007,20232,197,6563621-225,395-7,292,947138,459,5921155-117-361,0331436,1801790,36911,075,91412,687,00953,199,2984126,192-279,092-8,596-4,260-31,913,3015549,788,5726614,274-15,173-21,928-71,129-36,202-86,302-31,949,5035549,874,8746613,904,2812413,904,28119142,7021142,702-2,755,73752,503,76536,945,453126,373,55991,278,47222,519,7213619,3401 (58,374 )-25,645,9854525,385,65434$57,595,488100 $75,260,528100 |
December31,2017 | December31,2017 |
|---|---|---|---|---|
AMOUNT$939,879-865,53015,066,5991,767,2692,007,2026217,292,94755361,033790,3692,687,009126,1928,59631,913,30114,27421,92836,20231,949,50313,904,281142,7022,755,7376,945,4531,278,472619,34025,645,985$57,595,488 |
% | |||
| 210000 Current liabilities 211100 Short-term loans 211200 Commercial papers payable 212000 Financial liabilities at fair value through profit or loss - current 214010 Bonds sold under repurchase agreements 214040 Deposits on short sales 214050 Short sale proceeds payable 214070 Guarantee deposit received on borrowed securities 214130 Accounts payable 214150 Advance receipts 214160 Collections on behalf of third parties 214170 Other payables 214200 Other financial liabilities - current 214600 Current tax liability 219000 Other current liabilities 210000 Total current liabilities 220000 Noncurrent liabilities 228000 Deferred tax liability 229000 Other liabilities - noncurrent 220000 Total noncurrent liabilities 906003 Total Liabilities 301000 Capital 301010 Common stock 302000 Capital reserve 304000 Retained earnings 304010 Legal reserve 304020 Special reserve 304040 Unappropriated earnings 305000 Other equity interest 906004 Total equity 906002 Total liabilities and equity |
8522833-11-114-- |
|||
66 |
||||
-- |
||||
- |
||||
66 |
||||
19-393- |
||||
34 |
||||
100 |
The accompanying notes are an integral part of these parent company only financial statements.
~8~
PRESIDENT SECURITIES CORPORATION
PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME
(Expressed in thousands of New Taiwan dollars, except earnings per share amounts)
| Items | Years ended December 31 2018 2017 Notes AMOUNT % AMOUNT % 6(27) $1,709,65636$1,566,042246(28) 53,228156,114118,665-16,233-6(29) 277,01562,911,1564674,882277,34616(30) 1,256,294271,416,80322207,3024231,20346(31) (366,829 ) (8)372,74466(32) 27,7881 (102,116) (2)6(33) 22,067-2,975-6(34) (24,289 )---6(35) 1,060,38523305,912559,189151,46616(36) 200,1524 (205,752) (3)6(37) (52,082 ) (1)--6(38) 164,4674 (340,141) (5)4,687,8901006,359,9851006(39) (344,064 ) (7) (246,831) (4)6(40) (397,110 ) (9) (380,537) (6)(148 )- (277)-(14,806 )- (16,342)-(46 )- (35)-6(41) (1,787,401 ) (38) (1,989,321) (31)6(42) (75,875 ) (2) (93,012) (2)6(43) (1,188,099 ) (25) (1,299,732) (20)(3,807,549 ) (81) (4,026,087) (63)880,341192,333,898376(11) 379,2758324,76256(44) 126,0303149,54121,385,646302,808,201446(45) (175,323 ) (4) (189,432) (3)$1,210,32326$2,618,76941 |
|---|---|
| 400000Revenues 401000 Brokerage handling fee revenue 404000 Revenues from underwriting business 406000 Gain on wealth management 410000 Gain on sale of trading securities 421100 Revenue from providing agency service for stock affairs 421200 Interest revenue 421300 Dividend revenue 421500 Valuation (loss) gain on operating securities at fair value through profit or loss 421600 Gain (loss) on covering of borrowed securities and bonds with resale agreements-short sales 421610 Valuation gain on borrowed securities and bonds with resale agreements-short sales at fair value through profit or loss 421750 Realised loss on financial assets measured at fair value through other comprehensive income- bonds 422200 Gain from issuance of call (put) warrants 424100 Future commission revenue 424400 Gain (loss) from derivatives 425300 Impairment loss 428000 Other operating income (loss) Total revenue 500000Total expenditure and expense 501000/ 502000/ 503000 Handling charges 521200 Finance costs 524200 Securities commission expense 524300 Expense of clearing and settlement 528000 Other operating expenditure 531000 Employee benefits expense 532000 Depreciation and amortization 533000 Other operating expense Total expenditure and expense Net operating income 601100 Share of profit of subsidiaries, associates and joint ventures accounted for under the using equity method 602000 Other gains and losses 902001Profit before tax 701000 Income tax expense 902005Net income |
(Continued)
~9~
PRESIDENT SECURITIES CORPORATION
PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME
(Expressed in thousands of New Taiwan dollars, except earnings per share amounts)
| Items | Years ended December 31 2018 2017 Notes AMOUNT % AMOUNT % $14,773- ($129,591) (2)12,307---26,14111,173-8,931-22,031-85,3422 (213,712) (3)(2,223 )-----34,080--- (28,026)-$145,2713 ($314,045) (5)$1,355,59429$2,304,724366(46) $0.87$1.88$0.87$1.88 |
|---|---|
| Other comprehensive income Components of other comprehensive income that will not be reclassified to profit or loss 805510 Remeasurements of defined benefit plan 805540 Unrealised gain from investments in equity instruments at fair value through other comprehensive income 805560 Other comprehensive gain of subsidiaries, associates, and joint ventures accounted for under equity method 805599 Income tax benefit relating to components of other comprehensive income Items may be reclassified to profit of loss subsequently 805610 Translation gain (loss) on the financial statements of foreign operating entities 805615 Unrealised loss from investments in debt instruments at fair value through other comprehensive income 805620 Unrealised gain on available-for- sale financial assets 805660 Share of other comprehensive income of subsidiaries, associates and joint ventures accounted for using equity method, components of other comprehensive income that will be reclassified to profit or loss 805000 Current other comprehensive income(post- tax) 902006Total current comprehensive income Earnings per share 975000 Basic earnings per share 985000 Diluted earnings per share |
The accompanying notes are an integral part of these parent company only financial statements.
~10~
PRESIDENT SECURITIES CORPORATION PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2018 AND 2017
(Expressed in thousands of New Taiwan dollars)
| For the year ended December 31,2017 Balance at January 1, 2017 Appropriations of 2016 earnings Legal reserve appropriated Special reserve appropriated Stock dividends of ordinary shares Net income for the year ended December 31, 2017 Other comprehensive income (loss) for the year ended December 31, 2017 Total comprehensive income Balance at December 31, 2017 For the year ended December 31, 2018 Balance at January 1, 2018 Effects of retrospective application and retrospective restatement Balance at January 1, 2018 after adjustments Appropriations of 2017 earnings Legal reserve appropriated Special reserve appropriated Cash dividends of ordinary shares Net income for the year ended December 31, 2018 Other comprehensive income for the year ended December 31, 2018 Total comprehensive income Balance at December 31, 2018 |
Notes | Commonstock | Capital reserve | Retained earnings | O | therequityinterest | Totalequity | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Legal reserve | Special reserve | Unappropriated earnings |
Translation gain and loss on the financial statements of foreign operating entities |
a |
Unrealised gain or loss on financial ssets measured at fair value through other comprehensive income |
Unrealised gain or loss on available- for-sale financial assets |
||||||||||
| 6(25) 6(25) 6(26) 6(25) 6(25) 6(26) |
$ 13,356,658--547,623---$ 13,904,281$ 13,904,281-13,904,281------$ 13,904,281 |
$142,702------$142,702$142,702-142,702------$142,702 |
$ 2,423,91479,851-----$ 2,503,765$ 2,503,765-2,503,765251,972-----$ 2,755,737 |
$ 6,209,865-163,694----$ 6,373,559$ 6,373,559-6,373,559-571,894----$ 6,945,453 |
$798,507(79,851 )(163,694 )(547,623 )2,618,769(106,387 )2,512,382$ 2,519,721$ 2,519,72117,5382,537,259(251,972 )(571,894 )(1,668,514 )1,210,32323,2701,233,593$ 1,278,472 |
$147,621----(213,712 ) (213,712 ) ($66,091 ) ($66,091 ) -(66,091 )----85,34285,342$19,251 |
$-------$-$-563,430563,430----36,65936,659$600,089 |
$1,663----6,0546,054$7,717$7,717(7,717 ) -------$- |
$ 23,080,930---2,618,769(314,045 )2,304,724$ 25,385,654$ 25,385,654573,25125,958,905--(1,668,514 )1,210,323145,2711,355,594$ 25,645,985 |
The accompanying notes are an integral part of these parent company only financial statements.
~11~
PRESIDENT SECURITIES CORPORATION
PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS
(Expressed in thousands of New Taiwan dollars)
| CASH FLOWS FROM OPERATING ACTIVITIES Profit before tax Adjustments Income and expense having no effect on cash flows Depreciation Amortization Write-off of bad debts classified as income Provision for bad debts Impairment gain and reversal of impairment loss Valuation gains (loss) on operating securities at fair value through profit or loss Valuation gain (loss) on borrowed securities and bonds with resale agreements-short sales at fair value through profit or loss Interest costs Interest income (include financial income) Dividend income Share of profit of subsidiaries, associates and joint ventures accounted for under the equity method Loss on disposal of property and equipment Loss on disposal of investments(financial assets measured at cost) Loss (gain) on valuation of non-operating financial instrument Changes in operating assets and liabilities Changes in operating assets Financial assets at fair value through profit or loss Financial assets at fair value through other comprehensive income - current Available-for-sale financial assets - current Bonds purchased under resale agreements Margin loans receivable Refinancing security deposits Receivables from refinance guaranty Receivables from security lending Security lending deposits Notes receivable Accounts receivable Accounts receivable - related parties Prepayments Other receivables Other current assets Changes in operating liabilities Financial liabilities at fair value through profit or loss - current Bonds sold under repurchase agreements Deposits on short sales Short sale proceeds payable Guarantee deposit received on borrowed securities Accounts payable Advance receipts Collections on behalf of third parties Other payables Other financial liabilities - current Other current liabilities |
Years ended December 31 Notes 2018 2017 $1,385,646 $2,808,2016(42) 61,94466,1146(42) 13,93126,8986(15) - (6,068 )-63,4716(37) 52,798-6(2)(31) 366,829 (372,744 )6(33) (22,067 ) (2,975 )397,110380,5376(30)(44) (1,274,766 ) (1,426,810 )(214,549 ) (239,054 )6(11) (379,275 ) (324,762 )6(12) 11658-2806(44) 4,013 (332 )10,624,6012,895,268741,883--322,825(93,193 )2,093,4983,417,807 (2,781,548 )74,948 (60,656 )58,773 (33,779 )10,00269,457(39,549 ) (484,746 )630 (433 )2,404,487 (5,352,489 )1,651 (753 )8,82714,9101,239 (1,484 )336,418261,319(318,267 ) (1,210,185 )(5,845,059 ) (2,173,604 )(94,678 )575,358(190,454 )680,861(224,774 )166,199(1,167,642 )3,000,203(62 ) (267 )(75,147 )24,365(285,908 )436,677(512,289 )1,807,0014,336 1,308 |
|---|---|
(Continued)
~12~
PRESIDENT SECURITIES CORPORATION
PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS
(Expressed in thousands of New Taiwan dollars)
| Cash inflow generated from operations Dividends received Interest received Income tax paid Net cash flows from operating activities CASH FLOWS FROM INVESTING ACTIVITIES Proceeds from disposal of financial assets at cost Acquisition of property and equipment Acquisition of intangible assets Acquisition of investments accounted for under equity method Increase in other non-current liabilities Increase in prepayment for equipment Net cash flows used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES (Decrease) increase in short-term loans Decrease in commercial papers payable Decrease in other non-current liabilities Interest paid Payments of cash dividends Net cash flows used in financing activities Effect of exchange rate changes on cash and cash equivalents Net (decrease) increase in cash and cash equivalents Cash and cash equivalents at beginning of year Cash and cash equivalents at end of year |
Years ended December 31 Notes 2018 2017 $9,230,205 $1,222,719423,184485,1881,322,0761,466,416(304,686 ) (50,728 )10,670,7793,123,595-1,1286(12) (38,643 ) (16,996 )6(14) (10,187 ) (2,128 )- (92,682 )(42,016 ) (41,044 )(33,171 ) (20,036 )(124,017 ) (171,758 )(5,342,089 )226,043(3,650,000 ) (2,650,000 )(49,201 ) (326 )(395,381 ) (372,528 )6(26) (1,668,514 )-(11,105,185 ) (2,796,811 )15,225 (21,198 )(543,198 )133,8284,036,3363,902,508$3,493,138 $4,036,336 |
|---|---|
The accompanying notes are an integral part of these parent company only financial statements.
~13~
PRESIDENT SECURITIES CORPORATION
NOTES TO THE PARENT COMPANY ONLY FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 2018 AND 2017
(Expressed in thousands of New Taiwan dollars)
1. HISTORY AND ORGANIZATION
-
1) President Securities Corporation (the “Company”) was incorporated as a company limited by shares under the provisions of the Company Law of the Republic of China (R.O.C.) on December 17, 1988, and was renamed as President Securities Corporation on March 4, 1989. The Company started commercial operations on April 3, 1989. As of December 31, 2018, the Company had 36 operating branches (including the Head Office), and established Offshore Securities Unit in July 2014.
-
2) The Company is primarily engaged in underwriting of securities, dealing or brokerage business of securities at the securities exchange markets and business premises, registration and transfer agency service for securities, margin loans and short sales business of securities, securities lending and borrowing business, futures introducing brokerage services, futures dealing, issuance of call (put) warrants, new financial instrument transactions, wealth management business, and trust business.
-
3) The Company’s shares are listed on the Taiwan Stock Exchange.
-
4) The number of employees of the Company were both 1,483, as of December 31, 2018 and 2017.
-
THE DATE OF AUTHORIZATION FOR ISSUANCE OF THE FINANCIAL
STATEMENTS AND PROCEDURES FOR AUTHORIZATION
-
These parent company only financial statements were authorized for issuance by the Board of Directors on March 22, 2019.
-
APPLICATION OF NEW STANDARDS, AMENDMENTS AND INTERPRETATIONS 1) Effect of the adoption of new issuances of or amendments to International Financial Reporting Standards (“IFRS”) as endorsed by the Financial Supervisory Commission (“FSC”)
New standards, interpretations and amendments endorsed by FSC effective from 2018 are as follows:
~14~
| New Standards,Interpretations and Amendments | Effective Date by International Accounting Standards Board |
|---|---|
| Amendments to IFRS 2, ‘Classification and measurement of share- based payment transactions’ Amendments to IFRS 4, ‘Applying IFRS 9, Financial instruments with IFRS 4, Insurance contracts’ IFRS 9, ‘Financial instruments’ IFRS 15, ‘Revenue from contracts with customers’ Amendments to IFRS 15, ‘Clarifications to IFRS 15, Revenue from contracts with customers’ Amendments to IAS 7, ‘Disclosure initiative’ Amendments to IAS 12, ‘Recognition of deferred tax assets for unrealised Amendments to IAS 40, ‘Transfers of investment property’ IFRIC 22, ‘Foreign currency transactions and advance consideration’ Annual improvements to IFRSs 2014-2016 cycle - Amendments to IFRS 1,‘First-time adoption of International Financial Reporting Standards’ Annual improvements to IFRSs 2014-2016 cycle - Amendments to IFRS 12,‘Disclosure of interests in other entities’ Annual improvements to IFRSs 2014-2016 cycle - Amendments to IAS 28,‘Investments in associates and joint ventures’ |
January 1, 2018 January 1, 2018 January 1, 2018 January 1, 2018 January 1, 2018 January 1, 2017 January 1, 2017 January 1, 2018 January 1, 2018 January 1, 2018 January 1, 2017 January 1, 2018 |
Except for the following, the above standards and interpretations have no significant impact to the Company’s financial condition and financial performance based on the Company’s assessment.
IFRS 9, ‘Financial instruments’
-
(a) Classification of debt instruments is driven by the entity’s business model and the contractual cash flow characteristics of the financial assets, which would be classified as financial asset at fair value through profit or loss, financial asset measured at fair value through other comprehensive income or financial asset measured at amortized cost. Equity instruments would be classified as financial asset at fair value through profit or loss, unless an entity makes an irrevocable election at inception to present in other comprehensive income subsequent changes in the fair value of an investment in an equity instrument that is not held for trading.
-
(b) The impairment losses of debt instruments are assessed using an ‘expected credit loss’ approach. An entity assesses at each balance sheet date whether there has been a significant increase in credit risk on that instrument since initial recognition to recognize 12-month expected credit losses (‘ECL’) or lifetime ECL (interest revenue would be calculated on the gross carrying amount of the asset before impairment losses occurred); or if the instrument that has objective evidence of impairment, interest revenue after the impairment would be calculated on the book value of net carrying amount (i.e. net of
~15~
credit allowance).
-
(c) The amended general hedge accounting requirements align hedge accounting more closely with an entity’s risk management strategy. Risk components of non-financial items and a group of items can be designated as hedged items. The standard relaxes the requirements for hedge effectiveness, removing the 80-125% bright line, and introduces the concept of ‘rebalancing’; while its risk management objective remains unchanged, an entity shall rebalance the hedged item or the hedging instrument for the purpose of maintaining the hedge ratio.
-
(d) The Company has elected not to restate prior period financial statements using the modified retrospective approach under IFRS 9. For details of the significant effect as at January 1, 2018, please refer to Note 12(8).
-
2) Effect of new issuances of or amendments to IFRSs as endorsed by the FSC but not yet adopted by the Company
New standards, interpretations and amendments endorsed by FSC effective from 2019 are as follows:
| New Standards,Interpretations and Amendments Amendments to IFRS 9, ‘Prepayment features with negative compensation’ IFRS 16, ‘Leases’ Amendments to IAS 19, ‘Plan amendment, curtailment or settlement’ Amendments to IAS 28, ‘Long-term interests in associates and joint ventures’ IFRIC 23, ‘Uncertainty over income tax treatments’ Annual improvements to IFRSs 2015-2017 cycle |
Effective Date by International Accounting Standards Board |
|---|---|
| January 1, 2019 January 1, 2019 January 1, 2019 January 1, 2019 January 1, 2019 January 1, 2019 |
Except for the following, the above standards and interpretations have no significant impact
to the Company’s financial condition and financial performance based on the Company’s assessment.
IFRS 16, ‘Leases’
IFRS 16, ‘Leases’, replaces IAS 17, ‘Leases’ and related interpretations and SICs. The standard requires lessees to recognise a 'right-of-use asset' and a lease liability (except for those leases with terms of 12 months or less and leases of low-value assets). The accounting stays the same for lessors, which is to classify their leases as either finance leases or operating leases and account for those two types of leases differently. IFRS 16 only requires enhanced disclosures to be provided by lessors.
The Company expects to recognise the lease contract of lessees in line with IFRS 16. However, the Company does not intend to restate the financial statements of prior period (collectively referred herein as the “ modified retrospective approach ” ), and the effects
~16~
will be adjusted on January 1, 2019. The Company will increase right-of-use asset by $203,511 and lease liability by $200,880, and decrease prepayments by $2,631 and this has no effect on retained earnings.
3) IFRSs issued by IASB but not yet endorsed by the FSC
New standards, interpretations and amendments issued by IASB but not yet included in the IFRSs endorsed by the FSC effective are as follows:
| FRSs endorsed by the FSC effective are as follows: | |
|---|---|
| New Standards,Interpretations and Amendments Amendment to IAS 1 and IAS 8, ‘Disclosure Initiative- Definition of Material’ Amendments to IFRS 3, ‘Definition of a business’ Amendments to IFRS 10 and IAS 28, ‘Sale or contribution of assets between an investor and its associate or joint venture’ IFRS 17, ‘Insurance contracts’ |
Effective Date by International Accounting Standards Board |
| January 1, 2020 January 1, 2020 To be determined by International Accounting Standards Board January 1, 2021 |
The above standards and interpretations have no significant impact to the Company’s financial condition and financial performance based on the Company’s assessment.
4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The Company’s significant accounting policies are described below:
- 1) Compliance statement
The financial statements of the Company have been prepared in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Firms” and “Regulations Governing the Preparation of Financial Reports by Futures Commission Merchants”.
2) Basis of preparation
-
A. Except for the following items, these financial statements have been prepared under the historical cost convention:
-
(A) Financial assets and financial liabilities (including derivative instruments) at fair value through profit or loss.
-
(B) Financial assets at fair value through other comprehensive income/Available-forsale financial assets measured at fair value.
-
(C) Defined benefit liabilities recognized based on the net amount of pension fund assets less present value of defined benefit obligations.
-
B. The preparation of financial statements in conformity with International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretation as endorsed by the FSC (collectively referred herein as the “IFRSs”) requires the use of certain critical accounting estimates. It also requires management to
~17~
exercise its judgement in the process of applying the Company’s accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements are disclosed in Note 5.
- C. In adopting IFRS 9 effective January 1, 2018, the Company has elected to apply modified retrospective approach whereby the cumulative impact of the adoption was recognised as retained earnings or other equity as of January 1, 2018 and the financial statements for the year ended December 31, 2017 and 2016 were not restated. The financial statements for the year ended December 31, 2017 and 2016 were prepared in compliance with International Accounting Standard 39 (‘IAS 39’) and related financial reporting interpretations. Please refer to Note 12(8) for details of significant accounting policies.
3) Classification of current and non-current items
-
A. Assets that meet one of the following criteria are classified as current assets; otherwise they are classified as non-current assets:
-
(A) Assets arising from operating activities that are expected to be realised, or are intended to be sold or consumed within the normal operating cycle;
-
(B) Assets held mainly for trading purposes;
-
(C) Assets that are expected to be realised within twelve months from the balance sheet date;
-
(D) Cash and cash equivalents, excluding restricted cash and cash equivalents and those that are to be exchanged or used to pay off liabilities more than twelve months after the balance sheet date.
-
-
B. Liabilities that meet one of the following criteria are classified as current liabilities; otherwise they are classified as non-current liabilities:
-
(A) Liabilities that are expected to be paid off within the normal operating cycle;
-
(B) Liabilities arising mainly from trading activities;
-
(C) Liabilities that are to be paid off within twelve months from the balance sheet date;
-
(D) Liabilities for which the repayment date cannot be extended unconditionally to more than twelve months after the balance sheet date. Terms of a liability that could, at the option of the counterparty, result in its settlement by the issue of equity instruments do not affect its classification.
-
-
4) Translation of foreign currency transactions
-
A. Foreign currency translation and presentation
- Items included in the financial statements of the Company are measured using the currency of the primary economic environment in which the Company operates (the “functional currency”). Functional currency and bookkeeping currency of the Company is New Taiwan Dollars.
~18~
-
B. Foreign currency transactions and balances
-
Foreign currency transactions denominated in a foreign currency or required to settle in a foreign currency are translated into the functional currency using the exchange rates prevailing at the dates of the transactions.
-
Assets and liabilities denominated in foreign currency are translated by the closing exchange rate at balance sheet date. The closing exchange rate is determined by the market exchange rate. Non-monetary assets and liabilities denominated in foreign currencies which are carried at historical cost are re-translated at the exchange rates prevailing at the original transaction date. Non-monetary assets and liabilities denominated in foreign currencies held at fair value through profit or loss are retranslated at the exchange rates prevailing at the balance sheet date; their translation differences are recognized in profit or loss. Non-monetary assets and liabilities denominated in foreign currencies held at fair value through other comprehensive income are re-translated at the exchange rates prevailing at the balance sheet date; their translation differences are recognized in other comprehensive income.
-
C. Translation of foreign operations
The operating results and financial position of all the company entities, associates and joint arrangements that have a functional currency different from the presentation currency are translated into the presentation currency as follows:
- (A) Assets and liabilities for each balance sheet presented are translated at the closing exchange rate at the date of that balance sheet;
- (B) Income and expenses for each statement of comprehensive income are translated at average exchange rates of that period; and
- (C) All resulting exchange differences are recognised in other comprehensive income.
-
5) Cash and cash equivalents
-
A. In the statement of cash flows, cash and cash equivalents includes cash on hand, deposits held at call with banks, and other short-term highly liquid investments.
-
B. Cash equivalents refer to short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value. Time deposits that meet the definition above and are held for the purpose of meeting short-term cash commitments in operations are classified as cash equivalents.
6) Financial assets and financial liabilities at fair value through profit or loss
Effective 2018
-
A. Financial assets at fair value through profit or loss are financial assets that are not measured at amortised cost or fair value through other comprehensive income.
-
B. On a regular way purchase or sale basis, financial assets at fair value through profit or loss are recognised and derecognised using trade date accounting.
~19~
-
C. At initial recognition, the Company measures the financial assets at fair value and recognises the transaction costs in profit or loss. The Company subsequently measures the financial assets at fair value, and recognises the gain or loss in profit or loss.
-
D. The Company recognises the dividend income when the right to receive payment is established, future economic benefits associated with the dividend will flow to the Company and the amount of the dividend can be measured reliably.
-
7) Financial assets at fair value through other comprehensive income Effective 2018
-
A. Financial assets at fair value through other comprehensive income comprise equity securities which are not held for trading, and for which the Company has made an irrevocable election at initial recognition to recognise changes in fair value in other comprehensive income and debt instruments which meet all of the following criteria:
-
(a)The objective of the Company’s business model is achieved both by collecting contractual cash flows and selling financial assets; and
-
(b)The assets’ contractual cash flows represent solely payments of principal and interest.
-
-
B. On a regular way purchase or sale basis, available-for-sale financial assets are recognized and derecognized using trade date accounting.
-
C. At initial recognition, the Company measures the financial assets at fair value plus transaction costs. The Company subsequently measures the financial assets at fair value:
-
(a)The changes in fair value of equity investments that were recognised in other comprehensive income are reclassified to retained earnings and are not reclassified to profit or loss following the derecognition of the investment. Dividends are recognised as revenue when the right to receive payment is established, future economic benefits associated with the dividend will flow to the Company and the amount of the dividend can be measured reliably.
-
(b)Except for the recognition of impairment loss, interest income and gain or loss on foreign exchange which are recognised in profit or loss, the changes in fair value of debt instruments are taken through other comprehensive income. When the financial asset is derecognised, the cumulative gain or loss previously recognised in other comprehensive income is reclassified from equity to profit or loss.
-
-
8) Notes and accounts receivable, other receivables and margin loans receivable
-
A. Accounts and notes receivable and margin loans receivables entitle the Company a legal right to receive consideration in exchange for transferred goods or rendered services.
-
B. The short-term accounts and notes receivable without bearing interest are subsequently measured at initial invoice amount as the effect of discounting is immaterial.
~20~
- 9) Bonds sold under repurchase agreements and bonds purchased under resale agreements Bond transactions under repurchase or resale agreements are stated at the amount of actual payment or receipt. When transactions of bonds with a condition of resale agreements occur, the actual payment or receipt shall be recognized in ‘bonds purchased under resale agreements’ under current assets. When transactions of bonds with a condition of repurchase agreements occur, the actual payment or receipt shall be recognized in ‘bonds sold under repurchase agreements’ under current liabilities. Any difference between the actual payment/receipt and predetermined redemption (repurchase) price is recognized in interest income or interest expense.
10) Impairment of financial assets
- Effective 2018
For debt instruments measured at fair value through other comprehensive income, at each reporting date, the Company recognises the impairment provision for 12 months expected credit losses if there has not been a significant increase in credit risk since initial recognition or recognises the impairment provision for the lifetime expected credit losses (ECLs) if such credit risk has increased since initial recognition after taking into consideration all reasonable and verifiable information that includes forecasts. On the other hand, for accounts receivable or contract assets that do not contain a significant financing component, the Company recognises the impairment provision for lifetime ECLs.
-
11) Derecognition of financial instruments
-
A. Derecognition of financial assets
The Company derecognizes a financial asset when one of the following conditions is met:
-
(A) The contractual rights to receive cash flows from the financial asset expire.
-
(B) The contractual rights to receive cash flows from the financial asset have been transferred and the Company has transferred substantially all risks and rewards of ownership of the financial asset.
-
(C) The contractual rights to receive cash flows of the financial asset have been transferred; however, the Company has not retained control of the financial asset.
-
B. Derecognition of financial liabilities
-
A financial liability is derecognized when the obligation under the liability specified in the contract is discharged or cancelled or expires.
12) Offsetting financial instruments
Financial assets and liabilities are offset and reported in the net amount in the balance sheet when there is a legally enforceable right to offset the recognized amounts and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously.
~21~
13) Investments accounted for under the equity method/Subsidiaries and associates
-
A. Subsidiaries are all entities (including structured entities) controlled by the Company. The Company controls an entity when the Company is exposed, or has rights, to variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Investments in subsidiaries are accounted for using the equity method and are initially recognised at cost.
-
B. Unrealised gains on transactions between the Company and its subsidiaries are eliminated to the extent of the Company’s interest in the subsidiaries. Accounting policies of subsidiaries have been adjusted where necessary to ensure consistency with the policies adopted by the Company.
-
C. The Company’s share of its subsidiaries’ post-acquisition profits or losses is recognised in profit or loss, and its share of post-acquisition movements in other comprehensive income is recognised in other comprehensive income. When the Company’s share of losses in a subsidiary equals or exceeds its interest in the subsidiary, including any other unsecured receivables, the Company does not recognise further losses.
-
D. Associates are all entities over which the Company has significant influence but not control. In general, it is presumed that the investor has significant influence, if an investor holds, directly or indirectly 20 percent or more of the voting power of the investee. Investments in associates are accounted for using the equity method and are initially recognised at cost.
-
E. The Company’s share of its associates’ post-acquisition profits or losses is recognized in profit or loss, and its share of post-acquisition movements in other comprehensive income is recognized in other comprehensive income. When the Company’s share of losses in an associate equals or exceeds its interest in the associate, including any other unsecured receivables, the Company does not recognise further losses, unless it has incurred statutory/constructive obligations or made payments on behalf of the associate.
-
F. When changes in an associate’s equity that are not recognized in profit or loss or other comprehensive income of the associate and such changes not affecting the Company’s ownership percentage of the associate, the Company recognizes its share of change in equity of the associate in ‘capital surplus’ in proportion to its ownership.
-
G. Unrealised gains on transactions between the Company and its associates are eliminated to the extent of the Company’s interest in the associates. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. Accounting policies of associates have been adjusted where necessary to ensure consistency with the policies adopted by the Company.
-
H. According to "Regulations Governing the Preparation of Financial Reports by
~22~
Securities Firms", the profit or loss for the period and other comprehensive income presented in parent company only financial reports shall be the same as the allocations of profit or loss for the period and of other comprehensive income attributable to owners of the parent presented in the financial reports prepared on a consolidated basis, and the owners' equity presented in the parent company only financial reports shall be the same as the equity attributable to owners of the parent presented in the financial reports prepared on a consolidated basis.
- I. When there are objective evidences of impairment at balance sheet date, the Company considers the whole investment carrying amount as single asset, and compares its recoverable amount (value in use or fair value less costs of disposal) with the carrying amount, to test its impairment. Value in use is determined by the present value of the Company’s share of the expected future cash flow from the associates. If the recoverable amount is less than its carrying amount, an impairment loss should be recognized. The loss will not be allocated to any of the components (including goodwill), which comprise the carrying amount of the investment. An impairment loss recognized in prior periods shall be reversed if circumstances of impairment no longer exist or have decreased.
14) Property and equipment
-
A. Property and equipment are initially recorded at cost. Borrowing costs incurred during the construction period are capitalized.
-
B. Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Company and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognized. All other repairs and maintenance are charged to profit or loss during the financial period in which they are incurred.
-
C. Land is not depreciated. Other property and equipment are subsequently measured using the cost model and depreciated using the straight-line method to allocate their cost over their estimated useful lives.
-
D. The assets’ residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each balance sheet date. If expectations for the assets’ residual values and useful lives differ from previous estimates or the patterns of consumption of the assets’ future economic benefits embodied in the assets have changed significantly, any change is accounted for as a change in estimate under IAS 8, ‘Accounting Policies, Changes in Accounting Estimates and Errors’, from the date of the change. The estimated useful lives of property and equipment are as follows:
~23~
| Buildings Furniture and fixtures Computer equipment Electrical equipment Leasehold improvements |
Useful lives 5~50 years 4~10 years 3~5 years 3~10 years 5 years |
|---|---|
- E. When an asset is sold or retired, the cost and accumulated depreciation are removed from the respective accounts and the resulting gain or loss is included in current operations.
15) Investment property
-
A. Investment property of the Company is the property held either to earn long-term rental income or for capital appreciation or for both.
-
B. Part of the property may be held by the Company for self-use purpose and the remaining are used to generate rental income or capital appreciation. If the property held by the Company can be sold individually, then the accounting treatment should be made respectively. If each part of the property cannot be sold individually and the selfuse proportion is not material, then the property is deemed as investment property in its entirety.
-
C. When the future economic benefit related to the investment property is highly likely to flow into the Company and the costs can be reliably measured, the investment property shall be recognized as assets. When the future economic benefit generated from subsequent costs is highly likely to flow into the entity and the costs can be reliably measured, the subsequent expenses of the assets shall be capitalized. All maintenance cost are recognized in profit or loss as incurred.
-
D. Investment property is subsequently measured using the cost model. Depreciated cost is used to calculate amortization expense after initial measurement. The depreciation method, remaining useful life and residual value should apply the same rules as applicable for property and equipment.
16) Intangible assets
-
A. The cost of computer software is amortized using the straight-line method over the useful lives based on acquisition cost, with an amortization period of 4 years.
-
B. Customer relationships is amortized evenly over its estimated useful life of 3.6 years.
-
C. In accordance with IFRS 3 ‘Business combinations’ as endorsed by FSC, goodwill arises when the acquisition cost exceeds the fair value of identifiable assets and liabilities of the consolidated subsidiary on the consolidation date. The goodwill arising from the consolidated subsidiary is included in the intangible asset. Goodwill is tested annually for impairment and any impairment loss will be recognized when impairment occurs. Impairment losses on goodwill are not reversed.
~24~
17) Impairment of non-financial assets
-
A. The Company assesses at each balance sheet date the recoverable amounts of those assets where there is an indication that they are impaired. An impairment loss is recognized for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell or value in use. Except for goodwill, when the circumstances or reasons for recognizing impairment loss for an asset in prior years no longer exist or diminish, the impairment loss is reversed. The increased carrying amount due to reversal should not be more than what the depreciated or amortized historical cost would have been if the impairment had not been recognized.
-
B. The recoverable amounts of goodwill, intangible assets with an indefinite useful life and intangible assets that have not yet been available for use are evaluated periodically. An impairment loss is recognized for the amount by which the asset’s carrying amount exceeds its recoverable amount. Impairment loss of goodwill previously recognized in profit or loss shall not be reversed in the following years.
-
C. For the purpose of impairment testing, goodwill acquired in a business combination is allocated to each of the cash-generating units, or groups of cash-generating units, that is expected to benefit from the synergies of the business combination. Each unit or group of units to which the goodwill is allocated represents the lowest level within the entity at which the goodwill is monitored for internal management purposes. Goodwill is monitored at the operating segment level.
18) Financial liabilities at fair value through profit or loss
-
A. Accounts payable are liabilities for purchases of raw materials, goods or services and notes payable are those resulting from operating and non-operating activities.
-
B. The short-term notes and accounts payable without bearing interest are subsequently measured at initial invoice amount as the effect of discounting is immaterial.
-
19) Contingent liabilities
-
Contingent liability is a possible obligation that arises from past event, whose existence will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Company. Or it could be a present obligation as a result of past event but the payment is not probable or the amount cannot be measured reliably. The Company did not recognize any contingent liabilities but made appropriate disclosure in compliance with relevant regulations.
20) Employee benefits
- A. Short-term employee benefits
Short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in respect of service rendered by employees in a period and should be recognized as expenses in that period when the employees render service.
~25~
B. Termination benefits
Termination benefits are employee benefits provided in exchange for the termination of employment as a result from either the Company’s decision to terminate an employee’s employment before the normal retirement date, or an employee’s decision to accept an offer of redundancy benefits in exchange for the termination of employee. The Company recognized expense as it can no longer withdraw an offer of termination benefit or it recognizes relating restructuring costs, whichever is earlier. Benefits that are expected to be due more than 12 months after balance sheet date shall be discounted to their present value.
-
C. Pensions
-
(A) Defined contribution plans
Effective July 1, 2005, the Company established the defined contribution plan for employees of R.O.C. nationality. The employees have the option to participate in the New Plan. Under the New Plan, the Company contributes monthly an amount equivalent to 6% of employees’ salaries to the employees’ personal pension accounts with the “Bureau of Labor Insurance”. Benefits accrued under the New Plan are portable upon termination of employment. Net defined benefit asset can only be recognized when there is a cash refund or elimination in the future accrued pension liabilities.
(B) Defined benefit plans
- a. In a defined benefit plan, the pension paid is determined based on the amount that an employee shall receive upon retirement, which could vary with age, work seniority and salary compensations. The Company recognizes the accrued pension obligations in the balance sheet based on the net amount of actuarial present value of defined benefit obligation less the fair value of fund, which is adjusted with the net of past service cost recognized as liabilities. Defined benefit obligation is assessed annually using projected unit credit method by the actuary. The present value of the defined benefit obligation is determined using the market yield of government bonds of a currency and term consistent with the currency and term of the employment benefit obligations.
- b. Remeasurement arising on defined benefit plans are recognized in other comprehensive income in the period in which they arise and are recorded as retained earnings.
-
D. Employees’ remuneration and directors’ remuneration
-
Employees’ and directors’ remuneration are recognized as expenses and liabilities, provided that such recognition is required under legal or constructive obligation and those amounts can be reliably estimated. Any difference between the resolved amounts and the subsequently actual distributed amounts is accounted for as changes in estimates.
~26~
21) Revenues and expenses
The Company’s revenues and expenses mainly include:
-
A. Gains (losses) on sale of securities, securities brokerage fees, and commissions on brokerage and trading are recognized on the transaction date.
-
B. Underwriting fees and related service charges: Application fees are recognized upon collection; underwriting fees and service charges are recognized when the contract is completed.
-
C. Gains (losses) on futures contracts: The margin of futures transaction is recognized as cost. Costs and expenses are recognized as incurred.
-
D. Operating expenses: Operating expenses refer to required expenses incurred in the Company’s operations, which primarily include employee benefit expense, depreciation and amortization, and other business and administrative expenses.
-
22) Income tax
-
A. Current income tax
Income tax payable (refundable) is calculated on the basis of the tax laws enacted in the countries where a company operates and generates taxable income. Except for the transactions or other matters directly recognized in other comprehensive income or equity, in which cases the related income taxes in the period are recognized in other comprehensive income or directly derecognized from equity, all the others should be recognized as income or expense for the period.
-
B. Deferred income tax
-
Deferred income tax assets and liabilities are measured based on the tax rate of the anticipated period that the future assets realisation or the liabilities settlement requires, which is based on the effective or existing tax rate at the balance sheet date. The carrying amounts and temporary differences of assets and liabilities included in the balance sheet are calculated using the liability method and recognised as deferred income tax. However, the deferred income tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting nor taxable profit (loss). Deferred income tax assets are recognized only to the extent that it is probable that taxable profit will be available against which the deductible temporary differences can be utilized. If the future taxable income is probable to provide unused loss carryforwards or deferred income tax credit which can be realised in the future, the proportion of realisation is deemed as deferred income tax asset.
-
C. The current income tax expense is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date in the countries where the Company operates and generates taxable income. Management periodically evaluates positions taken in tax returns with respect to situations in accordance with applicable tax
~27~
regulations. It establishes provisions for income tax liabilities where appropriate based on the amounts expected to be paid to the tax authorities. An additional tax is levied on the unappropriated retained earnings and is recorded as income tax expense in the year the stockholders resolve to retain the earnings.
- D. Current income tax assets and liabilities are offset and the net amount reported in the balance sheet when there is a legally enforceable right to offset the recognized amounts and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously. Deferred income tax assets and liabilities are offset on the balance sheet when the entity has the legally enforceable right to offset current tax assets against current tax liabilities and they are levied by the same taxation authority on either the same entity or different entities that intend to settle on a net basis or realise the asset and settle the liability simultaneously.
23) Share capital
-
A. Incremental costs directly attributable to the issuance of new shares are shown as a deduction, net of tax, from equity. Dividends from common stocks are recognized as equity in the financial period in which they are approved by the Company’s shareholders. If the date of dividends declared is later than the balance sheet date, common stocks are disclosed in the subsequent events.
-
B. Where the Company repurchases the Company’s equity share capital that has been issued, the consideration paid, including any directly attributable incremental costs (net of income taxes) is deducted from equity attributable to the Company’s equity holders. Where such shares are subsequently reissued, the difference between their book value and any consideration received, net of any directly attributable incremental transaction costs and the related income tax effects, is included in equity attributable to the Company’s equity holders.
24) Earnings per share
-
A. Earnings per share is calculated by dividing net income by the weighted average number of shares outstanding during the year after taking into consideration the retroactive effect of stock dividends and capital reserve capitalized.
-
B. When the Company calculates earnings per share, basic earnings per share and diluted earnings per share for all potential ordinary shares shall all be disclosed in accordance with IAS 33 “Earnings per share”.
~28~
5. CRITICAL ACCOUNTING JUDGEMENTS, ESTIMATES AND KEY SOURCES OF ASSUMPTION UNCERTAINTY
-
1) As the financial statements of the Company may be affected by the adoption of accounting policy, accounting estimate and assumption, the Company’s management shall properly exercise its professional judgement, estimates, and assumptions on the information of the key risks that is obtained from other resources and could affect the carrying amounts of financial assets and liabilities in the next fiscal year while adopting critical accounting policies as stated in Note 4. Estimates and assumptions of the Company are the best estimates made in compliance with IFRSs as endorsed by the FSC. Estimates and assumptions are made based on past experience and other factors deemed relevant; however, the actual results may differ from the estimates. The Company evaluates the estimates and assumptions on an ongoing basis and recognizes the adjustment of the estimates only in the period which is affected by the adjustment. If the adjustment simultaneously affects both the current and future periods, it should be recognized in both periods.
-
2) Relevant information on key assumptions to be made in the future, key sources of assumption uncertainty made at balance sheet date, and assumptions and estimates that may cause key risks that could affect the carrying amounts of financial assets and liabilities are as follows:
-
A. Fair value of financial instruments
- Financial instruments with no active market or quoted price use valuation technique to determine the fair value. Under such condition, fair value is assessed through the observable information or models of similar financial instruments. If there is no observable input available in a market, the fair value of financial instrument is assessed through appropriate assumptions. When valuation models are adopted to determine the fair value, all the models should be calibrated to ensure that the output can actually reflect actual information and market price. Models should try to take only observable information as much as possible.
-
B. Expected credit losses
-
For financial assets, the measurement of expected credit losses uses complex models and multiple assumptions. These models and assumptions take into account future macro-economic conditions and credit behaviors of borrowers (e.g. probability of customer default and loss). Please refer to Note 12(2) for detailed information on parameters, assumptions, and estimation methods used in measuring expected credit losses and disclosure of the sensitivity of credit loss to the aforementioned factors. The measurement of expected credit losses according to applicable accounting rules involves significant judgement in several areas, for example:
-
(A)The criteria used to judge whether there is significant increase in credit risk.
-
~29~
- (B)The selection of appropriate models and assumptions for measuring expected credit losses.
For judgements and estimations of the above expected credit losses, please refer to Note 12(2).
-
C. Impairment assessment on investment accounted for under equity method When there are impairment indicators that show the investments accounted for under equity method are impaired and the carrying amount can no longer be recovered, the Company will assess the impairment of the investment. The Company assesses its share of the recoverable amount which is based on the discounted value of expected cash flow, and assesses the reasonableness of relevant assumptions, including revenue growth rate, operating profit margin, net profit margin, financial forecast, and discount rate.
-
D. Impairment assessment of goodwill
-
Impairment assessment of goodwill includes allocation of assets, liabilities, and goodwill to brokerage segment, and determines the recoverable amount based on brokerage segment’s present value of expected future cash flow. The assessment also analyzes reasonableness of relevant assumptions, including expected future trading volumes, market share, segment’s operating profit margin, and discount rates.
6. DETAILS OF SIGNIFICANT ACCOUNTS
- 1) Cash and cash equivalents
| TAILS OF SIGNIFICANT ACCOUNTS Cash and cash equivalents |
||
|---|---|---|
| Checking deposits Current deposits: Deposits denominated in NTD Deposits denominated in foreign currencies Time deposits Total |
December31,2018 372,001 $ 225,347 544,590 2,351,200 3,493,138 $ |
December31,2017 |
| 301,595 $ 223,199 1,637,042 1,874,500 |
||
| 4,036,336 $ |
As of December 31, 2018 and 2017, the annual interest rates of time deposits, including foreign time deposits were 0.040% ~ 1.065% and 0.040% ~ 0.600%, respectively.
~30~
2) Financial assets at fair value through profit or loss
Effective 2018
| Financial assets at fair value through profit or loss Effective 2018 |
||
|---|---|---|
| December 31,2018 | ||
| Current items: | ||
| Financial assets mandatorily measured at fair value through profit or loss: | ||
| Open-ended funds, money market instruments | ||
| and securities investment by brokers | ||
| Open-ended mutual funds beneficiary | ||
| certificates | $ | 225,000 |
| Listed (TSE and OTC) stocks | 1,384,265 | |
| Subtotal | 1,609,265 | |
| Adjustment of open-ended funds | ||
| and money market instruments | ||
| and securities investment by brokers | 781 | |
| Total | 1,610,046 | |
| December 31,2018 | ||
| Trading securities-dealer | ||
| Listed (TSE and OTC) stocks | 203,034 | |
| Government bonds | 4,700,905 | |
| Corporate bonds | 3,265,038 | |
| Convertible corporate bonds | 148,279 | |
| Emerging stocks | 67,424 | |
| Overseas stocks | 9,551,592 | |
| Exchange-traded funds | 2,765,819 | |
| Unlisted stocks | 1,514 | |
| Subtotal | 20,703,605 | |
| Adjustment of trading securities - dealer | ( | 40,892) |
| Total | 20,662,713 | |
| Trading securities-underwriter | ||
| Listed (TSE and OTC) stocks | 837,441 | |
| Convertible corporate bonds | 479,500 | |
| Unlisted stocks | 14,400 | |
| Subtotal | 1,331,341 | |
| Adjustment of trading securities - underwriter | 123,837 | |
| Total | 1,455,178 | |
| Trading securities-hedging | ||
| Listed (TSE and OTC) stocks | 584,558 | |
| Convertible corporate bonds | 613 | |
| Warrants | 39,229 | |
| Exchange traded funds | 154,782 | |
| Subtotal | 779,182 | |
| Adjustment of trading securities - hedging | 6,164 | |
| Total | 785,346 |
~31~
| Options bought-futures Futures guarantee deposits receivable Derivative financial instrument assets-OTC Total Non-current items: Financial assets mandatorily measured at fair value through profit or loss: Trading securities - dealer - government bonds Unlisted stocks Subtotal Adjustment of trading securities Total |
24,463 |
|---|---|
| 2,260,964 | |
| 3,300 | |
| 26,802,010 $ |
|
| 49,895 $ 2,609 |
|
| 52,504 13,850 |
|
| 66,354 $ |
-
a. For the year ended December 31, 2018, net realised and unrealised gains on financial assets and liabilities at fair value through profit or loss amounted to $1,220,578.
-
b. Details of the Company’s financial assets at fair value through profit or loss pledged to others as collateral are provided in Note 8.
-
c. Information relating to credit risk is provided in Note 12(2).
-
d. Information on financial assets at fair value through profit or loss as of December 31, 2017 is provided in Note 12(8).
-
3) Financial assets at fair value through other comprehensive income
| d. Information on financial assets at fair value through profit or loss 2017 is provided in Note 12(8). Financial assets at fair value through other comprehensive income |
as of December 31, |
|---|---|
| Effective 2018 Current items: Debt instruments Trading securities-dealer Overseas bonds Adjustment of trading securities - dealer Total Non-current items: Equity instruments Unlisted stocks Adjustment of trading securities Total |
December 31,2018 |
| 290,816 $ 5,488 |
|
| 296,304 $ |
|
| 6,449 $ 140,096 |
|
| 146,545 $ |
-
a. The Company has elected to classify unlisted stocks that are considered to be strategic investments as financial assets at fair value through other comprehensive income. The fair value of such investments amounts to $146,545 as at December 31, 2018.
-
b. Amounts recognised in profit or loss and other comprehensive income in relation to the financial assets at fair value through other comprehensive income are listed below:
~32~
| Equity instruments at fair value through other comprehensive income |
Year ended December 31,2018 |
|
|---|---|---|
| Fair value change recognised in other comprehensive income Debt instruments at fair value through other comprehensive income |
12,307 $ 22,066 $ 24,289) ($ 8,415 $ |
|
| Fair value change recognised in other comprehensive income Cumulative other comprehensive income reclassified to profit or loss Due to derecognition Interest income recognised in profit or loss |
-
c. Details of the Company’s financial assets at fair value through other comprehensive income pledged to others as collateral are provided in Note 8.
-
d. Information relating to credit risk is provided in Note 12(2).
-
e. Information on financial assets at fair value through other comprehensive income as of December 31, 2017 is provided in Note 12(8).
4) Bonds purchased under resale agreements
Overseas bonds
| December31,2018 93,193 $ |
December31,2017 |
|---|---|
| - $ |
The above bonds purchased under resale agreements as of December 31, 2018 was due within one year and were contracted to be resold at the agreed-upon price plus interest charge on the specific date after transaction. The total resale amounts were $93,705. The annual interest rates of every currency were as follows:
| annual interest rates of every currency were as follows: | |
|---|---|
| Foreign currencies (Note) | December31,2018 |
| 2.20% |
(Note) : Foreign currencies include USD.
5) Margin loans receivable
Margin loans receivable were secured by the securities purchased by customers under margin loans. The annual interest rate was 6.4%.
~33~
6) Accounts receivable
| Accounts receivable | ||||||
|---|---|---|---|---|---|---|
| December 31,2018 | December 31,2017 | |||||
| Accounts receivable - related parties | $ | 3,895 | $ | 5,546 | ||
| Accounts receivable - non related parties | ||||||
| Settlement price receivable-brokers | $ | 6,289,700 |
$ | 6,923,656 |
||
| Settlement price receivable-dealer | 668,765 | 293,630 | ||||
| Accounts receivable-international bonds | - | 591,328 | ||||
| Accounts receivable-foreign bonds | 142,329 | 1,742,322 | ||||
| Interest receivable | 338,710 | 371,304 | ||||
| Settlement price | 722,004 | 775,878 | ||||
| Others | 77,520 | 54,624 | ||||
| Subtotal | 8,239,028 | 10,752,742 | ||||
| Less: Allowance for uncollectible accounts | ( | 2,661) | ( | 4,359) | ||
| Total | $ | 8,236,367 | $ | 10,748,383 |
- A. The ageing analysis of accounts receivable that were past due but not impaired is as follows:
~34~
| Accounts receivable Accounts receivable -related parties Accounts receivable - non- related parties Accounts receivable Accounts receivable -related parties Accounts receivable - non- related parties |
December | December | 31,2018 | Total | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Upto 30 days | 31 to90 days | 91 to 180 days | 181 days to 12 months |
More than 12 months |
||||||||
| 3,895 $ 7,906,191 7,910,086 $ |
- $ 36,760 36,760 $ |
- $ 138,336 138,336 $ 31,2017 |
- $ 67,282 67,282 $ |
3,895 $ 8,239,028 8,242,923 $ Total |
||||||||
| Upto 30 days | 31 to90 days | 91 to 180 days | 181 days to 12 months |
More than 12 months |
||||||||
| 5,546 $ 10,398,608 10,404,154 $ |
- $ 64,005 64,005 $ |
- $ 99,597 99,597 $ |
- $ 146,605 146,605 $ |
- $ 43,927 43,927 $ |
5,546 $ 10,752,742 10,758,288 $ |
The above ageing analysis was based on invoice day.
B. Information related to credit risk is provided in Note 12(2).
~35~
7) Other receivables
| Other receivables | |
|---|---|
| December 31,2018 Interest receivable 3,745 $ Others 3,807 Less: Impairment loss 288) ( Total 7,264 $ |
December 31,2017 |
| 2,959 $ 5,046 - |
|
| 8,005 $ |
Information relating to credit risk is provided in Note 12(2).
8) Other current assets
| Other current assets | ||
|---|---|---|
| Pending settlements Pledged time deposits Deposits-in for foreign currency securities Underwriting share proceeds collected on behalf of customers Temporary payments Others Total |
December 31,2018 27,379 $ 400,000 - 18,542 746 831 447,498 $ |
December 31,2017 |
| 45,977 $ 400,000 228,016 108,673 357 893 |
||
| 783,916 $ |
9) Transfer of financial assets
-
A. During the Company’s activities, the transferred financial assets that do not meet derecognition conditions are mainly debt instruments with purchase agreements or debt instruments lent out in accordance with securities borrowing and lending agreement. The cash flow of the contract has been transferred and related liabilities of transferred financial assets that will be repurchased at a fixed price in the future have been reflected. The Company may not use, sell or pledge the transferred financial assets during the valid period of the transaction. The financial assets were not derecognized as the Company is still exposed to interest rate risk and credit risk.
-
B. Financial assets that do not meet the derecognition conditions and related financial liabilities are analysed below:
~36~
December 31, 2018
| Financial assets category Carrying amount of transferred financial assets Financial assets measured at fair value through profit or loss Repurchase agreement 15,506,358 $ Available-for-sale financial assets Repurchase agreement 296,304 December 31,2017 |
Carrying amount of transferred financial assets |
Carrying amount of related financial liabilities |
|---|---|---|
| 14,775,766 $ 290,833 Carrying amount of related financial liabilities |
||
| Financial assets category Financial assets measured at fair value through profit or loss Repurchase agreement Available-for-sale financial assets Repurchase agreement |
Carrying amount of transferred financial assets |
|
| 22,148,171 $ 1,044,031 |
19,879,319 $ 1,032,339 |
10) Offsetting financial assets and financial liabilities
-
A. The Company has transactions that are or are similar to net settled master netting arrangements but do not meet the offsetting criteria, i.e. derivative financial instruments, resale and repurchase agreements. If one party breaches the contract, the counterparty can choose to use net settlement for the above transactions.
-
B. The offsetting of financial assets and financial liabilities are set as follows:
~37~
(1) Financial assets
December 31, 2018
| December 31,2018 | December 31,2018 | December 31,2018 | December 31,2018 | December 31,2018 | December 31,2018 | |||||
|---|---|---|---|---|---|---|---|---|---|---|
| Financial | assets that are offset,or ca | n | be settled under agreements of net settled master nettingarrangements or similar arrangements | |||||||
| Derivative financial instruments Bonds purchased under resale agreements Total Description |
Gross amounts of recognised financial assets |
Gross amounts of recognised financial liabilities set off in the balance sheet |
Net amounts of financial assets presented in the balance sheet |
Financial instruments Cash collateral received 3,300 $ - $ 92,663 - 95,963 $ - $ Not set off in the balance sheet |
Net amount | |||||
| Financial instruments |
||||||||||
| 3,300 $ 93,193 96,493 $ |
- $ 3,300 $ - 93,193 - $ 96,493 $ December 31,2017 |
3,300 $ 92,663 95,963 $ |
- $ 530 |
|||||||
| 530 $ |
||||||||||
| Financial | assets that are offset,or ca | n | be settled under agreements of net settled master nettingarrangements or similar arrangements | |||||||
| Derivative financial instruments Description |
Gross amounts of recognised financial assets |
Gross amounts of recognised financial liabilities set off in the balance sheet |
Net amounts of financial assets presented in the balance sheet |
Financial instruments Cash collateral received 19,982 $ - $ Not set off in the balance sheet |
Net amount | |||||
| Financial instruments |
||||||||||
| 19,982 $ |
- $ |
19,982 $ |
19,982 $ |
- $ |
~38~
(2) Financial liabilities
December 31, 2018
Financial liabilities that are offset, or can be settled under agreements of net settled master netting arrangements or similar arrangements
| Derivative financial instruments Bonds sold and repurchase agreements Total Description |
Gross amounts of recognised financial liabilities |
Gross amounts of recognised financial assets set off in the balance sheet |
Net amounts of financial liabilities presented in the balance sheet |
Financial instruments Cash collateral received 3,300 $ - $ 8,713,387 - 8,716,687 $ - $ Not set off in the balance sheet |
Financial instruments Cash collateral received 3,300 $ - $ 8,713,387 - 8,716,687 $ - $ Not set off in the balance sheet |
Financial instruments Cash collateral received 3,300 $ - $ 8,713,387 - 8,716,687 $ - $ Not set off in the balance sheet |
Net amount | ||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Financial instruments |
|||||||||||
| 11,112 $ 8,713,387 8,724,499 $ |
- $ 11,112 $ - 8,713,387 - $ 8,724,499 $ December 31,2017 |
3,300 $ 8,713,387 8,716,687 $ |
7,812 $ - |
||||||||
| 7,812 $ |
|||||||||||
| Financial liabilities that are offset,or c | an be settled under agreements of net settled master nettingarrangements or similar | arrangements | |||||||||
| Derivative financial instruments Bonds sold and repurchase agreements Total Description |
Gross amounts of recognised financial liabilities |
Gross amounts of recognised financial assets set off in the balance sheet |
Net amounts of financial liabilities presented in the balance sheet |
Financial instruments Cash collateral received 19,982 $ - $ 17,974,440 - 17,994,422 $ - $ Not set off in the balance sheet |
Net amount | ||||||
| Financial instruments |
|||||||||||
| 205,841 $ 17,974,440 18,180,281 $ |
- $ - - $ |
205,841 $ 17,974,440 18,180,281 $ |
19,982 $ 17,974,440 17,994,422 $ |
185,859 $ - |
|||||||
| 185,859 $ |
~39~
11) Investments accounted for under the equity method
| Subsidiaries President Futures Corp. President Securities (HK) Ltd. President Capital Management Corp. President Securities (BVI) Ltd President Insurance Agency Corp. PSC Venture Capital Investment Limited Company Joint ventures Uni-President Asset Management Corp. |
December 31,2018 1,935,207 $ 72,792 194,831 2,298,272 31,911 245,072 4,778,085 569,230 5,347,315 $ |
December 31,2017 |
|---|---|---|
| 1,433,680 $ 68,782 196,897 2,177,269 31,995 247,776 |
||
| 4,156,399 | ||
| 496,093 | ||
| 4,652,492 $ |
-
A. The Company’s share of its associates’ profits or losses recognised in long-term equity investment accounted for under the equity method for the years ended December 31, 2018 and 2017 were $379,275 and $ 324,762, respectively.
-
B. Details of information of subsidiaries are provided in Note 4(3) of consolidated financial statements of 2018.
-
C. On March 31, 2017 and October 13, 2017, the Company acquired 1,333,800 shares of UniPresident Asset Management Corp. and 5,000,000 shares of President Capital Management Corp. for a cash consideration of $42,682 and $50,000, respectively.
-
D. The financial information of the Company’s principal associates is summarized as follows: (a)The basic information of the joint ventures that are material to the Company is as follows:
| Princial place Companyname of businesss Uni-President Asset Management Corp. Taipei city Uni-President Asset Management Corp. Taipei city |
Shareholdingratio December 31,2018 42.46% December 31,2017 42.46% |
Nature of relationship Associate Associate |
Methods of measurement Equity method Equity method |
|---|---|---|---|
~40~
- (b)The summarized financial information of the joint ventures that are material to the Company is as follows:
Balance sheet
| Balance sheet | ||||
|---|---|---|---|---|
| Uni-President Asset | Management Corp. | |||
| December 31,2018 | December 31,2017 | |||
| Current assets | $ | 502,419 |
$ | 466,401 |
| Non-current assets | 599,619 | 441,397 | ||
| Current liabilities | ( | 156,138) |
( | 128,739) |
| Non-current liabilities | ( | 27,364) | ( | 33,530) |
| Total net assets | $ | 918,536 | $ | 745,529 |
| Share in joint venture's | ||||
| net assets | $ | 390,041 |
$ | 316,576 |
| Goodwill and others | 179,189 | 179,517 | ||
| Carrying amount of the joint venture |
$ | 569,230 | $ | 496,093 |
Statement of comprehensive income
| Revenue Profit for the period from continuing operations Other comprehensive income- net of tax Total comprehensive income Dividends received from associates |
Year ended December 31,2018 Year ended December 31,2017 791,291 $ 679,240 $ 239,809 $ 190,717 $ 11,569 69 251,378 $ 190,786 $ 72,511 $ 66,624 $ Uni-President Asset Management Corp. |
Year ended December 31,2018 Year ended December 31,2017 791,291 $ 679,240 $ 239,809 $ 190,717 $ 11,569 69 251,378 $ 190,786 $ 72,511 $ 66,624 $ Uni-President Asset Management Corp. |
Year ended December 31,2018 Year ended December 31,2017 791,291 $ 679,240 $ 239,809 $ 190,717 $ 11,569 69 251,378 $ 190,786 $ 72,511 $ 66,624 $ Uni-President Asset Management Corp. |
|
|---|---|---|---|---|
| Year ended December 31,2018 |
||||
| 791,291 $ 239,809 $ 11,569 251,378 $ 72,511 $ |
679,240 $ 190,717 $ 69 190,786 $ 66,624 $ |
~41~
12) Property and equipment
| January1,2018 | Land | Buildings | Equipment | Leasehold improvements |
Total | |
|---|---|---|---|---|---|---|
| Cost Accumulated depreciation and impairment Total For the year ended December 31,2018 |
1,573,570 $ - 1,573,570 $ 1,573,570 $ - - - - 1,573,570 $ Land |
978,310 $ 360,022) ( 618,288 $ 618,288 $ - - 1,390 22,928) ( 596,750 $ Buildings |
123,708 $ 72,032) ( 51,676 $ 51,676 $ 37,888 11) ( 20,704 27,969) ( 82,288 $ Equipment |
42,008 $ 24,561) ( 17,447 $ 17,447 $ 755 - 7,347 8,947) ( 16,602 $ Leasehold improvements |
2,717,596 $ 456,615) ( 2,260,981 $ 2,260,981 $ 38,643 11) ( 29,441 59,844) ( 2,269,210 $ Total |
|
| January 1, 2018 Additions Disposals Reclassifications Depreciation December 31, 2018 December 31,2018 |
||||||
| Cost Accumulated depreciation and impairment Total January1,2017 |
1,573,570 $ - 1,573,570 $ Land |
978,012 $ 381,262) ( 596,750 $ Buildings |
138,552 $ 56,264) ( 82,288 $ Equipment |
41,252 $ 24,650) ( 16,602 $ Leasehold improvements |
2,731,386 $ 462,176) ( 2,269,210 $ Total |
|
| Cost Accumulated depreciation and impairment Total For the year ended December 31,2017 |
1,573,570 $ - 1,573,570 $ 1,573,570 $ - - - - 1,573,570 $ Land |
980,873 $ 347,423) ( 633,450 $ 633,450 $ 250 - 7,080 22,492) ( 618,288 $ Buildings |
137,413 $ 79,554) ( 57,859 $ 57,859 $ 16,746 658) ( 6,480 28,751) ( 51,676 $ Equipment |
83,474 $ 53,256) ( 30,218 $ 30,218 $ - - 12,771) ( 17,447 $ Leasehold improvements |
2,775,330 $ 480,233) ( 2,295,097 $ 2,295,097 $ 16,996 658) ( 13,560 64,014) ( 2,260,981 $ Total |
|
| January 1, 2017 Additions Disposals Reclassification Depreciation December 31, 2017 December 31,2017 |
||||||
| Cost Accumulated depreciation and impairment Total |
1,573,570 $ - 1,573,570 $ |
978,310 $ 360,022) ( 618,288 $ |
123,708 $ 72,032) ( 51,676 $ |
42,008 $ 24,561) ( 17,447 $ |
2,717,596 $ 456,615) ( 2,260,981 $ |
- A. No interest was capitalized for property and equipment for the years ended December 31, 2018 and 2017.
B. The information on property and equipment pledged or restricted as of December 31, 2018 and 2017 is described in Note 8.
~42~
13) Investment property
| January1,2018 Cost Accumulated depreciation and impairment Total For the year ended December 31,2018 January 1, 2018 Depreciation December 31, 2018 December 31,2018 Cost Accumulated depreciation and impairment Total January1,2017 Cost Accumulated depreciation and impairment Total For the year ended December 31,2017 January 1, 2017 Depreciation December 31, 2017 December 31,2017 Cost Accumulated depreciation and impairment Total |
Land Buildings Total 198,099 $ 107,076 $ 305,175 $ - 28,372) ( 28,372) ( 198,099 $ 78,704 $ 276,803 $ 198,099 $ 78,704 $ 276,803 $ - 2,100) ( 2,100) ( 198,099 $ 76,604 $ 274,703 $ Land Buildings Total 198,099 $ 107,076 $ 305,175 $ - 30,472) ( 30,472) ( 198,099 $ 76,604 $ 274,703 $ Land Buildings Total 198,099 $ 107,076 $ 305,175 $ - 26,272) ( 26,272) ( 198,099 $ 80,804 $ 278,903 $ 198,099 $ 80,804 $ 278,903 $ - 2,100) ( 2,100) ( 198,099 $ 78,704 $ 276,803 $ Land Buildings Total 198,099 $ 107,076 $ 305,175 $ - 28,372) ( 28,372) ( 198,099 $ 78,704 $ 276,803 $ |
|---|---|
-
A. For the years ended December 31, 2018 and 2017, rental income from the lease of the investment property were both $17,652, and direct operating expenses arising from the investment property were $3,611 and $3,267, respectively.
-
B. Details of fair value of investment property are provided in Note 12(5).
~43~
14) Intangible assets
| ) Intangible assets | |||
|---|---|---|---|
| January1,2018 Computer software Cost 41,212 $ Accumulated depreciation and impairment 25,937) ( Total 15,275 $ For the year ended December 31,2018 January 1, 2018 15,275 $ Additions 10,187 Reclassifications 8,431 Depreciation 8,893) ( December 31, 2018 25,000 $ December 31,2018 Computer software Cost 43,167 $ Accumulated depreciation and impairment 18,167) ( Total 25,000 $ January1,2017 Computer sofware Cost 53,135 $ Accumulated depreciation and impairment 29,530) ( Total 23,605 $ For the year ended December 31,2017 January 1, 2017 23,605 $ Additions 2,128 Reclassifications 1,326 Depreciation 11,784) ( December 31, 2017 15,275 $ December 31,2017 Computer software Cost 41,212 $ Accumulated depreciation and impairment 25,937) ( Total 15,275 $ |
Goodwill | Customer relationships and others Total 54,160 $ 137,376 $ 49,122) ( 75,059) ( 5,038 $ 62,317 $ 5,038 $ 62,317 $ - 10,187 - 8,431 5,038) ( 13,931) ( - $ 67,004 $ Customer relationships and others Total 54,160 $ 139,331 $ 54,160) ( 72,327) ( - $ 67,004 $ Customer relationships and others Total 54,160 $ 149,299 $ 34,008) ( 63,538) ( 20,152 $ 85,761 $ 20,152 $ 85,761 $ - 2,128 - 1,326 15,114) ( 26,898) ( 5,038 $ 62,317 $ Customer relationships and others Total 54,160 $ 137,376 $ 49,122) ( 75,059) ( 5,038 $ 62,317 $ |
|
| 42,004 $ - 42,004 $ 42,004 $ - - - 42,004 $ Goodwill |
|||
| 42,004 $ - 42,004 $ Goodwill |
|||
| 42,004 $ - 42,004 $ 42,004 $ - - - 42,004 $ Goodwill |
|||
| 42,004 $ - 42,004 $ |
A. No interest was capitalized for intangible assets for the years ended December 31, 2018 and 2017.
B. Goodwill and customer relationships were acquired through acceptance of transfer of the securities brokerage business of Standard Chartered (Taiwan) Bank's retail banking business, and
~44~
were all allocated to the Company’s brokerage segment.
- C. The recoverable amount of goodwill was determined based on its value in use. Calculations of value in use after-tax cash flow projections are based on financial budgets approved by the management covering a five-year period. Cash flows beyond the five-year period are extrapolated using the estimated growth rates stated below.
The recoverable amount calculated based on the value in use exceeded the carrying amount, thus the goodwill was not impaired. The key assumptions used for calculation of value in use are as follows:
| of value in use are as follows: | ||
|---|---|---|
| Growth rate Discount rate |
Brokerage | 2017 0.00% 17.49% Segment |
| 2018 0.00% 11.96% |
Management determined the growth rate based on past performance and its expectations of market development. The discount rates were based on the weighted average financing cost rates determined by the Company’s capital asset pricing model. The discount rates also reflect specific risks related to relevant operating segments.
(Blank below)
~45~
15) Other noncurrent assets
| Other noncurrent assets | |||||
|---|---|---|---|---|---|
| December 31,2018 | December 31,2017 | ||||
| Operation guaranteed deposits | $ | 540,000 |
$ | 542,000 |
|
| Clearing and settlement fund | 224,205 | 219,713 | |||
| Refundable deposits | 239,359 | 185,647 | |||
| Defined benefit obiligations | 44 | - | |||
| Prepayment for equipment | 5,653 | 10,354 | |||
| Overdue receivables | 213,075 | 136,443 | |||
| Others | 720 | 180 | |||
| Subtotal | 1,223,056 | 1,094,337 | |||
| Less: Allowance for uncollectible | |||||
| accounts-overdue receivables | ( | 213,075) |
( | 136,443) |
|
| Total | $ | 1,009,981 | $ | 957,894 | |
| Short-term loans | |||||
| December 31,2018 | December 31,2017 | ||||
| Secured loans | $ | - |
$ | 945,000 |
|
| Unsecured loans | 939,879 | 5,336,968 | |||
| Total | $ | 939,879 | $ | 6,281,968 | |
| Interest rates | 3.411%~3.500% | 0.700%~3.250% | |||
| Commercial papers payable | |||||
| December 31,2018 | December 31,2017 | ||||
| Face value | $ | - |
$ | 3,650,000 |
|
| Less: discount on commercial papers payable | - | ( | 369) | ||
| Total | $ | - | $ | 3,649,631 | |
| Interest rates | - | 0.370%~0.485% |
16) Short-term loans
17) Commercial papers payable
Face value Less: discount on commercial papers payable Total Interest rates
~46~
18) Financial liabilities at fair value through profit or loss - current
| December 31,2018 | December 31,2018 | December 31,2017 | December 31,2017 | |||
|---|---|---|---|---|---|---|
| Investments in bonds under resale | ||||||
| agreements - short sales | $ | 90,545 |
$ | - |
||
| Valuation adjustment of financial assets held | ||||||
| for trading | 3,069 | - | ||||
| Subtotal | 93,614 | - | ||||
| Liabilities on sale of borrowed securities | ||||||
| - hedged | 148,009 | 151,745 | ||||
| Valuation adjustment on liabilities on sale of | ||||||
| borrowed securities - hedged | ( | 15,145) |
( | 10,481) |
||
| Liabilities on sale of borrowed securities | ||||||
| - non-hedged | 391,436 | 207,280 | ||||
| Valuation adjustment on liabilities on sale of | ||||||
| borrowed securities - non-hedged | ( | 19,457) | 1,982 | |||
| Subtotal | 504,843 | 350,526 | ||||
| Issuance of call ( put ) warrants | 15,115,760 | 12,851,599 | ||||
| Gain on price fluctuation | ( | 7,549,321) | ( | 5,599,183) | ||
| Market value (A) | 7,566,439 | 7,252,416 | ||||
| Warrants redeemed | ( | 11,955,149) |
( | 9,460,551) |
||
| Loss on price fluctuation | 4,622,139 | 2,813,270 | ||||
| Market value (B) | ( | 7,333,010) | ( | 6,647,281) | ||
| Warrants - net (A+B) | 233,429 | 605,135 | ||||
| Options sold - TAIFEX | 8,954 | 3,575 | ||||
| Derivative financial liabilities - OTC | 24,690 | 246,628 | ||||
| Total | $ | 865,530 | $ | 1,205,864 |
Among the warrants issued by the Company, except for contract-based warrants which are Europeanstyle warrants, all other warrants are American-style warrants. Warrants are stated as liabilities for issuance of warrants at issuance price prior to expiration. Upon repurchase of warrants after issuance, the repurchased amounts are recognised as warrants repurchase and charged as a deduction to liabilities for issuance of warrants. The warrants have six to sixteen months exercise period from the date of issuance. The issuer has the option to settle either by cash or stock delivery.
~47~
19) Bonds sold under repurchase agreements
| Bonds sold under repurchase agreements | ||
|---|---|---|
| Government bonds Corporate bonds International bonds Foreign bonds Total |
December 31,2018 4,100,351 $ 1,298,032 954,829 8,713,387 15,066,599 $ |
December 31,2017 |
| 1,684,569 $ 400,139 852,510 17,974,440 |
||
| 20,911,658 $ |
The above bonds sold under repurchase agreements as of December 31, 2018 and 2017 were due within one year and were contracted to be repurchased at the agreed-upon price plus interest charge on the specific date after the transaction. The total repurchase amounts were $15,134,144 and $20,984,849, respectively, and the annual interest rates in every currency were shown as follows:
| Currency December 31,2018 NTD 0.33%~0.62% Foreign currencies (Note) -0.30%~4.20% (Note) :Foreign currencies include AUD, EUR, USD and RMB. |
December 31,2017 |
|---|---|
| 0.24%~0.43% -0.30%~4.30% |
20) Accounts payable
| Other payables Settlement accounts payable - brokered trading Settlement proceeds Settlement accounts payable - operating Settlement Accounts payable-foreign bonds Settlement Accounts payable-International bonds Others Total Salary and bonus payable Employees’ and directors’ remuneration payable Others Total |
December 31,2018 4,974,010 $ 1,811,674 256,985 172,208 78 77,992 7,292,947 $ December 31,2018 415,980 $ 57,735 316,654 790,369 $ |
December 31,2017 |
|---|---|---|
| 6,933,143 $ 660,024 407,612 395,809 - 63,004 |
||
| 8,459,592 $ |
||
| December 31,2017 | ||
| 598,279 $ 112,882 364,753 |
||
| 1,075,914 $ |
21) Other payables
~48~
22) Other financial liabilities - current
| Other financial liabilities-current | ||
|---|---|---|
| Equity-linked notes (ELN) - Options Principal guaranteed notes (PGN) - fixed income Total |
December 31,2018 - $ 2,687,009 2,687,009 $ |
December 31,2017 |
| 3,000 $ 3,196,298 |
||
| 3,199,298 $ |
The Company deals in equity-linked products and combines fixed income instruments with call or put options. These products are categorized into ELN (Equity-Linked Notes) and PGN (Principal Guaranteed Notes). On trade date, the contracted amounts are collected in full from the counterparties. The payout amount on maturity will depend on the price fluctuation of the instruments linked to these contracts and be calculated as trading price less option strike price on maturity. All the linked products are financial instruments under the supervision of the SFB (Securities and Futures Bureau).
23) Other liabilities-non-current
| Other liabilities-non-current | ||
|---|---|---|
| Net defined benefit obligation Guarantee deposits received Total |
December 31,2018 21,928 $ - 21,928 $ |
December 31,2017 |
| 21,629 $ 49,500 |
||
| 71,129 $ |
24) Pension plan
A. Defined benefit plans
(A) The Company has a defined benefit pension plan in accordance with the Labor Standards Law, covering all regular employees’ service years prior to the enforcement of the Labor Pension Act on July 1, 2005 and service years thereafter of employees who chose to continue to be subject to the pension mechanism under the Law. Pension benefits are based on the number of units accrued and the average monthly salaries and wages of the last 6 months prior to retirement. Under the defined benefit pension plan, two units are accrued for each year of service for the first 15 years and one unit for each additional year thereafter, subject to a maximum of 45 units. The Company contributes monthly an amount 7.2% of the employees’ monthly salaries and wages to the retirement fund deposited with Bank of Taiwan, the trustee, under the name of the supervisory committee of workers' retirement reserve fund, and with Cathay United Bank, under the name of the management committee of employees’ retirement fund. Also, the Company would assess the balance in the aforementioned labor pension reserve account by the end of December 31, every year. If the account balance is insufficient to pay the pension calculated by the aforementioned method, to the employees expected to be qualified for retirement next year, the Company will make contributions to cover the deficit by next March.
- (B) The amounts recognized in the balance sheet are determined as follows:
| December | 31,2018 | December | 31,2017 | |
|---|---|---|---|---|
| Present value of defined benefit obligations | $ | 785,853 |
$ | 799,549 |
| Fair value of plan assets | ( | 785,897) | ( | 750,049) |
| Net defined benefit (assets) liabilities | ($ | 44) | $ | 49,500 |
~49~
(C) Movements in net defined benefit (assets) liabilities are as follows:
| Year ended December 31,2018 | Present value of defined benefit obligations |
Fair value ofplan assets |
Net defined benefit (assets) liabilities |
||
|---|---|---|---|---|---|
| 799,549 $ 5,583 9,595 814,727 - 7,429 8,337) ( 908) ( - 27,966) ( 27,966) ( 785,853 $ Present value of defined benefit obligations |
750,049) ($ - 9,001) ( 759,050) ( 13,865) ( - - 13,865) ( 40,948) ( 27,966 12,982) ( 785,897) ($ Fair value ofplan assets |
49,500 $ 5,583 594 55,677 13,865) ( 7,429 8,337) ( 14,773) ( 40,948) ( - 40,948) ( 44) ($ Net defined benefit (assets) liabilities |
|||
| Balance at January 1 Current service cost Interest expense (income) Remeasurements: Return on plan assets (excluding amounts included in interest income or expense) Change in financial assumptions Experience adjustments Pension fund contribution Paid pension Balance at December 31 Year ended December 31,2017 |
|||||
| 682,712 $ 5,185 10,241 698,138 - 23,465 100,059 123,524 - 22,113) ( 22,113) ( 799,549 $ |
727,323) ($ - 10,910) ( 738,233) ( 6,067 - - 6,067 39,996) ( 22,113 17,883) ( 750,049) ($ |
44,611) ($ 5,185 669) ( 40,095) ( 6,067 23,465 100,059 129,591 39,996) ( - 39,996) ( 49,500 $ |
|||
| Balance at January 1 Current service cost Interest expense (income) Remeasurements: Return on plan assets (excluding amounts included in interest income or expense) Change in financial assumptions Experience adjustments Pension fund contribution Paid pension Balance at December 31 |
(D) The Bank of Taiwan was commissioned to manage the Fund of the Company’s defined benefit pension plan in accordance with the Fund’s annual investment and utilisation plan and the “Regulations for Revenues, Expenditures, Safeguard and Utilisation of the Labor Retirement
~50~
Fund” (Article 6: The scope of utilisation for the Fund includes deposit in domestic or foreign financial institutions, investment in domestic or foreign listed, over-the-counter, or private placement equity securities, investment in domestic or foreign real estate securitization products, etc.). With regard to the utilisation of the Fund, its minimum earnings in the annual distributions on the final financial statements shall be no less than the earnings attainable from the amounts accrued from two-year time deposits with the interest rates offered by local banks. If the earnings is less than aforementioned rates, government shall make payment for the deficit after being authorized by the Regulator. The Company has no right to participate in managing and operating that fund and hence the Company is unable to disclose the classification of plan asset fair value in accordance with IAS 19 paragraph 142. The composition of fair value of plan assets as of December 31, 2018 and 2017 is given in the Annual Labor Retirement Fund Utilisation Report published by the government. In addition, for retirement fund deposits with Cathay United Bank, under the name of the management committee of employees’ retirement fund, the fund invests in time deposit accounts under Cathay United Bank.
- (E) The principal actuarial assumptions used were as follows:
| Discount rate Future salary increases |
For the year ended December31,2018 |
For the year ended December31,2017 |
||
|---|---|---|---|---|
| 1.10% 2.50% |
1.20% 2.50% |
Assumptions regarding future mortality rate are set based on the Taiwan Standard Ordinary Experience Mortality Table (2011).
Because the main actuarial assumption changed, the present value of defined benefit obligation is affected. The analysis was as follows:
| Increase 0.25% Decrease 0.25% December 31,2018 Effect on present value of defined benefit obligation 18,392) ($ 19,010 $ December 31,2017 Effect on present value of defined benefit obligation 19,620) ($ 20,303 $ Discount rate |
Increase 0.25% Decrease 0.25% 16,758 $ 16,327) ($ 18,000 $ 17,517) ($ Future salaryincreases |
|---|---|
- (F) Expected contributions to the defined benefit pension plans of the Company for the year ending December 31, 2019 amounts to $38,690.
B. Defined contribution plans:
Effective from July 1, 2005, the Company established a defined contribution plan pursuant to the “Labor Pension Act”, which covers employees with R.O.C. nationality and those who chose or
~51~
are required to apply the “Labor Pension Act”. The contributions are made monthly based on not less than 6% of the employees’ monthly salaries and wages to the employees’ individual pension accounts at the Bureau of Labor Insurance. The payment of pension benefits is based on the employees’ individual pension fund accounts and the cumulative profit in such accounts. The employees can choose to receive such pension benefits monthly or in lump sum. The pension costs under defined contribution pension plans of the Company for the years ended December 31, 2018 and 2017 were $58,509 and $53,263, respectively.
25) Equity
A. Common stock
(A) As of December 31, 2018, the Company’s authorized capital was $15,000,000 with a par value of $10 (in dollars) per share. As of December 31, 2018 and 2017, the common stocks issued and the outstanding common stocks were both 1,390,428 thousand shares.
Movements in the number of the Company’s ordinary shares outstanding are as follows:
(Expressed in thousands)
| January 1 Stock dividends December 31, 2018 (As January 1, 2018) |
Year ended December 31, 2018 |
Year ended December 31, 2017 |
||
|---|---|---|---|---|
| 1,390,428 - 1,390,428 |
1,335,666 54,762 1,390,428 |
The Company increased capital through capitalization of unappropriated retained earnings of $547,623 by issuing 54,762 thousand shares at par value of $10 per share approved by the Board of Director on March 23, 2017 and resolved by stockholders’ meeting on June 22, 2017. The effective date was set on August 9, 2017. After the capital increase, the issued share capital was expected to be $13,904,281, consisting of 1,390,428 thousand shares of ordinary stock at par value of $10 per share.
B. Capital reserve
| December 31, 2018 December 31, 2017 |
Sharepremium | Treasury share transactions |
Expired stock options |
Difference between consideration and carrying amount of subsidiaries acquired or disposed |
Total | |||||
|---|---|---|---|---|---|---|---|---|---|---|
| 24,986 $ 24,986 $ |
116,793 $ 116,793 $ |
483 $ 483 $ |
440 $ 440 $ |
142,702 $ 142,702 $ |
Pursuant to the R.O.C. Company Law, capital reserve arising from paid-in capital in excess of par value on issuance of common stocks and donations can be used to cover accumulated deficit or to issue new stocks or cash to shareholders in proportion to their share ownership, provided it should not exceed 10% of the paid-in capital each year. Capital reserve should not be used to cover accumulated deficit unless the legal reserve is insufficient.
- C. Legal reserve
Under the Company’s Articles of Incorporation, the current year’s earnings, if any, shall first be used to pay all taxes and offset prior years’ operating losses and then 10% of the remaining amount shall be set aside as legal reserve. Except for covering accumulated deficit or issuing new stocks or cash to shareholders in proportion to their share ownership, the legal reserve shall not be used
~52~
for any other purpose. The use of legal reserve for the issuance of stocks or cash to shareholders in proportion to their share ownership is permitted, provided that the balance of the reserve exceeds 25% of the Company’s paid-in capital.
-
D. Special reserve
-
According to the “Rules Governing the Administration of Securities Firms”, 20% of the current year's earnings, after paying all taxes and offsetting prior years' operating losses, if any, shall be set aside as special reserve until the cumulative balance equals the total amount of paid-in capital. The special reserve shall be used exclusively to cover accumulated deficit or to increase capital and shall not be used for any other purpose. Such capitalization shall not be permitted unless the Company had already accumulated a special reserve of at least 25% of its paid-in capital stock and only quarter of such special reserve may be capitalized.
-
In accordance with the regulations, the Company shall set aside an equivalent amount of special reserve from accumulated unappropriated retained earnings of the current year based on the decreased amount of equity. If there is any subsequent reversal of the decrease in equity, the earnings may be distributed based on the reversal proportion.
According to Jing-Guan-Zheng-Chuan Letter No. 10500278285, from fiscal year 2016 to 2018, securities firm shall provide 0.5% to 1% of profit after tax as special reserve before distributing earnings. According to Zheng-Chi (Chuan) Letter No. 1060005703, special provision shall be provide after accumulated deficit is covered. From fiscal year 2017, the amount of employees’ training for transition, transfer or arrangement expenditure arising from financial technology development can be reversed up to the amount of the abovementioned special reserve.
-
26) Unappropriated earnings and dividends policy
-
A. Under the Company’s Articles of Incorporation, the current year’s earnings, if any, shall be used to pay all taxes and offset prior years’ operating losses first, and then set aside as legal reserve, accounted for as 10% of the remaining amount, and special reserve, accounted for as 20% of the remaining amount. Upon provision or reversal of special reserve in accordance with the law, any remaining amount together with unappropriated earnings at beginning of the period shall be distributed according to the following resolution adopted at the stockholders’ meeting: Distribution shall not be made if the balance of distributable earnings is less than 5% of paid-in capital.
-
B. In addition, the total amount of dividends declared every year shall be at least 70% of distributable earnings, of which stock dividends shall be at least 50% and cash dividends shall be lower than 50%.
-
C. The Company may determine a better proportion of cash and stock dividends distribution based on its actual operating conditions and capital utilization plan for the following year.
-
D. The appropriation of 2017 and 2016 earnings was resolved by the shareholders on June 21, 2018 and June 22, 2017, respectively. Detail is as follows:
~53~
| Legal reserve Special reserve Special reserve(Note 1) Reversal special reserve(Note 1) Special reserve(Note 2) Cash dividends Stock dividends Total |
For the year ended December 31,2017 |
For the year ended December 31,2017 |
For the year ended December 31,2016 |
For the year ended December 31,2016 |
|
|---|---|---|---|---|---|
| Amount | Dividends per share (in dollars) |
Amount | Dividends per share (in dollars) |
||
| 251,972 $ 503,944 12,599 3,023) ( 58,374 1,668,514 - 2,492,380 $ |
1.20 $ - |
79,851 $ 159,701 3,993 - - - 547,623 791,168 $ |
- $ 0.41 |
-
Note 1
:Special reserve was provided for employees’ transition for financial technology development according to Jin-Guan-Zheng-Chuan Letter No. 10500278285, and can be reversed for employees’ transition. The Board of Directors of the Company resolved to provide 0.5% as special reserve and made reversal of the special reserve on March 26, 2018 and March 23, 2017. -
Note 2
:Special reserve shall be set aside in the same amount of net debit amount of other equity interest recorded in current year from the profit or loss of current year and the accumulated unappropriated earnings pursuant to paragraph 1 of Article 41 of Securities and Exchange Act and Jin-Guan-Zheng-Chuan Letter No. 1010028514. -
E. The earnings distribution for 2018 as resolved by the Board of Directors on March 22, 2019 is set forth below:
| set forth below: | ||
|---|---|---|
| Legal reserve Special reserve Special reserve(Note 3) Reversal special reserve(Note 3) Special reserve(Note 4) Cash dividends Total |
For theyear ended December 31,2018 | |
| Amount | Dividends per share (in dollars) |
|
| 121,032 $ 242,064 6,052 4,365) ( 58,374) ( 959,395 1,265,804 $ |
0.69 $ |
- Note 3
:Special reserve was provided for employees’ transition for financial technology development according to Jin-Guan-Zheng-Chuan Letter No. 10500278285, and can be reversed in line with relevant letters. The Board of Directors of the Company resolved to provide 0.5% as special reserve and made reversal of the special reserve
~54~
on March 22, 2019.
-
Note 4
:Special reserve shall be set aside in the same amount of net debit amount of other equity interest recorded in current year from the profit or loss of current year and the accumulated unappropriated earnings pursuant to paragraph 1 of Article 41 of Securities and Exchange Act and Jin-Guan-Zheng-Chuan Letter No. 1010028514. If there is any subsequent reversal of the decrease in equity, the earnings may be distributed based on the reversal proportion. -
F. For details on employees’ remuneration and directors’ remuneration, please refer to Note 6 (41).
27) Brokerage handling fee revenue
| Brokerage handling fee revenue | ||||
|---|---|---|---|---|
| Revenues from brokered trading - TWSE Revenues from brokered trading - OTC Others Total |
Year ended December 31,2018 |
Year ended December 31,2017 |
||
| 1,217,135 $ 439,747 52,774 1,709,656 $ |
1,058,726 $ 454,994 52,322 1,566,042 $ |
28) Revenues from underwriting business
| Revenues from underwriting business | ||||
|---|---|---|---|---|
| Revenues from underwriting securities on a firm commitment basis Others Total |
Year ended December 31,2018 |
Year ended December 31,2017 |
||
| 22,306 $ 30,922 53,228 $ |
23,043 $ 33,071 56,114 $ |
~55~
29) Gain on sale of trading securities
| Gain on sale of trading securities | |||
|---|---|---|---|
| Dealers: -TAIEX -OTC -Overseas trading Subtotal Underwriters: -TAIEX -OTC Subtotal Hedging: -TAIEX -OTC -Overseas trading Subtotal Total |
Year ended December 31,2018 |
Year ended December 31,2017 |
|
| 1,119,471 $ 57,940) ( 79,821) ( 981,710 46,174 11,969 58,143 630,593) ( 123,985) ( 8,260) ( 762,838) ( 277,015 $ |
1,121,790 $ 495,212 989,928 2,606,930 12,784 18,424 31,208 141,332 131,021 665 273,018 2,911,156 $ |
30) Interest revenue
| Interest revenue | ||||
|---|---|---|---|---|
| Interest income from margin loans Interest income from bonds Others Total |
Year ended December 31,2018 |
Year ended December 31,2017 |
||
| 623,031 $ 632,528 735 1,256,294 $ |
577,570 $ 838,572 661 1,416,803 $ |
31) Valuation (loss) gain on trading securities at fair value through profit or loss
| (Loss) gain on sale of securities - dealer (Loss) gain on sale of securities - underwriting Gain (loss) on sale of securities - hedging Total |
Year ended December 31,2018 |
Year ended December 31,2017 |
|---|---|---|
| 437,071) ($ 13,726) ( 83,968 366,829) ($ |
375,400 $ 71,553 74,209) ( 372,744 $ |
~56~
32) Gain (loss) on covering of borrowed securities and bonds with resale agreements - short sales
| Valuation gain on borrowed securities and bonds with resale agreements-short sales at fair valu Year ended December 31,2018 Year ended December 31,2017 Gain (loss) from the bond investments under resale agreements 7,117 $ 116,598) ($ Loss from securities borrowing transactions - warrants - 479) ( Gain (loss) from covering - warrants 1,816 15,683) ( Gain from securities borrowing transactions - dealer 18,855 30,644 Total 27,788 $ 102,116) ($ |
Year ended December 31,2018 |
Year ended December 31,2017 |
|
|---|---|---|---|
through profit or loss Valuation (loss) gain from the bond investments under resale agreements Valuation gain (loss) from securities borrowing transactions - dealer Valuation gain from securities borrowing transactions - warrants Valuation (loss) gain from covering - warrants Total |
Year ended December 31,2018 |
Year ended December 31,2017 |
|
| 3,015) ($ 27,237 - 2,155) ( 22,067 $ |
7,866 $ 6,339) ( 423 1,025 2,975 $ |
33) Valuation gain on borrowed securities and bonds with resale agreements-short sales at fair value through profit or loss
34) Realised loss on financial assets measured at fair value through other comprehensive income
| 35) Gain from issuance of call (put) warrants Foreign bonds Gain on changes in fair value of call ( put ) warrant liabilities and redemption Loss on exercise of call ( put ) warrants before maturity Expenses arising out of issuance of call ( put ) warrants Total |
Year ended December 31,2018 |
Year ended December 31,2017 |
|
|---|---|---|---|
| 24,289) ($ Year ended December 31,2018 |
- $ Year ended December 31,2017 |
||
| 1,180,875 $ 35,750) ( 84,740) ( 1,060,385 $ |
417,304 $ 43,480) ( 67,912) ( 305,912 $ |
~57~
36) Gain (loss) from derivatives
| Futures contract gain (loss) Option trading gain Loss on foreign exchange derivatives Others Total |
Year ended December 31,2018 |
Year ended December 31,2017 |
|---|---|---|
| 194,926 $ 120,606 47,348) ( 68,032) ( 200,152 $ |
187,711) ($ 87,212 52,462) ( 52,791) ( 205,752) ($ |
37) Impairment loss and reversal of impairment loss
| Other operating income (loss) Handling charges Provision for impairment Collection of bad debt Total Income from securities lending Net currency exchange gain (loss) Handling fee revenues from funds Others Total Brokerage handling fee expense Dealer handling fee expense Refinancing processing fee expense Total |
Year ended December 31,2018 |
Year ended December 31,2018 |
Year ended December 31,2017 |
|
|---|---|---|---|---|
| 52,798) ($ 716 52,082) ($ Year ended December 31,2018 |
- $ - - $ Year ended December 31,2017 |
|||
| 87,487 $ 28,872 44,277 3,831 164,467 $ Year ended December 31,2018 |
70,403 $ 476,136) ( 40,778 24,814 340,141) ($ Year ended December 31,2017 |
|||
| 138,569 $ 203,842 1,653 344,064 $ |
119,231 $ 125,980 1,620 246,831 $ |
38) Other operating income (loss)
39) Handling charges
~58~
40) Financial costs
| Interest expense from repurchase agreements Loans interest expense Other interest expense Total |
Year ended December 31,2018 |
Year ended December 31,2017 |
||
|---|---|---|---|---|
| 291,956 $ 99,398 5,756 397,110 $ |
272,675 $ 102,271 5,591 380,537 $ |
41) Employee benefits expense
| Salaries Labor and health insurance Pension Other employee benefits Total |
Year ended December 31,2018 |
Year ended December 31,2017 |
||
|---|---|---|---|---|
| 1,512,061 $ 115,499 64,686 95,155 1,787,401 $ |
1,719,703 $ 103,626 57,779 108,213 1,989,321 $ |
-
A. In accordance to the Company’s Article of Incorporation, the remainder of the year-end income before taxes less income before appropriating employees’ compensation and directors’ remuneration, if any, shall appropriate an employees’ compensation no less than 1.6% and directors’ remuneration no more than 2%. However, when the Company has an accumulated deficit, earnings to cover the deficit shall first be retained before appropriating employees’ compensation and directors’ remuneration.
-
B. For the years ended December 31, 2018 and 2017, employees’ compensation was accrued at $28,868 and $56,441, respectively; directors’ remuneration was accrued at $28,868 and $56,441, respectively. The aforementioned amounts were recognised in salary expenses.
-
C. For years ended December 31, 2018, employees’ compensation was estimated at 2% and directors’ remuneration at 2%, based on the period-end income before taxes less income before appropriating employees’ compensation and directors’ remuneration.
-
D. The actual distributed amount of employees’ and directors’ remuneration for 2017 as resolved by the Board of Directors was in agreement with the estimates in the 2017 financial statements.
-
E. Information on the appropriation of the Company’s earnings as resolved by the Board of Directors would be posted in the “Market Observation Post System” on the Taiwan Stock Exchange Official website.
42) Depreciation and amortization
| Depreciation Amortization Total |
Year ended December 31,2018 |
Year ended December 31,2017 |
||
|---|---|---|---|---|
| 61,944 $ 13,931 75,875 $ |
66,114 $ 26,898 93,012 $ |
~59~
43) Other operating expenses
| Other operating expenses | ||||
|---|---|---|---|---|
| Rentals Taxes Computer information expenses Postage Bad debt expenses Others Total |
Year ended December 31,2018 |
Year ended December 31,2017 |
||
| 55,419 $ 592,509 89,040 102,273 - 348,858 1,188,099 $ |
56,203 $ 644,434 96,351 104,945 63,471 334,328 1,299,732 $ |
44) Other gains and losses
| Other gains and losses | ||
|---|---|---|
| Financial income (Loss) gain on disposal of investments Loss on valuation of open-ended funds and money-market instruments Net currency exchange (loss) gain Other non-operating revenues Total |
Year ended December 31,2018 |
Year ended December 31,2017 |
| 18,521 $ 11,703) ( 11) ( 4,013) ( 123,236 126,030 $ |
10,060 $ 9,766 658) ( 332 130,041 149,541 $ |
(Blank blow)
~60~
45) Income tax
A. Income tax expense
(a)Components of income tax expense:
(b)The income tax expense relating to components of other comprehensive income is as follows:B. Reconciliation between income tax expense and accounting profit Year ended December 31,2018 Year ended December 31,2017 Current tax: Current tax on profits for the periods 144,310 $ 271,183 $ Prior year income tax underestimation (overestimation) 5,476 9,146) ( Tax on undistributed surplus earnings 2,000 - Total current tax 151,786 262,037 Deferred taxes: Origination and reversal of temporary differences 33,003 72,605) ( Impact of change in tax rate 9,466) ( - Total deferred taxes 23,537 72,605) ( Income tax expense 175,323 $ 189,432 $ Year ended December 31,2018 Year ended December 31,2017 Remeasurement of defined benefit obligations 2,955 $ 22,031) ($ Impact of change in tax rate 11,886) ($ - $ Year ended December 31,2018 Year ended December 31,2017 Tax calculated based on profit before tax and statutory tax rate 277,129 $ 477,394 $ Expenses disallowed by tax regulation 23,150 17,690) ( Prior year income tax underestimation (overestimation) 5,476 9,146) ( Tax exempt income by tax regulation 256,066) ( 419,466) ( Effect from Alternative Minimum Tax 133,100 158,340 Effect from changes in tax regulation 9,466) ( - Tax on undistributed earnings 2,000 - Income tax expense 175,323 $ 189,432 $ |
Year ended December 31,2018 |
Year ended December 31,2017 |
|
|---|---|---|---|
(b)The income tax expense relating to components of other comprehensive income is as follows :
C. Amounts of deferred tax assets or liabilities as a result of temporary differences, tax losses and investment tax credits are as follows :
~61~
For the year ended Decmeber 31, 2018
| Deferred tax assets: -Temporary differences: Losses on doubtful debts Valuation loss from financial instruments Others Subtotal Deferred tax liabilities: -Temporary differences: Unrealised exchange gain Subtotal Total Deferred tax assets: -Temporary differences: Losses on doubtful debts Valuation loss from financial instruments Others Subtotal Deferred tax liabilities: -Temporary differences: Valuation loss from financial instruments Unrealised exchange gain Subtotal Total |
January1 | Recognised in profit or loss |
Recognised in profit or loss |
Recognised in other comprehensive income |
December 31 |
|||
|---|---|---|---|---|---|---|---|---|
| 16,997 $ 47,559 71,610 136,166 15,173) ( 15,173) ( 120,993 $ For |
||||||||
| January1 | Recognised in profit or loss |
Recognised in other comprehensive income |
December 31 |
|||||
| 12,798 $ - 49,229 62,027 10,148) ( 25,522) ( 35,670) ( 26,357 $ |
4,199 $ 47,559 350 52,108 10,148 10,349 20,497 72,605 $ |
- $ - 22,031 22,031 - - - 22,031 $ |
16,997 $ 47,559 71,610 136,166 - 15,173) ( 15,173) ( 120,993 $ |
-
D. As of December 31, 2018, the Company’s income tax returns through 2013, 2015 and 2016 have been assessed by the National Tax Authority.
-
E. Under the amendments to the Income Tax Act which was promulgated by the President of the Republic of China in February, 2018, the Company’s applicable income tax rate was raised from 17% to 20% effective from January 1, 2018. The Company has assessed the impact of the change in income tax rate.
~62~
-
F. With respect to the income tax returns of the Company for 2016 and 2015, the Tax Authority assessed to increase income tax payable by $24,696. The Company disagreed with the assessment and had filed for administrative remedy and had recognised the income tax expense based on the assessment.
-
G. The Company did not provide deferred tax liabilities arising from unremitted retained earnings of the subsidiary, President Securities (BVI) Ltd., and may have to pay related taxes. The above unremitted retained earnings is expected to be reinvested in the future.
-
46) Earnings per share
| Basic earnings per share Net income attributable to common shareholders Dilutive effect of common stock equivalents Employee bonus Basic earnings per share Net income attributable to common shareholders Dilutive effect of common stock equivalents Employee bonus |
Amount after tax Weighted-average outstanding common shares (In thousands) Earnings per share (In dollars) 1,210,323 $ 1,390,428 0.87 $ - 2,510 1,210,323 $ 1,392,938 0.87 $ Amount after tax Weighted-average outstanding common shares (In thousands) Earnings per share (In dollars) 2,618,769 $ 1,390,428 1.88 $ - 3,933 2,618,769 $ 1,394,361 1.88 $ Year ended December 31,2018 Year ended December 31,2017 |
Amount after tax Weighted-average outstanding common shares (In thousands) Earnings per share (In dollars) 1,210,323 $ 1,390,428 0.87 $ - 2,510 1,210,323 $ 1,392,938 0.87 $ Amount after tax Weighted-average outstanding common shares (In thousands) Earnings per share (In dollars) 2,618,769 $ 1,390,428 1.88 $ - 3,933 2,618,769 $ 1,394,361 1.88 $ Year ended December 31,2018 Year ended December 31,2017 |
Amount after tax Weighted-average outstanding common shares (In thousands) Earnings per share (In dollars) 1,210,323 $ 1,390,428 0.87 $ - 2,510 1,210,323 $ 1,392,938 0.87 $ Amount after tax Weighted-average outstanding common shares (In thousands) Earnings per share (In dollars) 2,618,769 $ 1,390,428 1.88 $ - 3,933 2,618,769 $ 1,394,361 1.88 $ Year ended December 31,2018 Year ended December 31,2017 |
Amount after tax Weighted-average outstanding common shares (In thousands) Earnings per share (In dollars) 1,210,323 $ 1,390,428 0.87 $ - 2,510 1,210,323 $ 1,392,938 0.87 $ Amount after tax Weighted-average outstanding common shares (In thousands) Earnings per share (In dollars) 2,618,769 $ 1,390,428 1.88 $ - 3,933 2,618,769 $ 1,394,361 1.88 $ Year ended December 31,2018 Year ended December 31,2017 |
Amount after tax Weighted-average outstanding common shares (In thousands) Earnings per share (In dollars) 1,210,323 $ 1,390,428 0.87 $ - 2,510 1,210,323 $ 1,392,938 0.87 $ Amount after tax Weighted-average outstanding common shares (In thousands) Earnings per share (In dollars) 2,618,769 $ 1,390,428 1.88 $ - 3,933 2,618,769 $ 1,394,361 1.88 $ Year ended December 31,2018 Year ended December 31,2017 |
|
|---|---|---|---|---|---|---|
| Amount after tax |
Weighted-average outstanding common shares (In thousands) |
|||||
| Amount after tax |
Weighted-average outstanding common shares (In thousands) |
|||||
| 2,618,769 $ - 2,618,769 $ |
1,390,428 3,933 1,394,361 |
1.88 $ 1.88 $ |
~63~
7. RELATED PARTY TRANSACTIONS
1) Names and relationships of related parties
Names of related parties
Relationship with the Company
Uni-President Enterprises Corp. Entity having significant influence on the Company President Capital Management Corp. Subsidiary of the Company President Futures Corp. Subsidiary of the Company President Securities (BVI) Ltd Subsidiary of the Company President Securities (HK) Ltd. Subsidiary of the Company President Insurance Agency Corp. Subsidiary of the Company PSC Venture Capital Investment Limited Subsidiary of the Company President Securities (Nominee) Ltd. Indirect subsidiary of the Company President Wealth Management (HK) Ltd. Indirect subsidiary of the Company Uni-President Asset Management Corp. Associate President Chain Store Corp. (PCSC) Other related party Ton Yi Industrial Corp. Other related party President Tokyo Co., Ltd. Other related party Cayman President Holdings Ltd. Other related party
2) Significant related party transactions and balances
A. Futures guarantee deposits receivable
| Significant related party transactions and balances A. Futures guarantee deposits receivable |
||||
|---|---|---|---|---|
| B. Accounts receivable Subsidiary of the Company: President Futures Corp. Entity having significant influence on the company: Uni-President Enterprises Corp. Subsidiary of the Company: President Futures Corp. Company President Securities (HK) Ltd. Associate: Uni-President Assets Management Corp. Other related party: Others Total |
December 31,2018 | December 31,2017 | ||
| 1,670,689 $ December 31,2018 |
1,551,945 $ December 31,2017 |
|||
| 288 $ 3,900 6,372 - 597 11,157 $ |
304 $ 5,551 251 - 583 6,689 $ |
~64~
C. Other receivables
| C. Other receivables | ||||
|---|---|---|---|---|
| D. Refundable deposits E. Accounts payable F. Guarantee deposit received G. Bonds sold under repurchase agreements Subsidiary of the Company: President Futures Corp. Others Other related party: Others Total Subsidiary of the Company: President Futures Corp. Subsidiary of the Company: President Futures Corp. Other related party: Others Total Subsidiary of the Company: President Futures Corp. Others Associate: Uni-President Assets Management Corp. Other related party: President Tokyo Co., Ltd. Total Other related party: Cayman President Holdings Ltd. |
December 31,2018 | December 31,2017 | ||
| $ 363 21 9 393 $ December 31,2018 |
$ 771 23 9 803 $ December 31,2017 |
|||
39,000$December 31,2018 |
39,000$December 31,2017 |
|||
24$460 484$December 31,2018 |
621$217 838$December 31,2017 |
|||
| $ 16,137 806 530 1,393 18,866 $ Year ended December 31,2018 |
$ 16,137 795 530 1,393 18,855 $ Year ended December 31,2017 |
|||
| 184,290 $ |
- $ |
~65~
H. Futures commission income
| H. Futures commission income | H. Futures commission income | H. Futures commission income | H. Futures commission income |
|---|---|---|---|
| I. Gains on wealth management-trust income from sales of funds The revenues were collected on a monthly basis in accordance with contract terms. J. Other operating income-handling charge revenue The revenues were collected on a monthly basis in accordance with contract terms. K. Rent income Year ended December 31,2018 Year ended December 31,2017 Subsidiary of the Company: President Futures Corp. 59,190 $ 51,466 $ Year ended December 31,2018 Year ended December 31,2017 Associates: Uni-President Assets Management Corp. 9,453 $ 9,553 $ Year ended December 31,2018 Year ended December 31,2017 Associates: Uni-President Assets Management Corp. 43,461 $ 39,807 $ Period Deposit Year ended December 31, 2018 Year ended December 31, 2017 Subsidiary of the Company Uni-President Enterprises Corp. 2017.06.01~2020.09.30 597 $ $ 3,644 $ 3,556 Others 346 3,288 3,216 Associates: Uni-President Assets Management Corp. 2016.05.01~2019.06.30 530 7,085 7,103 Other related party: President Tokyo Co., Ltd. 2015.04.01~2021.03.31 1,393 9,422 9,422 Total 23,439 $ 23,297 $ |
|||
| $ 3,644 3,288 7,085 9,422 23,439 $ |
$ 3,556 3,216 7,103 9,422 23,297 $ |
Rental income mentioned above is derived from leasing part of the Company’s office space and business premises to various related parties and calculated as agreed by both parties. Lease payments are collected on schedule in accordance with the terms of the lease contracts.
~66~
L. Revenue from providing agency service for stock affairs
| Entity having significant influence on the company: Uni-President Enterprises Corp. Subsidiary of the Company Uni-President Enterprises Corp. Associate: Uni-President Assets Management Corp. Other related party: Ton Yi Industrial Corp. President Chain Store Corp. Others Total |
Year ended December 31,2018 |
Year ended December 31,2017 |
||
|---|---|---|---|---|
| 3,600 $ 68 133 1,708 1,227 3,078 9,814 $ |
3,659 $ 66 129 1,603 1,225 3,018 9,700 $ |
M. Gain (loss) from derivatives
| M. Gain (loss) from derivatives | ||||
|---|---|---|---|---|
| N. Other operating expenses-equipment rental and copy expense O. Clearing charges-futures P. Service expense Year ended December31,2018 Other related party: Cayman President Holdings Ltd. 1,584) ($ Year ended December 31,2018 Other related party: President Tokyo Co., Ltd. 7,115 $ Others 1,143 Total 8,258 $ Year ended December 31,2018 Subsidiary of the Company: President Futures Corp. 14,806 $ Year ended December 31,2018 Subsidiary of the Company: President Capital Management Corp. 36,000 $ |
Year ended December31,2018 |
Year ended December31,2017 |
||
| - $ Year ended December 31,2017 |
||||
| 7,115 $ 1,143 8,258 $ Year ended December 31,2018 |
6,563 $ 1,302 7,865 $ Year ended December 31,2017 |
|||
| 14,806 $ Year ended December 31,2018 |
16,342 $ Year ended December 31,2017 |
|||
| 36,000 $ |
36,000 $ |
~67~
| Q. Financial costs R. Purchases of trading securities–dealer Other related party: Cayman President Holdings Ltd. Entity having significant influence on the company: Uni-President Enterprises Corp. Other related parties: Ton Yi Industrial Corp. President Chain Store Corp. Total Entity having significant influence on the company: Uni-President Enterprises Corp. Other related parties: Ton Yi Industrial Corp. President Chain Store Corp. Total |
Q. Financial costs R. Purchases of trading securities–dealer Other related party: Cayman President Holdings Ltd. Entity having significant influence on the company: Uni-President Enterprises Corp. Other related parties: Ton Yi Industrial Corp. President Chain Store Corp. Total Entity having significant influence on the company: Uni-President Enterprises Corp. Other related parties: Ton Yi Industrial Corp. President Chain Store Corp. Total |
Q. Financial costs R. Purchases of trading securities–dealer Other related party: Cayman President Holdings Ltd. Entity having significant influence on the company: Uni-President Enterprises Corp. Other related parties: Ton Yi Industrial Corp. President Chain Store Corp. Total Entity having significant influence on the company: Uni-President Enterprises Corp. Other related parties: Ton Yi Industrial Corp. President Chain Store Corp. Total |
Year ended December 31,2018 |
Year ended December 31,2018 |
||||
|---|---|---|---|---|---|---|---|---|
| $ | 66 December 31, |
$ 2018 | $ | |||||
Entity having significant influence on the company: Uni-President Enterprises Corp. Other related parties: Ton Yi Industrial Corp. President Chain Store Corp. Total Entity having significant influence on the company: Uni-President Enterprises Corp. Other related parties: Ton Yi Industrial Corp. President Chain Store Corp. Total |
||||||||
| EndingShares | ||||||||
| - - - |
||||||||
| EndingShares | ||||||||
| 127 171 - |
S. Compensation of key management personnel
The compensation of key management such as directors, general managers, vice general managers were as follows:
| ere as follows: | ||||
|---|---|---|---|---|
| Salary and short-term employee benefits Retirement benefits Other long-term employee benefits Termination benefits Share-based payment Total |
Year ended December 31,2018 |
Year ended December 31,2017 |
||
| 130,701 $ 908 - - - 131,609 $ |
187,868 $ 1,028 - - - 188,896 $ |
~68~
8. PLEDGED ASSETS
The Company’s assets pledged or restricted for use were as follows:
| Assets Trading securities (par value) - Corporate bonds - Government bonds - Overseas bonds - International bonds Financial assets at fair value through other comprehensive income - current - Overseas bonds (par value) Available-for-sale financial assets - current - Overseas bonds (par value) Restricted assets: - Demand deposits - Pledged time deposits - Government bonds (par value) Property and equipment - Land and buildings (book value) Pledged time deposits - Operating guarantee deposits Financial assets at fair value through profit or loss - current: Financial assets at fair value through profit or loss - non-current: |
December 31,2018 1,300,000 $ 4,100,000 9,157,965 977,874 307,150 - 19,373 400,000 50,000 - 540,000 |
December 31,2017 400,000 $ 1,683,000 18,999,562 920,297 - 1,071,360 109,566 400,000 50,000 1,259,648 542,000 |
Purposes |
|---|---|---|---|
| Securities for bonds sold under repurchase agreements Securities for bonds sold under repurchase agreements Securities for bonds sold under repurchase agreements Securities for bonds sold under repurchase agreements Securities for bonds sold under repurchase agreements Collections on behalf of third parties and reimbursement for wages and stocks Securities for short-term loans and guarantees for issuance of commercial papers Trust fund deposit-out Securities for short-term loans and guarantees for issuance of commercial papers Security deposits |
9. SIGNIFICANT COMMITMENTS
None.
10. SIGNIFICANT LOSS FROM NATURAL DISASTER
None.
11. SIGNIFICANT SUBSEQUENT EVENT
None.
~69~
12. OTHER
1) Management objective and policy of financial risks
- A. Risk management objective
The Company continually strengthens risk culture to every employee and makes sure that the Company can actively develop various businesses under a healthy and effective risk management system. At the same time, by creating value of an entity and continually increasing profit, profit maximization may be achieved within appropriate risk tolerance.
-
B. Risk management system
-
In order to ensure the completeness of risk management system, run the balancing mechanism of risk management, and improve the division efficiency of risk management, the Company sets up “Risk Management Policy”. Such policy aims to establish internal system compliance and the guiding tools for policies communication within the Company and enable every layer of the Company engaged in different tasks to identify, evaluate, monitor, and control various risks with establishment of consistent compliance rules for risks of each business so that the risks can be controlled within the limits set in advance.
The Company’s risk management system covers risks incurred from businesses in and off the balance sheet, such as market risk, credit risk, liquidity risk, operating risk, legal risk, model risk which are all included in the risk management.
-
C. Risk management organization
-
Risk management organization: Board of Directors, Risk Management Committee, Risk Control Office, Business units and other related segments (such as Office of Auditing, Office of General Manager, Compliance segment, Legal segment and Finance segment) are in charge of planning, supervising and execution.
-
(A) The Board of Directors should ensure the effectiveness of risk management and be responsible for the ultimate result and the following duties:
-
a. To establish proper risk management system, operating process, and risk management culture in the Company with allocation of necessary resource for better execution and operation.
-
b. Policy of risk management review
-
c. Review and approval of business application, transaction authorization and risk limit.
-
-
(B) The Risk Management Committee reports to the Board of Directors and is responsible for the following:
-
a. Review risk management policy
-
b. Review the highest risk tolerance
-
c.Submit regular reports to the Board of Directors in relation to the risk management status of the whole Group
-
-
(C) The General Manager supervises daily risk management of the entire Group and is responsible for the following:
-
a. Supervise and monitor daily risk management of the entire Group
-
b. Approval of management exceptions
-
-
(D) Assets and Liabilities Committee reports to the General Manager and is responsible for the following:
-
a. Set up the ultimate guidelines for assets and liabilities management of the entire Group
-
b. Analyze and control the entire Group’s assets and liabilities portfolio
-
c. Approval of various businesses’ quotas
-
d. Gather and analyze information on domestic and offshore interest rate, exchange rate, prosperity fluctuation, political and economic environmental changes, and predict the financial trend in the future
-
~70~
-
(E) Risk Control Office implements risk management policy and related regulations and reports to the Risk Management Committee. Risk Control Office also reports daily risk management to the General Manager and is responsible for the following:
-
a. Establish Risk Management Policy of the entire Group
-
b. Develop effective method for measurement and risk management in an entity
-
c. Review risk management system of business units
-
d. Generate risk report through information gathering and consolidation
-
e. Analyze various business risks and report to the General Manager
-
f. Report the risk management situation to the Risk Management Committee according to a meeting’s nature and needs
-
g. Carry out duties as designated by the Risk Management Committee and control risks of business units
-
-
(F) Auditing Office is responsible for the following:
-
a. Execute operating risk control
-
b. Include the risk management system into internal audit program and carry out the daily audit schedule.
-
c. Assess the effectiveness of internal control and verify the executed result.
-
-
(G) Compliance segment and legal segment under the Office of General Manager are responsible for the following:
-
a. Compliance segment should make sure that the business operation and risk management system are in compliance with relevant regulations.
-
b. Legal segment is responsible for legal risk control
-
c. Compliance segment also provides services of Anti-Money Laundering and Counter Terrorism Financing, including designs specification and internal control, establishes transaction monitoring, oversees the effective implementation of business units, conducts the employee training and reports any suspicion of money laundering.
-
-
(H) Finance segment is responsible for the following:
-
a. Verify the correctness of position information and reasonability of profit and loss calculation.
-
b. Control and analyze self-owned capital adequacy ratio.
-
c. Analyze the appropriateness of structures of the assets and liabilities.
-
-
(I) Business units are responsible for the following:
-
a. Set up risk management details of various businesses according to the risk management policy and other related regulations.
-
b. Provide sufficient position information and risk control information to the Risk Control Office.
-
-
(J) Settlement division is responsible for:
-
a. Clearing and settlement; risk control and management of margin purchase and short sale of securities.
-
b. Risk control and management of trading middle office and enforcement of rules governing risk management of business segments.
-
-
D. Risk management policy
In order to ensure the completeness of risk management system, run the balancing mechanism of risk management, and improve the division efficiency of risk management, the Company sets up “Risk Management Policy”. Such policy aims to establish internal system compliance and the guiding tools for policies communication within the Company and enable every layer of the Company engaged in different tasks to identify, evaluate, monitor, and control various risks with establishment of consistent compliance rules for risks of each business so that the risks can be
~71~
controlled within the limits set in advance.
Risk management processes include risk identification, risk evaluation, risk supervision and various risk control. Each kind of risk evaluations and responding strategies are described as follows:
- (A) Market risk management
- The Company has implemented risk management information system (Risk Manager) in relation to market risk control. All trading positions of the Company have been included in the daily risk control system for the calculation of Value at Risk (VaR). Limit exceeding indicators are mainly the nominal principal, stop-loss, sensitivity (Greeks) and VaR. The risk management report is presented on a daily basis for implementation of regular control and limit exceeding handling procedures.
- (B) Credit risk management
- In relation to risk control, the quantitative model of default rate adopts KMV model to calculate the default rate of issuers with credit exposure of the issuing company and the trading counterparties, and credit risk of securities disclosed in the report. The credit exposure is mitigated through regular review of credit status.
- (C) Fund liquidity risk
- Unit in charge of fund procurement regularly predicts future fund demand and supply, and consolidates company guarantee or endorsement and capital lending businesses to monitor the condition of fund procurement on a daily basis.
-
E. Hedging and risk-offsetting strategy
-
(A) Policies of hedging and risk mitigating are parts of the Company’s risk management policies, and the hedging position and hedged trading position are supposed to be one portfolio, of which the gain and loss and risk information are measured on a consolidated basis.
-
(B) The overall position (hedging position and trading position) is included in the daily risk management system to calculate Value at Risk and other relevant information. Limit exceeding indicators mainly include nominal principal, stop-loss point, price sensitivity and VaR. With the presentation of daily risk management report, routine control and limit exceeding treatment can be executed.
-
(C) The continued effectiveness of hedging and risk-offsetting strategy is measured by the gain and loss of overall position (hedging position and trading position), in order to track reasonableness of the profit or loss of hedging position and the offsetting relationship with the profit or loss of trading position, and to control them within a reasonable range.
-
-
2) Credit risk
Effective 2018
- A. Source and definition of credit risk
The credit risk exposure of the Company as a result of engagement in financial transactions include issuer’s credit risk, credit risk of counterparty and credit risk of underlying assets:
-
(A) Credit risk of the issuer refers to the issuers of financial debt instruments held by the Company failing to repay its obligation due to the fact that the issuer breaches the contract resulting in the risk of financial loss to the Company.
-
(B) Credit risk of counterparty refers to risk of financial loss to the Company arising from default by the counterparty of financial instruments on the settlement or payment obligation.
-
(C) Credit risk of the underlying assets happens when the credit rating of the underlying assets linked to the financial instrument is downgraded by the rating agency or when the losses occur as a result of contract default.
The financial assets held by the Company which could result in credit risk include bank
~72~
deposit, debt securities, derivatives transactions in OTC, bonds purchased/sold under resale/repurchase agreements, refundable deposit of securities lending, futures trade margins, other refundable deposits and receivables.
-
B. Maximum credit risk exposure and credit risk concentration
-
The maximum exposure to credit risk of financial assets in the parent company only balance sheet, without consideration of the collateral or other credit enhancements, is equivalent to the carrying amount. In Taiwan, the sources of credit risk of the Company are primarily resulting from cash deposited with banks or other financial institutions, debt securities issued or guaranteed by a bank, derivative instruments transaction underwritten by the Company, and all counterparties of customer margin deposits accounts being financial institutions. Credit risks of various financial assets are as follows:
-
(A) Cash and cash equivalents
Cash and cash equivalents include time deposit, demand deposits and checking deposits. Correspondent institutions are mainly domestic financial institutions.
-
(B) Financial assets at fair value through profit and loss -current
-
a. Fund
The funds held by the Company are bond funds. As the positions held are not significant, credit risk is deemed low.
- b. Commercial papers
The commercial papers held by the Company are under resale agreements. As all the counterparties are financial institutions with good credit, the credit risk from counterparties is extremely low.
- c. Debt securities
Debt securities are mainly positions like government bonds, convertible corporate bonds and foreign bonds and the issuers are primarily R.O.C. government, domestic and foreign legal entities. 27% of convertible corporate bond is guaranteed by banks. Details are as follows:
- (a)Bonds
The bonds held by the Company are mostly government bonds (inclusive of central and local government). As a whole, the credit risk of the bonds held by the Company is low.
- (b) Corporate bonds
The corporate bonds held by the Company are mainly underlying investment with good credit rating and those with rating above (S&P BB).
- (c)Convertible corporate bond
The convertible corporate bonds held by the Company are mostly issued by the domestic legal entities. The Company mitigates highly risky credit exposure of the issuers by control through Taiwan Corporate Credit Risk Index (TCRI).
- (d)Foreign bonds
The foreign bonds held by the Company are mainly underlying investment with good credit rating and those with rating above (S&P BB).
-
(C) Financial assets at fair value through other comprehensive income - current The foreign government bonds held by the Company are classified as debt instruments at fair value through other comprehensive income. In general, the bonds held by the Company are with lower credit risk.
-
(D) Derivatives- futures trade margin
When engaging in futures trades in stock exchange market, the Company needs to deposit margin into a margin deposit account of a financial institution designated by the futures merchants as a guarantee to fulfil contractual obligation in the future. As a result, the credit
~73~
risk is low.
- (E) Derivatives-OTC
The Company signs International Swaps and Derivatives Association (ISDA) agreements with each counterparty when engaging in OTC derivatives as an agreement regarding such transactions for both parties. In the agreement, it provides a fundamental contractual model for OTC derivative transactions. If any party breaches the contract or terminates the transactions early, then all the open interest covered in the agreement should be settled by net amount as bound in the contract. When the ISDA agreement is signed, the Credit Support Annex (CSA) is also signed. According to the CSA, collateral will be transferred from a party to the other during transaction process to mitigate the risk of counterparty in open interest. Please refer to Note 6(10).
Types of OTC derivative transactions in which the Company is engaged include swap transaction. The counterparties are all from financial service industry and mainly located in Taiwan and United Kingdom.
-
(F) Bonds investment under a resale agreement Bonds sold under a resale agreement are the bonds that the client sold to the Company at a price, interest rate, length of period as agreed by two parties and the client shall repurchase the bonds at the specified price upon maturity. The Company needs to assume credit risk from counterparties when underwriting such business, as the payment being delivered to the other party. With consideration of good collateral obtained, the net of credit risk exposure from counterparties can be effectively reduced. As all the counterparties are financial institutions with good credit rating, the credit risks from counterparties are extremely low. Please refer to Note 6(10).
-
(G) Margin loans receivable
-
Margin loans receivable are the loans provided to the client in order to process businesses of margin trading and short sale using the securities purchased through financing as collateral. The Company monitors the clients’ margin ratio through information system on a daily basis. As the margin ratio of margin trading is set at 130% according to Regulations Governing the Conduct of Securities Trading Margin Purchase and Short Sale Operations by Securities Firms, the credit risk is extremely low.
-
(H) Guaranteed price for securities lending
-
Guaranteed price for securities lending is the sale price of the Company’s securities sold by other securities firms through margin trading after deduction of securities transactions tax and service fee, which is deposited in other securities firms as collateral. As all the counterparties are financial institutions with good credit rating, the credit risk from counterparties is extremely low.
-
(I) Refundable deposits for securities lending
-
Refundable deposits for securities lending are the margins deposited in other securities firm as collateral when the Company’s securities are sold. As all the counterparties are financial institutions with good credit, the credit risk from counterparties is extremely low.
-
(J) Receivables
-
Receivables are the credit rights arising from the securities business including settlement receivables of consignment trading, settlement receivables of operating securities sold, financing interest receivables of self-operating credit transaction, receivables of consignment trading for securities, and receivables from banks’ underwriting on foreign exchange transactions and foreign fund demand. As the majority of the Company’s receivables from the consignment businesses and self-operating businesses are settlement of securities from OCT or TWSE, the credit risk is extremely low. As the foreign exchange transactions are simply the receipt or payment of different currencies and the correspondent
~74~
banks are of good credit rating, the credit risk is extremely low.
-
(K) Other current assets
- Other current assets are mainly the collateral deposited in the bank for application for shortterm debt limit and guarantee for application for issuance of commercial papers. As the correspondent banks are all financial institutions with good credit rating, the credit risk is extremely low.
-
(L) Financial assets at fair value through profit and loss – non-current In order to underwrite trust business, the Company deposits central government bonds in the Central Bank as collateral. Regardless of the bonds themselves or the financial institutions where the bonds deposited, the credit risk is extremely low.
-
(M) Other non-current assets
- Other non-current assets mainly comprise operating guarantee deposits, settlement funds, and refundable deposits. Operating guarantee deposits are mainly deposited in domestic banks with good credit rating. Settlement funds are deposited in securities exchange. Settlement funds are used as compensation when a party to a marketable securities transaction fails to fulfil the settlement obligation. The credit risks from the institutions where these two assets are deposited are extremely low. The refundable deposits refer to cash or other assets which are deposited externally by the Company and can be used as refundable deposits. Because deposits are placed in various financial institutions and each deposit amount is small, the credit risk is dispersed and the credit exposure of overall refundable deposit is extremely low.
-
C. Expected credit loss assessment
-
In the assessment of impairment and calculation of expected credit losses, the Company considers reasonable and supporting information about past events, current conditions and future economic conditions. The Company determines at the balance sheet date whether there has been a significant increase in credit risk since initial recognition or whether credit impairment has occurred, and recognises expected credit loss according to which stage the asset belongs: no significant increase in credit risk or low credit risk at balance sheet date (Stage 1), significant increase in credit risk (Stage 2), and credit impaired (Stage 3). 12-month expected credit losses are recognised for assets in Stage 1, and lifetime expected credit loses are recognised for assets in Stage 2 and Stage 3.
The definition of and expected credit losses recognised for each stage are as follows:
| Item | Stage1 | Stage2 | Stage 3 |
|---|---|---|---|
| Definition | No significant deterioration of credit quality of the financial asset since initial recognition, or the financial asset is considered low-risk at the balance sheetdate. |
Significant deterioration of credit quality of the financial asset since initial recognition, but the asset is not yet credit impaired. |
The financial asset is credit impaired at the financial reporting date. |
| Expected credit losses recognition |
12-month expected credit losses |
Lifetime expected credit losses |
Lifetime expected credit losses |
~75~
-
(A) Judgements of the significant increase in credit risk since initial recognition Judgements and assumptions used to determine whether the credit risk has a significant increase since initial recognition when the Company calculates expected credit loss under IFRS 9 are as follows:
-
a. If contractual payments are over 30 days past due according to the payment terms, the financial asset is considered to have significant increase in credit risk since initial recognition.
-
b. There is significant increase in credit risk at the reporting date if the credit rating of the issuer has been downgraded by more than 2 grades and the final external credit rating at the reporting date is non-investment grade, if the interest payments are over 30 days past due, or if there has been a default in the past.
-
(B) Definition of default and credit-impaired financial assets
-
According to the definition of credit impairment set by IFRS 9, a financial asset is creditimpaired when one or more events that have occurred and have a significant impact on the expected future cash flows of the financial asset. The criteria used to judge whether a financial asset is credit-impaired since initial recognition includes but is not limited to the following:
-
a. Contractual payments or principal or interest payments on bonds are over 3 months (90 days) past due.
-
b. Bond investment is rated as “in default” by external credit rating agencies.
-
c. Bond issuer has filed for bankruptcy, restructure, or other debt clearance procedures.
-
d. Issuer or counterparty has financial difficulties.
-
(C) Writing-off policy
If any of the following condition applies, the Company will write off the non-recoverable portion of the overdue receivables as bad debt.
-
a. Debt cannot be fully or partially recovered due to dissolution of, disappearance of, settlement with, bankruptcy declaration by the debtor, or any other reason.
-
b. The collateral and the assets of the primary and secondary debtors could not be auctioned off after multiple attempts and multiple price discounts, and the Company has not received any real benefits in assuming the collateral.
-
c. Payments are over two years past due and could not be recovered after attempts to collect.
-
(D) Measurement of expected credit losses
-
The Company considers reasonable supporting information which shows significant increase in credit risk since initial recognition when calculating expected credit losses. Main indexes include: internal/external credit rating, information of past due, credit spread, other market information in relation to the borrower, issuer or counterparty, and significant increase in credit risk of other financial instrument of the same borrower.
~76~
-
a. Investments in bills and bonds
-
(a)Probability of default was based on external credit rating, which include forwardlooking information.
-
(b)Loss given default was based on the average loss given default of external credit rating of investment position and counterparties.
-
(c)Exposure at default
Stage 1, Stage 2 and Stage 3: Total carrying amount (including interest receivable).
-
(E)Consideration of forward-looking information
- Historical loss rate (based on the historical experience in the past 3 to 5 years) as obtained and compared with economic environment in the past, nowadays and future (forward-looking factor) to see whether there is any significant change, and then to properly adjust future loss rate standards. If any significant default event occurs, the loss rate in the current year will be included in the calculation of future loss rate standard.
-
D. Table of movements in loss provision of the Company
-
(A) For the year ended December 31, 2018, there were no changes in the loss allowance for investments in debt instruments measured at fair value through other comprehensive income.
-
(B) Except for bond interest receivable which was evaluated along with debt investments, the Company applies the simplified approach to measure the loss allowance at an amount equal to lifetime expected credit losses for marginal receivables, accounts receivable, other receivable-others and overdue receivables. The movements in loss provision of marginal receivables, accounts receivable, other receivable-others and other non-current assetsoverdue receivables of the Company are as follows:
December 31, 2018
| At January 1_IAS 39 Adjustments under new standards At January 1_IFRS 9 Provision (reversal of provision) for impairment Transfers At December 31 |
Marginal receivable |
Accounts receivable |
Other receivable |
Other non- current assets- overdue receivables |
||||
|---|---|---|---|---|---|---|---|---|
| 84,093 $ - 84,093 27,996 50,420) ( 61,669 $ |
4,359 $ - 4,359 2,648 4,346) ( 2,661 $ |
- $ - - 288 - 288 $ |
136,443 $ - 136,443 21,866 54,766 213,075 $ |
3) Liquidity risk
- A. Definition and source of liquidity risk Liquidity risk refers to possible financial losses arising from the inability to realise the asset or
~77~
to obtain sufficient fund to fulfil the financial liabilities soon to be matured. Above situations may weaken the sources of cash from the Company’s trading and investment activities.
-
B. Liquidity risk management procedure and stimulation test
-
In order to prevent operational crisis as a result of liquidity risk, the Company has established responding crisis process with regular monitoring over liquidity gap of fund.
-
(A) Procedure
In addition to the operating capital for various business and long-term investment, the Company needs to maintain revolving funds at a certain level for daily operation. The use of remaining fund shall avoid high concentration and should be based on the principle of holding sound earning assets with high liquidity and treated in compliance with policies of the Company.
The responsive unit for fund procurement adjusts the liquidity gap to ensure proper liquidity according to the daily volume and movement in the market.
-
(B) Stimulation test
-
a. The Company reviews fund liquidity risk from a perspective of supply and demand of fund every month with simulation analysis of available fund for emergency including scenario analysis of cash, funding limit of financial institutions, margin loans and short sale, and value of disposal of position in order to compute maximum available fund and fund demand. Finally, safety stock of fund is reviewed to monitor liquidity risk.
-
b. Above liquidity risk is generally reviewed monthly. However, if the available limit of increment banking credit risk in financing limit of a financial institution is lower than a certain amount (that is, the amount may be timely adjusted according to the fund liquidity in the market and the actual fund demand and supply in an entity), the safety stock will be reviewed weekly. After the early warning report for fund is submitted, the head of finance segment will call for a fund control meeting.
-
c. Other than individual funding liquidity risk of an entity, stress test of minimization funding supply and maximization funding demand in the event of significant crisis is simulated, including:
-
(a)When there is a significant crisis in the market, the financing limit of the financial institutions and the value of disposal of position can be deemed the minimized ratio of fund supply which is then adjusted according to actual condition to compute the total fund supply under maximum stress.
-
(b)Except for the operating expense, the stock concept is adopted for the calculation of total fund demand under maximum stress.
-
(c)The Company should conduct a review to see whether the total minimized fund supply is more than maximized total fund demand. The Company should further review how long (by month) the difference may cover the operating expenses so that the safety stock of fund (by month) under stress test can be computed.
-
(d)The minimum safety stock of fund under stress test (by month) may be adjusted according to the crisis itself and only operating expense for at least 6 months under a normal stimulation can be deemed safe.
-
-
-
C. Maturity analysis for the financial assets and financial liabilities held for liquidity risk management
-
(A) The Company holds cash and sound earning assets with high liquidity in order to fulfil the payment obligation and potential emergency fund demand in the market. Financial assets held for liquidity risk management are mainly cash and cash equivalents, among which, all time deposits mature within a year. Financial assets at fair value through profit and loss are mainly listed stocks, convertible bonds and debt securities. As all of them have positions in active market, the liquidity risk is deemed low.
-
(B) Maturity analysis for the financial liabilities is as follows:
~78~
December 31, 2018
| Short-term loans Non-derivative financial liabilities Derivative financial liabilities Bonds sold under repurchase agreements Deposits on short sales Deposits payable for securities financing Securities lending refundable deposits Accounts payable (includes notes payable) Collections on behalf of third parties Other payables Other financial liabilities -current Total Financial liabilities at fair value through profit or loss-current |
Immediately | Less than 3 months |
3-12 months | 1-5years - $ - - - - - - - 87,780 - - 87,780 $ |
Total | |||
|---|---|---|---|---|---|---|---|---|
| 623,514 $ 598,457 267,073 - 1,767,269 2,007,202 - 7,275,941 268,589 648 - 12,808,693 $ |
316,365 $ - - 15,134,144 - - 621 17,006 4,664 129,223 1,378,506 16,980,529 $ |
- $ - - - - - - - - 660,498 1,308,503 1,969,001 $ |
939,879 $ 598,457 267,073 15,134,144 1,767,269 2,007,202 621 7,292,947 361,033 790,369 2,687,009 |
|||||
| 31,846,003 $ |
~79~
December 31, 2017
| Short-term loans Commercial papers payable Non-derivative financial liabilities Derivative financial liabilities Bonds sold under repurchase agreements Deposits on short sales Deposits payable for securities financing Securities lending refundable deposits Accounts payable (includes notes payable) Collections on behalf of third parties Other payables Other financial liabilities -current Total Financial liabilities at fair value through profit or loss-current |
Immediately | Less than 3 months |
3-12 months | 1-5years - $ - - - - - - - - 89,469 - - 89,469 $ |
Total | ||
|---|---|---|---|---|---|---|---|
| 3,814,864 $ 650,000 350,526 855,338 - 1,861,947 2,197,656 - 8,443,584 340,747 - - 18,514,662 $ |
2,467,104 $ 3,000,000 - - 20,984,849 - - 224,317 16,008 5,964 132,664 1,745,075 28,575,981 $ |
- $ - - - - - - 1,078 - - 943,250 1,454,223 2,398,551 $ |
6,281,968 $ 3,650,000 350,526 855,338 20,984,849 1,861,947 2,197,656 225,395 8,459,592 436,180 1,075,914 3,199,298 |
||||
| 49,578,663 $ |
~80~
-
D. Maturity analysis for lease contracts and capital expenditures
-
Operating lease commitment is the total minimum lease payments that the Company should make as a lessee or minimum lease income as lessor under an operating lease term which is not cancelable. The capital expenditure commitment is the contract commitment signed for acquisition of capital expenditure of construction and equipment.
The following table illustrates maturity analysis for lease contract and capital expenditure commitment of the Company:
| ent of the Company: | ||||
|---|---|---|---|---|
| December 31,2018 Not later than one year Later than one year but not later than five years Over five years Total December 31,2017 Not later than one year Later than one year but not later than five years Over five years Total |
Operating leases expenditures(Lessee) |
Operating leases income(Lessor) |
||
| 76,982 $ 123,565 2,808 203,355 $ Operating leases expenditures(Lessee) |
12,633 $ 3,882 - 16,515 $ Operating leases income(Lessor) |
|||
| 76,162 $ 181,554 3,402 261,118 $ |
26,257 $ 13,213 - 39,470 $ |
4) Market risk
- A. Definition of market risk
Market risk refers to the risk of decrease in the Company’s revenue or value of investment portfolio as a result of the changes in exchange rate, commodity price, interest rate, and stock price or other market risk factors.
The Company continually exercises risk management tools such as sensitivity analysis, Value at Risk, stress test and so on to completely and effectively measure, monitor and manage market risk.
- B. Value at Risk (VaR)
Value at Risk is used to measure the possible maximum potential losses in investment portfolio as a result of movement in market risk factor in a specified period and confidence level. The Company currently uses confidence level of 95% to calculate Value at Risk of one day. A VaR model must reasonably, completely and accurately measure the maximum potential risks of financial instruments or investment portfolio before being adopted as a risk management model by the Company. The VaR model used in risk management is continually certified and retrospectively tested to demonstrate that the model can reasonably and effectively measure the maximum potential risks of financial instruments or investment portfolios.
~81~
| Statistical table for one-dayVaR of transactions |
Statistical table for one-dayVaR of transactions |
Statistical table for one-dayVaR of transactions |
|---|---|---|
| Amount 75,324 $ 142,356 81,328 39,969 Share ownership 52,543 $ 264,509 111,320 27,951 Share ownership 73,897 $ 146,524 73,721 26,568 |
C. Information on gap of foreign exchange risk
The following table summarizes financial instruments of foreign assets or liabilities by currency and the foreign exchange exposure presented by book value as of December 31, 2018 and 2017 :
~82~
| Financial assets in foreign currencies Cash and cash equivalents Financial assets at fair value through profit or loss Financial assets at fair value through comprehensive income - current Bonds purchased under resale agreements Investments under equity method Others Financial liabilities in foreign currencies Short-term loans Financial liabilities at fair value through profit or loss Bonds sold under repurchase agreements Others |
December 31,2018 | December 31,2018 | December 31,2018 | ||||
|---|---|---|---|---|---|---|---|
| USD 350,128 $ 7,249,134 296,304 93,193 2,298,272 257,087 939,879 159,839 6,980,674 1,461,060 |
EUR 1,378 $ 1,368,025 - - - 3,609 - 1,479 1,167,834 - |
AUD 2,651 $ 755,860 - - - 4,570 - 1 700,087 2,691 |
RMB 3,237 $ 1,827,805 - - - 43,961 - 6,433 819,621 206,660 |
HKD 433 $ 63,507 - - 72,792 2,287 - - - 1,493 |
Others 186,763 $ 1,707 - - - - - 5,137 - - |
Total | |
| 544,590 $ 11,266,038 296,304 93,193 2,371,064 311,514 939,879 172,889 9,668,216 1,671,904 |
Note: As of December 31, 2018, foreign exchange rates of the above currencies to TWD were 1 USD = 30.715 TWD; 1 EUR= 35.200 TWD; 1 AUD= 21.665 TWD; 1 RMB= 4.472 TWD; and 1 HKD= 3.921 TWD, respectively.
~83~
| Financial assets in foreign currencies Cash and cash equivalents Financial assets at fair value through profit or loss Available-for-sale financial assets - current Investments under equity method Others Financial liabilities in foreign currencies Short-term loans Financial liabilities at fair value through profit or loss Bonds sold under repurchase agreements Others |
December 31,2017 | December 31,2017 | December 31,2017 | ||||
|---|---|---|---|---|---|---|---|
| USD 980,198 $ 12,550,717 1,044,031 2,177,269 2,510,440 5,335,968 67,793 11,692,454 1,625,530 |
EUR 61,768 $ 5,627,013 - - 161,504 - 6,105 4,963,725 145,662 |
AUD 2,320 $ 2,007,103 - - 53,706 - 2,206 1,819,404 50,254 |
RMB 196,438 $ 3,991,806 - - 97,594 - 230,014 351,367 665,203 |
HKD 288,493 $ 256,286 - 68,782 13,497 - 115 - 19,129 |
Others 107,825 $ 49,968 - - - - 1,155 - 2,542 |
Total | |
| 1,637,042 $ 24,482,893 1,044,031 2,246,051 2,836,741 5,335,968 307,388 18,826,950 2,508,320 |
Note: As of December 31, 2017, foreign exchange rates of the above currencies to TWD were 1 USD = 29.760 TWD; 1 EUR= 35.570 TWD; 1 AUD= 23.185 TWD; 1 RMB= 4.565 TWD; and 1 HKD= 3.807 TWD, respectively.
~84~
-
D. The total exchange gain (loss), including realised and unrealised, arising from significant foreign exchange variation on the monetary items held by the Company for the years ended December 31, 2018 and 2017, amounted to $28,872 and ($476,136), respectively.
-
5) Fair value and hierarchy information
-
A. Financial instruments and non-financial instruments not measured at fair value. Except for those listed in the table below, the carrying amounts of the Company’s financial instruments not measured at fair value (including cash and cash equivalents, bonds purchased under resale agreements, margin loans receivable, refinancing guaranty deposits, guaranteed proceeds receivable from refinancing, guaranteed price deposits for security borrowing, security borrowing deposits, notes and accounts receivable, other receivables, short-term loans, commercial paper payable, bonds sold under repurchase agreements, guarantee deposit received from short sales, guaranteed price deposits received from securities borrowers, security borrowing deposits, equity of futures traders, accounts payable, collection for others, and other payables) approximate their fair values. The fair value information of financial instruments measured at fair value is provided in Note 12(5)3.
| Non-financial assets Investment property Non-financial assets Investment property Asset and liabilities items Asset and liabilities items |
December 31,2018 | December 31,2018 | Significant non-observable inputs(level 3) |
|
|---|---|---|---|---|
| Total 663,672 $ |
Quoted prices of the same assets in active markets (level 1) |
Other significant observable inputs (level 2) |
||
| - $ Significant non-observable inputs(level 3) |
||||
| Total 674,449 $ |
Quoted prices of the same assets in active markets (level 1) |
Other significant observable inputs (level 2) |
||
| - $ |
674,449 $ |
- $ |
~85~
The fair value of investment property held by the Company was assessed by external valuation experts using comparison approach and income approach.
-
B. Valuation techniques
-
(A)For financial instruments held for trading purposes which are classified as non-derivative instruments, their fair values are based on their quoted prices in an active market. If there is no quoted market price for reference, a valuation technique will be adopted to measure the fair value. Estimates and assumptions of valuation technique adopted by the Company are in agreement with the information of estimates and assumptions adopted by market users for financial instrument pricing and the said information shall be accessible to the Company. For those classified as derivative instruments, their fair values are based on their market prices if their quoted prices are available from an active market. If quoted market prices in an active market are not available, SWAP and IRS are valued at the discounted cash flow method, and options are valued at the Black-Scholes model.
-
(B) When available-for-sale financial assets have quoted market prices available in an active market, the fair value is determined using the market price.
-
C. Fair value hierarchy of the financial instruments
-
(A) Definitions for the hierarchy classifications of financial instruments measured at fair value
-
a. Level 1
- Level 1, are quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company can access at the measurement date. An active market has to satisfy all the following conditions: a market in which transactions for the asset or liability take place with sufficient frequency and volume to provide pricing information on an ongoing basis. The Company’s investments in listed stocks, beneficiary certificates, on-the-run Taiwan central government bonds and derivative instruments with quoted market prices, are deemed as level 1.
-
b. Level 2 Inputs other than quoted market prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Investments of the Company such as emerging stock without active markets, off-the-run issue of government bonds, corporate bonds, bank debentures, convertible corporate bonds, currency swaps, interest rate swaps, options, asset swaps, and most derivatives are all classified within level 2. For the years ended December 31, 2018 and 2017, there was no significant transfer of financial instruments between Level 1 and Level 2.
-
c. Level 3 Unobservable inputs for the assets or liability. The fair value of the Company’s investment in unlisted stocks is included in Level 3.
-
~86~
(B)Hierarchy of fair value estimation of financial instruments
| Financial instrument items measured at fair value Recurring fair value Non-derivative financial instruments Assets Financial assets at fair value through profit or loss-current Stock investments Bond investments Others Financial assets at fair value through comprehensive income-current Bond investments Financial assets at fair value through profit or loss - noncurrent Stock investments Bond investments Financial assets at fair value through comprehensive income-noncurrent Stock investments Liabilities Financial liabilities at fair value through profit or loss -current Derivative financial instruments Assets Financial assets at fair value through profit or loss-current Liabilities Financial liabilities at fair value through profit or loss - current |
December | 31,2018 | ||
|---|---|---|---|---|
| Total 1,811,467 $ 18,173,118 4,528,698 296,304 16,445 49,909 146,545 598,457 2,288,727 267,073 |
Level 1 1,794,143 $ 1,064,491 4,528,698 296,304 - - - 598,457 2,285,427 242,383 |
Level 2 17,324 $ 17,108,627 - - - 49,909 - - 3,300 24,690 |
Level3 | |
| - $ - - - 16,445 - 146,545 - - - |
~87~
| Financial instrument items measured at fair value Recurring fair value Non-derivative financial instruments Assets Financial assets at fair value through profit or loss-current Stock investments Bond investments Others Available-for-sale financial assets-current Bond investments Financial assets at fair value through profit or loss - noncurrent Bond investments Liabilities Financial liabilities at fair value through profit or loss -current Derivative financial instruments Assets Financial assets at fair value through profit or loss-current Liabilities Financial liabilities at fair value through profit or loss - current |
December | 31,2017 | ||
|---|---|---|---|---|
| Total 5,992,547 $ 26,913,464 3,007,585 1,044,031 50,342 350,526 1,891,603 855,338 |
Level 1 5,987,352 $ 746,714 3,007,585 1,044,031 - 350,526 1,871,560 608,710 |
Level 2 5,195 $ 26,166,750 - - 50,342 - 20,043 246,628 |
Level3 | |
| - $ - - - - - - - |
~88~
- (C) The following table is the movement of financial assets at Level 3 for the year ended December 31, 2018:
| 31, 2018: | ||||||||
|---|---|---|---|---|---|---|---|---|
| Year ended December 31,2018 | ||||||||
| Financial assets at fair value through profit or loss - non-current Equity investments Financial assets at fair value through other comprehensive income - non-current Equity investments |
January1 | Valuation amount | Increased | Decreased | December 31 |
|||
| Recorded in profit or loss |
Recorded in other comprehensive income(loss) |
Acquired/ Issued |
Transfers into level 3 |
Sold/ Settled |
Transfers out from level 3 |
|||
| 20,147 $ 134,238 |
3,702) ($ - |
- $ 12,307 |
- $ - |
- $ - |
- $ - |
- $ - |
16,445 $ 146,545 |
(D) The following is the qualitative information of significant unobservable inputs and sensitivity analysis of changes in significant unobservable inputs to valuation model used in Level 3 fair value measurement:
| value measurement: | |||||
|---|---|---|---|---|---|
| December 31,2018 | Fair value | Valuation technique |
Significant unobservable input |
(weighted average) |
Relationship of inputs to fair value |
| Financial assets at fair value through profit or loss - non-current Venture capital shares Financial assets at fair value through other comprehensive income - non-current Unlisted stocks |
16,445 146,545 |
Net asset value Market approach |
Not applicable Price to earnings ratio multiple Discount for lack of marketability |
Not applicable 1.91~2.05 30% |
Not applicable The higher the multiple,the higher the fair value The higher the discount for lack of marketability, the lower the fair value |
~89~
-
(E)Valuation process for fair value at Level 3
-
The parent company’s risk management department is responsible for the verification of fair value categorised in Level 3. The department assesses the independence, reliability, consistency and representativeness of the source information, regularly verifies the valuation models and calibrates the parameters to ensure the valuation process and results are in compliance with IFRSs.
-
(F) For the fair value measurement of Level 3, the sensitivity analysis of the fair value to the reasonable alternative hypothesis shows that the fair value measurement of the financial assets by the Company is reasonable. However, use of different valuation models or assumptions may result in different measurement. The following is the impact to profit or loss or to other comprehensive income from financial assets and liabilities categorised within Level 3 if the inputs used in valuation models have changed up or down by 1%:
| December 31,2018 | Recognised inprofit or loss | Recognised inprofit or loss | Recognised in other comprehensive income |
Recognised in other comprehensive income |
|---|---|---|---|---|
| Favourable change |
Unfavourable change |
Favourable change |
Unfavourable change |
|
| Financial assets at fair value through profit or loss -non-current Venture capital shares Financial assets at fair value through other comprehensive income - non-current Unlisted stocks |
Not applicable - |
Not applicable - |
- 1,465 |
- 1,465) ( |
6) Capital management
-
A. Objective of capital management
-
(A) The represented capital adequacy ratio basically shall not be lower than 200% in compliance with the warning standard addressed in the “Rules Governing Securities Firms”.
-
(B) The Company includes all risks involved in the investment position as a part of risk management, such as market risk, credit risk, liquidity risk, operating risk, legal risk, and model risk and so on. Each risk management responsive unit should identify, evaluate, monitor and control various risks in order to enable the Company to defend impact from financial market, reflect the current operating strategies and make the investment portfolio applied to business planning and development.
-
B. Capital management policy and procedure
-
In order to secure the long-term and stable development of various businesses and effectively assume risks, the Company manages capital based on the business development, related regulations and financial market environment. Major capital evaluation processes include:
-
(A) Each segment should provide accurate and valid source of information to maintain calculation accuracy of capital adequacy ratio.
-
(B) After the reporting at the 10th of each month, capital adequacy ratio should be computed by the end of every month. If the result is close to the legal standard, every unit will be called to attend a meeting for discussion and strategic planning to ensure that the basic objective of capital adequacy ratio is not less than 200%.
~90~
- (C) Both the risk limits and economic capital of the Company should be agreed by the Board of Directors. The Company should quarterly report details of risk control with disclosure of investment condition in order to assess whether the risk position exceeds the limit and whether the investment direction is in line with the market trend. Within the authorized risk limits, the Company is actively engaged in development of various businesses and continually increases profit, creates company value, and complies with the capital management objective.
The Company calculates and reports the capital adequacy ratio according to “Rules Governing Securities Firms”. According to Jin-Guan-Zeng-Chuan Letter No. 1010016685, from July 2012, advanced calculation method applied to capital adequacy ratio for securities firms is applicable to non-financial-holdings securities firms who file the report about information on capital adequacy ratio for December 31,2018 and 2017, the capital adequacy ratios were 567% and 417%, respectively, as required by the regulations.
-
7) Assets and liabilities of trust accounts Pursuant to Article 17 of Enforcement Rules of the Trust Enterprise Act, balance sheet, income statement, and property list of trust accounts shall be disclosed in the parent company only financial statements on a semiannual basis.
-
A. Balance sheet of trust accounts
| inancial statements on a semiannual basis. . Balance sheet of trust accounts |
|
|---|---|
| Trust assets December 31,2018 Bank savings 179,211 $ Structured notes 380,552 Stock 187,279 Bond 252,251 Fund 2,019,812 Securities lending 164,989 Accounts receivable 29,429 Total of trust assets 3,213,523 $ Trust liabilities December 31,2018 Accounts payable 4,862 $ Trust capital 3,574,783 Retained earnings 366,122) ( Total of trust liabilities 3,213,523 $ |
December 31,2017 |
| 209,606 $ 362,297 488,210 8,044 2,097,002 383,355 23,943 |
|
| 3,572,457 $ |
|
| December 31,2017 | |
| 37,124 $ 3,346,934 188,399 |
|
| 3,572,457 $ |
~91~
B. Income statement of trust accounts
| B. Income statement of trust accounts | |||
|---|---|---|---|
| C. Property list of trust accounts Item Trust income Interest income Cash dividends received Income from stocks lending Investment gains - realised Investment (losses) gains - unrealised Subtotal Trust expenses Management fee Service fee Borrowing costs Remittance fee Income before income tax Income tax expense Net income Item Bank savings Structured notes Funds Bond Stock Securities lending Others Total |
Year ended December 31, 2018 |
Year ended December 31, 2017 |
|
| 8,028 $ 11,334 117,957 556 387,327) ( 249,452) ( - 18) ( 4,041) ( 1) ( 253,512) ( 5) ( 253,517) ($ December 31,2018 179,211 $ 380,552 2,019,812 252,251 187,279 164,989 29,429 3,213,523 $ |
75 $ 15,116 16,110 61,346 141,135 233,782 1 3) ( 2,781) ( 1) ( 230,998 - 230,998 $ December 31,2017 209,606 $ 362,297 2,097,002 8,044 488,210 383,355 23,943 3,572,457 $ |
C. Property list of trust accounts
~92~
-
8) Effects on initial application of IFRS9 and information on application of IAS 39 in 2017 A.Summaries of adopting significant accounting policies in 2017
-
(A) Financial assets and financial liabilities at fair value through profit or loss
-
a. Financial assets and financial liabilities at fair value through profit or loss are financial assets and financial liabilities held for trading or financial assets and financial liabilities designated as at fair value through profit or loss on initial recognition. Financial assets and financial liabilities are classified in this category of held for trading if acquired principally for the purpose of selling or repurchasing in the short-term. Derivatives are also categorized as financial instruments held for trading unless they are designated as hedges.
-
b. On a regular way purchase or sale basis, financial assets held for trading are recognized and derecognized using trade date accounting.
-
c. Financial assets at fair value through profit or loss are initially recognized at fair value. Related transaction costs are expensed in profit or loss. These financial assets are subsequently remeasured and stated at fair value, and any changes in the fair value of these financial assets are recognized in profit or loss. Derivative assets, that are linked to equity instruments which do not have a quoted market price in an active market and cannot be measured reliably at fair value, and that must be settled by delivery, of such unquoted equity instruments are presented in ‘financial assets measured at cost’, if their fair value cannot be reliably measured. Derivative liabilities that are linked to equity instruments which do not have a quoted market price in an active market and cannot be measured reliably at fair value, and that must be settled by delivery of such unquoted equity instruments are presented in ‘financial liabilities measured at cost’, if their fair value cannot be reliably measured.
-
-
(B)Available-for-sale financial assets
-
a.Available-for-sale financial assets are non-derivatives that are either designated in this category or not classified in any of the other categories.
-
b.On a regular way purchase or sale basis, available-for-sale financial assets are recognized and derecognized using trade date accounting.
-
c.Available-for-sale financial assets are initially recognized at fair value plus transaction costs. These financial assets are subsequently remeasured and stated at fair value, and any changes in the fair value of these financial assets are recognized in other comprehensive income. Investments in equity instruments that do not have a quoted market price in an active market and whose fair value cannot be reliably measured or derivatives that are linked to and must be settled by delivery of such unquoted equity instruments are presented in ‘financial assets measured at cost’.
-
d.If there has been objective evidence of impairment, the Company will account for impairment. If, in a subsequent period, the fair value of an investment in a debt instrument increases, and the increase can be related objectively to an event occurring after the
-
~93~
impairment loss was recognized, then such impairment loss is reversed through profit or loss. Impairment loss of an investment in an equity instrument recognized in profit or loss shall not be reversed through profit or loss. Impairment loss is recognized and reversed by adjusting the carrying amount of the asset through the use of an impairment allowance account.
-
(C) Financial assets at cost – non-current
-
a. Financial assets measured at cost are initially recognized at fair value plus transaction costs of acquisition. On a regular way purchase or sale basis, financial assets measured at cost are recognized and derecognized using trade date accounting.
-
b.If the variability in the range of reasonable fair value estimate vary significantly, and the probabilities of the various estimates cannot be reasonably measured, the financial assets should be measured at cost.
-
c.With respect to impairment assessment of the said financial asset, the amount of the impairment loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows discounted at current market return rate of similar financial asset, and is recognized in profit or loss. Impairment loss recognized for this category shall not be reversed subsequently. Impairment loss is recognized by adjusting the carrying amount of the asset directly.
-
(D) Impairment of financial assets
-
a.The Company assesses at each balance sheet date whether there is objective evidence that a financial asset or a group of financial assets is impaired as a result of one or more events that occurred after the initial recognition of the asset (a ‘loss event’) and that loss event (or events) has an impact on the estimated future cash flows of the financial asset or group of financial assets that can be reliably estimated.
-
b.The criteria that the Company uses to determine whether there is an objective evidence of an impairment loss is as follows:
-
(a)Significant financial difficulty of the issuer or debtor;
-
(b)A breach of contract, such as a default or delinquency in interest or principal payments;
-
(c)The Company, for economic or legal reasons relating to the borrower’s financial difficulty, granted the borrower a concession that a lender would not otherwise consider;
-
(d)It becomes probable that the borrower will enter bankruptcy or other financial reorganization;
-
(e)The disappearance of an active market for that financial asset because of financial difficulties;
-
(f)Observable data indicating that there is a measurable decrease in the estimated future cash flows from a group of financial assets since the initial recognition of those assets, although the decrease cannot yet be identified with the individual financial asset in the group, including adverse changes in the payment status of borrowers in the group or
~94~
national or local economic conditions that correlate with defaults on the assets in the group;
-
(g)Information about significant changes with an adverse effect that have taken place in the technology, market, economic or legal environment in which the issuer operates, and indicates that the cost of the investment in the equity instrument may not be recovered; or
-
(h)A significant or prolonged decline in the fair value of an investment in an equity instrument below its cost.
-
c.When the Company assesses that there has been objective evidence of impairment and an impairment loss has occurred, accounting for impairment is made in accordance with aforesaid accounting policies of various financial assets.
-
B. The reconciliations of carrying amount of financial assets transfered from December 31, 2017, IAS 39, to January 1, 2018, IFRS 9, were as follows:
(Blank below)
~95~
| Financial assets at fair value through profit or loss - noncurrent Add: Equity investments Transferred in from financial assets at cost (IAS 39) Financial assets at fair value through other comprehensive income - current Add: Debt investments Transferred in from available-for-sale financial assets (IAS 39) Financial assets at fair value through other comprehensive income - noncurrent Add: Equity investments Transferred in from financial assets at cost (IAS39) |
IAS 39 December 31, 2017 Carryingamount |
Reclassifications | Remeasurements | IFRS 9 January 1, 2018 Carryingamounts |
Effects | Effects |
|---|---|---|---|---|---|---|
| January 1, 2018 Retained earnings |
January 1, 2018 Other equityinterest |
|||||
| 50,342 $ - 50,342 $ - $ - - $ - $ - - $ |
- $ 2,609 2,609 $ - $ 1,044,031 1,044,031 $ - $ 6,449 6,449 $ |
- $ 17,538 17,538 $ - $ - - $ - $ 127,789 127,789 $ |
50,342 $ 20,147 70,489 $ - $ 1,044,031 1,044,031 $ - $ 134,238 134,238 $ |
- $ 17,538 17,538 $ - $ - - $ - $ - - $ |
- $ - - $ - $ - - $ - $ 127,789 127,789 $ |
-
a. Debt instruments within "Available-for-sale" under IAS 39, which amounted to $1,044,031, were reclassified as "Financial assets at fair value through other comprehensive income (debt instruments)" at initial adoption of IFRS 9 as they met the condition that their cash flows are solely payments of principal and the interest on outstanding principal and the objective to hold them is to collect cash flow and to sell.
-
b. Equity instruments within "Financial assets at cost" under IAS 39 which amounted to $6,449 were elected by the Company to be reclassified as "Financial assets at fair value through other comprehensive income (equity instruments)" at initial adoption of IFRS 9 as they were not held for trading purposes. "Financial assets at fair value through other comprehensive income (equity
~96~
instruments)" was increased by $134,238, and other equity was increased by $127,789.
- c. Equity instruments within "Financial assets at cost" under IAS 39, which amounted to $2,609, were reclassified as "Financial assets at fair value through profit or loss (equity instruments)" in compliance with IFRS 9. "Financial assets at fair value through profit or loss (equity instruments)" was increased by $20,147 and retained earnings was increased by $17,538.
(Blank below)
~97~
-
C. The significant accounts as of December 31, 2017 is as follows:
-
(A)Financial assets at fair value through profit or loss
| significant accounts as of December 31, 2017 is as follows: Financial assets at fair value through profit or loss |
|
|---|---|
| Current items: Open-ended funds and money market instruments and securities investment by brokers Open-ended mutual funds beneficiary certificates Adjustment of open-ended funds and money market instruments and securities investment by brokers Total Trading securities-dealer Listed (TSE and OTC) stocks Government bonds Corporate bonds Convertible corporate bonds Emerging stocks Overseas stocks Exchange-traded funds Others Subtotal Adjustment of trading securities - dealer Total Trading securities-underwriter Listed (TSE and OTC) stocks Convertible corporate bonds Subtotal Adjustment of trading securities - underwriter Total |
December 31,2017 |
| 434,960 $ 651 |
|
| 435,611 | |
| 2,596,657 1,699,413 4,383,130 441,134 37,878 20,426,840 1,976,561 525 |
|
| 31,562,138 255,704 |
|
| 31,817,842 | |
| 613,026 327,788 |
|
| 940,814 137,563 |
|
| 1,078,377 |
~98~
| December 31,2017 | December 31,2017 | ||
|---|---|---|---|
| Trading securities-hedging | |||
| Listed (TSE and OTC) stocks | 2,064,014 | ||
| Convertible corporate bonds | 13,182 | ||
| Warrants | 104,756 | ||
| Overseas stocks | - | ||
| Exchange-traded funds | 477,618 | ||
| Subtotal | 2,659,570 | ||
| Adjustment of trading securities - hedging | ( | 77,804) | |
| Total | 2,581,766 | ||
| Options bought-futures | 14,644 | ||
| Futures guarantee deposits receivable | 1,856,916 | ||
| Derivative financial instrument assets-OTC | 20,043 | ||
| Total | $ | 37,805,199 | |
| December 31,2017 | |||
| Non-current items: | |||
| Trading securities - dealer - government bonds | $ | 50,076 |
|
| Adjustment of trading securities | 266 | ||
| Total | $ | 50,342 | |
| Available-for-sale financial assets | |||
| December 31,2017 | |||
| Current items: | |||
| Trading securities-dealer | |||
| Overseas bonds | $ | 1,036,521 |
|
| Adjustment of trading securities - dealer | 7,510 | ||
| Total | $ | 1,044,031 | |
| Financial assets at cost-non-current | |||
| December 31,2017 | |||
| Taiwan Depository & Clearing Corp. | $ | 2,450 |
|
| Taiwan Futures Exchange | 4,000 | ||
| Hua Liu Venture Capital Corporation | 2,608 | ||
| Total | $ | 9,058 |
- (B)Available-for-sale financial assets
(C)Financial assets at cost-non-current
-
a. Assets above are measured at cost as the variability in the range of reasonable fair value estimate could vary significantly and the probabilities of the various estimates cannot be reasonably measured.
-
b. In January 2017, the shareholders’ meeting acknowledged that the liquidation of Cathay Venture Capital I had been completed and reported to the Taipei District Court. The Company had collected $1,128 as remaining assets based on shareholding ratio.
~99~
- (D)Gain on trading of securities
With respect to information shown in Note 6(30), amounts recognised for trading of securities generated from available-for-sale financial assets for the year ended December 31, 2017 was $9,448.
-
D.Credit risk for December 31, 2017 was as follows:
-
(A) Source and definition of credit risk
The credit risk exposure of the Company as a result of engagement in financial transactions include issuer’s credit risk, credit risk of counterparty and credit risk of underlying assets:
-
a.Credit risk of the issuer refers to the issuers of financial debt instruments held by the Company failing to repay its obligation due to the fact that the issuer breaches the contract resulting in the risk of financial loss to the Company.
-
b.Credit risk of counterparty refers to risk of financial loss to the Company arising from default by the counterparty of financial instruments on the settlement or payment obligation.
-
c.Credit risk of the underlying assets happens when the credit rating of the underlying assets linked to the financial instrument is downgraded by the rating agency or when the losses occur as a result of contract default.
-
The financial assets held by the Company which could result in credit risk include bank deposit, debt securities, derivatives transactions in OTC, bonds purchased/sold under resale/repurchase agreements, refundable deposit of securities lending, futures trade margins, other refundable deposits and receivables.
-
(B) Maximum credit risk exposure and credit risk concentration
-
The maximum exposure to credit risk of financial assets in the parent company only balance sheet, without consideration of the collateral or other credit enhancements, is equivalent to the carrying amount. In Taiwan, the sources of credit risk of the Company are primarily resulting from cash deposited with banks or other financial institutions, debt securities issued or guaranteed by a bank, derivative instruments transaction underwritten by the Company, and all counterparties of customer margin deposits accounts being financial institutions. Credit risks of various financial assets are as follows:
-
a.Cash and cash equivalents
Cash and cash equivalents include time deposit, demand deposits and checking deposits. Correspondent institutions are mainly domestic financial institutions.
-
b.Financial assets at fair value through profit and loss -current
-
(a)Fund
The funds held by the Company are bond funds. As the positions held are not significant, credit risk is deemed low.
(b)Debt securities
Debt securities are mainly positions like government bonds, convertible corporate bonds and foreign bonds and the issuers are primarily R.O.C. government, domestic and foreign legal entities. 57% of convertible corporate bond were guaranteed by banks at
~100~
December 31, 2017. Details are as follows:
i.Bonds
The bonds held by the Company are mostly government bonds (inclusive of central and local government). As a whole, the credit risk of the bonds held by the Company is low.
- ii.Corporate bonds
The corporate bonds held by the Company are mainly underlying investment with good credit rating and those with rating above (S&P BB). iii.Convertible corporate bond
The convertible corporate bonds held by the Company are mostly issued by the domestic legal entities. The Company mitigates highly risky credit exposure of the issuers by control through Taiwan Corporate Credit Risk Index (TCRI).
- iiii.Foreign bonds
The foreign bonds held by the Company are mainly underlying investment with good credit rating and those with rating above (S&P BB).
- c.Available-for-sale financial assets-current
The foreign bonds held by the Company are mainly underlying investment with good credit rating and those with rating above (S&P BB).
- d.Derivatives- futures trade margin
When engaging in futures trades in stock exchange market, the Company needs to deposit margin into a margin deposit account of a financial institution designated by the futures merchants as a guarantee to fulfil contractual obligation in the future. As a result, the credit risk is low.
- e.Derivatives-OTC
The Company signs International Swaps and Derivatives Association (ISDA) agreements with each counterparty when engaging in OTC derivatives as an agreement regarding such transactions for both parties. In the agreement, it provides a fundamental contractual model for OTC derivative transactions. If any party breaches the contract or terminates the transactions early, then all the open interest covered in the agreement should be settled by net amount as bound in the contract. When the ISDA agreement is signed, the Credit Support Annex (CSA) is also signed. According to the CSA, collateral will be transferred from a party to the other during transaction process to mitigate the risk of counterparty in open interest. Please refer to Note 6(11).
Types of OTC derivative transactions in which the Company is engaged include interest rate swap and swap transaction. The counterparties are all from financial service industry and mainly located in Taiwan.
- f.Bonds investment under a resale agreement
Bonds sold under a resale agreement are the bonds that the client sold to the Company at a price, interest rate, length of period as agreed by two parties and the client shall repurchase the bonds at the specified price upon maturity. The Company needs to assume credit risk from counterparties when underwriting such business, as the payment being delivered to
~101~
the other party. With consideration of good collateral obtained, the net of credit risk exposure from counterparties can be effectively reduced. As all the counterparties are financial institutions with good credit rating, the credit risks from counterparties are extremely low. Please refer to Note 6(11).
-
g.Margin loans receivable
-
Margin loans receivable are the loans provided to the client in order to process businesses of margin trading and short sale using the securities purchased through financing as collateral. The Company monitors the clients’ margin ratio through information system on a daily basis. As the margin ratio of margin trading is set at 130% according to Regulations Governing the Conduct of Securities Trading Margin Purchase and Short Sale Operations by Securities Firms, the credit risk is extremely low.
-
h.Guaranteed price for securities lending
-
Guaranteed price for securities lending is the sale price of the Company’s securities sold by other securities firms through margin trading after deduction of securities transactions tax and service fee, which is deposited in other securities firms as collateral. As all the counterparties are financial institutions with good credit rating, the credit risk from counterparties is extremely low.
-
i.Refundable deposits for securities lending
-
Refundable deposits for securities lending are the margins deposited in other securities firm as collateral when the Company’s securities are sold. As all the counterparties are financial institutions with good credit, the credit risk from counterparties is extremely low.
-
j.Receivables
-
Receivables are the credit rights arising from the securities business including settlement receivables of consignment trading, settlement receivables of operating securities sold, financing interest receivables of self-operating credit transaction, receivables of consignment trading for securities, and receivables from banks’ underwriting on foreign exchange transactions and foreign fund demand. As the majority of the Company’s receivables from the consignment businesses and self-operating businesses are settlement of securities from OCT or TWSE, the credit risk is extremely low. As the foreign exchange transactions are simply the receipt or payment of different currencies and the correspondent banks are of good credit rating, the credit risk is extremely low.
-
k.Other current assets
-
Other current assets are mainly the collateral deposited in the bank for application for shortterm debt limit and guarantee for application for issuance of commercial papers. As the correspondent banks are all financial institutions with good credit rating, the credit risk is extremely low.
-
l.Financial assets at fair value through profit and loss – non-current
In order to underwrite trust business, the Company deposits central government bonds in
~102~
the Central Bank as collateral. Regardless of the bonds themselves or the financial institutions where the bonds deposited, the credit risk is extremely low.
-
m.Other non-current assets
- Other non-current assets mainly comprise operating guarantee deposits, settlement funds, and refundable deposits. Operating guarantee deposits are mainly deposited in domestic banks with good credit rating. Settlement funds are deposited in securities exchange. Settlement funds are used as compensation when a party to a marketable securities transaction fails to fulfil the settlement obligation. The credit risks from the institutions where these two assets are deposited are extremely low. The refundable deposits refer to cash or other assets which are deposited externally by the Company and can be used as refundable deposits. Because deposits are placed in various financial institutions and each deposit amount is small, the credit risk is dispersed and the credit exposure of overall refundable deposit is extremely low.
-
(C) Credit quality rating
-
The Company’s internal credit rating can be categorized into low risk, medium risk and high risk. Definition of each rating is as follows:
-
a.Low risk: a company or the underlying position is capable of fulfilling the financial commitment to a stable extent even when facing with a significant uncertain factor or being exposed to adverse condition.
-
b.Medium risk: a company or the underlying position’s capability to fulfil the financial commitment is weak. Any adverse operation, financial or economic movement shall further weaken its ability to fulfil the financial commitment.
-
c.High risk: a company or the underlying position’s capability to fulfil the financial commitment is uncertain. The capability to fulfil the financial commitment shall be determined by whether the operating environment and financial position are favorable.
-
d.Impairment: a company or the underlying position fails to fulfil its obligation and the potential impairment assessed has reached the standard for recognition.
-
The Company uses internal and external credit rating as specified in below table. In the table below, above-mentioned two credit ratings are not directly correlated. They are mainly used to represent the similarity of credit quality. The internal credit rating is based on credit rating of Taiwan Ratings and TCRI. Default rate of certain foreign bonds is calculated using bond pricing method. The credit risk classification and management are based on historical default rate (1 year).
~103~
| Internal credit | Credit rating of | Credit rating of | Historical default |
|---|---|---|---|
| rating | Taiwan Ratings | TCRI | rate(1year) |
| Low risk | twAAA ~twBBB- | 1~4 | 0.03%~1.21% |
| Medium risk | twBB+ ~ twBB | 5~6 | 1.21%~5.10% |
| High risk | twBB- ~ twC | 7~9 | 5.10%~26.85% |
| Impairment | D | D | - |
The table of the credit quality of financial assets
As of December 31, 2017
| As of December 31, 2017 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Financial assets | Normal assets | High risk | Impaired | Provisions | Total | Recognised losses |
Net | |
| Low risk | Medium risk | |||||||
| Cash and cash equivalents Financial assets at fair value through profit or loss-current Open-end mutual funds beneficiary certificates and money market instruments Debt security investments Buy Option-TAIFEX Derivative instruments-Futures Margin Derivative instruments-OTC Available-for-sale financial assets-current Debt security investments Margin loans receivable Refinancing security deposits Receivables from refinance guaranty Receivables from security lending Security lending deposits Notes receivable Accounts receivable Accounts receivable-related parties Other receivables Other current assets Financial assets at fair value through profit or loss-non current Other assets-non current Total |
4,036,047 $ 310,278 26,527,537 14,644 1,856,916 20,043 1,044,031 11,449,543 79,350 67,160 88,318 745,882 1,365 10,748,383 5,546 8,005 783,916 50,342 947,540 58,784,846 $ |
289 $ - 325,859 - - - - - - - - - - - - - - - - 326,148 $ |
- $ - 60,068 - - - - - - - - - - - - - - - - 60,068 $ |
- $ - - - - - - - - - - - - - - - - - - - $ |
- $ - - - - - - 50,420 - - - - - 4,359 - - - - 136,443 191,222 $ |
4,036,336 $ 310,278 26,913,464 14,644 1,856,916 20,043 1,044,031 11,499,963 79,350 67,160 88,318 745,882 1,365 10,752,742 5,546 8,005 783,916 50,342 1,083,983 59,362,284 $ |
- $ - - - - - - 84,093 - - - - - 4,359 - - - - 136,443 224,895 $ |
4,036,336 $ 310,278 26,913,464 14,644 1,856,916 20,043 1,044,031 11,415,870 79,350 67,160 88,318 745,882 1,365 10,748,383 5,546 8,005 783,916 50,342 947,540 59,137,389 $ |
~104~
13. OTHER DISCLOSURE ITEMS
1) Information about significant transactions
-
A. Lending to others: Excluding security margin trading and conditional bond trading business, there is no lending of funds to either the shareholders or other parties.
-
B. Endorsements and guarantees for others
:None. -
C. Acquisitions of real estate exceeding $300 million or 20 percent of contributed capital
:None. -
D. Disposals of real estate exceeding $300 million or 20 percent of contributed capital
:None. -
E. Purchases or sales transactions discount on brokers’ charges with related parties in excess of $5 million
:None. -
F. Receivables from related parties exceeding $100 million or 20 percent of contributed capital
:None. -
G. Significant transactions between parent company and subsidiaries are provided in Note 7.
2) Related information of investee companies
- A. Related information of investee companies
~105~
| Name of the investor |
Name of the investee company |
Location | Date of registration |
Reference number and the date of approval letter issued byFSC |
Major operating activities |
Balance on December 31,2018 Original in |
Balance on December 31, 2017 vestment |
EndingBalance | EndingBalance | Revenue of investee company |
Net income (loss) of investee company |
Investment income (loss) recognised by the Company |
Cash dividends |
Notes | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Shares 63,817,303 17,400,000 10,000,000 67,746,000 14,904,630 1,000,000 |
Percentage 96.69% 100.00% 5.19% 100.00% 42.46% 100.00% |
Book vlaue | |||||||||||||
| President Securities Corp. |
President Futures Corp. President Capital Management Corp. President Securities (HK) Ltd. President Securities (BVI) Ltd. Uni-President Asset Management Corp. President Insurance Agency Corp. |
Taipei Taipei Hong Kong British Virgin Islands Taipei Taipei |
1994.03.01 1997.04.15 1994.07.26 1998.02.26 2000.08.18 2008.04.29 |
1994.03.01 Jing- Tou-Shen (83) Gong-Shang Letter No.1114 (Note 1) 1997.02.25 (86) Tai-Cai-Zheng (2) Letter No.17769 1993.11.4 (82) Tai- Cai-Zheng (2) Letter No.40913 1997.10.27 (86) Tai-Cai-Zheng (2) Letter No.04840 2000.07.19 (89) Tai-Cai-Zheng (2) Letter No.56407 (Note2) |
Futures brokerage Securities investment consulting Securities dealer, brokerage, underwriting and consulting Securities investment and holding company Investment Trust Insurance Agent |
644,650 $ 200,000 34,030 2,264,573 667,622 10,000 |
644,650 $ 200,000 34,030 2,264,573 667,622 10,000 |
1,935,207 $ 194,831 72,792 2,298,272 569,230 31,911 |
921,841 $ 43,034 185,365 - 791,291 54,159 |
221,008 $ 2,167) ( 36,883 52,981 239,809 14,048 |
213,699 $ 2,167) ( 1,914 52,981 101,504 14,048 |
121,253 $ 704 - - 72,511 14,167 |
Subsidiary of the Company Subsidiary of the Company Subsidiary of the Company Subsidiary of the Company Associates Subsidiary of the Company |
~106~
| Name of the investor |
Name of the investee company |
Location | Date of registration |
Reference number and the date of approval letter issued byFSC |
Major operating activities |
Balance on December 31,2018 Original in |
Balance on December 31, 2017 vestment |
EndingBalance | EndingBalance | Revenue of investee company |
Net income (loss) of investee company |
Investment income (loss) recognised by the Company |
Cash dividends |
Notes | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Shares 30,000,000 12,000 182,600,000 23,400,000 1,000,000 |
Percentage 100.00% 0.03% 94.81% 100.00% 100.00% |
Book vlaue | |||||||||||||
| President Securities Corp. President Insurance Agency Corp. President Securities (BVI) Ltd. |
PSC Venture Capital Investment Limited Company Uni-President Asset Management Corp. President Securities (HK) Ltd. President Wealth Management (HK) Ltd. President Securities (Nominee) Ltd. |
Taipei Taipei Hong Kong Hong Kong Hong Kong |
2013.10.29 2000.08.18 1994.07.26 2002.03.31 1999.08.06 |
2013.08.08 Jing- Guan-Zheng-Chuan Letter No.1020028529 2000.07.19 (89) Tai-Cai-Zheng (2) Letter No.56407 1993.11.4 (82) Tai- Cai-Zheng (2) Letter No.40913 2001.12.11 (90) Tai-Cai-Zheng (2) Letter No.166728 1997.10.27 (86) Tai-Cai-Zheng (2) Letter No.04840 |
Consultation of investment management and venture capital; other unprohibited or unrestricted businesses beyond the permit Investment Trust Securities dealer, brokerage, underwriting and consulting Wealth management Nominee Service |
300,000 478 814,705 92,091 3,403 |
300,000 478 814,705 92,091 3,403 |
245,072 463 1,329,739 58,711 1,936 |
3,760) ( 791,291 185,365 - - |
2,704) ( 239,809 36,883 532 74) ( |
2,704) ( 82 34,969 532 74) ( |
- 58 - - - |
Subsidiary of the Company Associates Subsidiary of the Company Indirect subsidiary of the Company Indirect subsidiary of the Company |
Note1 : As FSC was established in July, 2004, President Futures Corp. was apporved by the Investment Commission, Ministry of Economic Affairs.
Note2 : When securities corporations invest in domestic business within FSC's limitation, there is no need to obtain the approval from FSC in advance, according to Tai-Cai-Zheng (2) Letter No.0930000005. Therefore, there was no reference numbers for President Personal Insurance Agency Co., Ltd. and President Insurance Agency Corp.
~107~
-
B. Lending to others: Excluding security margin trading and conditional bond trading business, there is no lending of funds to either the shareholders or other parties.
-
C. Endorsements and guarantees for others
:None. -
D. Acquisitions of real estate exceeding $300 million or 20 percent of contributed capital
:None. -
E. Disposals of real estate exceeding $300 million or 20 percent of contributed capital
:None. -
F. Purchases or sales transactions discount on brokers’ charges with related parties in excess of $5,000,000
:None. -
G. Receivables from related parties exceeding $100 million or 20 percent of contributed capital
:None. -
H. Accordance with Jin-Guan-Zheng-Quan-Zi Letter No. 10300375782, the Company is required to disclose details of businesses run by foreign enterprises that were incorporated in the countries identified as non-signatories to the IOSCO MMoU or have not obtained securities or futures license of signatories to the IOSCO MMoU
: -
a) Securities held as of December 31, 2018 of President Securities (BVI) Ltd
:
~108~
| Securities types and name | Type | Number of shares |
Carryingvalue | Carryingvalue | Carryingvalue | Expressed in U.S. Dollars Fair vaule |
Expressed in U.S. Dollars Fair vaule |
Expressed in U.S. Dollars Fair vaule |
||
|---|---|---|---|---|---|---|---|---|---|---|
| Unit price 0.929 $ 0.237 $ 0.082 0.063 |
Amount | Unitprice | Amount | |||||||
| Financial assets at fair value through profit or loss - current |
Zero-Coupon Bond STOCK STOCK STOCK |
4,340,000 $ 182,600,000 23,400,000 1,000,000 |
4,030,558 $ 43,292,815 $ 1,911,477 63,046 45,267,338 $ |
0.942 $ 0.237 $ 0.082 0.063 |
4,090,016 $ 43,292,815 $ 1,911,477 63,046 45,267,338 $ |
|||||
| Open-end funds, mony market instruments and securities investment by brokers: United States of America DL-Zero Principal 15.5.2021 Investments in associates |
||||||||||
| President Securities (HK) Ltd. President Wealth Management (HK) Ltd. President Securities (Nominee) Ltd. Total |
b) Derivative financial instrument transactions and the source of capital of President Securities (BVI) Ltd.: None.
c) Revenue from engagement in cosultation on assets management business, service contents and litigation : None.
~109~
d) Balance sheets
PRESIDENT SECURITIES (BVI) LTD. BALANCE SHEETS DECEMBER 31, 2018 AND 2017
| Assets | December 31,2018 | December 31,2018 | December 31,2018 | December 31,2017 | December 31,2017 | December 31,2017 | Liabilities and shareholders’equity | December 31, | December 31, | 2018 | Expressed in U.S. dollars December 31,2017 |
Expressed in U.S. dollars December 31,2017 |
Expressed in U.S. dollars December 31,2017 |
||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Amount | % | Amount | % | Amount | % | Amount | % | ||||||||||
| Current assets Cash and cash equivalents Financial assets at fair value through profit or loss - current Other receivables Total current assets Investment in associates Total assets |
25,277,023 $ 4,090,016 194,910 29,561,949 45,267,338 74,829,287 $ |
34 6 - 40 60 100 |
24,810,955 $ 4,051,954 117,323 28,980,232 44,184,266 73,164,498 $ |
34 6 - 40 60 100 |
Current liabilties Other payables Total liabilities Shareholders’equity Share capital Capital reserve Retained earnings Retained earnings Other equity Exchange differences on translation of foreign financial statements Total shareholders’ equity Total liabilities and shareholders’ equity |
3,563 $ 3,563 67,746,000 757,813 6,016,267 305,644 74,825,724 74,829,287 $ |
- - 91 1 8 - 100 100 |
3,571 $ 3,571 67,746,000 757,813 4,260,476 396,638 73,160,927 73,164,498 $ |
- - 93 1 6 - 100 100 |
~110~
PRESIDENT WEALTH MANAGEMENT (HK) LTD. BALANCE SHEETS
DECEMBER 31, 2018 AND 2017
| Assets | December 31,2018 | December 31,2018 | December 31,2018 | December 31,2017 | December 31,2017 | December 31,2017 | Liabilities and shareholders’equity | December 31, | December 31, | 2018 | Expressed in HK dollars December 31,2017 |
Expressed in HK dollars December 31,2017 |
Expressed in HK dollars December 31,2017 |
||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Amount | % | Amount | % | Amount | % | Amount | % | ||||||||||
| Current assets Cash and cash equivalents Other receivables Total current assets Total assets |
14,943,066 $ 50,492 14,993,558 14,993,558 $ |
100 - 100 100 |
14,832,782 $ 21,795 14,854,577 14,854,577 $ |
100 - 100 100 |
Current liabilities Other payables Total liabilities Shareholders’ equity Share capital Retained earnings (accumulated deficit) Total shareholders’ equity Total liabilities and shareholders’ equity |
20,075 $ 20,075 23,400,000 8,426,517) ( 14,973,483 14,993,558 $ |
- - 156 56) ( 100 100 |
19,410 $ 19,410 23,400,000 8,564,833) ( 14,835,167 14,854,577 $ |
- - 158 58) ( 100 100 |
~111~
PRESIDENT SECURITIES (NOMINEE) LTD. BALANCE SHEETS DECEMBER 31, 2018 AND 2017
| Assets | December 31,2018 | December 31,2018 | December 31,2018 | December 31,2017 | December 31,2017 | December 31,2017 | Liabilities and shareholders’equity | December 31, | December 31, | 2018 | Expressed in HK dollars December 31,2017 |
Expressed in HK dollars December 31,2017 |
Expressed in HK dollars December 31,2017 |
||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Amount | % | Amount | % | Amount | % | Amount | % | ||||||||||
| Current assets Cash and cash equivalents Other receivables Total current assets Total assets |
509,539 $ 1,516 511,055 511,055 $ |
100 - 100 100 |
528,954 $ 674 529,628 529,628 $ |
100 - 100 100 |
Current liabilities Other payables Total liabilities Shareholders’ equity Share capital Retained earnings (accumulated deficit) Total shareholders’ equity Total liabilities and shareholders’ equity |
17,190 $ 17,190 1,000,000 506,135) ( 493,865 511,055 $ |
3 3 196 99) ( 97 100 |
16,620 $ 16,620 1,000,000 486,992) ( 513,008 529,628 $ |
3 3 189 92) ( 97 100 |
~112~
e) Statements of comprehensive income
PRESIDENT SECURITIES (BVI) LTD. STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2018 AND 2017
| Expressed in U.S. dollars | Expressed in U.S. dollars | Expressed in U.S. dollars | |||||||
|---|---|---|---|---|---|---|---|---|---|
| December 31,2018 | December 31,2017 | ||||||||
| Accounts | Amount | % | Amount | % | |||||
| Expenditures | |||||||||
| Employee benefits | ($ | 49,965) |
( | 3) |
($ | 50,243) |
( | 1) |
|
| Other operating expenses | ( | 18,427) |
( | 1) |
( | 17,541) |
( | 1) |
|
| Total expenditures and expenses | ( | 68,392) |
( | 4) |
( | 67,784) |
( | 2) |
|
| Non-operating gains and losses | |||||||||
| Share of the profit or loss of associates and joint | |||||||||
| ventures accounted for using the equity method | 1,174,066 | 67 | 2,391,353 | 67 | |||||
| Other gains and losses | 650,116 | 37 | 1,247,468 | 35 | |||||
| Total non-operating gains and losses | 1,824,182 | 104 | 3,638,821 | 102 | |||||
| Profit before tax | 1,755,790 | 100 | 3,571,037 | 100 | |||||
| Income tax expense | - | - | - | - | |||||
| Net income | $ | 1,755,790 | 100 | $ | 3,571,037 | 100 |
~113~
PRESIDENT WEALTH MANAGEMENT (HK) LTD
STATEMENTS OF COMPREHENSIVE INCOME
FOR THE YEARS ENDED DECEMBER 31, 2018 AND 2017
| Expressed | Expressed | in HK dollars | |||||||
|---|---|---|---|---|---|---|---|---|---|
| December 31,2018 | December 31,2017 | ||||||||
| Accounts | Amount | % | Amount | % | |||||
| Expenditures | |||||||||
| Other operating expenses | ($ | 41,570) | ( | 30) |
($ | 39,920) | ( | 129) |
|
| Total expenditures and expenses | ( | 41,570) |
( | 30) |
( | 39,920) |
( | 129) |
|
| Non-operating gains and losses | |||||||||
| Other gains and losses | 179,886 | 130 | 70,824 | 229 | |||||
| Profit before tax | 138,316 | 100 | 30,904 | 100 | |||||
| Income tax expense | - | - | - | - | |||||
| Net income | $ | 138,316 | 100 | $ | 30,904 | 100 |
~114~
President Securities (Nominee) Ltd. STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2018 AND 2017
| Expressed | in HK dollars | ||||||
|---|---|---|---|---|---|---|---|
| December 31,2018 | December 31,2017 | ||||||
| Accounts | Amount | % | Amount | % | |||
| Expenditures | |||||||
| Other operating expenses | ($ | 24,590) | 128 | ($ | 24,660) | 110 | |
| Total expenditures and expenses | ( | 24,590) |
128 | ( | 24,660) |
110 | |
| Non-operating gains and losses | |||||||
| Other gains and losses | 5,447 | ( | 28) |
2,152 ( |
10) |
||
| Loss before tax | ( | 19,143) |
100 | ( | 22,508) |
100 | |
| Income tax expense | - | - | - | - | |||
| Net loss | ($ | 19,143) | 100 | ($ | 22,508) | 100 |
f) Transactions between related parties and foreign business : None.
3) Information of overseas branches and representative office
| Overseas branches and representative office |
Nationality | Date of registration |
Reference number and the date of approval letter given by Securities and Futures Bureau of FSC |
Main business activities |
Operating income |
(Loss) profit before tax (Note 1) |
Assignment of workingcapital | Assignment of workingcapital | Assignment of workingcapital | Assignment of workingcapital | Material transaction account with head office |
Note |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance on January 1, 2018 |
Increase of working capital |
Deduction of working capital |
Balance on December 31, 2018 |
|||||||||
| Representative office of President Securities Corp. in Xiamen |
Xiamen | 2008.08.22 | 2008.01.21 Jing-Guan- Zheng-Chuan Letter No.0960073542 |
Non-operating activities of securities business consultation, contact, and market survey |
- | ($ 5,630) | - | - | - | - | - | - |
Note 1: Operating expenses generated by the representative office.
4) Disclosure of investment in Mainland China : Not applicable
~115~