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RADIUM Annual Report 2020

Sep 15, 2021

52154_rns_2021-09-15_5649cbae-797d-4e19-a25f-70a16340f8d8.pdf

Annual Report

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2020 ANNUAL REPORT

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Printed on April, 27 2021

Radium Annual Report Information Can Be Accessed from the Following Websites: http://mops.twse.com.tw http://www.radium.com.tw

Notice to readers

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

Spokesperson

Name Christine Chen Title Associate Vice President Tel 886-2-7733-8888

E-mail [email protected]

Deputy Spokesperson

Name Christine Chen

Title Associate Vice President Tel 886-2-7733-8888 E-mail [email protected]

Headquarters

Address 14F., No.209, Sec. 1, Civic Blvd, Taipei, Taiwan Tel 886-2-7733-8888

Stock Transfer Agent

KGI Securities Co. Ltd.

Address 5F., No.2, Sec. 1, Chung Ching South Rd., Taipei, Taiwan Website http://www.kgieworld.com.tw Tel 886-2-2389-2999

Auditor

Deloitte & Touche

Auditors Gung, Jerry, Liu, Walter Address 20F, Taipei Nan Shan Plaza No. 100, Songren Rd., Taipei, Taiwan Website http://www. deloitte.com.tw Tel 886-2-2725-9988

Overseas Trade Places for Listed Negotiable Securities None.

Corporate Website

http://www.radium.com.tw

Contents

Contents Contents
Letter to Shareholders 1
Company Profile
I. Date of Incorporation 9
II. Company History
9
Corporate Governance Report
I. Organization 16
II. Directors, Supervisors and Management Team .18
III. Implementation of Corporate Governance 33
IV. Information on CPA Professional Fees 67
V. Change of CPA 68
VI. The Company’s Chairperson, President, or Managerial Officer in Charge of
Finance or Accounting Held a Position in the CPA’s firm or its Affiliated
Companies in the Most Recent Year 68
VII. Changes in Shareholding of Directors, Supervisors, Managers and Major
Shareholders 68
VIII. Relationship among the Top Ten Shareholders 70
IX. Ownership of Shares in Affiliated Enterprises 72
Capital Overview
I. Capital and Shares
73
II. Corporate Bond 80
III. Preferred Stocks 83
IV. Global Depositary Receipts
83
V. Employee Stock Options 83
VI. Status of New Shares Issuance in Connection with Mergers and Acquisitions.83
VII. Financing Plans and Implementation 83
Operations Overview
I. Business Activities 88
II. Market and Sales Overview
97
III. Human Resources
110
IV. Environmental Protection Expenditure
111
V. Labor Relations 112
VI. Important Contracts 117
Financial Highlights
I. Condensed Financial Statements in the Past Five Years 125
II. Financial Analysis in the Past Five Years 129
III. The Review Report of the Most Recent Financial Report by the Audit
Committee
134
IV. The Most Recent Annual Financial Report
135
V. A parent company only financial statement for the most recent fiscal year .135
VI. If the company or its affiliated companies have experienced financial
difficulties in the most recent fiscal year and up to the date of publication of
the annual report, the annual report shall explain how said difficulties will
affect the company's financial situation 135

Review and Analysis of the Financial Position and Performance and Risk Management

I. Financial Position
136
II. Financial Performance
136
III. Cash Flow 137
IV. Major Capital Expenditure Items
138
V. Main Reasons of Improvement Plan for Re-Investment Policy, Profit or
Loss for Previous Years .138
VI. Risks 141
VII. Other Important Matters 146
Special Disclosures
I. Information Relating to the Company's Affiliated Companies 147
II. Private Placement Securities in the Most Recent Years 155
III. The Shares in the Company Held or Disposed of by Subsidiaries in the
Most Recent Years
155
IV. Other Supplementary Information 155
V. Incidents that significantly affected the shareholders equity or stock price
of the Company as specified in Subparagraph 2, Paragraph 3 of Article 36
of the law in the most recent year to the date this Report was printed, if
applicable, and specify one-by-one 155

Letter to Shareholders

Dear Shareholders,

Thank you for your continued trust and support to Radium Life Tech Co., Ltd. In spite of the challenging COVID-19 pandemic, the team has been working hard to deliver the best results from our construction division, healthcare, circular economy, and transportation service business. The Radium Group is committed in further expanding and diversifying our businesses to match future trends and to meet shareholders’ expectations.

In February of 2020, the Radium Group’s construction business and the subsidiary Titan Development and Construction Co., Ltd. signed the “Kaohsiung Railway Station East Old Dormitory Area Urban Renewal Project” with the Taiwan Railways Administration to develop 8,378 pings near the east of the Kaohsiung Station as an urban renewal project. In December of 2020, Radium signed two investment contracts for land development projects with the Taichung City Government. The two projects will utilize the transit-oriented development (TOD) model, the Wenxin Chongde Station lot has a size of around 700 pings while the Wenxin Yinghua Station lot is around 500 pings. Both lots are located on the Green Line of Taichung MRT and will be constructed directly adjacent to their respective MRT station and will be future landmarks in the Taichung. In addition, Radium was also awarded the “Urban Renewal Project for Lot 246, Subsection 3 Gongyuan Section, Zhongzheng Dist., Taipei City” in December 2020. This project site currently houses the Lianhe Building and is located at the intersection of the Guanqian Road and the Xinyang Street. The total land area is 599 pings and is zoned as a Type 4 Commercial zoning. The Group is planning to utilize the advantages of the Guanqian Road commercial area along with the neighboring five transportation systems to develop a smart, green and Grade A office building. The project shall be a landmark in Taipei’s historic downtown area. The investment contract for this project is scheduled to be signed during the first half of 2021.

Taiwan has become an aging society, enterprises need to be more aggressive in providing solutions to support the elderly in both physical and psychological needs. A few years back the Radium Group began establishing our elderly care business and at the end of 2020 Radium formally announced “Radium Silver Life Project” Project. The project is aimed at creating an elderly care facility in Sanzhi that offers quality retirement services to meet the different needs of the elderly. The Genesis-Sanzhi is divided into an east and west wings with a total area of about 5,864 pings, that include residential units (The GENESIS) for sale and units for rent (Le Tau Chu Senior Happiness Home-Sanzhi). Radium Silver Life Project focuses on health promotion and customized care, utilizing the latest technology such as ultra-wideband (UWB) positioning technology and cloud monitoring while also providing nurses and dieticians all in one location. In the future, there are plans to enter into agreement with professional medical care, long-term care, healthcare departments of Mackay Medical College, the Minghsin University of Science and Technology, and St. John's University. The company plans to develop a safe and worry free environment for the elderly.

Rih Ding Water Enterprise Co., Ltd., which is part of the circular economy division, has constructed Taoyuan North District Wastewater Treatment Facility, which is a Silver Grade Green Building, located at Taoyuan’s North District. The company operates the Taoyuan facility and is in charge of the sewerage system construction. The wastewater treatment facility, located on a 7,610- hectare lot, processed over 17 million metric tons of wastewater in 2020. The company has also completed phase 2 of the project in December 2020, which added an additional 115 kilometers of pipeline to the underground network. Additionally, the company is ahead of schedule in terms of reaching the 100,000 households and completed the goal of treating 100,000 metric tons of sewage daily. Moreover, along with patented BioNET and membrane bioreactor (MBR) filtration technology, it can generate up to 30,000 tons of reusable water a day and support

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in improving the water quality of the Nankan River.

In 2020, Radium entered into a partnership with ECOVE Environment Services Corp., an affiliate of CTCI Corporation, and has been awarded the BOT Project of Resource Processing Center in Changhua Coastal Industrial Park by Industrial Development Bureau. Jing Ding Green Energy Technology Co., Ltd. was established to manage operations for the said BOT project over the next 20 years. An environmental impact assessment is currently underway. The project looks to process an estimated 700 tons of general industrial waste, sludge, waste oil, and waste daily once operations are up and running. Radium Group’s subsidiary Rih Zuan Green Energy has installed solar panels in Qishan, Kaohsiung which generates 3 million kWh per year. The generated electricity is returned to the grid and should be enough to supply the needs of around 1,546 residents in the Greater Kaohsiung per year.

Diversification has a core philosophy for the Radium Group. Q Square, a Radium Group subsidiary, is located in the same development as the Taipei Bus Station. Q square, which has been a financial success, has officially opened a new branch “Q square Xiaobitan” in March 2020. To enhance the Mehas project in the Xindian area, an artificial deck was designed and constructed that houses a 20,000 ping green park. This deck comprises a part of the 1km long project which is located right beside the riverbank of the Xindian River. The opening of the Q sqaure Xiaobitan location has also enhanced the living environment within the Mehas project. On the other hand, the Radium-Kagaya International Hotel, the sole overseas branch of Kagaya from Japan, which has been ranked first place of the “Top 100 Japanese Hotels” for 36 consecutive years, has been awarded ”2020 Taiwan Service Industry Awards - Gold Medal in Hotel Industry (Leisure and Resort).” Even during the difficulties due global Covid-19 pandemic, the Radium-Kagaya team has persevered and worked hard to deliver unparalleled service and hospitality.

The Radium Group also operates the Taipei Bus Station. Its subsidiary, Wan Da Tong, manages the bus terminal which serves 900,000 buses annually that translates to around 12 million passengers per year. The company utilizes the latest technology to efficiently manage the high volume of buses that come in and out of the terminal while reducing carbon emissions by 5% to 8% per year. This has enabled Wan Da Tong to garner several accolades from the Industrial Development Bureau, Ministry of Economic Affairs, and the Ministry of Transportation and Communications. Wan Da Tong has worked with the major bus companies such as United Nations, Guoguang, Gemalan, Hexin, Aloha, the main operators of Taiwan Union, Taroko Passenger Transport and Jieshun Transportation to launch the Taipei Bus Station Smart Ticket Platform APP in June 2020. The platform allows passengers to purchase tickets online and also access a plethora of other transportation platforms which makes it easier for travelers to navigate the different locations in Taiwan.

As part of the ESG (Environment, Society, Governance), the Radium Group’s construction projects have all adopted green building practices as the benchmark. Projects such as Radium Perfect Life in Banqiao, Super Station in Daqiaotou, Le Tau Chu Senior Happiness Home-Zhonghe, youth housing projects in Zhonghe & Sanchong, Taoyuan North District Water Recycling Center, and Radium’s New Q Square in Qingpu, etc., all have been awarded Green Building certifications. As for Sanzhi’s the GENESIS and the Le Tau Chu Senior Happiness Home-Sanzhi, these are being designed with higher greenery coverage and to meet the criteria for green buildings. Radium Perfect Life, which was awarded a Double-Diamond-Grade Green Building, contains over 25,000 pings of green space with 89 kinds of trees and shrubs. The ecological rainwater storage system, designed for water retention and flood detention, can recycle up to 6,166 tons of water. The community’s green areas can reduce carbon dioxide emissions by 3,001 metric tons per year, which is equivalent to 7.8 fold of the annual carbon adsorption capacity of Daan Forest Parks. Also, the Kaohsiung Railway Station East Old Dormitory Area Urban Renewal Project signed in 2020, Wenxin Chongde Station project and Wenxin Yinghua

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Station project for Taichung MRT, as well as the urban renewal project for Lot 246, Subsection 2 Gongyuan Section, Zhongzheng Dist., Taipei City project are all designed to meet the criteria of Smart Green Buildings.

Although global environment was very challenging in 2020, Radium was cautiously looking for opportunities. Radium performed a timely transformation to meet on-going challenges and take advantage of available opportunities. The 40 years of experience in the construction and development industry has been transformed into a diversified conglomerate operating in several areas such bus terminal operations, circular economy, retail, hospitality and other businesses. In the future, Radium will be assessing how to leverage the latest technology and global trends to further innovate and make a digital transformation to meet local and global demands while increasing competitiveness. Radium Group will continue focusing on the core concepts of “innovation, diversity, sustainability, and co-living”. Once again, thank you for your support and trust to the Radium Group.

The following is the Company’s 2020 operating results and 2021 outlook for shareholders:

I. 2020 Operating Results

  • (I) Consolidated financial results

Unit: NT$ thousand %

Unit: NT$ thousand%
Year
Items

2020
2019 Growth Rate
OperatingRevenue 6,772,332 6,325,345 7.07
Net Income 667,285 466,337 43.09
Net Margin 9.85 7.37 33.65

As for the Company's income recognized for 2020 with construction projects delivered, the consolidated operating revenue of 2020 reached NT$6,772,332 thousand, an increase of NT$446,987 thousand compared with 2019 years; the net income in 2020 was NT$667,285 thousand, an increase of NT$200,948 thousand compared with 2019 at a growth rate of 43.09%.

(II) Budget implementation

The company did not compile a financial forecast in 2020.

(III) Financial Income and Expenditure and Profitability Analysis

  1. Cash Flow Change Analysis

Unit:%

. Cash Flow Change Analysis Unit:%
Year
Items

2020
2019 Percentage
Change
Cash Flow Ratio
Cash Flow AdequacyRatio 228.79 149.30 53.24
Cash Flow Re-investment Ratio (1.32) (1.85) (28.65)

Note: "-" is for negative net cash flow from operating activities.

As the Company's construction projects in 2020 were successively delivered and the gains were recognized, the inventories continued to decrease, and the cash flow adequacy ratio increased compared with that in 2019.

The Company issued cash dividends in 2020 and 2019, respectively, resulted in a negative cash reinvestment ratio. The cash flow reinvestment ratio in 2020 increased compared with that in 2019, due to the decrease in cash dividends distributed in 2020 compared to 2019.

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2. Profitability analysis

Unit %

. Profitability analysis Unit%
Year
Items

2020
2019 Percentage
Change
Return on Total Assets 2.27
2.06
10.19
Return on Equity 5.69
3.92
45.15
Net Margin 9.85 7.37 33.65
Basic /Diluted Earnings Per Share
(NT$)
0.69 0.45 53.33

As the Company's construction projects in 2020 were successively delivered and the gains were recognized, the 2020 net income increased compared with that of 2019, and all profitability indicators increased compared with that of 2019.

  • (IV) Research and development status

  • Construction business

    • (1) Introduce the rental and sale model in its elderly care business, featuring whole-generation home-based care based on innovate business concepts.

    • (2) Adopt the TOD urban development model to combine projects with public transportation stations in a shared structure model and design integrated smart green buildings.

    • (3) Develop buildings with complex living functions, such as residential buildings combined with transportation, shopping malls, and other retail spaces.

  • Circular economy business

    • (1) The water resource recycling center adopts the patented BioNET filtration technology (a new biological treatment system with BioNET as the core) to produce re-usable water.

    • (2) Based on the concept of sustainable development and resource regeneration, the segment studies the conversion of waste into renewable fuels or auxiliary fuels, and uses waste-to-resource methods to achieve the effect of material recycling and reuse and improve resource utilization, while striving to integrate the ecological chain of the resource recycling industry, such as waste-to-energy resource recycling centers and relevant industries.

  • Operations business

    • (1) Optimize the smart station management system of the bus station and study a more automated operation model.

    • (2) The smart mobile bus ticket system is developed as a service platform for integration of different transportation companies.

    • (3) Continue to conduct digital transformation through the introduction of new technologies to expand the e-commerce market.

II. Business Plan for 2021

(I) Business objectives

With a passion for innovation, the Company is looking to build a sustainable brand while retaining its core values, and efficiently utilizing resources to enable the public to have healthy and diverse lifestyles. Beginning from the construction industry, building up our competitive advantage, with a mission to protect environment, we uphold the belief that land and resources belong to the public and we build buildings on the premise of caring for these living spaces. We develop and design different types of residential, office, and commercial products, with the business philosophy of "innovation, diversity, sustainability,

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and co-living" integrated in each of the Company's projects. We aim to build developments that last over a century, provide a high-quality living environment, and deliver prosperity to customers, enterprises, and the society.

In addition to building residential and office buildings, we have set our eyes on the business opportunities in the elderly society and entered the "Senior Happiness Home" market. We have designed a comprehensive care service system for the elderly to take care their bodies, mind, and spirit and to provide self-reliant, healthy lifestyles to the elderly.

In support of the recycling economy and to protect our environment and its resources, the Company invested in Taoyuan Wastewater Sewerage System BOT Project in 2012 to support the government's recycling economy policy. The company has been committed to expanding the development of Sustainable Business or Green Business division and is currently planning to extend the Group’ business to the resource recycling business, with the aim of recycling resources and reducing the drain on global resources while attaining a new revenue stream.

In the future, all employees of the Company will continue to identify customer needs, provide sincere service, provide utmost quality, and achieve sustainable development in line with the business philosophy of "innovation, diversity, sustainability, and co-living". The Company as a whole will continue to strive hard on various development projects to provide the public with a better quality of life and living environment, and to leverage the business synergy of the Group’s business entities to provide more diversified, higher value-added, and more complete services to achieve future goals.

(II) Sales forecast and sales policy

The Group’s revenue and profit targets for 2021 are based on the estimates of the operations of the construction business, the circular economy business, and business operations. In terms of the construction business, it i estimated that the revenue in 2021 will mainly come from the MRT Daqiaotou Station Joint Development Project and the revenue recognized from the subsidiary Ji Shun Company’s Qingpu Project in Taoyuan after completion. In terms of circular economy business, the revenue is mainly from the stable revenue of the Rih Ding Water Company’s Taoyuan Wastewater Sewerage System BOT Project, and Ding Sheng Green Energy’s effort in creating revenue in circular economy. In terms of the operations business, the stable revenue from the Taipei Bus Station, Q square, and Radium- Kagaya International Hotel is expected to contribute to the Company’s profits. The stable revenues from business operations will offset the fluctuations to revenue from the construction business.

(III) Important Production and Marketing Policies

  1. Production Strategy

  2. (1) The land development strategy focuses on market-oriented needs as well as overall development that integrates technology into life, while seeking out partners of joint development and urban renewal projects.

  3. (2) The product design planning will concentrate on high value-added human-friendly and diversified products to meet the market demand.

  4. (3) To fully utilize design materials and construction management mechanism to reach the goal of cost control while at the same time improving construction efficiency.

  5. Sales Strategy

  6. (1) Products are planned and positioned for market needs and changes.

  7. (2) Sales target for “zero unsold houses”.

  8. (3) Appoint professional salespersons or carefully select a well-reputable real estate agency to create outstanding sales results together.

  9. (4) Set up versatile marketing channels.

  10. (5) Pay more attention on after-sales and after-rental customer service and property management, such as strengthening warranty and providing convenient repair

  11. 5 -

services. By providing comprehensive after-sales and after-rental customer service and property management, the value of the building can be increased, and the living needs of buyers (renters) satisfied, further deepening the brand image through the accumulated customer satisfaction and recognition.

III. The Company’s Future Development Strategy

(I) Cultivate the Construction Industry

  1. Effectively integrate resources of all parties for the Company's existing construction projects and enforce the policy of good quality and precise cost control, creating the highest efficiency for each project.

  2. Expand business operations - develop businesses that generate stable income using the business properties of existing construction projects or seek suitable locations to improve their economic scales. These locations are to be set as goals to be listed in the capital market at an appropriate time to increase shareholders’ equity.

(II) Circular economy business

  1. Develop the self-owned land in the Taoyuan Technology Industrial Park as a circular economy demonstration park and connect it to the local resources to promote the integration of green energy resources and diversified and sustainable use, such as promoting the connection of waste-to-energy businesses, setting up an energy resource recycling supply center, developing waste heat recycling technology, constructing a biomass energy center for industrial waste, and integrating the recycling and reuse of effluents in the park.

  2. Accelerate the organization of project planning and design, construction, management, operation, and R&D teams related to circular economy technologies to actively participate in bidding for government-related circular economy development projects or cross-industry collaboration to expand participation in circular economy, accelerate the development of the Group, and fulfill its corporate social responsibility.

  3. The second phase of the Taoyuan North District Water Recycling Center was completed at the end of 2020. After completion, the sewage treatment capacity can reach 100,000 tons per day. It will continue to be developed according to the plan to create stable revenue for the Group in the long term.

  4. The alliance formed by the Company and ECOVE Environment Services Corp. won the bid for the Zhangbin Industrial Park Resource Processing Center New BOT Project, and the alliance established Jing Ding Green Energy Technology Co., Ltd. in September 2020, which signed a contract with the Industrial Development Bureau to formally start implementing this project. The Environmental assessment reviews, turnkey planning, design, construction, and operation will be conducted in order. It is estimated that 700 tons of general industrial waste and sludge can be processed every day after completion, contributing to business waste treatment and waste-to-energy sales revenue.

  5. Connect with the future, integrate industry-academia resources to strengthen industry-government-academia-research collaboration, work with relevant businesses, engage in transformation toward environmental protection, safety, and high-value-added development, and promote technology integration and training of professionals. Promote ecological design of products, introduce the life cycle concept to the planning and design stage, and promote product reuse ecological design, so that products can be reused, dismantled, classified, and regenerated in the waste stage, to increase resource recycling and reuse, and assist enterprises in developing the business and operating model based on the circular economy concept.

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

(Ⅰ) External competitive environment

Since the property industry is mainly based on geographical areas and is different from general industries with obvious competition. It is usually a competition between different projects in an area, and depends on the planning and design capabilities of each product, so how to strengthen the market segmentation of each product to maintain profitability and competitiveness is very important. In the past, the Company's products were mostly MRT joint development projects, with a composite design as the main pillar. Since it can provide buyers with diversified daily life functions, all the projects introduced could maintain good sales results. In the future, the Company will continue to leverage its flexible and creative planning design capabilities to launch market-competitive products. This will be the Company's goal for continuous improvement and effort.

(Ⅱ) Regulatory environment

In order to declare its determination to combat speculation on land and housing prices, the government has launched a number of measures to cool off the housing market, including mortgage quota control, increase of loan interest rates, and luxury housing taxes. At the end of 2020, the Central Bank launched selective credit control the housing market, including restricting the mortgage quotas for juridical and natural persons’ third property or more, and limiting the quota for mortgage on unsold new property to 50%. In addition, in the integrated housing and land tax system 2.0 passed by the Executive Yuan in March 2021, the short-term possession period has extended to 5 years, and the tax rate on property sales within the 5-year period has been increased, which will increase the capital cost and challenge of the developers’ development projects. The Company keeps abreast of changes in housing market policies and develops countermeasures to reduce the impact of changes in laws and policies on the Company’s operations.

(III) Macroeconomic conditions

According to the Sinyi Real Estate Review in the fourth quarter of 2020, in the real estate market, the number of properties sold and transferred across Taiwan in 2020 reached 326,600 units, an annual increase of 8.8%, setting a seven-year high. In the six special municipalities, Taipei and Taichung showed the best performance with a growth of 24.8%. Kaohsiung’s annual growth rate was more than 20%. New Taipei, Taoyuan, and Tainan has the annual growth rate of 9.9%, 2.9%, and 2.9% respectively. In terms of prices, the housing prices in Taipei and New Taipei Cities have been affected by the return of overseas capital and risen significantly since the third quarter of 2020. Particularly, the housing prices in New Taipei City continued to hit new highs, and Taipei City was only 3.78% lower than and the previous peak, and the housing prices in the five metropolitan area, namely Taoyuan, Hsinchu, Taichung, Tainan, and Kaohsiung also continued to rise. In the past two years, the number of residential construction licenses has greatly increased, and the new supply will continue to grow, which is bound to pose a resistance to the upward trend of housing prices. With the proper domestic control of the pandemic and the future vaccination measures, the overall economy will turn more optimistic. Many investors, after the price surge, joined the market to invest in property, which has caused the government to intervene in December, and the driving force behind the upward trend is limited. As the government’s measures continue take effect, it is bound to have a considerable impact on the future of the housing market.

According to statistics from My Housing, the scores of My Housing's indicators dropped for two consecutive months, and the corresponding light has shown the yellow-and-blue light for eleven consecutive months. Even though the effect of the government’s speculation suppressing measures remained in the fourth quarter of 2020, and January and February were the traditional off-seasons in the new property project market, the number of new property projects in January, 2021 was still relatively large compared

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with the same period in previous years, which represented the industry’ was still optimistic about the market. The Company will flexibly adjust its strategy based on the subsequent development of the pandemic situation and overall economic changes.

In response to the impact of the above-mentioned external competition environment, legal environment, and overall operating environment, the Company has actively developed diversified business entities in recent years, such as asset management, shopping malls, and resource recycling businesses with fixed lease income. It is expected that diversified operations can enable the Company to maintain more stable income and profit, and to reduce the impact of the construction business and housing market policies on the operations. For example, there are net income of shopping malls, the rental and commission income from the asset management business, and even the amortized the principal and interest income of the sewage treatment facility construction fee paid by the government after the completion of the construction of sewage treatment facilities per the agreement, as well as the sewage treatment fee income. It is expected that in the future, with the gradual increase in the proportion of revenue from the transportation service and resource recycling businesses, because of their stable cash flow characteristics, it will enhance the Company's ability to respond to changes in the overall operating environment.

Since the outbreak of COVID-19 in early December 2019, there have been more than 115 million confirmed cases and 2.5 million deaths so far (as of early March 2021), which has had a major global impact. Taiwan is quite stable in terms of pandemic control and will launch vaccination, together with some countries, in 2021. However, as the degree of global economic recovery remains uncertain, we still need to stay vigilant about the risk at this stage. Furthermore, due to the different levels of impact on different industries, each subsidiary has evaluated the length, breadth, and depth of the impact according to the characteristics of its own industry, and will flexibly respond to various scenarios in the post-pandemic era and adjust decision-making in order to minimize the impact of the pandemic on the economy and its business.

Finally, we wish you good health and all the best.

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Company Profile

Ⅰ. Date of Incorporation1982/3/26

Ⅱ. Company History

Year Milestones
2000/12  Companyshares successfullylisted to the Taiwan Stock Exchange(TWSE).
2001/12  Signed Contract for “Xindian Depot Joint Development Project-MEHAS” with
Taipei CityGovernment.
2002/04  Completion and handover of all units for consecutive projects, including “Cultural
Kyoto”,“Cultural Capital”,and “FU BI SHI”.
2003/01  Issued the first domestic unsecured convertible bonds with an issuing limit of
NT$258 million and were listed for tradingon the TPEx.
2003/12  Signed contracts for the “Financing Assistance Agreement and Trust Deed for the
MRT Joint Development Project on the land of T19 and T21 near the Yongchun
Station, Bannan Line” with the Taipei City Government and Lender.
 Signed a syndicated loan contract for the “Credit Contract for the MRT Joint
Development Project of Yongchun Station, Bannan Line”.
 Attained the right to negotiate the“T9 BOT” contract.
2004/05  Established the subsidiary“Radium-Kagaya International Hotel Co.,Ltd”.
2004/06  Radium-Kagaya International Hotel signed joint venture contract with Kagaya
Co.,Ltd.
2004/10  Established the subsidiary“Wan Da TongEnterprise Co.,Ltd.” .
2004/12  Wan Da Tong Enterprise Co., Ltd. signed contract for “T9 BOT” located near Taipei
Station in cooperation with Taipei City Government.
 Passed the ISO 9001:2000.
 Issued the first overseas unsecured convertible bonds with an issuing limit of USD
20 million.
2005  Completion and handover of all units for “T19 E.A.T”
2005/07  Established the subsidiary“Ji Shun Life Tech. Co.,Ltd.”.
2006  Completion and handover of all units for “T22 E.A.T”
2006/06  The subsidiary, Ji Shun Life Tech. Co., Ltd. signed contract for “Muzha Station
Joint Development Project-Bond 18” with Taipei City Government.
 The subsidiary, Ji Shun Life Tech. Co., Ltd.signed contract “Trust Deed for the
MRT Joint Development Project on the land of T13 of Muzha Station, Wenhu Line”
with agroupof banks.
2006/09  The company issued 70.4 million shares of common stock at a price of NT$22.85
per share in 2006, raising NT$1.6 billion.
 The subsidiary, Wan Da Tong signed the “T9 BOT Financing Assistance Agreement
and Trust Deed for the Joint Development Project” with Taipei City Government
and banks.
2006/10  The subsidiary, Wan Da Tong launched the “Transfer of Fixed-Term Use Rights and
Lease of Land Rights for Residential and Office Assets for the Development Project
of T9 BOT”“Jing-Jan” sales Project.
2007/01  Completion and handover of all units for T9 BOT of ”Jing-Jan Salesproject”.
2007/04  Wan Da Tong signed the “T9 BOT Credit Contract for the Joint Development
Project” syndicated loan with several banks includingTaiwan Cooperative Bank.
2007/08  Issued the second domestic unsecured convertible bonds with an issuing limit of
NT$1.7 billion and were listed for tradingon the TPEx.
2007/09  The company issued 50 million shares of common stock at a price of NT$38.5 per
share in 2007, raising NT$1.925 billion.
 Established the subsidiary “Jing-Jan Retail Business Co., Ltd.”.
2007/10  Launchingof “Xindian Depot Joint Development Project -MEHAS” at Xiaobitan
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Year Milestones
MRT Station.
2007/11  Titan Construction Co., Ltd. was merged with Ji-Sheng Hydropower Engineering
Co., Ltd. on November 30th with Titan Construction Co., Ltd. as the surviving
entity.
2008/01  Signed the “Joint Credit Contract for Beitou Hot Spring Hotel Project” with 3 banks
includingMega International Commercial Bank.
2008/04  The subsidiary “Li-Jiang Development Co., Ltd.” was invested in and established.
 The subsidiary,Ji Shun Life Tech. Co., Ltd.launched the “MRT Joint
Development of Muzha Station,Wenhu Line ”“Bond 18” sales Project.
2008/08  Signed a syndicated load agreement with 10 banks including Mega International
Commercial Bank for the “Investment Contract for the MRT Joint Development of
Xindian Depot,Xindian Line”
2008/09  Purchase of treasuryshares(9/15 - 11/11)totaling3,698,000 shares.
2008/11  Purchase of treasuryshares(11/17 – 1/13)totaling9,454,000 shares.
2009/02  Signed contract for “Daqiaotou Station Joint Development Project” with Taipei City
Government.
 The repurchased 3,698,000 shares from the first execution of treasury shares were
cancelled.
2009/08  Launched “TaipeiBusStation“.
2009/12  The company issued 90 million shares of common stock at a price of NT$24.25 per
share in 2009, raising NT$2.182 billion.
 Participated in Wan Da Tong’s private placement subscription of cash capital of
NT$1.300 billion.
 Launched “QSquare”.
2010/06  The subsidiary, Titan Construction Co, Ltd. resolved to change its name to Titan
Development & Construction Co.,Ltd.
2010/07  Shares were issued in scripless form.
2010/09  Established the subsidiary “Rih Yao Development Co., Ltd.” and secured the
“Dunhua S. Rd. Police Station Creation of Superficies Project".
2010/12  The Company's independent registered public_accounting firm_was changed to Deloitte
& Touche Taiwan.
 Launched “Radium-Kagaya International Hotel”.
 Established the subsidiary “Zhao-Yao Enterprise Co., Ltd.” and secured the “Fuxing
Section,Daan District Creation of Superficies Project”.
2011/10  Acquired ”Xin Xiu Ge Hotel Corp.,Ltd.”
2011/11  Secured the “Fu-Jou Affordable Housing Project-Perfect Life” project in New
Taipei City.
2011/12  The Remuneration Committee was established.
2012/01  1,088 overdue shares from the second execution of treasuryshares were cancelled.
2012/03  Issued the third and fourth domestic unsecured convertible bonds with issuing limits
of NT$1 billion and NT$800 million and were listed for trading on the TPEx.
 The company issued 70 million shares of common stock at a price of NT$23.2 per
share in 2012,raisingNT$1.624 billion.
2012/04  Signed the syndicated loan contract for “Fu-Jou Affordable Housing Project
Investment Plan” with 24 banks includingBank of Taiwan.
2012/07  Awarded the “Taoyuan Wastewater Sewerage System BOT Project”.
2012/08  Lots were drawn for the Fu-Jou Affordable HousingProject.
2012/09  Established the subsidiary“Rih-DingWater Enterprise Co.,Ltd.”.
2012/10  The subsidiary, Rih-Ding Water Enterprise Co., Ltd. signed the contract for the
“Taoyuan Wastewater Sewerage System BOT Project”.
2012/12  Organizational Restructuring: Jing-Jan Retail Business Co., Ltd. shares were
transferred to establish Jing-Jan Investment Holding Co., Ltd., which is still 100%
owned by the Company.
 Awarded the “BOT Project for New Taipei CityYouth Residence Building”.
  • 10 -
Year Milestones
2013/01  Organizational Restructuring: Wan Da Tong shares owned by the Company and
Titan Development & Construction were used to offset the consideration for the
subscription of new shares issued byJing-Jan Investment HoldingCo.,Ltd.
2013/04  Established the subsidiary“Rih SiangPropertyManagement Co.,Ltd.”
2013/05  The subsidiary, Rih Siang Property Management Co., Ltd. signed the contract of
“BOT Project for New Taipei CityYouth Residence Building”.
2013/12  Completion and handover of all units for “Xidian Depot Joint Development
Project-MEHAS”.
2014/04  The subsidiary, Ji-Shun Life Tech Co., Ltd. acquired a joint construction of
sub-houses inQingshengSection,Zhongli District,Taoyuan City.
2014/08  Acquired “PRIT Biotech Co., Ltd. to officially enter the biotech and skin care
business.
2014/10  Purchase of treasuryshares(10/21 – 12/20)totaling1,060,000 shares.
2014/12  The subsidiaryJi-Shun Life Tech. Co., Ltd.acquired land in the Beishi section of
Qishan District,KaohsiungCity.
2015/03  The repurchased 1,060,000 shares from the third execution of treasury shares were
cancelled.
2015/12  Rih-ding Water Enterprise Co., Ltd. completed the sewage treatment facility
(Phase1)of“Taoyuan Wastewater Sewerage System BOT Project”.
2016/01  Rih-ding Water Enterprise Co., Ltd. held an opening ceremony for the official
beginningof operations of “Taoyuan Wastewater Sewerage System BOT Project”.
2016/06  The Board of Directors’ resolution to issue domestic private placement of unsecured
ordinary corporate bonds upto NT$2 billion.
 Established the subsidiary “Ri Zuan Green Energy Technology Co., Ltd. ” to
officiallyenter the renewable energyindustry.
2016/07  The first domestic private placement of unsecured ordinary corporate bonds raised
NT$300 million.
 The second domestic private placement of unsecured ordinary corporate bonds
raised NT$500 million.
2017/09  Issued the first domestic secured ordinarycorporate bonds of NT$1 billion.
2017/10  Jing-Jan Investment Holding Co., Ltd. disposed of the shares of Jing-Jan Retail
Business Co., Ltd. as approved by the board of directors.
 The board of directors resolved that the subsidiary, Jing-Jan Retail Business Co.,
Ltd. shall handle matters relating to its public offering. The subsidiary shall also
applyfor listingat a suitable time.
2017/11  Issued the second domestic secured ordinarycorporate bonds of NT$500 million.
2018/02  Jing-Jan Retail Business Co.,Ltd. was approved for tradingin the TPEx.
2018/03  Jing-Jan Retail Business Co., Ltd. began trading in the TPEx.
 Rih-Ding Water Enterprise Co., Ltd. attained certification as an environmental
education facility.
2018/08  The registration of the Zhunan factory owned by PRIT Biotech Co., Ltd. was
approved.
2018/09  Wan Da Tong Enterprise Co., Ltd. passed the application of “Subsidy Program for
Smart City and Rural Living Application - Integrated ticketing with mobile payment
service” by the Industrial Development Bureau, (MOEA).
2019/01  Established the subsidiary“Ding-ShengGreen EnergyTechnologyCo.,Ltd.” .
2019/05  Established the subsidiary “Wan-Tong Digital Technology Co., Ltd.”.
 The Zhunan factory owned by PRIT Biotech Co., Ltd. attained the ISO22716
certification.
2019/06  The Audit Committee was established.
2019/08  Wan Da Tong Enterprise Co., Ltd. launched the “Taipei Bus Station Smart Ticket
Platform APP”.
2019/12  Titan Development and Construction Co.,Ltd.,awarded the "Urban Renewal
  • 11 -
Year Milestones
Project for the Old Dormitory Area East of Kaohsiung Railway Station" by the
Taiwan RailwayAdministration,Ministryof Transportation and Communications.
2020/02  Titan Development & Construction signed the contract for “Urban Renewal Project
for the Old Dormitory Area East of Kaohsiung Railway Station“ with Taiwan
Railways Administration.
2020/03  Launched “Q square Xiaobitan in MEHAS” which is managed by Jing-Jan Retail
Business Co., Ltd.
 Purchase of treasuryshares(3/13 – 5/12)totaling12,313,000 shares.
2020/05  Wan Da Tong Enterprise Co., Ltd. completed the project consultancy for the "Pilot
Project on Promoting the Integrated Passenger Register Service for Passenger
Ships" by the Maritime Port Bureau, Ministry of Transportation and
Communications.
2020/07  Ding-Sheng Green Energy Technology Co., Ltd. and ECOVE Environment
Services
Corporation
signed
joint
venture
which
was
awarded
the
"Build-Operate-Transfer (BOT) Project of Resource Processing Center in Changhua
Coastal Industrial Park by Industrial Development Bureau, Ministry of Economic
Affairs” by Industrial Development Bureau, MOEA.
 The repurchased 12,313,000 shares from the fourth execution of treasury shares
were cancelled.
2020/09  Ding-Sheng Green Energy Technology Co., Ltd., established a project company
“Jingding Green Energy Technology Co. Ltd., ” signed the contract with the
Industrial Development Bureau, MOEA for the “Build-Operate-Transfer (BOT)
Project of Resource Processing Center in Changhua Coastal Industrial Park by
Industrial Development Bureau,Ministryof Economic Affairs”.
2020/10  Ji-Shun Life Tech. Co., Ltd., was awarded the “The Land Development Project of
WuRi WenXin BeiTun Line G6 and G8a Station of TaiChung Mass Rapid Transit
Systems”.
 Established an “Employee Stock Ownership Plan” for the employees of Radium
Life Tech Co. and its subsidiaries.
2020/11  The 2-year (2018.7-2020.6) project “Subsidy Program for Smart city and Rural
Living Application-Integrated ticketing with mobile payment service” proposed by
the Industrial Development Bureau, MOEA was completed by Wan Da Tong
Enterprise Co.,Ltd.
2020/12  Rih-ding Water Enterprise Co., Ltd. completed the second phase of the Taoyuan
Wastewater Sewerage System BOT Project.
 Ji-Shun Life Tech. Co., Ltd. and the Taichung City Government signed contracts for
the “The Land Development Project of WuRi WenXin BeiTun Line G6 and G8a
Station of TaiChung Mass Rapid Transit Systems”.
 Ji-Shun Life Tech. Co., Ltd.was awarded the urban renewal project for Lot 246,
Subsection 2 Gongyuan Section,ZhongzhengDist.,Taipei City.
2021/02  Signed the contract for the urban renewal project for Lot 246, Subsection 2
Gongyuan Section, Zhongzheng Dist., Taipei City with Cathay United Bank
CompanyLtd.,and other landowners.
  • 12 -

Awards Received by the Group

Year Awards
 Ranked by Commonwealth Magazine (CW) magazine as 510th in the 1000
1999 largest companies within the service industry and 16th in 50 top companies in
terms of revenue.
 Ranked by CW Magazine as 461th in the 1000 largest companies within the
2000
service industryand 19th in50topcompanies in terms of revenue.
 Ranked by CW Magazine as 378th in the 1000 largest companies within the
2001
service industryand 15th in50topcompanies in terms of revenue.
 Awarded National Golden Award for Architecture.
2004  Ranked by CW Magazine as 252th in the 1000 largest companies within the
service industryand 44th in50topcompanies in terms of revenue.
 Awarded “National Golden Award for Architecture”, “Chinese Golden Stone
2005
Award for Architecture” and “Golden Head Award”.
 The “T9 BOT” project awarded the Top Honor of” FIABCI-Taiwan Real Estate
Excellence Awards”.
 The “MEHAS” Project awarded “FIABI-Taiwan Real Estate Excellence
2006
Awards”.
 The “Bond 18” Project awarded “the Gold Award of FIABCI-Taiwan Real
Estate Excellence Awards”.
 The “MEHAS Project” awarded “Chinese Golden Stone Award for
2007 Architecture” in the category of Best Planning & Design and “Golden Head
Award” in MRT -Joint DevelopmentCategory.
 Wan Da Tong Enterprise Co., Ltd., was ranked by China Credit Information
2008 Service Ltd. as 2nd “Best Managed Corporation” among the Top 5000
enterprises.
 Ranked by the China Credit Information Service Ltd. as 22th “Best Managed
2009
Corporation” amongthe Top5000 enterprises.
 Received “Golden Peak Award for Corporate Excellence”.
 Ranked by CW Magazine as 100th in the 1000 largest companies within the
service industry and 17th in 50 top companies in terms of revenue.
 Titan Development & Construction, Jing-Jan Retail Business & Radium-
2010
Kagaya International Hotel each received an award recognizing their valuable
contribution to job creation.
 Ranked by China Credit Information Service Ltd. as 3rd “Best Managed
Corporation” amongthe Top 5000enterprises.
 Taipei Bus Station received the ITS Application Award from the “Intelligent
Transport Society of Taiwan”.
 The “MEHAS” Project awarded “FIABCI-Taiwan Real Estate Excellence
2011
Awards” in the category of Best Planning & Design for Commercial building.
 The “T9 BOT” project awarded the management quality Award for
“FIABCI-Taiwan Real Estate Excellence Awards”.
 The “Fu-Jou Affordable Housing Project - Perfect Life” awarded
“FIABCI-Taiwan Real Estate Excellence Awards” in the category of Best
Planning & Design.
 Wan Da Tong Enterprise Co., Ltd. awarded the 5th“Golden Energy Saving
2012 Award” by Taipei City Government.
 The “Fu-Jou Affordable Housing Project - Perfect Life” awarded the National
Golden Award for Architecture in the category of excellent design - Taiwan
Construction Company of Integrity, Golden Award, Golden Lion Award, and
Judges’ Preference Award.
 Jing-Jan Retail Business Co., Ltd awarded with the 11thGolden Torch Award
2013 “Top 10 Enterprises” and the Top 10 Outstanding Managers Award of the Year
conferred bythe “OutstandingEnterprise Manager Association”.
  • 13 -
Year Awards
 Xindian Depot Joint Development Project of the MRT Xindian Line was
awarded the Silver Grade Green Building Label Certificate by the Ministry of
the Interior.
 Wan Da Tong Enterprise Co., Ltd. and Jing-Jan Retail Business Co., Ltd. were
awarded the 1-star award at the “2013 Award for Best Companies to Work for”
bythe Department of Labor,TaipeiCity Government.
 Radium-Kagaya International Hotel awarded the “2014 Taipei City Best Hotel
and Staff Award”.
 Taoyuan Wastewater Sewerage System BOT Project awarded the National
Golden Award for Architecture, Golden Lion Award in the Planning & Design
2014 category, and Taiwan Construction Company of Integrity.
 Wan Da Tong Enterprise Co., Ltd. awarded the “Second Place in the
Business-type Building Category”, “Safety Management”, and “Disaster
Prevention” awards at the Taipei City’s 2014 Excellent Condominium
competition.
 “T9 BOT” project awarded with the “Distinguished Safe Building Award”.
 Radium-Kagaya International Hotel was awarded the TripAdvisor 2015
2015 Certificate of Excellence Award.
 Radium-Kagaya International Hotel was awarded the 2015 Agoda Gold Circle
Award.
 Wan Da Tong Enterprise Co., Ltd. awarded with“Taipei City Government
2016 Department of Transportation - Energy Saving Award”
 PRIT Biotech Co.,Ltd. awarded with the “SNQNationalQualityCertificate”.
 Radium-Kagaya International Hotel awarded the “2017 Distinguished Hotel
2017
Award”.
 “New North Youth Social Housing i Go Home Zhonghe” awarded the Gold
Award of FIABCI-Taiwan Real Estate Excellence Awards
 “New North Youth Social Housing i Go Home Sanchong 3” awarded the Gold
Award of FIABCI-Taiwan Real Estate Excellence Awards
 Taoyuan Wastewater Sewerage System BOT Project awarded the Silver Green
Building Label Certificate by the Ministry of the Interior.
 The Youth Residence building in Sanchong by Rig Siang Property Management
2017
Co., Ltd. awarded the Green Building Certificate of Gold by the Ministry of the
Interior.
 New Taipei City Youth Residential Shops and Assembled Residences in
Zhonghe, awarded the Gold Class Green Building Mark Certificate by the
Ministry of the Interior.
 The Youth Residence building in Stanching District, awarded the Gold Class
Green BuildingMarkCertificate bythe Ministryof the Interior.
 Fu-jou affordable residential shops and assembled residences awarded the
Diamond Grade Green Building Label Certificate by the Ministry of Interior.
 Radium-Kagaya International Hotel awarded the “16thGlobal Views
MonthlyFive-Star Service Awards”.
2018  Radium-Kagaya International Hotel selected as a Michelin Guide recommended
hotel in Taipei.
 Rih-Ding Water Enterprise Co., Ltd. awards the 20th National Construction
Golden Quality Award, Public Engineering Category, Hydraulic Engineering
Group.
 Radium Group awarded the "2019 Best Companies to work for".
 Fu-jou affordable residential shops and assembled residences awarded the
Diamond Grade Community Green Building Label Certificate by the Ministry
2019
of Interior.
 Fu-jou affordable residential shops and assembled residences awarded the
BronzeGradeSmart BuildingLabel bythe Ministryof the Interior.
 Daqiaotou Station Joint Development Project, MRT awarded the Silver Green
2020
BuildingLabel Certificate bythe Ministryof the Interior.
  • 14 -
Year Awards
 The "Radium's New Q Square" by Ji-Shun Life Tech. Co., Ltd. awarded the
2020 Golden Lion Award in the Planning and Design category.
 Ji-Shun Life Tech. Co., Ltd. awarded the Golden Award in the 2020 National
Outstanding Builder Awards.
 Ji-Shun Life Tech. Co., Ltd. awarded the National Construction Gold Award -
Taiwan Integrity Brand Triple Crown Certificate.
 Radium Life Tech Co. awarded the Healthy Workplace Activation Certificate by
the Ministry of Health and Welfare.
 Radium-Kagaya International Hotel awarded the 2020 Taiwan Service Industry
Awards - Gold Medal in Hotel Industry (Leisure and Resort).
 Radium-Kagaya International Hotel awarded the 2020 Tourism Hotel Safety
and Security Inspection Excellence Award.
 Jing-Jan Retail Business Co., Ltd. awarded the 3rd " Best Reviewed Online
Awards(” in relation to department stores in 2020 (IWOM Star - Internet Word
of Mouth Star).
  • 15 -

Corporate Governance Report

I. Organization

  • (I)Organizational Chart

Approved by the Board of Directors on March 26, 2021

==> picture [476 x 318] intentionally omitted <==

  • 16 -

(II) Business of Major Segment

Division Department
Unit Functions
Level Level
Internal Audit Division Assist the Board of Directors and managerial officers to check and
review the deficiencies of the internal control system, measure the
effectiveness and efficiency of operations, and provide timely
improvement suggestions to ensure the continuous and effective
implementation of the internal control system and serve as the basis for
review and revision of the internal control system.
Operation and
Management Center
Investor and Public Relations
Office
Establish a continuous communication platform with the media and
investors, truthfully convey the corporate strategy concept, business
policy and future planning, properly handle and respond to external
concerns, in order to establish long-term mutual trust and effective
communication channels,and maintain the corporate brand image.
Finance
Division
Finance
Department
Financial management and fund deployment
Stock Affairs
Department
Capital market fundraising, Board of Directors and shareholder meeting
agenda, corporate governance-related affairs, share management and
information announcement.
Operations & Planning Division Integration and decision-making follow-up for operational strategy
goals,operationperformance analysis and improvement suggestions.
Accounting
Division
Accounting
Department
Establishment and implementation of accounting system, accounting
and taxation, preparation of financial statements, and handling of
announcement matterspursuant to laws and regulations.
Unified Procurement
Center
Procurement Division Carry out procurement and outsourcing business, product building
materials, supplier development appraisal, and vendor documentation
and management.
Administration and
Management Center
Legal Division Review and revision of contracts and legal documents, application of
laws and regulations, and consultation of questions about contract
performance.
Administration
Division
Human Resources
Department
System planning and management of recruitment, selection, use,
education and retention,and maintenance of employee relations.

Human Resources
Development
Department
Talent cultivation plan and training development plan, and related
execution.
Administration
and General
Affairs
Department
General affairs, fixed asset system planning and management, expense
control and holding company events.
Information
Technology
Management
Division
Software
Development
Department
Development and maintenance of internal software systems and
software project planning and execution.
Hardware
Maintenance
Department
Information
communication
resource
planning
and
equipment
procurement, software and hardware equipment installation and
maintenance.
Digital
Development
Department
Development, planning, and analysis of digital information technology.
Construction and
Development Group
Project Development Division Supervision and management of the operation, development and project
management of the construction business.
Construction
Management Group
Engineering Management
Division
Supervision and management of construction business operation, project
cost, progress andquality.
Circular Economy
Group
Environmental Engineering
Division
Supervision and management of the operation, development and project
management of the domestic and foreign resource circulation business.
Business Operation
Group
Operations Division Supervision and management of operating businesses, and assistance in
planningoperations for business expansion and development.
  • 17 -

II. Information on the company's directors, supervisors, president, assistant presidents, deputy assistant presidents, and the supervisors of all the company's divisions and branch units

(I) Directors

1. Information of Directors

March 31, 2021; Unit: shares

March 31,2021;Unit: shares March 31,2021;Unit: shares March 31,2021;Unit: shares
Title Nationality/
Place of
Incorporation
Name Gender Date Elected Term
(Years)

Date First
Elected
Shareholding When
Elected
Current Shareholding Spouse & Minor
Shareholding
Shareholding by
Nominee
Arrangement
Experience
(Education)
Other
Position

Executives, Directors, or Supervisors Who are Spouse or Within
Two Degrees of Kinship
Shares (%) Shares (%) Shares (%) Shares (%) Title Name Relation
Chairman Republic of
China

Lin
Rong Shian
(Note 1)
Male 2019.06.24
3
1994.09.07 109,492,331 12.16% 110,524,167 12.28% 22,104,781 2.46% 58,223,051 6.47%
(Note 2)
Special Assistant
Vice Chairman
Administration
and Management
Center Director
Group President

You Wan Ying
Lin Hua Chun
Lin Yi Chun
Kerwin Go

Spouse
1st degree of kinship
1st degree of kinship
1st degree of kinship
Vice
Chairman
Republic of
China

Lin
Hua Chun
Male 2019.06.24
3
2013.06.19
6,148,786
0.68%
6,271,761
0.70% 5,435,695 0.60%
Chairman
Special Assistant
Administration
and Management
Center Director
GroupPresident

Lin Rong
Shian
You Wan Ying
Lin, Yi-Chun
Kerwin Go

1st degree of kinship
1st degree of kinship
2nd degree of kinship
2nd degree of kinship
Institutional
Director
Republic of
China

Chang Xin
Investment
Development
Co.,Ltd.

2019.06.24
3
2007.05.28
34,303
0.00%
34,989
0.00%
Representative
of institutional
shareholder

Republic of
China

Shen
ChingPeng
Male 2019.06.24
3
2013.06.19
277,299
0.03%
282,844
0.03%
1,156
0.00%
(Note 2)
Republic of
China

Liu Yao Kai
Male 2019.06.24
3
2008.11.14
299,934
0.03%
305,932
0.03%
159,422
0.02%
Independent
Director
Republic of
China

K. C. Chou
Male 2019.06.24
3
2016.06.24
(Note 2)
Republic of
China

Lu
Shyue Ching
Male 2019.06.24
3
2016.06.24
Republic of
China

Pan Wei Ta
Male 2019.06.24
3
2019.06.24

Note 1: Where the Chairman of the Board of Directors and the President or person of an equivalent post (the highest level manager) of a company are the same person, spouses, or relatives within the first degree of kinship, the reason for, reasonableness, necessity thereto, (such as increasing the number of independent director seats, and more than half of all directors must not concurrently serve as employees or managers) must be disclosed.

The Chairman of the Company also serves as the Chief Executive Officer, to improve operating efficiency and decision-making execution. The Chairman directly communicates with the directors of the Company's operating overview, strategic objectives, and other information. The Company's current specific measures are as follows:

  • (1) The current three independent directors are specialized in operation management of finance, law, information/communication, and provide professional insights, share practices experience and many valuable suggestions from their abundant practical experience, for effective performing their supervisory function.

  • (2) The Audit Committee and the Remuneration Committee have implemented relevant regulations, fully discuss in each meeting and made recommendations for the Board of Directors as reference, in order to enable the Board of Directors to comply with laws and regulations, the Articles of Incorporation or the resolutions of the shareholders’ meeting to exercise its authorities, thereby strengthening and Implementing corporate governance.

  • 18 -

  • (3) Every year, all directors are arranged to attend in professional director courses of external institutions such as the Securities and Futures Institute and the Taiwan Corporate Governance Association or on-site courses, to enhance the professional knowledge of each director, and thus strengthen the operational effectiveness of the Board of Directors.

  • (4) In the future, depending on the diverse needs of the Company's business model and business development, the Company expects to plan for appropriate diversified board members, majority of the directors not concurrently serving as employees or managerial officers, and increase the seats of independent directors at the next re-election of directors, in order to comply with laws and regulations and ensure the best interests of the Company and investors.

Note 2: Major experience (education) and positions concurrently serving in the Company and other companies

Title Name Experience(Education) Other Position
Chairman Lin
Rong Shian
Department of Construction, Pingdong Vocational High School of
Engineering
Chairman and Chief Executive Officer, Radium Life Tech
Chief Executive Officer of Radium Life Tech; Chairman of Radium Far East, Wan Da Tong, Li Chiang
Development, Rih Yao Development, Zhao Yao Enterprise, Xin Xiu Ge Hotel, Jing-Jan Investment Holding,
Rih Ding Water Enterprise, Rih Siang Property Management, Prit Biotech, Rih Zuan Green Energy, Wan Tong
Digital, Jing Ding Green Energy, Golden Century, and Radium Foundation
Jing-Jan Retail Business, Ji Shun Life Tech, Ji Sheng Zih Chan Development, Ding Sheng Green Energy, Rih
Ding Circular Econ Inv Hldg,
Director,Clever Base Investments Ltd.
Vice Chairman Lin
Hua Chun
Master, Graduate Institute of Construction Engineering and
Management of National Central University
Bachelor, Business Administration, University of Southern California
Business President, Radium Life Tech
Vice Chief Executive Officer and Group President of Radium Life Tech; President of Jing Ding Green Energy
Director of Titan Development and Construction, Zhao Ya Enterprise, Li Chiang Development, Ding Sheng
Green Energy, Rih Ding Circular Econ Inv Hldg, Xin Xiu Ge Hotel and Jing Ding Green Energy.
Supervisor of Wan Da Tong, Radium-Kagaya, Ji Shun Life Tech, Ji Sheng Zih Chan Development, Jing-Jan
Digital Square, Prit Biotech, Jing-Jan Investment Holding, Jing Yang Apartment, Rih Yao Development, and
Rih Zuan Green Energy
Representative of
institutional
shareholder
Shen
Ching Peng
Master, Graduate School of Civil Engineering, University of Texas,
Ausitn
Director-General, Ret-Ser Engineering Agency
Chairman,RSEA EngineeringCorporation
Senior Vice Chief Executive Officer, Radium Life Tech
Chairman, Ding Sheng Green Energy and Rih Ding Circular Econ Inv Hldg
Director of Rih Yao Development, Rih Ding Water Enterprise, and Jing Ding Green Energy
Liu Yao Kai MBA, National Cheng Chi University
National Taiwan College of Arts
Business President, Radium Life Tech
Interim President and Group President, Radium Life Tech
Chairman of Ji Shun Life Tech; Person in Charge of Chang Xin Investment
Director of Radium Far East, Ji Sheng Zih Chan Development, Rih Siang Property Management, Rih Yao
Development, and Zhao Yao Enterprise
Supervisor of Xin Xiu Ge Hotel
Independent
Director
K. C. Chou MBA, University of St. Thomas, Minnesota, the U.S.
Chairman, Concord Securities Group
President, Capital Securities Corporation
Vice President and Manager of Listing Department, TPEx
Vice Manager of Listingand TradingDepartment,TWSE
Chairman and President, iROC Co., Ltd
Independent Directors of C.C.P. Contact Probes, Chant Sincere Co., Ltd, and Orient Pharma Co., Ltd.
Representative of institutional shareholder of Taichung Commercial Bank Securities, Chang Wah
Electromaterials Inc, Chang Wah Technology, Super Dragon Technology, ATrack Technology and TSH
Biopharm.
Lu
Shyue Ching
University of Hawaii System, Department of Electrical Engineering,
EngD
Director, Institute of Telecommunication, Ministry of Transportation
and Communication, ROC
Head, Division of Posts and Telecommunications Ministry of
Transportation and Communication
Deputy
Director,
Directorate-General
of
Telecommunication
Chairman,Chunghwa Telecom Co.,Ltd.
Independent Director, MiTAC Holdings Corp.
Director, CTCI Advanced Systems
Representative of institutional shareholder of Sercomm Corp. and XRSpace Co., Ltd.
Pan Wei Ta Doctor of Law, University of Nebraska, USA
Dean, School of Law, Soochow University
Dean,Department of Law,Soochow University
President, Soochow University
Professor, Department of Law, Soochow University
Independent Directors,SinoPac Holdings andQuanta Computer Inc.
  • 19 -

  • In the case of the representative of a institutional shareholder, the name of the institutional shareholder and the names of its 10 largest shareholders (and the holding percentage of each) shall be noted:

holding percentage of each) shall be noted:
March 31,2021
Name of institutional Major shareholders of institutional shareholder
shareholder Name ShareholdingRatio
Chang Xin Investment
Development Co., Ltd.
Liu Yao Kai
Jing Kang Development Investment
Co.,Ltd.
50.00%
50.00%
Major Shareholders of institutional shareholder
Name of institutional Major shareholders of institutional shareholder
shareholder Name ShareholdingRatio
Jing Kang Development
Investment Co., Ltd.
Ding Sheng Digital Life Co., Ltd. 99.18%
  1. Directors’ professional qualifications and independence
March 31, 2021 March 31, 2021 March 31, 2021 March 31, 2021 March 31, 2021 March 31, 2021 March 31, 2021 March 31, 2021 March 31, 2021 March 31, 2021 March 31, 2021 March 31, 2021 March 31, 2021 March 31, 2021 March 31, 2021 March 31, 2021
Criteria
Name
Meet One of the Following Professional Qualification
Requirements, Together with at Least Five Years Work
Experience
Independence status (Note) Number of
other public
companies
concurrently
serving as an
independent
director
An Instructor or
Higher Position in a
Department of
Commerce, Law,
Finance, Accounting,
or Other Academic
Department Related to
the Business Needs of
the Company in a
Public or Private
Junior College,
College or University
A Judge, Public
Prosecutor, Attorney,
Certified Public
Accountant, or Other
Professional or
Technical Specialist
Who has Passed a
National Examination
and been Awarded a
Certificate in a
Profession Necessary
for the Business of the
Company
Have Work
Experience in
the Areas of
Commerce,
Law, Finance,
or Accounting,
or Otherwise
Necessary for
the Business of
the Company
1 2 3 4 5 6 7 8 9 10 11 12
Chairman:
Lin RongShian
Vice Chairman:
Lin Hua Chun
Director, Chang Xin
Investment
Development Co.,
Ltd.
Representative:
Shen ChingPeng
Director, Changxin
Investment
Development Co.,
Ltd.
Representative:
Liu Yao Kai
Independent Director:
K. C. Chou
3
Independent Director:
Lu Shyue Ching
1
Independent Director:
Pan Wei Ta
2

Note: Each director and supervisor who are qualified for the following criteria during two years before being elected and when being incumbent

  • (1) Not an employee of the company or any of its affiliates.

(2) Not a director or a supervisor of the company or an affiliate (this restriction does not apply, however, when the person is an independent director appointed by the company, its parent company, or a subsidiary pursuant to Securities and Exchange Act or the local laws and regulations).

(3) The director, or his or her spouse or minor child, does not hold, in his or her own name or in another name, more than 1% of the Company's total outstanding shares, nor is one of the Company's ten largest natural-person shareholders.

  • (4) Not a spouse (1), relative within the second degree of kinship (2)(3), or direct blood relative within the third degree of kinship of a person listed in the three foregoing paragraphs.

  • (5) Is not the director, supervisor, or employee of an institutional shareholder directly holding more than 5% of the

  • 20 -

Company's total outstanding shares, nor is the director, supervisor, or employee of one of the five largest institutional shareholders in terms of shareholdings in accordance with Article 27, Paragraph 1 or Paragraph 2 of the Company Act (this restriction does not apply, however, when the person is an independent director appointed by the company, its parent company, or a subsidiary pursuant to Securities and Exchange Act or the local laws and regulations).

  • (6) Not a director, supervisor, officer, or shareholder holding five percent or more of the shares, of a specified company or institution that has a financial or business relationship with the Company. (The same does not apply, however, in cases where the person is an independent director of the company, its parent company, or any subsidiary, as appointed in accordance with the laws of Taiwan or with the laws of the country of the parent company or subsidiary.)

  • (7) Not a director, supervisor, or employee of a company of which the chairman or CEO (or equivalent) themselves or their spouse also serve as the company’s chairman or CEO (or equivalent) (this restriction does not apply, however, when the person is an independent director appointed by the company, its parent company, or a subsidiary pursuant to Securities and Exchange Act or the local laws and regulations).

  • (8) Not a director, supervisor, officer, or shareholder holding five percent or more of the shares of a specified company or institution that has a financial or business relationship with the company (this restriction does not apply, however, if a specific company or institution holds more than 20% of the company’s total issued shares, not more than 50% when the person is an independent director appointed by the company, its parent company, or a subsidiary pursuant to Securities and Exchange Act or the local laws and regulations).

  • (9) Other than serving as a compensation committee member of the company, not a professional individual who, or an owner, partner, director, supervisor, or officer of a sole proprietorship, partnership, company, or institution that, provides commercial, legal, financial, accounting services or consultation to the company or to any affiliate of the company, or a spouse thereof, and the service provided is an “audit service” or a “non-audit service which total compensation within the recent two years exceeds NTD500,000.” However, this shall not apply to the members of remuneration committee, public tender offer review committee, or special committee for merge and acquisition, who exercise their powers pursuant to the Securities and Exchange Act or the Business Mergers and Acquisitions Act.

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

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

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

  • 21 -

(II) President, assistant presidents, deputy assistant presidents, and the supervisors of all the company's divisions and branch units:

March 31,2021;Unit: shares March 31,2021;Unit: shares March 31,2021;Unit: shares
Title Nationality
Name
Gender
Date
Effective
Shareholding Spouse & Minor
Shareholding
Shareholding
by Nominee
Arrangemen
Experience
(Education)
Other
Position
Managers who are Spouses or Within Two Degrees of Kinship
Shares (%) Shares (%) Shares (%) Position Name Relation
Chief Executive
Officer
Republic
of China
Lin Rong Shian
(Note 1)
Male 2005.06.22 110,524,167
12.28%
22,104,781 2.46% 58,223,051 6.47%
(Note 3)
Special Assistant
Vice Chief Executive
Officer and
Group President
Administration and
Management Center
Director
GroupPresident
You Wan Ying
Lin Hua Chun
Lin Yi Chun
Kerwin Go
Spouse
1st degree of kinship
1st degree of kinship
1st degree of kinship
Senior Vice Chief
Executive Officer
Republic
of China
Shen Ching Peng Male 2008.10.08 282,844
0.03%

1,156
0.00%
Vice Chief
Executive Officer,
Group President,
and Unified
Procurement Center
President
Republic
of China
Lin Hua Chun Male 2014.04.01 6,271,761
0.70%

5,435,695
0.60%
Chief Executive
Officer
Special Assistant
Administration and
Management Center
Director
GroupPresident
Lin Rong Shian
You Wan Ying
Lin Yi Chun
Kerwin Go
1st degree of kinship
1st degree of kinship
2nd degree of kinship
2nd degree of kinship
Interim President
and GroupPresident

Republic
of China
Liu Yao Kai Male 2007.03.16 305,932
0.03%

159,422
0.02%
Group President
and Operation and
Management Center
President
Philippines
Kerwin Go
Male 2008.01.01 441,264
0.05%
10,484,602 1.16%
Administration and
Management Center
Director
Chief Executive
Officer
Special Assistant
Vice Chief Executive
Officer and
GroupPresident
Lin Yi Chun
Lin Rong Shian
You Wan Ying
Lin Hua-Chun
Spouse
1st degree of kinship
1st degree of kinship
2nd degree of kinship
Administration and
Management Center
Director
Republic
of China
Lin Yi Chun Female 2008.01.01 6,407,833
0.71%

4,518,033
0.50%
Group President
Chief Executive
Officer
Special Assistant
Vice Chief Executive
Officer and
GroupPresident
Kerwin Go
Lin Rong Shian
You Wan Ying
Lin Hua Chun
Spouse
1st degree of kinship
1st degree of kinship
2nd degree of kinship
Special Assistant Republic
of China
You Wan Ying Female 1992.07.01 22,104,781
2.46%
110,524,167 12.28%
Chief Executive
Officer
Vice Chief Executive
Officer and
Group President
Administration and
Management Center
Director
GroupPresident
Lin Rong Shia
Lin Hua Chun
Lin Yi Chun
Kerwin Go
Spouse
1st degree of kinship
1st degree of kinship
1st degree of kinship
  • 22 -
Title Nationality
Name
Gender
Date
Effective
Shareholding Shareholding Spouse & Minor
Shareholding
Spouse & Minor
Shareholding
Shareholding
by Nominee
Arrangemen
Shareholding
by Nominee
Arrangemen
Experience
(Education)
Other
Position
Managers who are Spouses or Within Two Degrees of Kinship Managers who are Spouses or Within Two Degrees of Kinship Managers who are Spouses or Within Two Degrees of Kinship
Shares (%) Shares (%) Shares (%) Position Name Relation
Vice President Republic
of China
Tsai Chin Tsai Male 2008.03.01 563,699
0.06%

3,289
0.00%
(Note 3)
Vice President,
Administration and
Management Center
Republic
of China
Henry Tsao Male 2009.08.01 298,921
0.03%

38,350
0.00%
Vice President,
Finance Division
(Corporate
governance officer
and finance officer)
Republic
of China
Tina Chen Female 2006.01.01 357,768
0.04%

Vice President,
Project
Development
Division
Republic
of China
Mei Yung Ho Male 2017.06.01 32,923
0.00%

54,015
0.01%
Associate Vice
President,
Information
Technology
Management
Division
Republic
of China
Kevin Yang Male 2014.06.01 110
0.00%

Associate Vice
President,
Engineering
Management
Division
Republic
of China
Lee Chun Hung Male 2015.03.16
Associate Vice
President,
Accounting
Division
(Accountingofficer)
Republic
of China
Rita Liu Female 2009.12.15 168,448
0.02%

Associate Vice
President, Legal
Division
Republic
of China
Lee Chia Hui Female 2019.01.01
Associate Vice
President, Investor
and Public Relations
Office

Republic
of China
Christine Chen Female 2019.05.13
Associate Vice
President,
Administration
Division
Republic
of China
Su Chen Shih Male 2020.01.01 20,400
Vice President,
Internal Audit
Division
Republic
of China
Wang Po Chien Male 2020.11.13 2,289

Note 1: Where the president or person of an equivalent post (the highest level manager) of a company and the chairman are the same person, spouses, or relatives within the first degree of kinship, an explanation shall be given of the reason for, reasonableness, necessity thereof, and the measures (e.g. adding seats of independent directors and the majority of directors do not serve concurrently as employees or managerial officers) adopted in response thereto.

  • 23 -

The Chairman of the Company also serves as the Chief Executive Officer, to improve operating efficiency and decision-making execution. The Chairman directly communicates with the directors of the Company's operating overview, strategic objectives, and other information. The Company's current specific measures are as follows:

  • (1) The current three independent directors are specialized in operation management of finance, law, information/ communication, and provide professional insights, share practices experience and many valuable suggestions from their abundant practical experience, for effective performing their supervisory function.

  • (2) The Audit Committee and the Remuneration Committee have implemented relevant regulations, fully discuss in each meeting and made recommendations for the Board of Directors as reference, in order to enable the Board of Directors to comply with laws and regulations, the Articles of Incorporation or the resolutions of the shareholders’ meeting to exercise its authorities, for strengthening and Implementing corporate governance.

  • (3) Every year, all directors are arranged to attend in professional director courses of external institutions such as the Securities and Futures Institute and the Taiwan Corporate Governance Association or on-site courses, to enhance the professional knowledge of each director, and thus strengthen the operational effectiveness of the Board of Directors.

  • (4) In the future, depending on the diverse needs of the Company's business model and business development, the Company expects to plan for appropriate diversified board members, majority of the directors not concurrently serving as employees or managerial officers, and increase the seats of independent directors at the next re-election of directors, in order to comply with laws and regulations and ensure the best interests of the Company and investors.

  • Note 2: During the recent year up to the publication date of annual report, the changes of the managerial officers are as the following:

  • (1). Vice Chief Executive Officer, Huang Sen Yi, retired at age-mandated retirement on January 17, 2020.

  • (2). Vice Chief Executive Officer, Tung Chi Hua, resigned on March 31, 2020.

  • (3). Vice Presidents, Jim Lee and Fu Shu Cheng were re-appointed to the subsidiary, Ji Shun Life Tech on January 1, 2021.

  • (4). Vice President, Internal Audit Division, Wang Po Chien, was appointed as the Internal Audit Division on November 13, 2020

Note 3: Major experience (education) and positions concurrently serving in other companies

Title Name Experience(Education) Other Position
Chief Executive Officer Lin Rong Shian Department of Construction, Pingdong Vocational High
School of Engineering
Chairman and Chief Executive Officer, Radium Life Tech
Chairman of Radium Far East, Wan Da Tong, Li Chiang Development, Rih Yao Development, Zhao Yao
Enterprise, Xin Xiu Ge Hotel, Jing-Jan Investment Holding, Rih Ding Water Enterprise, Rih Siang
Property Management, Prit Biotech, Rih Zuan Green Energy, Wan Tong Digital, Jing Ding Green Energy,
Golden Century, and Radium Foundation
Jing-Jan Retail Business, Ji Shun Life Tech, Ji Sheng Zih Chan Development, Ding Sheng Green Energy,
Rih Ding Circular Econ Inv Hldg,
Director,Clever Base Investments Ltd..
Senior Vice Chief
Executive Officer
Shen Ching Peng Master, Graduate School of Civil Engineering, University
of Texas, Ausitn
Director-General, Ret-Ser Engineering Agency
Chairman,RSEA EngineeringCorporation
Chairman, Ding Sheng Green Energy and Rih Ding Circular Econ Inv Hldg
Director of Rih Yao Development, Rih Ding Water Enterprise, and Jing Ding Green Energy
Vice Chief Executive
Officer, Group
President,and Unified
Procurement Center
President
Lin Hua Chun Master, Graduate Institute of Construction Engineering
and Management of National Central University
Bachelor,
Business
Administration,
University
of
Southern California
Special Assistant to Chairman, Radium Life Tech
Director of Titan Development and Construction, Zhao Ya Enterprise, Li Chiang Development, Ding
Sheng Green Energy, Rih Ding Circular Econ Inv Hldg, Xin Xiu Ge Hotel and Jing Ding Green Energy.
Supervisor of Wan Da Tong, Radium-Kagaya, Ji Shun Life Tech, Ji Sheng Zih Chan Development,
Jing-Jan Digital Square, Prit Biotech, Jing-Jan Investment Holding, Jing Yang Apartment, Rih Yao
Development, and Rih Zuan Green Energy
President of Jing-DingGreen
Interim President and
Group President
Liu Yao Kai MBA, National Cheng Chi University
National Taiwan College of Arts
Business President, Radium Life Tech
Chairman, Ji Shun Life Tech
Person in Charge of Chang xin Investment
Director of Radium Far East, Ji Sheng Zih Chan Development, Rih Siang Property Management, Rih Yao
Developmen , Zhao Yao Enterpris, Jing Yang Apartment, and Radium Foundation
Supervisor of Xinxiuge Hotel
Group President and
Operation and
Management Center
President
Kerwin Go Pepperdine University MBA
Johnson Controls Inc.
Business President, Radium Life Tech
Chairman of Radium-Kagaya
Director of Jing Yang Apartment
Director of Li Chiang Development, Prit Biotech, Rih Zuan Green Energy, Ding Sheng Green Energy, and
Xin Xiu Ge Hotel.
Supervisor of Zhao-Yao Enterprise,Rih DingCircular Econ Inv Hldg,and JingDingGreen Energy
Administration and
Management Center
Director
Lin Yi Chun Pepperdine University MBA
Director of Administration and Management Center,
Radium Life Tech
Chairman of Jing-Jan Retail Business, Jing-Jan Digital Square and Ji Sheng Zih Chan Development
Directorof Jing-Jan Investment Holding, Wan Da Tong, Rih Zuan Green Energy, Radium Far East,
Radium Foundation,and Golden Century
Special Assistant You Wan Ying Pingdong Girl’s Senior High School
Special Assistant,Radium Life Tech
Director of Radium-Kagaya and Jing-Jan Digital Square
Supervisor of Rih DingWater Enterprise,Rih SiangPropertyManagement,and Golden Century
  • 24 -
Title Name Experience(Education) Other Position
Vice President Tsai Chin Tsai Department of Civil Engineering, Dahan Junior College
of Engineering
Special Assistant, Head Management Division, Radium
Life Tech
None
Vice President,
Administration and
Management Center
Henry Tsao Department of Mathematics, Fu Jen University
Chief
Executive
Officer,
Rui-Hong
Information
Technology
Consultant,YEN & Brothers Enterprise
None
Vice President, Finance
Division
(Corporate governance
officer and finance
officer)
Tina Chen Master,
Department
of
Business
Administration,
Tamkang University
Associate Vice President, Radium Life Tech
Director of Jing Ding Green Energy
Vice President, Project
Development Division
Mei Yung Ho Master, Civil and Construction Engineering at National
Taiwan University of Science and Technology
Executive
Vice
President
of
China
Real
Estate
Management; Executive Vice President and Spokesperson
of Dali Development Co.,Ltd.
Director and Interim President of Rih Siang Property Management
Associate Vice
President, Information
Technology
Management Division
Kevin Yang Tamsui Junior College of Industrial & Business
Administration
Manager of Liangwei Electronics and DBTEL; Vice
Manager of Dongsen Multimedia
None
Associate Vice
President, Engineering
Management Division
Lee Chun Hung Graduate Institute of Automation and Control, National
Taiwan University of Science and Technology
Manager of Electrical and Mechanical, Vice Director,
Equipment Division, Chief, Construction Management,
RSEA EngineeringCorporation
None
Associate Vice
President, Accounting
Division
(Accountingofficer)
Rita Liu Department of Accounting, Soochow University
Vice
Manager,
Accounting
Department,
Aichun
Technology Co., Ltd.
None
Associate Vice
President, Legal
Division
Lee Chia Hui Department of Law, Financial Law Section, National
Taiwan University
Partner,Wangand Company
None
Associate Vice
President, Investor and
Public Relations Office
Christine Chen Master, Mass Communication
Spokesperson and Chief of Investor Relation Division,
Green energytechnology
None
Associate Vice
President,
Administration Division
Su Chen Shih Master, The Institute of Human Resource Management,
Sun Yat-sen University
Vice Manager,Lager Network Technologies
None
Vice President, Internal
Audit Division
Wang Po Chien LLM, University of Illinois at Springfield
Bachelor, Department of Law, Soochow University
Chief Legal Officer of CTCI Corporation; Chief Auditor,
RSEA Engineering Corporation
Part-time Associate Professor, Institute of Construction
Engineering and Management of National Central
University
None
  • 25 -

(Ⅲ) Remunerations to Directors, Supervisors, President, and Vice Presidents in the Recent Year

  1. Remunerations of Directors

Unit: NT$ Thousand

Title Name Remuneration Remuneration Remuneration Remuneration Remuneration Remuneration Remuneration Remuneration Ratio of Total
Remuneration
(A+B+C+D) to Net
Income(%)
Ratio of Total
Remuneration
(A+B+C+D) to Net
Income(%)
Relevant Remuneration Received by Directors Relevant Remuneration Received by Directors Relevant Remuneration Received by Directors Relevant Remuneration Received by Directors Who are Also Employees Who are Also Employees Who are Also Employees Who are Also Employees Ratio of Total
Compensation
(A+B+C+D+E+F+G)
to Net Income(%)
Ratio of Total
Compensation
(A+B+C+D+E+F+G)
to Net Income(%)
Remuneration
from ventures
other than
subsidiaries or
from the
parent
company
Base Compensation (A) Severance Pay (B) Directors
Compensation(C)
Allowances (D) Salary, Bonuses, and
Allowances (E)
Severance Pay (F) Employee Compensation
(G)
The
Company
All
Consolidated
Entities
The
Company
All
Consolidated
Entities
The
Company
All
Consolidated
Entities
The
Company

All
Consolidated
Entities
The
Company
All
Consolidated
Entities
The
Company
All
Consolidated
Entities
The
Company

All
Consolidated
Entities

The
Company
All
Consolidated
Entities
The
Company
All
Consolidated
Entities
Cash Share Cash Share
Chairman Lin Rong
Shian
3,480 8,040 0 0 5,000 6,714 1,100
2,823
1.54% 2.82% 20,104 22,122
324

324
955
0
955 0 4.97% 6.58%
0
Vice
Chairman
Lin Hua Chun
Directors Chang Xin
Investment
Development
Co., Ltd.
Representative
Shen Ching
Peng
Chang Xin
Investment
Development
Co., Ltd.
Representative
Liu Yao Kai
Independent
Director
K. C. Chou

Lu Shyue
Ching
Pan Wei Ta
  • Note 1: The Company’s remuneration policies, standards, and packages, the procedure for determining remuneration for independent directors, and its linkage to operating performance and future risk exposure:

  • (1). Pursuant to the Articles of Incorporation, the remuneration to all directors shall be paid according to the usual standards of the same industry regardless of operating profit or loss. The remuneration paid to the directors is authorized to the board of directors to be determined based on their value of participation level in the Company's operations as well as their contribution, and the Company’s operating condition shall also be taken into account. The remuneration is set at a level that does not exceed the maximum wage standard stipulated in the Company’s wage Management Measures.

  • (2). The Company has the Procedures for Director’s Remuneration Appropriation and Payment in place, specifying that independent directors do not participate in the distribution of directors’ remuneration for each year. In other words, regardless of the profit or loss, the Company will pay fixed compensations.

  • (3). For the fixed compensation received by independent directors, the Company's operations, financial position and directors' responsibilities have been taken into account, and the directors’ performance appraisal are conducted every year, for submitting the appraisal results to the Board of Directors, as a reference for review and improvement and future selection of directors.

Note 2: Other than the disclosure in the table above, the remunerations received by directors for providing services to all companies included in the financial statements: none.

Note 3: The remunerations disclosed in the table have different concept from the income tax. Therefore, the purpose of the table is to disclose information but not for tax purpose.

  • 26 -

Ranges of the Directors’ Remunerations

Ranges of the Directors’ Remunerations Ranges of the Directors’ Remunerations Ranges of the Directors’ Remunerations Ranges of the Directors’ Remunerations
Ranges of Remunerations Name of director
Total of(A+B+C+D) Total of(A+B+C+D+E+F+G)
The Company All Consolidated Entities The Company All Consolidated Entities
Under NTD 1,000,000
NTD1,000,000 (inclusive) ~ NTD2,000,000 (exclusive) Shen Ching Peng, Liu Yao Kai
Lin Hua Chun, Pan Wei Ta
K. C. Chou,Lu Shyue Ching
Liu Yao Kai, Lin Hua Chun
K. C. Chou, Lu Shyue Ching
Pan Wei Ta
K. C. Chou
Lu Shyue Ching
Pan Wei Ta
K. C. Chou
Lu Shyue Ching
Pan Wei Ta
NTD2,000,000(inclusive)~ NTD3,500,000(exclusive) Lin RongShian Shen ChingPeng
NTD3,500,000(inclusive)~ NTD5,000,000(exclusive) Lin Hua Chun
NTD5,000,000 (inclusive) ~ NTD10,000,000 (exclusive) Lin Rong Shian Lin Rong Shian
Shen Ching Peng
Liu Yao Kai
Shen Ching Peng
Liu Yao Kai
Lin Hua Chun
NTD10,000,000 (inclusive) ~ NTD15,000,000
(exclusive)
NTD15,000,000 (inclusive) ~ NTD30,000,000
(exclusive)
Lin Rong Shian
NTD30,000,000 (inclusive) ~ NTD50,000,000
(exclusive)
NTD50,000,000 (inclusive) ~ NTD100,000,000
(exclusive)
Over NTD100,000,000
Total 7 7 7 7
  • 27 -

2.Remunerations to President and Vice Presidents

Unit: NT$ Thousand

Title Name Salary (A) Salary (A) Severance Pay (B) Severance Pay (B) Bonuses and Allowances (C) Bonuses and Allowances (C) Employee Compensation (D) Employee Compensation (D) Employee Compensation (D) Employee Compensation (D) Ratio of total compensation
(A+B+C+D) to net income
(%)
Ratio of total compensation
(A+B+C+D) to net income
(%)
Remuneration
from ventures
other than
subsidiaries or
from the parent
company
The
Company
All
Consolidated
Entities
The
Company
All
Consolidated
Entities
The
Company
All
Consolidated
Entities
The Company All Consolidated Entities The
Company
All
Consolidated
Entities
Cash Stock Cash Stock
Chief Executive Officer
Lin
RongShian
29,251 29,251 1,465 1,465 15,673 17,723 1,982 0 1,982 0 7.77% 8.10% 0
Senior Vice Chief
Executive Officer
Shen
ChingPeng
Vice Chief Executive
Officer(Note 1)
Huang
Sen Yi
Vice Chief Executive
Officer(Note 2)
Tung
Chi Hua
Vice Chief Executive
Officer, Group
President, and Unified
Procurement Center
President
Lin
Hua Chun
Interim President and
GroupPresident
Liu Yao Kai
Group President and
Operation and
Management Center
President
Kerwin Go
Administration and
Management Center
Director
Lin
Yi Chun
Special Assistant You
Wan Ying
Vice President Tsai
Chin Tsai
Vice President Tina Chen
Vice President Henry Tsao
Vice President(Note 3) Jim Lee
Vice President(Note 3) Fu
Shu Cheng
Vice President Mei
YungHo
Vice President (Note 4)
Wang
Po Chien

Note 1: Vice Chief Executive Officer, Huang Sen Yi, retired at age-mandated retirement on January 17, 2020.

Note 2: Vice Chief Executive Officer, Tung Chi Hua, resigned on March 31, 2020.

Note 3: Vice Presidents, Jim Lee was re-appointed to the subsidiary, Ji Shun Life Ech Co., Ltd. on January 1, 2021. Note 4: Vice President, Wang Po Chien, inaugurated on November 13, 2020

Note 5: The remunerations disclosed in the table have different concept from the income tax. Therefore, the purpose of the table is to disclose information but not for tax purpose.

  • 28 -

Ranges of President and Vice President’ Remunerations

Ranges of President and Vice President’ Remunerations Ranges of President and Vice President’ Remunerations
Ranges of Remunerations Name of President and Vice President
The Company All Consolidated Entities
Under NTD 2,000,000 WangPo Chien,TungChi Hua,HuangSen Yi WangPo Chien,TungChi-Hua,HuangSen Yi
NTD 2,000,000 (inclusive) ~ NTD 5,000,000
(exclusive)
Liu Yao Kai, Lin Hua Chun, Kerwin Go, Lin Yi Chun
You Wan Ying, Tsai Chin Tsai, Tina Chen, Henry Tsao
Jim Lee,Fu Shu Cheng,Mei YungHo
Liu Yao Kai, Lin Hua Chun, Kerwin Go, Lin Yi Chun
You Wan Ying, Tsai Chin Tsai, Tina Chen, Henry Tsao
Jim Lee,Fu Shu Cheng,Mei YungHo
NTD5,000,000 (inclusive) ~ NTD10,000,000
(exclusive)
Lin Rong Shian, Shen Ching Peng Lin Rong Shian, Shen Ching Peng
NTD10,000,000 (inclusive) ~ NTD15,000,000
(exclusive)
NTD15,000,000 (inclusive) ~ NTD30,000,000
(exclusive)
NTD30,000,000 (inclusive) ~ NTD50,000,000
(exclusive)
NTD50,000,000 (inclusive) ~ NTD100,000,000
(exclusive)
Over NTD100,000,000
Total 16 16
  • 29 -

4. Managerial officers receiving employee remunerations and state of distribution:

March 31, 2021; Unit: NT$ Thousand

Title Name Employee
Compensation
- in Stock

Employee
Compensation
- in Cash

Total
Ratio of Total
Amount to Net
Income(%)
Managerial officer Chief Executive Officer Lin RongShian 0 3,434 3,434 0.55%
Senior Vice Chief
Executive Officer
Shen Ching Peng
Vice Chief Executive
Officer, Group President,
and Unified Procurement
Center President
Lin Hua Chun
Interim President and
GroupPresident
Liu Yao Kai
Group President and
Operation and
Management Center
President
Kerwin Go
Administration and
Management Center
Director
Lin Yi Chun
Special Assistant You Wan Ying
Vice President Tsai Chin Tsai
Vice President HenryTsao
Vice President Mei YungHo
Vice President
(Corporate governance
officer and finance
officer)
Tina Chen
Vice President WangPo Chien
Associate Vice President LeeChun Hung
Associate Vice President Kevin Yang
Associate Vice President Lee Chia Hui
Associate Vice President
(Accountingofficer)
Rita Liu
Associate Vice President Christine Chen
Associate Vice President Su Chen Shih

Note: It is based on the total annual employee compensation amount of 2020 approved by the board of directors of the company March 26, 2021 to estimate the employee compensation that the manager can share.

  • 30 -

  • (IV) Analysis of remuneration paid to Directors, Supervisors, Presidents and Vice Presidents by the Company and all consolidated entities in the recent 2 years as a percentage of net income in the parent company only or individual financial statements and explanation on remuneration policy, standards and composition, procedures and the correlation with operation performance and future risks.

Unit: NT$ Thousand

Unit: NT$ Thousand Unit: NT$ Thousand

Item
Year 2019 2020
The Company All Consolidated
Entities
The Company All Consolidated
Entities
Total of
remuneration
paid
Remuneration, bonuses and
special expenses
55,391
66,489

50,199

58,248
Pension 1,311
1,311
1,465
1,465

Fees for services rendered
570
1,166
600
2,323
Employee remuneration 9,582
9,582
1,982
1,982
Total 66,854
78,548
54,246
64,018
Net profit after tax 406,732 406,732 622,689 622,689
Percentage of net profit after tax (%) 16.44% 19.31% 8.71% 10.28%
  1. The remunerations paid to directors and supervisors in the recent two years by all companies included in the consolidated financial statements are described as the following.

  2. (1) Pursuant to the Articles of Incorporation, the remuneration to all directors shall be paid according to the usual standards of the same industry regardless of operating profit or loss. The remuneration paid to the directors is authorized to the board of directors to be determined based on their value of participation level in the Company's operations as well as their contribution, and the Company’s operating condition shall also be taken into account. The remuneration is set at a level that does not exceed the maximum wage standard stipulated in the Company’s wage Management Measures.

  3. (2) According to the Articles of Incorporation of the Company, if the Company makes a profit during the year, the Board of Directors shall resolve to appropriate no more than one percent as directors’ remuneration.

  4. (3) The Company has the Procedures for Director’s Remuneration Appropriation and Payment, and divides the remuneration into three categories: remuneration, compensation and service expenses.

    • A. Remuneration: The total amount is appropriated based on the Company's Articles of Incorporation, relevant laws and regulations, and reference to the level of peer’s level; the distribution is based on the degree of participation and contribution of the directors and supervisors to the Company's operations during their tenure.

    • B. Compensation: refers to the compensation received by the directors and supervisors for performing their duties or concurrently serving as functional committee members, and is paid based on the qualifications of the directors and supervisors and reference to the level of peers. It is specified that independent directors do not participate in the distribution of directors’ remuneration for each year. In other words, regardless of the profit or loss, the Company will pay fixed compensations.

    • C. Service expenses refer to the transportation subsidies, special allowance, and various allowances received by the directors and supervisors when they perform their duties or concurrently serve as functional committee members.

  5. 31 -

  6. D. For the fixed compensation received by independent directors, the Company's operations, financial position and directors' responsibilities have been taken into account, and the directors’ performance appraisal are conducted every year, for submitting the appraisal results to the Board of Directors, as a reference for review and improvement and future selection of directors.

  7. The wage structure of managerial officers of the Company and the subsidiaries, is divided into “wage” as well as “bonus and subsidy”. wage is paid monthly, which is divided into basic wage and allowance; the basic wage is determined based on the reference to the peer’s level, title, rank, educational/industrial background, professional capabilities, or certain performance, or satisfaction of certain criteria; "bonus and subsidies" are given due to work performance or specific work achievements or meeting specific conditions. "Bonus" includes year-end bonus and employee compensation. The amount of year-end bonus is determined based on the profitability of the year, operating performance, and other indicators, e.g., achievement ratio of Revenue, Profit before tax, and Profit after tax. Individuals are paid based on the indicators, such as position, performance, and years of service, which shall be approved by the remuneration committee before resolved by the board of directors. According to the provisions of the Company’s Articles of Incorporation and pre-tax income as the basis for allocation, the allocation criteria for employee compensation are evaluated based on relevant performance indicators for operations, and shall be deliberated and approved by the Remuneration Committee before resolved by the board of directors. “Subsidies” are open for application by employees who meet specific conditions, such as transportation subsidy and medical examination subsidy.

  8. In addition to the rewards or remuneration mentioned above, if directors, supervisors or managers have moral hazard incidents, improper internal management, personnel fraud or other circumstances that cause negative image and goodwill damage of the Company, they will be punished in due course and will serve as a reference for future review and payment of reasonable remuneration.

  9. 32 -

Ⅲ. Implementation of Corporate Governance

(I) Operation of the Board of Directors

A total of 14 meetings of the Board of Directors were held in 2020, and the attendance of directors is summarized as follows:

Title Name Attendance
in Person
By
Proxy
Attendance Rate
(%)

Remarks
Chairman Lin RongShian 14 0 100.00%
Directors Chang Xin Investment
Development Co., Ltd.
Representative:
Shen ChingPeng
14 0 100.00%
Directors Chang Xin Investment
Development Co., Ltd.
Representative: Liu Yao Kai
14 0 100.00%
Directors Lin Hua Chun 14 0 100.00%
Independent
Director
K. C. Chou 13 1 92.86%
Independent
Director
Lu Shyue Ching 14 0 100.00%
Independent
Director
Pan Wei Ta 14 0 100.00%
Other items to be stated:
I. If any of the following circumstances occur, the dates of the meetings, sessions, contents of motion, all independent
directors’ opinions and the company’s response should be specified:
(I) Matters referred to in Article 14-3 of the Securities and Exchange Act: The Company has the Audit Committee in
place, and pursuant to Article 14-5 of the Securities and Exchange Act, such matters shall be approved by the
majority of the Audit Committee and submitted to the Board of Directors for resolution; Article 14-3 of the
Securities and Exchange Act is not applicable. Please refer to the Operation of the Audit Committee later.
(II) Other matters involving objections or expressed reservations by independent directors that were recorded or stated in
writing that require a resolution by the board of directors: None.
II. If there are directors’ avoidance of motions in conflict of interest, the directors’ names, contents of motion, causes for
avoidance and voting should be specified.
Date
Name of director
Proposal description
Reason of recusal, and
participation of voting
2020.1.14
Lin Rong Shian,
Shen Ching Peng
Liu Yao Kai
Lin Hua Chun
Distribution of managerial
officers’ remuneration
recusal due to conflict of
interest; not participating
in discussion and voting.
2020.5.13
Lu Shyue Ching
Approved the motion for the
Company to participate in
tender for the “BOT Project for
the Resource Treatment Center
in Changhua Binhai Industrial
Zone, Industrial Development
Bureau”(“ChangBin Project”).
recusal due to conflict of
interest; not participating
in discussion and voting.
2020.7.21
Lin Rong Shian
Shen Ching Peng
Liu Yao Kai
Lin Hua Chun
Distribution of directors’
remuneration and adjustment of
managerial officers’
compensations
recusal due to conflict of
interest; not participating
in discussion and voting.
2020.9.14
Lu Shyue Ching
Signing contracts related to
ChangBin Project.
recusal due to conflict of
interest; not participating
in discussion and voting.
2020.12.14
Lin Rong Shian
Lin Hua Chun
Disposal of malls and parking
lots of MeHAS City
recusal due to conflict of
interest; not participating
in discussion and voting.
  • 33 -

III. Evaluation of the Board of Directors

Evaluation
cycle
Evaluation
periods
Evaluation scope Evaluation
method
Evaluation
content
Once a year January 1, 2020
to December 31,
2020
Including the performance
appraisals of all the board
of directors, individual
board member, and
functional committees
Self-assessment
in the Board of
Directors and
board member
Described
as the
following:

On January 14, 2020, the Board of Directors approved the amendments to the “Procedures of the Board of Directors Performance Appraisal.” Afterwards, each director fill in the performance appraisal questionnaires of the Board of Directors, individual board member, and functional committees for 2020. The questionnaires include the following items:

  • (1) Performance appraisal for the Board of Directors: including participation in the operation of the company; improvement of the quality of the board of directors' decision making; composition and structure of the board of directors; election and continuing education of the directors; and internal control.

  • (2) Performance appraisal for individual board member: including alignment of the goals and mission of the company; awareness of the duties of a director; participation in the operation of the company; management of internal relationship and communication; the director's professionalism and continuing education; and internal control.

  • (3) Performance appraisal for functional committees: degree of participation in the company's operations; recognition of the duties of the functional committee; improvement in the quality of decision making by the functional committee; composition of the functional committee, and election and appointment of committee members; and internal control

For the outcomes of the Board of Directors and functional committees, please refer to the description of No.3 under (III) Operation of Corporate Governance.

  • IV. Objective of enhancing the Board’s functions in the current and recent years (e.g. establishing the Audit Committee or enhancing information transparency) and the assessment to the implementation:

  • (I)The Company has established the Regulations Governing Procedure for Board of Directors Meetings based on the “Regulations Governing Procedure for Board of Directors Meetings of Public Companies” The attendance of directors to Board meeting are uploaded to MOPS to enhance the function of the Board of Directors. In 2020, the directors attended total 54 hours for continuing education (please refer to Paragraph 8 of (III) Operation of Corporate Governance in this Chapter).

  • (II) The Company has re-elected directors fully in the AGM on June 24, 2019. Among them, three seats are independent directors. The Audit Committee has been also established to replace the supervisor system.

  • (III) The Company has retained Mr. K. C. Chou, Mr. LU, SHYUE-CHING, and Mr. Ou, Chin-De as the 4th term of Remuneration Committee members in the Board meeting on July 23, 2019, to review the system and structure of remunerations to the directors and managerial officers, assist the Board of Directors to determined and review remunerations to the directors and managerial officers, while regularly assess the remuneration level of the directors and managerial officers.

  • (IV) In the Board meeting on December 6, 2019, the Company appointed Vice President of Finance Division, Ms. Tina Chen, to concurrently serve as the corporate governance officer, and the corporate governance team was formed at the beginning of 2020 as the dedicated unit for corporate governance-related affairs. Regarding the operation of the corporate governance team in 2020, please refer to Paragraph 4 of (III) Operation of Corporate Governance in this Chapter.

(II) Operation of the Audit Committee

Title Name Attendance
in Person
By
Proxy
Attendance
Rate(%)
Remarks
Independent
Director
K. C. Chou 12 1 92.31%
Independent
Director
Lu Shyue Ching 13 0 100.00%
Independent
Director
Pan Wei Ta 11 2 84.62%
I. Total 13 meetings were convened in 2020; the key tasks and deliberations are as the following:
(I)
The Company formulates or amends internal control system and enforcement rules for internal audits for
internal audit implementation.
(II)
Assessment of the effectiveness of the internal control system.
  • 34 -
(III)
Amendments to the procedures of loaning of funds to others.
(IV)
The reasonableness of the proposals involving the directors' own interests.
(V)
Major asset transactions.
(VI)
A material monetary loan, endorsement, or provision of guarantee.
(VII) Proceeds from issuance of bonds and major credit cases.
(VIII) Information security risk management.
(IX)
Appointment, remuneration and independence assessment of CPAs.
(X)
The appointment or dismissal of an internal auditing officer.
(XI)
Financial statements certified or audited by CPAs.
II. Other items to be stated:
(I) If any of the following circumstances occur, the dates of meetings, sessions, contents of motion, resolutions of the
Audit Committee and the Company’s response to the Audit Committee’s opinion should be specified
1. Matters referred to in Article 14-5 of the Securities and Exchange Act.
2. Other matters which were not approved by the Audit Committee but were approved by two-thirds or more of all
directors.
Board of
Directors
Contents of Motions and the Response
In Article 14-5
of Securities
and Exchange
Act
Not approved by the
Audit Committee but
be undertaken upon
the consent of
two-thirds or more of
all directors.
2020.1.14
The motion to amend the Company’s “Internal Control System”
(includingenforcement rules for internal audits).

None
Resolution of the Audit Committee on January14,2020: approved byall attendingmembers.
Treatment to the opinion of the Audit Committee: approved byall attendingdirectors.
2020.2.26
The motion to amend the Company’s ““Regulations Governing
Loaningof Funds”.

None
Resolution of the Audit Committee on February26,2020: approved byall attendingmembers.
Treatment to the opinion of the Audit Committee: approved byall attendingdirectors.
2020.3.20
The motion for the Company's 2019 business report,
consolidated financial statements and standalone financial
statements.

None
The motion for the Company’s 2019 internal control system
statement.

None
The motion to amend the Company’s “Internal Control System”
(includingenforcement rules for internal audits).

None
The motion to provide endorsement/guarantee to a subsidiary’s
credit case.

None
Resolution of the Audit Committee on March 20,2020: approved byall attendingmembers.
Treatment to the opinion of the Audit Committee: approved byall attendingdirectors.
2020.4.6
Motion for the Company’s newly established subsidiary, Rih
Ding Circular Econ Inv Hldg Co., Ltd. to transfer shares to
acquire the Company’s 100% owned subsidiaries – Rih Ding
Water Enterprise Co., Ltd. and Ding Sheng Green Energy
TechnologyCo.,Ltd.

None
Resolution of the Audit Committee on April 6,2020: approved byall attendingmembers.
Treatment to the opinion of the Audit Committee: approved byall attendingdirectors.
2020.4.7
Proposed Business Restructing Plan to enable Rih Ding Water
Enterprise Co., Ltd and/or Ding Sheng Green Energy
Technology Co., Ltd to be held under Rih Ding Circular Econ
Inv Hldg Co., Ltd. and subsequently meet Initial Public
Offering (IPO) eligibility to be listed on the TWSE/TPEx. The
proposal authorizes the Company and affiliated/controlled
entities to relinquish/transfer the applicable shares.

None
Resolution of the Audit Committee on April 7, 2020: After the audit committee members discussed with
each other and expressed that the scope of the subsidiary for IPO application shall be specified, and
explain clearly that when the company conducting IPO handles capital increase in cash in the future, it
may opt to give up part or all of the subscription rights. Upon the amendment to the meeting content by
the share affairs department of the agenda unit,it was approved byall the attendingmembers.
Treatment to the opinion of the Audit Committee: after the discussion among directors and independent
directors,all the attendingdirectors approved the resolution of the Audit Committee.
(III)
Amendments to the procedures of loaning of funds to others.
(IV)
The reasonableness of the proposals involving the directors' own interests.
(V)
Major asset transactions.
(VI)
A material monetary loan, endorsement, or provision of guarantee.
(VII) Proceeds from issuance of bonds and major credit cases.
(VIII) Information security risk management.
(IX)
Appointment, remuneration and independence assessment of CPAs.
(X)
The appointment or dismissal of an internal auditing officer.
(XI)
Financial statements certified or audited by CPAs.
II. Other items to be stated:
(I) If any of the following circumstances occur, the dates of meetings, sessions, contents of motion, resolutions of the
Audit Committee and the Company’s response to the Audit Committee’s opinion should be specified
1. Matters referred to in Article 14-5 of the Securities and Exchange Act.
2. Other matters which were not approved by the Audit Committee but were approved by two-thirds or more of all
directors.
Board of
Directors
Contents of Motions and the Response
In Article 14-5
of Securities
and Exchange
Act
Not approved by the
Audit Committee but
be undertaken upon
the consent of
two-thirds or more of
all directors.
2020.1.14
The motion to amend the Company’s “Internal Control System”
(includingenforcement rules for internal audits).

None
Resolution of the Audit Committee on January14,2020: approved byall attendingmembers.
Treatment to the opinion of the Audit Committee: approved byall attendingdirectors.
2020.2.26
The motion to amend the Company’s ““Regulations Governing
Loaningof Funds”.

None
Resolution of the Audit Committee on February26,2020: approved byall attendingmembers.
Treatment to the opinion of the Audit Committee: approved byall attendingdirectors.
2020.3.20
The motion for the Company's 2019 business report,
consolidated financial statements and standalone financial
statements.

None
The motion for the Company’s 2019 internal control system
statement.

None
The motion to amend the Company’s “Internal Control System”
(includingenforcement rules for internal audits).

None
The motion to provide endorsement/guarantee to a subsidiary’s
credit case.

None
Resolution of the Audit Committee on March 20,2020: approved byall attendingmembers.
Treatment to the opinion of the Audit Committee: approved byall attendingdirectors.
2020.4.6
Motion for the Company’s newly established subsidiary, Rih
Ding Circular Econ Inv Hldg Co., Ltd. to transfer shares to
acquire the Company’s 100% owned subsidiaries – Rih Ding
Water Enterprise Co., Ltd. and Ding Sheng Green Energy
TechnologyCo.,Ltd.

None
Resolution of the Audit Committee on April 6,2020: approved byall attendingmembers.
Treatment to the opinion of the Audit Committee: approved byall attendingdirectors.
2020.4.7
Proposed Business Restructing Plan to enable Rih Ding Water
Enterprise Co., Ltd and/or Ding Sheng Green Energy
Technology Co., Ltd to be held under Rih Ding Circular Econ
Inv Hldg Co., Ltd. and subsequently meet Initial Public
Offering (IPO) eligibility to be listed on the TWSE/TPEx. The
proposal authorizes the Company and affiliated/controlled
entities to relinquish/transfer the applicable shares.

None
Resolution of the Audit Committee on April 7, 2020: After the audit committee members discussed with
each other and expressed that the scope of the subsidiary for IPO application shall be specified, and
explain clearly that when the company conducting IPO handles capital increase in cash in the future, it
may opt to give up part or all of the subscription rights. Upon the amendment to the meeting content by
the share affairs department of the agenda unit,it was approved byall the attendingmembers.
Treatment to the opinion of the Audit Committee: after the discussion among directors and independent
directors,all the attendingdirectors approved the resolution of the Audit Committee.
(III)
Amendments to the procedures of loaning of funds to others.
(IV)
The reasonableness of the proposals involving the directors' own interests.
(V)
Major asset transactions.
(VI)
A material monetary loan, endorsement, or provision of guarantee.
(VII) Proceeds from issuance of bonds and major credit cases.
(VIII) Information security risk management.
(IX)
Appointment, remuneration and independence assessment of CPAs.
(X)
The appointment or dismissal of an internal auditing officer.
(XI)
Financial statements certified or audited by CPAs.
II. Other items to be stated:
(I) If any of the following circumstances occur, the dates of meetings, sessions, contents of motion, resolutions of the
Audit Committee and the Company’s response to the Audit Committee’s opinion should be specified
1. Matters referred to in Article 14-5 of the Securities and Exchange Act.
2. Other matters which were not approved by the Audit Committee but were approved by two-thirds or more of all
directors.
Board of
Directors
Contents of Motions and the Response
In Article 14-5
of Securities
and Exchange
Act
Not approved by the
Audit Committee but
be undertaken upon
the consent of
two-thirds or more of
all directors.
2020.1.14
The motion to amend the Company’s “Internal Control System”
(includingenforcement rules for internal audits).

None
Resolution of the Audit Committee on January14,2020: approved byall attendingmembers.
Treatment to the opinion of the Audit Committee: approved byall attendingdirectors.
2020.2.26
The motion to amend the Company’s ““Regulations Governing
Loaningof Funds”.

None
Resolution of the Audit Committee on February26,2020: approved byall attendingmembers.
Treatment to the opinion of the Audit Committee: approved byall attendingdirectors.
2020.3.20
The motion for the Company's 2019 business report,
consolidated financial statements and standalone financial
statements.

None
The motion for the Company’s 2019 internal control system
statement.

None
The motion to amend the Company’s “Internal Control System”
(includingenforcement rules for internal audits).

None
The motion to provide endorsement/guarantee to a subsidiary’s
credit case.

None
Resolution of the Audit Committee on March 20,2020: approved byall attendingmembers.
Treatment to the opinion of the Audit Committee: approved byall attendingdirectors.
2020.4.6
Motion for the Company’s newly established subsidiary, Rih
Ding Circular Econ Inv Hldg Co., Ltd. to transfer shares to
acquire the Company’s 100% owned subsidiaries – Rih Ding
Water Enterprise Co., Ltd. and Ding Sheng Green Energy
TechnologyCo.,Ltd.

None
Resolution of the Audit Committee on April 6,2020: approved byall attendingmembers.
Treatment to the opinion of the Audit Committee: approved byall attendingdirectors.
2020.4.7
Proposed Business Restructing Plan to enable Rih Ding Water
Enterprise Co., Ltd and/or Ding Sheng Green Energy
Technology Co., Ltd to be held under Rih Ding Circular Econ
Inv Hldg Co., Ltd. and subsequently meet Initial Public
Offering (IPO) eligibility to be listed on the TWSE/TPEx. The
proposal authorizes the Company and affiliated/controlled
entities to relinquish/transfer the applicable shares.

None
Resolution of the Audit Committee on April 7, 2020: After the audit committee members discussed with
each other and expressed that the scope of the subsidiary for IPO application shall be specified, and
explain clearly that when the company conducting IPO handles capital increase in cash in the future, it
may opt to give up part or all of the subscription rights. Upon the amendment to the meeting content by
the share affairs department of the agenda unit,it was approved byall the attendingmembers.
Treatment to the opinion of the Audit Committee: after the discussion among directors and independent
directors,all the attendingdirectors approved the resolution of the Audit Committee.
(III)
Amendments to the procedures of loaning of funds to others.
(IV)
The reasonableness of the proposals involving the directors' own interests.
(V)
Major asset transactions.
(VI)
A material monetary loan, endorsement, or provision of guarantee.
(VII) Proceeds from issuance of bonds and major credit cases.
(VIII) Information security risk management.
(IX)
Appointment, remuneration and independence assessment of CPAs.
(X)
The appointment or dismissal of an internal auditing officer.
(XI)
Financial statements certified or audited by CPAs.
II. Other items to be stated:
(I) If any of the following circumstances occur, the dates of meetings, sessions, contents of motion, resolutions of the
Audit Committee and the Company’s response to the Audit Committee’s opinion should be specified
1. Matters referred to in Article 14-5 of the Securities and Exchange Act.
2. Other matters which were not approved by the Audit Committee but were approved by two-thirds or more of all
directors.
Board of
Directors
Contents of Motions and the Response
In Article 14-5
of Securities
and Exchange
Act
Not approved by the
Audit Committee but
be undertaken upon
the consent of
two-thirds or more of
all directors.
2020.1.14
The motion to amend the Company’s “Internal Control System”
(includingenforcement rules for internal audits).

None
Resolution of the Audit Committee on January14,2020: approved byall attendingmembers.
Treatment to the opinion of the Audit Committee: approved byall attendingdirectors.
2020.2.26
The motion to amend the Company’s ““Regulations Governing
Loaningof Funds”.

None
Resolution of the Audit Committee on February26,2020: approved byall attendingmembers.
Treatment to the opinion of the Audit Committee: approved byall attendingdirectors.
2020.3.20
The motion for the Company's 2019 business report,
consolidated financial statements and standalone financial
statements.

None
The motion for the Company’s 2019 internal control system
statement.

None
The motion to amend the Company’s “Internal Control System”
(includingenforcement rules for internal audits).

None
The motion to provide endorsement/guarantee to a subsidiary’s
credit case.

None
Resolution of the Audit Committee on March 20,2020: approved byall attendingmembers.
Treatment to the opinion of the Audit Committee: approved byall attendingdirectors.
2020.4.6
Motion for the Company’s newly established subsidiary, Rih
Ding Circular Econ Inv Hldg Co., Ltd. to transfer shares to
acquire the Company’s 100% owned subsidiaries – Rih Ding
Water Enterprise Co., Ltd. and Ding Sheng Green Energy
TechnologyCo.,Ltd.

None
Resolution of the Audit Committee on April 6,2020: approved byall attendingmembers.
Treatment to the opinion of the Audit Committee: approved byall attendingdirectors.
2020.4.7
Proposed Business Restructing Plan to enable Rih Ding Water
Enterprise Co., Ltd and/or Ding Sheng Green Energy
Technology Co., Ltd to be held under Rih Ding Circular Econ
Inv Hldg Co., Ltd. and subsequently meet Initial Public
Offering (IPO) eligibility to be listed on the TWSE/TPEx. The
proposal authorizes the Company and affiliated/controlled
entities to relinquish/transfer the applicable shares.

None
Resolution of the Audit Committee on April 7, 2020: After the audit committee members discussed with
each other and expressed that the scope of the subsidiary for IPO application shall be specified, and
explain clearly that when the company conducting IPO handles capital increase in cash in the future, it
may opt to give up part or all of the subscription rights. Upon the amendment to the meeting content by
the share affairs department of the agenda unit,it was approved byall the attendingmembers.
Treatment to the opinion of the Audit Committee: after the discussion among directors and independent
directors,all the attendingdirectors approved the resolution of the Audit Committee.
Board of
Directors
Contents of Motions and the Response In Article 14-5
of Securities
and Exchange
Act
Not approved by the
Audit Committee but
be undertaken upon
the consent of
two-thirds or more of
all directors.
2020.1.14 The motion to amend the Company’s “Internal Control System”
(includingenforcement rules for internal audits).
None
Resolution of the Audit Committee on January14,2020: approved byall attendingmembers.
Treatment to the opinion of the Audit Committee: approved byall attendingdirectors.
2020.2.26 The motion to amend the Company’s ““Regulations Governing
Loaningof Funds”.
None
Resolution of the Audit Committee on February26,2020: approved byall attendingmembers.
Treatment to the opinion of the Audit Committee: approved byall attendingdirectors.
2020.3.20 The motion for the Company's 2019 business report,
consolidated financial statements and standalone financial
statements.
None
The motion for the Company’s 2019 internal control system
statement.
None
The motion to amend the Company’s “Internal Control System”
(includingenforcement rules for internal audits).
None
The motion to provide endorsement/guarantee to a subsidiary’s
credit case.
None
Resolution of the Audit Committee on March 20,2020: approved byall attendingmembers.
Treatment to the opinion of the Audit Committee: approved byall attendingdirectors.
2020.4.6 Motion for the Company’s newly established subsidiary, Rih
Ding Circular Econ Inv Hldg Co., Ltd. to transfer shares to
acquire the Company’s 100% owned subsidiaries – Rih Ding
Water Enterprise Co., Ltd. and Ding Sheng Green Energy
TechnologyCo.,Ltd.
None
Resolution of the Audit Committee on April 6,2020: approved byall attendingmembers.
Treatment to the opinion of the Audit Committee: approved byall attendingdirectors.
2020.4.7 Proposed Business Restructing Plan to enable Rih Ding Water
Enterprise Co., Ltd and/or Ding Sheng Green Energy
Technology Co., Ltd to be held under Rih Ding Circular Econ
Inv Hldg Co., Ltd. and subsequently meet Initial Public
Offering (IPO) eligibility to be listed on the TWSE/TPEx. The
proposal authorizes the Company and affiliated/controlled
entities to relinquish/transfer the applicable shares.
None
Resolution of the Audit Committee on April 7, 2020: After the audit committee members discussed with
each other and expressed that the scope of the subsidiary for IPO application shall be specified, and
explain clearly that when the company conducting IPO handles capital increase in cash in the future, it
may opt to give up part or all of the subscription rights. Upon the amendment to the meeting content by
the share affairs department of the agenda unit,it was approved byall the attendingmembers.
Treatment to the opinion of the Audit Committee: after the discussion among directors and independent
directors,all the attendingdirectors approved the resolution of the Audit Committee.
  • 35 -
2020.5.13 2020.5.13 The motion to amend the Company’s “Internal Control System”
(includingenforcement rules for internal audits).
The motion to amend the Company’s “Internal Control System”
(includingenforcement rules for internal audits).
The motion to amend the Company’s “Internal Control System”
(includingenforcement rules for internal audits).
None
The motion of the Company’s 2020 appointed CPAs’ public
expenses.
None
Resolution of the Audit Committee on May13,2020: approved byall attendingmembers.
Treatment to the opinion of the Audit Committee: approved byall attendingdirectors.
2020.6.24 The motion of the cancellation of the treasury shares from the
Company’s fourth execution of treasuryshares.

None
The motion to set the base date for the Company’s dividend
distribution and matters in relation to dividend distribution.

None
Resolution of the Audit Committee on June 24,2020: approved byall attendingmembers.
Treatment to the opinion of the Audit Committee: approved byall attendingdirectors.
2020.8.12 The motion to amend the Company’s “Internal Control System”
(includingenforcement rules for internal audits).

None
Resolution of the Audit Committee on August 12,2020: approved byall attendingmembers.
Treatment to the opinion of the Audit Committee: approved byall attendingdirectors.
2020.9.14 The motion for the Company and the subsidiary signing the
related contract for the “Build-Operate-Transfer (BOT) Project
of Resource Processing Center in Changhua Coastal Industrial
Park by Industrial Development Bureau, Ministry of Economic
Affairs”.
None
Resolution of the Audit Committee on September 14, 2020: Independent Director, Lu Shyue Ching,
recused himself due to conflict of interests;other Audit Committee members approved.
Treatment to the opinion of the Audit Committee: approved byall attendingdirectors.
2020.11.12 The motion to amend the Company’s “Internal Control System”
(includingenforcement rules for internal audits).

None
The motion of theCompany’s internal audit supervisor change. None
Resolution of the Audit Committee on November 12,2020: approved byall attendingmembers.
Treatment to the opinion of the Audit Committee: approved byall attendingdirectors.
2020.12.9 The motion of 2021 auditplans None
The motion for the Company to issue the third guaranteed
general corporate bonds in 2020.

None
The motion for the Company to apply for guarantee limit from an
financial institution.

None
Resolution of the Audit Committee on December9,2020: approved byall attendingmembers.
Treatment to the opinion of the Audit Committee: approved byall attendingdirectors.
2020.12.14 The motion to dispose of the Mehas shoppingmall. None
Resolution of the Audit Committee on December 14, 2020: The Audit Committee suggested that the
necessity, reasonableness and expected benefits of disposing the above-mentioned real estate should be
supplemented from the perspective of the Company. Upon the supplementary explanation, the motion
was submitted to the Board of Directors for approval.
Treatment to the opinion of the Audit Committee: all the attending directors approved the resolution of
the Audit Committee.
(II)
Date Name of
director
Proposal description Reason of recusal, and
participation of voting
andparticipation of voting
2020.5.13 Lu Shyue
Ching
Approved the motion for the
Company to participate in tender for
the “Build-Operate-Transfer (BOT)
Project of Resource Processing Center
in Changhua Coastal Industrial Park
by Industrial Development Bureau,
Ministry of Economic Affairs”
(“ChangBin Project”).
recusal due to conflict of
interest; not participating in
discussion and voting.
2020.9.14 Lu Shyue
Ching
Signing contracts related to ChangBin
Project.
recusal due to conflict of
interest; not participating in
discussion and voting.
  • 36 -

  • (III) Communication between independent directors, internal audit officers and CPAs (such as material matters, methods and results of communications on the Company's finances and business status): Since 2016, independent directors and supervisors have been arranged to communicate with CPAs and

  • internal audit officers, to sufficiently discuss the information of financial statements and the implementation of internal control system. The discussion serves as an important reference for the Company's subsequent operation improvement and adjustment. The Audit Committee was established in 2019 to replace the supervisor system. The communication between the Audit Committee and the internal audit officer and CPAs in 2020 is as follows:

  • Independent directors report to the internal audit implementation and internal control operations of the Company and its subsidiaries with the internal audit officers at least once a year; in case of material abnormal events, they may convene a meeting at any time. On December 22, 2020, the "independent director’s communication seminar for audit business" was held to conduct an audit business report. The result of the communication was that the instruction of the independent directors has been communicated to each responsible units to discuss and proceed, for strengthening the operation of the internal control.

  • The CPAs report to the independent directors once or twice a year regarding the financial position, overall operations, and internal control audit of the Company and its subsidiaries, and both parties sufficiently communicate for the key audit matters and material adjustments of accounts; in case of material abnormal events, they may convene a meeting at any time. A meeting was held on December 22, 2020, to report to independent directors on the operating overview of the Radium Group based on the latest financial statements for 2020, and explain to the independent directors the highly concerned issues that may become key audit matters before the 2020 audit, and the CPAs’ inquiries of matters intended to be focused on. The result of the communication was that the independent directors have fully understood and known what may become a key audit items for 2020.

  • 37 -

(III) Corporate Governance Implementation Status and Deviations from "Corporate

Governance Best -Practice Principles for TWSE/TPEx Listed Companies"

Evaluation Item Implementation Status Implementation Status Implementation Status Deviations from
"Corporate Governance
Best Practice Principles
for TWSE/TPEx Listed
Companies" and
Reasons
Yes No Abstract Illustration
I. Does the company establish and
disclose the Corporate Governance
Best-Practice Principles based on
“Corporate Governance
Best-Practice Principles for
TWSE/TPEx Listed Companies”?
The Company has established the Corporate Governance
Best-Practice Principles in accordance with the Corporate
Governance Best Practice Principles for TWSE/TPEx Listed
Companies; other than uploaded to MOPS, the Principles are
also disclosed at the “Corporate Governance Section” on the
website.





No variance.
II. Shareholding structure &
shareholders’ rights
(I) Does the company establish an
internal operating procedure to
deal with shareholders’
suggestions, doubts, disputes and
litigations, and implement based
on the procedure?
(II) Does the company possess the
list of its major shareholders as
well as the ultimate owners of
those shares?
(III) Does the company establish and
execute the risk management
and firewall system within its
conglomerate structure?
(IV) Does the company establish
internal rules against insiders
trading with undisclosed
information?








(I) The Company has set forth in the "Management
Operations for External Communication" in the internal
control system; it is designated dedicated staff (the
spokesperson and the deputy spokesperson) to handle
shareholder-related matters, and set up an investor
service section on the website to properly handle
shareholder suggestions, doubts, disputes and litigations.
(II) The Company is required by law and regulations to
report to the competent authority at MOPS every month
about major shareholder shareholding changes.
(III) The Company has specified the "Management
Operations of Related Party Transactions" in its internal
control system to regulate the goods transactions, major
asset transactions, financing, and endorsement/guarantee
between the Company and affiliates. The financial,
accounting and banking transactions of the Company and
affiliates are all independent of each other; the auditing
unit supervise and manage the subsidiaries to implement
risk control.
(IV) The Company has set up the " Management Operations
to Prevent Insider Trading" and "Handling Operation of
Material Internal Information", to prohibit insiders from
utilizing the undisclosed information to trade securities
in order to avoid insider trading.
Moreover, the Company forwards the promotion,
prevention and information announced by the competent
authorities to all insiders including directors and
managerial officers to know from time to time. At least
once a year, to all insiders such as directors and
managerial officers, the educational promotion is
conducted pursuant to the “Management Operations to
Prevent Insider Trading" and related laws and
regulations. On September 30, 2020, the Company has
conducted a seminar on the “Ethical Corporate
Management Best Practice Principles and Prevention of
Insider Trading” for current directors and officers above
the associate VP level. The content of the course
included the person’s subject to insider trading
regulations, recognition of insider information and how
to disclose it, as well as practical case study. The course
briefing materials are placed in the internal education
and training section for those who did not attend that
dayto check.






































No variance.
No variance.
No variance.
No variance.
  • 38 -
Evaluation Item Implementation Status Implementation Status Implementation Status Deviations from
"Corporate Governance
Best Practice Principles
for TWSE/TPEx Listed
Companies" and
Reasons
Yes No Abstract Illustration
III. Composition and Responsibilities
of the Board of Directors
(I) Does the Board develop and
implement a diversified policy for
the composition of its members?



(I) 1. Diversification Policy
In order to strengthen corporate governance and
promote the health development of the composition
and structure of the Board of Directors, Article 20 of
the Corporate Governance Best-Practice Principles
amended in 2020 specifies that the composition of the
Board of Directors shall be determined by taking
diversity into consideration and that an appropriate
policy on diversity based on the company's business
operations, operating dynamics, and development
needs be formulated. The current 9th Term of
Directors have professional backgrounds in different
fields such as industry, engineering, finance, law and
other fields required by the Company, as well as the
knowledge, management, skills and skills that are
generally required to perform their duties. The
Company has achieved the goal of diversifying the
Board of Directors, as explained below:
2. Specific Management Objectives
The directors of the 9th Term include four directors,
namely Mr. Lin Rong Shian, Mr. Shen Ching Peng,
Mr. Liu Yao Kai, and Mr. Lin Hua Chun, and three
independent directors, namely K. C. Chou, Lu Shyue
Ching, and Pan Wei Ta. Each director owns the ability
to lead, ability to make policy decisions, ability to
make operational judgments, ability to conduct
management administration, ability to conduct crisis
management, international market perspective, and
crisis management. Four of the directors concurrently
serve as the Company’s employees; they deeply
understand the Company’s industry and operations and
may communicate with the independent directors for
judgement and efficient of the decision-making.
Among three independent directors, Mr. K. C. Chou
has abundant practical experience in the capital
market, and is familiar with security finance. Mr. Lu
Shyue Ching is very experienced and professional in
information and communication field. Both of them
have served as chairmen of public listed companies for
many years. Mr. Pan Wei Ta is the President of
Soochow University, and an experienced legal
professional. All three independent directors now also
concurrently serve as directors/independent directors
of many public listed companies and very experienced
in management and leadership. They listen to the
reports
from
managerial
officers
and
furnish
professional insights, share practical experience and
advices. They are helpful to the Company’s operation
and development. The implementation of the diversity
of board members has been separately disclosed on the
website.
3. There are seven ninth-term directors of the Company,
including 4 directors and 3 independent directors. For
details of diversification, please refer to the following:

















































No variance.
  • 39 -
Evaluation Item Implementation Status Implementation Status Implementation Status Deviations from
"Corporate Governance
Best Practice Principles
for TWSE/TPEx Listed
Companies" and
Reasons
Yes No Abstract Illustration
(II) Does the company voluntarily
establish other functional
committees in addition to the
Remuneration Committee and the
Audit Committee?
(III) Does the company establish a
standard to measure the
performance of the Board and
implement it annually, and are
performance evaluation results
submitted to the Board of
Directors and referenced when
determining the remuneration of
individual directors and
nominations for reelection?


(II) The Company has set up the Remuneration Committee,
and as required by laws and regulations, at the 2019
shareholders' meeting, the directors were fully re-elected
and the Audit Committee has been set up; there is no
need to set up other functional committees now.
(III) The Company has established the Procedures of the
Board of Directors Performance Appraisal, and
conducts the Board performance appraisal of the
previous year in the first quarter of each year. The
appraisal
methods
include
"Board
Performance
(Overall) Self-Assessment Questionnaire" and "Board
Member
Self-Assessment
Questionnaire".
The
following five major aspects are included in the
“Self-Assessment Questionnaire for the Board of
Directors Performance”:
1. Participation in the operation of the company;
2. Improvement of the quality of the board of directors'
decision making;
3. Composition and structure of the board of directors;
4. Election and continuing education of the directors;
and
5. Internal control.
The following six major aspects are included in the
“Self-Assessment Questionnaire for the Board
Member”:
1. Alignment of the goals and mission of the company;
2. Awareness of the duties of a director;
3. Participation in the operation of the company;
4. Management of internal relationship and
communication;
5. The director's professionalism and continuing
education; and
6. Internal control.
The following five major aspects are included in the
functional committees’ performance appraisal (the Audit
and Remuneration Committees):
1. Participation in the operation of the company;
2. Awareness of the duties of functional committee;



















No variance.
No variance.
  • 40 -
Evaluation Item Implementation Status Implementation Status Implementation Status Deviations from
"Corporate Governance
Best Practice Principles
for TWSE/TPEx Listed
Companies" and
Reasons
Yes No Abstract Illustration
(IV)Does the company regularly
evaluate the independence of
CPAs?
3.Improvement of the quality of the functional
committees' decision making;
4. Composition of functional committees and member
election.
5. Internal control.
Regarding the 2020 performance appraisal of the
Board of Directors and functional committees
(appraisal was conducted in the first quarter of 2021
and reporting the appraisal results to the Board of
Directors), the average score was above 90 points, and
the Stock Affairs Department summarized the
questionnaire filled by all directors and members,
reported the result to the corporate governance officer.
The corporate governance officer reviewed and
analyzed the poor scores with the independent
directors before reporting to the Board of Directors.
After that, the corporate governance officer collected
the recommendations of the directors on the Company,
and then discussed with the main management how to
adjust and improve the Company's current operating
model. In the future, the Company will also use the
relevant appraisal results as a reference for the
remuneration and nomination of each director.
(IV) The Accounting Division of the Company formulates
assessment items based on The Bulletin of Norm of
Professional Ethics for Certified Public Accountant No.
10 "Integrity, Objectivity and Independence," and
conducts self-assessment of the independence and
suitability of CPAs once a year. The assessment results
are submitted to the Board of Directors to discuss and
resolve. The results of the assessment on the
independence of CPAs and the statement issued by the
two CPAs have been reviewed and approved by the
Board of Directors on March 20, 2020. The important
assessment items for the independence of CPAs are
listed as follows:
Assessment of CPAs’ Independence
Independence
status
Item
Keyassessment item
Yes
No
1
The appointed CPAs should avoid and should
not accept the engagement when they may
have involved in any direct or material indirect
interests which may impair their impartiality
and independence.
V
2
The CPAs, members of audit team, the partners
of the firm or shareholders of corporate
accounting firms, accounting firms, and any of
affiliates, and network firms, must be always
independence of the Company.
V
3
The CPAs have no a direct or material indirect
financial interest in the Company.
V
4
There is no financing or guarantee between the
CPAs and the Company or its directors and
supervisors.
V
5
The CPAs does not have a close business
relationship
or
potential
employment
relationshipwith the Company.
V
6
CPAs and any member of the audit team being,
or having been a director, or supervisor of the
Company, or employed by the Company in a
V































No variance.
  • 41 -
Evaluation Item Implementation Status Implementation Status Implementation Status Implementation Status Implementation Status Deviations from
"Corporate Governance
Best Practice Principles
for TWSE/TPEx Listed
Companies" and
Reasons
Yes No Abstract Illustration
position to exert significant influence over the
subject matter of the engagement within the
last twoyears.
7 The CPAs have not provided any non-audit
service that would affects directly a material
item of the audit cases.
V
8 The CPAs have not promoted or brokered
shares in the Company or other securities
issued bythe Company.
V
9 The CPAs do not act as the Company's
defender, or mediate conflicts with other third
parties on behalf of the Company.
V
10 The CPAs are not related to the Company’s
directors, supervisors, managerial officers, or
persons who have significant influence on the
audit case.
V
11 A former partner within one year of
disassociating from the firm does not joins the
Company as a director, supervisor, or officer or
is in a key position to exert significant
influence over the audit case.
V
IV. Does the company appoint a
suitable number of competent
personnel
and
a
supervisor
responsible
for
corporate
governance matters (including but
not
limited
to
providing
information for directors and
supervisors
to
perform
their
functions, assisting directors and
supervisors
with
compliance,
handling work related to meetings
of the board of directors and the
shareholders'
meetings,
and
producing
minutes
of
board
meetings
and
shareholders'
meetings)?















(I) To enhance the function of the Board of Directors and
implemented the corporate governance, in the Board
meeting on December 6, 2019, the Company appointed
Vice President of Finance Division, Ms. Tina Chen, to
concurrently serve as the corporate governance officer,
and the corporate governance team was formed at the
beginning of 2020 as the dedicated unit for corporate
governance-related affairs.
(II) The corporate governance team consists of an officer
appointed by each unit as a member, and is divided into
four
groups:
regulation
formulation,
operation
promotion, corporate governance, and risk supervision.
The preliminary plan is to assist the Company in setting
corporate
governance
objectives
with
corporate
governance indicators, amend regulations and internal
control, prepare annual reports and CSR reports, and
promote corporate governance operations, and regularly
report implementation status to the Board of Directors at
least once a year.
(III) The operation of the corporate governance team for
2020 is described as following:
1.The corporate governance officer communicates with
independent directors to discuss the mode of corporate
governance operation.
2.Discussion on the revision of the provisions of the
Corporate Governance Best-Practice Principles, the
Ethical
Corporate
Management
Best
Practice
Principles and the whistleblowing system.
3.Review the scoring situation of the corporate
governance evaluation and formulate the response
plan.
4.Promote
the
new
Corporate
Governance
3.0-Sustainable Development Roadmap announced by
the competent authority.
5. Discuss the division of work for the annual report of
the shareholders’ meeting, the Company's official
website, and information security risks.
6.Discuss
the
necessity
for
external
institution
certification, intellectual property rights management,
and risk managementpolicyformulation.































No variance.
  • 42 -
Evaluation Item Implementation Status Implementation Status Implementation Status Deviations from
"Corporate Governance
Best Practice Principles
for TWSE/TPEx Listed
Companies" and
Reasons
Yes No Abstract Illustration
7.Report to the Board of Directors on the corporate
governance operation in 2020
(IV) The Company’s Board of Directors, Audit Committee,
and shareholders’ meeting related matters are handled
by the Stock Affairs Department (three people deployed)
full-time, and they are subordinated to Tina Chen, Vice
President of the Finance Department (concurrently
serving as the corporate governance officer). Their
works includes the planning and draft the agenda before
the meetings of the Board of Directors and the Auditing
Committee to comply
with relevant laws and
regulations. At least seven days before the meeting, they
shall send the meeting notice and provide meeting
materials so that the directors may understand the
relevant content of the proposals to be discussed; if any
proposal is involved with interest of any director and
thus results in recusal, such directors shall be reminded
in advanced. During the meeting, if the directors have
tasks assigned or need to supplement relevant
information, the relevant information will be passed on
to
the
responsible
units
for
the
purpose
of
communication between the Board of Directors and the
management team. In addition, the Stock Affairs
Department is responsible for the release of material
information of important board resolutions, ensuring the
legality and accuracy of the content of the material
information, to ensure the equal investor transaction
information, and complete the minutes of the board of
directors within 20 days after the meeting. Also, each
year, the date of the shareholders meeting is registered
within the time limit specified by the law and
regulations. The documents such as the notice of the
shareholders meeting, the agenda handbooks, and the
minutes of the meeting are prepared and submitted
before the deadline, and all necessary matters are
handled upon the shareholders meeting’s approval.

































V. Does the company establish a
communication channel and build
a designated section on its website
for stakeholders (including but
not
limited
to
shareholders,
employees,
customers,
and
suppliers), as well as handle all
the issues they care for in terms of
corporate social responsibilities?








(I) The Company values the stakeholders related to the
Company. In order to better understand the thoughts of
the stakeholders and establish good communication and
interaction with them, an investor service section has
been set up on the company website, to deliver
important operational information or investment and
finance information related to the stakeholders timely.
Meanwhile, the important issues concerned by the
stakeholders, communication channels, and responses
are also disclosed on the website.
(II) In addition, the Company has set up a client subsection
under the "Corporate Social Responsibility Section" on
the website. The company-owned social medium
(Facebook) is also established to facilitate immediate
response to issues concerned by general visitors such as
clients or suppliers. The communication channels are
smooth.
The stakeholder communication channels, response
methods and frequency of communication, as well as
the actual communication performance in 2020, have
been separatelydisclosed on the website.


















No variance.
  • 43 -
Evaluation Item Implementation Status Implementation Status Implementation Status Deviations from
"Corporate Governance
Best Practice Principles
for TWSE/TPEx Listed
Companies" and
Reasons
Yes No Abstract Illustration
(III) Other than setting up a special section for employees
under the "Corporate Social Responsibility Section" on
the website, the Company has also set up an "Employee
Care Mailbox" within the Company to provide
immediate and appropriate responses to any relevant
suggestions from employees while preserving employee
privacy.





VI. Does the company appoint a
professional shareholder service
agency to deal with shareholder
affairs?



The Company appointed KGI Securities as the stock affair
agency to handle the shareholders’ meeting affairs.

No variance.
VII. Information Disclosure
(I) Does the company have a
corporate website to disclose
both financial standings and the
status of corporate governance?
(II) Does the company have other
information disclosure channels
(e.g. building an English website,
appointing designated people to
handle
information
collection
and
disclosure,
creating
a
spokesman system, webcasting
investor conferences)?
(III)Does the company announce and
report annual financial statements
within two months after the end
of each fiscal year, and announce
and report Q1, Q2, and Q3
financial statements, as well as
monthly operation results, before
the prescribed time limit?



















(I) The Company has a corporate website that discloses
relevant financial, business and corporate governance
information all the time, so that investors may
understand the general business of the Group.
(II) The Company assigns a dedicated staff to be
responsible for the Company's information collection
and disclosure tasks, seeking to be able to respond to
the major issues of concern to the stakeholders timely.
There are spokespersons and deputy spokespersons to
explain the questions and concerns of shareholders and
stakeholders;
if
any
investor
conference/press
conference is held, the announcements and reports will
be handled pursuant to laws and regulations, and
upload relevant financial and business information
files. In addition, the Company has launched a website
update plan. In addition to optimizing the Chinese
website in 2021, it will also build the English website,
towards internationalization.
(III) As many subsidiaries are owned by the Company, in
order to cope with the audit of the subsidiaries for
preparing consolidated statements, it is not yet possible
to announce and report the annual financial report
within two months of the end of the fiscal year; but
they are all announced and reported as early as
possible before the deadline; the financial reports for
the first, second and third quarters and the operating
status of each month are also announced and reported
before theprescribed deadline.

























No variance.
No variance.
No material
variance.
VIII.Is there any other important
information to facilitate a better
understanding of the company’s
corporate governance practices
(e.g., including but not limited to
employee
rights,
employee
wellness,
investor
relations,
supplier
relations,
rights
of
stakeholders,
directors’
and
supervisors’ training records, the
implementation
of
risk
management policies and risk
evaluation
measures,
the
implementation
of
customer
relations policies, and purchasing
insurance
for
directors
and
supervisors)?
















(I) The Company plans HR Management Regulations in
accordance with laws and regulations and carries out
reviews on related personnel system while establishing
strategies to accommodate changes in the social and
economic environment. In addition to attaching great
importance on the employee’s salaries and benefits, the
Company also provides an excellent workplace and
holes a labor-management meeting on a quarterly basis
to promote communication exchange between the
employee. The Company has set up an employee
welfare committee to handle various welfare matters,
including group insurance, birthday and three major
festival gift certificates/gift and health checks, among
other things, while contributing pensions pursuant the
Labor Standards Act and the Labor Pension Act. In
addition, the Company provides comprehensive and
diversified trainingcourses to enhance employees'

















No variance.
  • 44 -
Evaluation Item Implementation Status Implementation Status Implementation Status Deviations from
"Corporate Governance
Best Practice Principles
for TWSE/TPEx Listed
Companies" and
Reasons
Yes No Abstract Illustration
professional knowledge and functions. An "Employee
Care Mailbox" is set up for the communication for work
and life at all aspects, to establish a good relationship of
mutual trust and mutual dependence with employees. In
addition, in order to retain and cultivate outstanding
talents, and to encourage employees to work for the
Company for a long time and to leverage their strengths,
the Company established the Radium Life Tech Co.,
Ltd. Employee Stock Ownership Plan on October 20,
2020 to handle employee stock ownership trust plans, in
order to enhance employee welfare and help employees
accumulate wealth, and thus to achieve a win-win and
shared benefits for employee and employer.
(II) Regarding the operational process of requesting,
procuring, and outsourcing, and the selection of
qualified suppliers, in the internal control system, the
Company has set up the process of "Request,
Procurement, Outsourcing, and Acceptance of Unified
Procurement,” procedure forms, and the "Supplier
Management Operations" procedures, to regulate the
relevant procurement and outsourcing procedures, new
vendor credit investigation, qualification review and
other operations. The subsequent implementation
will also conduct the supplier phase evaluation, as the
basis for future review of suppliers’ qualification for
continuing business.
Audit units and CPAs will also periodically sample the
contracts of procurement and outsourcing and the
supplier’s performance relationship for review. For
supplier evaluation and management, please refer to
Chapter Three of the Company's 2019 Corporate Social
Responsibility Report.
(III) The Company's website has investor relations contact
information and client forum, to communicate with the
Company, and the responsible department is responsible
for responding. As the consideration of protecting
shareholders' rights and information transparency, the
relevant
financial and business information are
disclosed on MOPS immediately as required by laws
and regulations. In terms of financial institutions, the
Company and the financing institutions perform each
other's rights and obligations. By insisting the principle
of good faith and maintaining good communication
channels, the legitimate interests of both parties are
protected.
(IV) The directors regularly attend in continuing education
every year; the related information is disclosed at the
"Directors' Attendance in the Board of Directors
Meetings and Their Continuing Education" in the
Corporate Governance Section of MOPS. The directors’
continuing education was totaled 54 hours in 2020. The
following list is the training status of each director:














































  • 45 -
Evaluation Item Implementation Status Implementation Status Implementation Status Implementation Status Implementation Status Deviations from
"Corporate Governance
Best Practice Principles
for TWSE/TPEx Listed
Companies" and
Reasons
Yes No Abstract Illustration
Title and
Name
Date of
course
Course
provided by
Name of
course
Hours of continuing
education:
Whether the continuing
education conforms to
the requirement (Note)
Chairman,
Lin Rong
Shian;
Representati
ve of
institutional
shareholder,
Shen Ching
Peng and Liu
Yao Kai;
Director, Lin
Hua Chun
2020.09.
07
Taiwan
Corporate
Governance
Association
Sustainable
governance
behind the ESG
explosion amid
the COVID-19
pandemic
3
Yes
2020.10.
15
Taiwan
Corporate
Governance
Association
Case studies of
operation right
and M&A
disputes
3
Yes
Independent
Director
K. C. Chou
2020.06.
05
Taiwan
Corporate
Governance
Association
Corporate
governance and
regulations of
securities
3
Yes
2020.06.
09
Taiwan
Corporate
Governance
Association
Criminal risks
and
countermeasure
s of directors
and
supervisors-
discussion from
the enterprise
fraud and AML
3
Yes
2020.10.
21
Taiwan
Corporate
Governance
Association
Ethical
management
and ISO37001
3
Yes
Independent
Directors
Lu Shyue
Ching
2020.05.
06
Taiwan
Corporate
Governance
Association
Analysis of
financial
scenario
responding to
pressure
incident- taking
the U.S.-China
trade war and
COVID-19 as
example
3
Yes
2020.05.
08
Taiwan
Corporate
Governance
Association
Observation of
the impact from
the substance
law and global
anti-tax-avoidan
ce on the
corporate
governance
from the view
of directors and
supervisors (I)
and(II)
6
Yes
2020.08.
05
Securities
and Futures
Institute
Key
technologies
and application
opportunities of
5G
3
Yes
2020.09.
07
Taiwan
Corporate
Governance
Association
Sustainable
governance
behind the ESG
explosion amid
the COVID-19
pandemic
3
Yes
Independent
Director
Pan Wei Ta
2020.07.
02
Securities
and Futures
Institute
Discussion of
AML and CFT
practices
3
Yes
2020.07.
15
Independent
Directors
Association
Taiwan
Growth,
restructure, or
transformation
and upgrade of
enterprise after
thepandemic
3
Yes
Note: Conformed to the hours,scope,system,arrangement,and
Title and
Name
Date of
course
Course
provided by
Name of
course
Hours of continuing
education:
Whether the continuing
education conforms to
the requirement (Note)
Chairman,
Lin Rong
Shian;
Representati
ve of
institutional
shareholder,
Shen Ching
Peng and Liu
Yao Kai;
Director, Lin
Hua Chun
2020.09.
07
Taiwan
Corporate
Governance
Association
Sustainable
governance
behind the ESG
explosion amid
the COVID-19
pandemic
3 Yes
2020.10.
15
Taiwan
Corporate
Governance
Association
Case studies of
operation right
and M&A
disputes
3 Yes
Independent
Director
K. C. Chou
2020.06.
05
Taiwan
Corporate
Governance
Association
Corporate
governance and
regulations of
securities
3 Yes
2020.06.
09
Taiwan
Corporate
Governance
Association
Criminal risks
and
countermeasure
s of directors
and
supervisors-
discussion from
the enterprise
fraud and AML
3 Yes
2020.10.
21
Taiwan
Corporate
Governance
Association
Ethical
management
and ISO37001
3 Yes
Independent
Directors
Lu Shyue
Ching
2020.05.
06
Taiwan
Corporate
Governance
Association
Analysis of
financial
scenario
responding to
pressure
incident- taking
the U.S.-China
trade war and
COVID-19 as
example
3 Yes
2020.05.
08
Taiwan
Corporate
Governance
Association
Observation of
the impact from
the substance
law and global
anti-tax-avoidan
ce on the
corporate
governance
from the view
of directors and
supervisors (I)
and(II)
6 Yes
2020.08.
05
Securities
and Futures
Institute
Key
technologies
and application
opportunities of
5G
3 Yes
2020.09.
07
Taiwan
Corporate
Governance
Association
Sustainable
governance
behind the ESG
explosion amid
the COVID-19
pandemic
3 Yes
Independent
Director
Pan Wei Ta
2020.07.
02
Securities
and Futures
Institute
Discussion of
AML and CFT
practices
3 Yes
2020.07.
15
Independent
Directors
Association
Taiwan
Growth,
restructure, or
transformation
and upgrade of
enterprise after
thepandemic
3 Yes
  • 46 -
Evaluation Item Implementation Status Implementation Status Implementation Status Deviations from
"Corporate Governance
Best Practice Principles
for TWSE/TPEx Listed
Companies" and
Reasons
Yes No Abstract Illustration
information disclosure required by the “Directions for the
Implementation of Continuing Education for Directors and
Supervisors of TWSE Listed and TPEx Listed Companies.”
(V) In terms of the implementation of risk management
policies and risk measurement standards, the Board of
Directors
of
the
company
is
the
highest
decision-making unit for risk management. Since the
performance of the construction industry is deeply
affected by economic fluctuations, the Company has
been actively deploying the development of the
operating business system in recent years, such as
Subsidiaries responsible for the operation T9 BOT
case,
which
created
rental
income
for
asset
management; and the Taoyuan Wastewater Sewerage
System BOT business of the subsidiary Rih Ding
Water Enterprise created stable revenue, including
diversification incomes from department stores, hotel,
circular economy, cosmetics and skin care products
sales. It not only infuses the relatively stable income
and cash flow of the group, but also reduces the impact
of the construction economic cycle and the company's
operational risks. For other risk management policy of
the Company, please refer to the description of Chapter
Seven (item VI).
In addition, the Company’s major operational decisions
are evaluated and measured in terms of operational
risks, financial risks, and compliance risks to avoid the
Company’s over-exposure; the internal control has a
"Operational Procedures of Internal Control Operational
Deficiency Point-Recording," which divide the internal
control check results into three levels: major risk,
medium risk and low risk, as a reference for the
management of risk control, and to formulate relevant
improvement measures to respond to or mitigate risks.
(VI) Since September 2007, the Company has purchased
"Directors, Supervisors and Managerial Officer Liability
Insurance" from Nan Shan Property & Casualty
(formerly AIA Property & Casualty, changed its name to
Chartis Taiwan at the end of 2009, and merged into Nan
Shan Property & Casualty Insurance in 2016). The
contract is renewed once a year, with the coverage of
NTD150 million. The main insurance conditions for the
most recent renewal period (September 30, 2020 to
September 30, 2021) have been reported by the Board of
Directors on October 8, 2020.
(VII) The Company has set up procedures for "Handling
Operation of Material Internal Information" and
"Management Operations to Prevent Insider Trading" as
the basis for the Company's material information
processing and disclosure, and the aforesaid procedures
are reviewed from time to time to comply with current
laws and regulations, and meet the actual management
needs.
The
additions
and
amendments
of
the
above-mentioned procedures have been announced on
the Company's internal website (EIP), and the latest
version is also disclosed on the external official website
for insiders and employees to consult at anytime.






























  • 47 -
Evaluation Item Implementation Status Implementation Status Implementation Status Deviations from
"Corporate Governance
Best Practice Principles
for TWSE/TPEx Listed
Companies" and
Reasons
Yes No Abstract Illustration
Meanwhile, insiders are notified of the latest laws and
regulations and promotions from the competent
authorities from time to time, to prevent insiders or
employees from accidentally conducting insider trading.
(VIII) Regarding the Company’s managerial officers’
attendance in corporate governance-related training in
2020, other than the above (IV) Directors’ Continuing
Education (referring to directors who are also
managerial officers), the rest officers (including
corporategovernance officer)are as following:
Title and
Name
Date of
course
Course
provided by:
Name of course
Hours of
continuing
education:
Corporate
governance
officer and
financial
officer
Tina Chen
2020.09.07
Taiwan
Corporate
Governance
Association
Sustainable
governance behind
the ESG explosion
amid the
COVID-19
pandemic
3
2020.09.24
Governance
Professional
Association
2020 Legal system
of substantial
beneficiaries
3
2020.10.15
Taiwan
Corporate
Governance
Association
Case studies of
operation right and
M&A disputes
3
2020.10.23
Taiwan Stock
Exchange
2020 promotion
seminar of
corporate
governance and
ethics to directors
and supervisors
3
2020.11.20
Securities and
Futures
Institute
Analysis and
decision-making of
financial
information
3
Special
Assistant
You Wan
Ying, Group
President
Kerwin Go,
Director
Lin Yi Chun
2020.09.07
Taiwan
Corporate
Governance
Association
Sustainable
governance behind
the ESG explosion
amid the COVID-19
pandemic
3
2020.10.15
Taiwan
Corporate
Governance
Association
Case studies of
operation right and
M&A disputes
3
Group
President
Kerwin Go,
Director
Lin Yi Chun
2020.08.07
Taiwan
Institute of
Directors
A turning point in
Taiwanese
corporate strategies
under a material
pandemic
3
Accounting
officer
Rita Liu
2020.12.17
~
2020.12.18
Accounting
Research and
Development
Foundation
Continuing
education course
for accounting
officers of issuers,
security brokers
and stock
exchanges
12
Audit officer
Wang Po
Chien
2020.12.4,
12.7 and
12.8
The
Institution of
Internal
Auditors-Chin
ese Taiwan
Seminar of
pre-training for the
first-time internal
auditors in
enterprises
18







IX. The improvements which have been made in accordance with the results of the Corporate Governance Evaluation System
released by the Corporate Governance Center, Taiwan Stock Exchange, and provide the priority enhancement measures.
For the 6th Term of Corporate Governance Evaluation (2019), the Company was ranked at 36%~50%. Comparing to the
5th Term (2018), as the evaluation indicators were adjusted a stricter, albeit the corporate governance had been actively
improved, but factors such as the composition of the board of directors and cost considerations made the final score same as
the previous year. As a whole, the Company continues to strengthen the implementation of various corporate governance
measures. At the end of 2019,the Companyset upa corporategovernance officer and established a corporategovernance
  • 48 -
Evaluation Item Implementation Status Implementation Status Implementation Status Deviations from
"Corporate Governance
Best Practice Principles
for TWSE/TPEx Listed
Companies" and
Reasons
Yes No Abstract Illustration
team. In 2020, three meetings were held to discuss the amendments of the regulations, the amendments of the whistleblowing
system, and the risk management plan, review of the corporate governance evaluation scores and other related issues; the
Company also advances the Corporate Governance 3.0-Sustainable Development Roadmap promoted by the competent
authorities. In the future, the corporate governance team will continue to promote and review corporate governance related
issues,to implement corporategovernance culture and improve sustainable development of the Company.
  • 49 -

  • (IV) If the Remuneration Committee is established, its composition, duties, and operation shall be disclosed:

  • The composition and duties of the Remuneration Committee:

    • (1) Information of Remuneration Committee members
Designation Criteria
Name
Meet the following professional qualification
requirements, together with at least five years’
work experience
Meet the following professional qualification
requirements, together with at least five years’
work experience
Meet the following professional qualification
requirements, together with at least five years’
work experience
Independence status (Note) Independence status (Note) Independence status (Note) Independence status (Note) Independence status (Note) Independence status (Note) Independence status (Note) Independence status (Note) Independence status (Note) Independence status (Note) Number of
companies
where he/she
also serves as
a member in
the
Remuneration
Committee
Remarks

An instructor or
higher position in
a department of
commerce, law,
finance,
accounting, or
other academic
department related
to the business
needs of the
company in a
public or private
junior college,
college or
university
certified public
accountant, or
other
professional or
technical
specialists who
has passed a
national
examination and
been awarded a
certificate in a
profession
necessary for
the business of
the company

Having
work
experience
in the area
of
commerce,
law, finance
or
accounting,
or
otherwise
necessary
for
company
business.
1 2 3 4 5 6 7 8 9 10
Independent
Director
K. C. Chou 4
Independent
Director
Lu Shyue
Ching
1
Others Ou Chin De 1
  • Note: Any member, during the two years before being elected and during the term of office, meets any of the following situations, please tick “  "at the appropriate corresponding boxes:

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

  • Not a director or a supervisor of the company or an affiliate (this restriction does not apply, however, when the person is an independent director appointed by the company, its parent company, or a subsidiary pursuant to Securities and Exchange Act or the local laws and regulations).

  • The director, or his or her spouse or minor child, does not hold, in his or her own name or in another name, more than 1% of the Company's total outstanding shares, nor is one of the Company's ten largest natural-person shareholders.

  • Not a spouse (1), relative within the second degree of kinship (2)(3), or direct blood relative within the third degree of kinship of a person listed in the three foregoing paragraphs.

  • Is not the director, supervisor, or employee of an institutional shareholder directly holding more than 5% of the Company's total outstanding shares, nor is the director, supervisor, or employee of one of the five largest institutional shareholders in terms of shareholdings in accordance with Article 27, Paragraph 1 or Paragraph 2 of the Company Act (this restriction does not apply, however, when the person is an independent director appointed by the company, its parent company, or a subsidiary pursuant to Securities and Exchange Act or the local laws and regulations).

  • Not a director, supervisor, officer, or shareholder holding five percent or more of the shares, of a specified company or institution that has a financial or business relationship with the Company. (The same does not apply, however, in cases where the person is an independent director of the company, its parent company, or any subsidiary, as appointed in accordance with the laws of Taiwan or with the laws of the country of the parent company or subsidiary.)

  • Not a director, supervisor, or employee of a company of which the chairman or CEO (or equivalent) themselves or their spouse also serve as the company’s chairman or CEO (or equivalent) (this restriction does not apply, however, when the person is an independent director appointed by the company, its parent company, or a subsidiary pursuant to Securities and Exchange Act or the local laws and regulations).

  • Not a director, supervisor, officer, or shareholder holding five percent or more of the shares of a specified company or institution that has a financial or business relationship with the company (this restriction does not apply, however, if a specific company or institution holds more than 20% of the company’s total issued shares, not more than 50% when the person is an independent director appointed by the company, its parent company, or a subsidiary pursuant to Securities and Exchange Act or the local laws and regulations).

  • Other than serving as a compensation committee member of the company, not a professional individual who, or an owner, partner, director, supervisor, or officer of a sole proprietorship, partnership, company, or institution that, provides commercial, legal, financial, accounting services or consultation to the company or to any affiliate of the company, or a spouse thereof, and the service provided is an “audit service” or a “non-audit service which total compensation within the recent two years exceeds NTD500,000.” However, this shall not apply to the members of remuneration committee, public tender offer review committee, or special committee for merge and acquisition, who exercise their powers pursuant to the Securities and Exchange Act or the Business Mergers and Acquisitions Act.

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

(2) Remuneration Committee Responsibilities

In compliance with Article 14-6, Paragraph 1 of the “Securities and Exchange Act” and “Regulations Governing the Appointment and Exercise of Powers by the Remuneration Committee of a Company Whose Stock is Listed on the Taiwan Stock Exchange or the Taipei Exchange”, the Company established the

  • 50 -

Remuneration Committee by resolution of the board of directors on December 13, 2011. The responsibilities of the Remuneration Committee are follows:

  - Establish and periodically review the policies, systems, standards and structures of the Company’s directors and managerial officers’ performance evaluation and remuneration.

  - Periodically assess the target achievement status set for the Company's directors and managerial officers and remuneration for the directors, and managerial officers mentioned above should be established.

     - “Remuneration” as used above includes cash compensation, stock options, profit sharing and stock ownership, retirement benefits or severance pay, allowances or stipends of any kind, and other substantive incentive measures. Its scope shall be consistent with that of remuneration for directors, supervisors, and managerial officers as set out in the Regulations Governing Information to be Published in Annual Reports of Public Companies.
  1. Operation of the Remuneration Committee

  2. (1) There are three members of the Remuneration Committee in total.

  3. (2) Term of the current members: The Company re-elected the directors in the shareholders’ meeting on June 24, 2019, and the members of the 4th Term Remuneration Committee were appointed in the Board meeting on July 23, 2019. The term of office is from July 23, 2019 to July 23, 2022. In the recent year (2020), the Remuneration Committee held four (A) meetings, and the attendance of directors is summarized:

Position Name Actual
attendance
Attendance
by proxy
Actual attendance
rate(%)
Remarks
Convener
(Independent
Director)
K. C. Chou 4 0 100.00%
Committee member
(Independent
Director)
Lu Shyue Ching 4 0 100.00%
Committee member Ou Chin De 4 0 100.00%
Other items to be stated:
I. If the Board of Directors decline to adopt, or will modify, a recommendation of the Remuneration
Committee, state the meeting date, term, contents of motions, resolution of the Board meeting, and the
Company’s treatment to the opinions of the Remuneration Committee (e.g. the remuneration passed by the
Board exceeds the recommendation of the Remuneration Committee, the circumstances and cause for the
difference shall be specified): None.
II. For the resolutions adopted by the Remuneration Committee, to which a member has a dissenting or
qualified opinion which is on record or stated in a written statement, state the meeting date, term, contents
of motions, opinion of each member, and the treatment to such opinions: None
III. The operation of the Remuneration Committee duringthe recentyear is described as the following:
Remuneration
Committee
meeting
Proposal description
Resolution
The Company’s treatment
to the opinions of the
Remuneration Committee
2020.01.14
1. Recognized the motion
of the Company's new
managerial officers and
their remuneration.
2. The motion to discuss
the 2018 employee
remunerations to
managerial officers, and
2019 distribution of
Motion 1 and 2
All members attended
and approved the
motions as it was
unanimously.
Motion 3
All the members
attended the meeting,
and the amendments
The amended and
deliberated content by
remuneration committee
was submitted to the
Board of Directors, and
approved by all the
attending directors as
the motion was.
  • 51 -
year-end bonus to
managerial officers.
3. The motion to amend
the Company's
“Regulations Governing
the Board Performance
Evaluation”.
to the "Remuneration
Payment Measures
for Directors and
Supervisors" and the
self-assessment
questionnaire were
approved after
amendments, and the
rest were approved as
the motion was
without dissent.
2020.03.20 The motion for the
Company’s 2019
remuneration to
employees, directors and
supervisors.
All members attended
and approved the
motions as it was
unanimously.
The deliberated content
by remuneration
committee was
submitted to the Board
of Directors, and
approved by all the
attending directors as
the motion was.
2020.07.21 1. The motion of the
salary adjustment for
the Company’s
managerial officers.
2. The motion to
distribute the
Company's 2019
remuneration to
directors and
supervisors
All members attended
and approved the two
motions as they were
unanimously.
The deliberated content
by remuneration
committee was
submitted to the Board
of Directors, and
approved by all the
attending directors as
the motion was.
2020.10.8 The motion for the plan on
the Company’s employee
stock ownership trust.
All the members
attended for the
motion. It was
recommended that the
members of the
Employee Stock
Ownership
Committee may be
expanded to include
employees from all
levels. In addition, the
recommended period
required for senior
executives may be
extended, to provide
employees with a
longer period of
consideration and
increase participation.
Other contents were
approved as they
were without dissent.
The amended and
deliberated content by
remuneration committee
was submitted to the
Board of Directors, and
approved by all the
attending directors as
the motion was.
  • 52 -

(V) Fulfillment of Corporate Social Responsibility, and variance from the Corporate Social Responsibility Best Practice Principles for TWSE/GTSM Listed Companies, and the reason for any such variance

Assessment Item Operation Status (Note 1) Operation Status (Note 1) Operation Status (Note 1) Variance from the
Corporate Social
Responsibility Best
Practice Principles
for TWSE/GTSM
Listed Companies,
and the reason for
anysuch variance
Yes No Summary (Note 2)
I. Does the Company follow
materiality principle to conduct
risk assessment for environmental,
social and corporate governance
topics related to company
operation, and establish risk
management related policy or
strategy? (Note 3)
V The Company’s Corporate Social
Responsibility Best Practice Principles have
been established by referring to the “Corporate
Social Responsibility Best Practice Principles
for TWSE/GTSM Listed Companies.” In
addition, through the four steps of
identification, prioritization, verification, and
inspection, the major concerns of the
stakeholders; the Company's impact on the
economy, environment, and society have been
identified through the corporate social
responsibility report prepared by the Company
for explanation and responses. Meanwhile, the
review of the Company's implementation
results in various aspects, serve as a basis for
subsequent review and improvement, to
achieve the Company's vision of sustainable
development.
No variance.
II. Does the Company have a
dedicated (or ad-hoc) CSR
organization with Board of
Directors authorization for
senior management, which
reports to the Board of
Directors?
V The Company has assigned the Administration
Division as the full-time (part-time) unit to
promote corporate social responsibility (CSR).
The Director of Administration and
Management Center serves as the convener of
the CSR project. Under the convener, five task
forces are divided, namely "Corporate
Governance and Economics Task Force,"
"Employee Care Task Force," "Sustainable
Environment Task Force," "Products and
Services Task Force," and "Community
Co-Prosperity Task Force." The relevant
responsible units will send staff to participate
in promoting CSR projects, including
meetings and discussions, information
gathering and implementation; at least one
regular report to the Board of Directors is
arranged every year. The report for 2019 has
been reported by the unit to the board of
directors on its implementation on November
12,2020.
No variance.
III. Environmental Topic
(I) Has the Company set an
environmental management
system designed to industry
characteristics?
.
V (I) As Taiwanese society is highly developed,
people value the environmental quality
increasingly. In addition to implementing
energy-saving, power-saving, and
water-saving measures in its operations,
the Group also establishes relevant
environmental management systems based
on its industrial characteristics, such as
ISO14001, TAF, and traffic lane air
pollution prevention. Among them, the
ISO14001 certification was obtained on
April 15,2017,and the validperiod is
No variance.
  • 53 -
(II) Is the Company committed to
improving resource efficiency
and to the use of renewable
materials with low
environmental impact?
(III) Does the Company evaluate
current and future climate
change potential risks and
opportunities and take measures
related to climate related topics?
(IV) Does the Company collect data
for greenhouse gas emissions,
water usage and waste quantity
in the past two years, and set
energy conservation,
greenhouse gas emissions
reduction, water usage
reduction and other waste
management policies?
V
V
V
from April 5, 2020 to April 5, 2023, which
has improved environmental performance
and reduced negative environmental risks.
(II) The Company is in the construction
industry, and most of the new projects
apply green building designs, and use
construction materials and carbon-coated
materials that meet the environmental
protection green building materials label;
for the building exterior, it considers
thermal insulation design and adds solar
power equipment as an alternative energy
source to reduce energy consumption. In
terms of construction waste, it is collected
and treated separately from general
household waste, and waste classification,
itemized collection and recycling are
implemented, with regular report as
required by laws and regulations.
(III) The Company monitors the potential risks
of climate change to the Company and
future operations, and develops measures
to incorporate climate-related issues into
the responses in the environment aspect
(please refer to the Company’s corporate
social responsibility report). The office and
living areas implement energy-saving
measures equivalent to the governmental
agencies; the energy-saving and
carbon-reduction strategies are formulated
and promoted, to avoid the impact of
Company operations on the climate
environment.
(IV) The Company has established key
performance indicators (KPIs) for energy
saving and control, and gradually requires
electricity bills and power consumption to
be reduced by 3% comparing to the same
period of the previous year (please refer to
the company’s website and corporate
social responsibility report). The
Company will continue to promote
energy-saving policies and encourage
employees to face and handle greenhouse
gas management issues. The statistics in
the past two years are as follows:
Item
2019
2020
Greenhouse
gas emission
(Scope 1:
fuels)
34,789kg
CO2e
33,387kgCO2e
Greenhouse
gas emission
(Scope 2:
power)
156,205kg
CO2e
143,029kgCO2e
Water usage
1,697 m3
1,623 m3
Waste
No
statistics
3,893.39 kg
(Sep to Dec)
Note:
Scope 1: each liter converted to the CO2emission (per
liter gasoline=2.24 kg)
Scope 2: Bureau of Energy, MOEA sets the basis for
the electricity carbon emission factor for 2020 was
0.492 kg CO2e/ kWh
from April 5, 2020 to April 5, 2023, which
has improved environmental performance
and reduced negative environmental risks.
(II) The Company is in the construction
industry, and most of the new projects
apply green building designs, and use
construction materials and carbon-coated
materials that meet the environmental
protection green building materials label;
for the building exterior, it considers
thermal insulation design and adds solar
power equipment as an alternative energy
source to reduce energy consumption. In
terms of construction waste, it is collected
and treated separately from general
household waste, and waste classification,
itemized collection and recycling are
implemented, with regular report as
required by laws and regulations.
(III) The Company monitors the potential risks
of climate change to the Company and
future operations, and develops measures
to incorporate climate-related issues into
the responses in the environment aspect
(please refer to the Company’s corporate
social responsibility report). The office and
living areas implement energy-saving
measures equivalent to the governmental
agencies; the energy-saving and
carbon-reduction strategies are formulated
and promoted, to avoid the impact of
Company operations on the climate
environment.
(IV) The Company has established key
performance indicators (KPIs) for energy
saving and control, and gradually requires
electricity bills and power consumption to
be reduced by 3% comparing to the same
period of the previous year (please refer to
the company’s website and corporate
social responsibility report). The
Company will continue to promote
energy-saving policies and encourage
employees to face and handle greenhouse
gas management issues. The statistics in
the past two years are as follows:
Item
2019
2020
Greenhouse
gas emission
(Scope 1:
fuels)
34,789kg
CO2e
33,387kgCO2e
Greenhouse
gas emission
(Scope 2:
power)
156,205kg
CO2e
143,029kgCO2e
Water usage
1,697 m3
1,623 m3
Waste
No
statistics
3,893.39 kg
(Sep to Dec)
Note:
Scope 1: each liter converted to the CO2emission (per
liter gasoline=2.24 kg)
Scope 2: Bureau of Energy, MOEA sets the basis for
the electricity carbon emission factor for 2020 was
0.492 kg CO2e/ kWh
from April 5, 2020 to April 5, 2023, which
has improved environmental performance
and reduced negative environmental risks.
(II) The Company is in the construction
industry, and most of the new projects
apply green building designs, and use
construction materials and carbon-coated
materials that meet the environmental
protection green building materials label;
for the building exterior, it considers
thermal insulation design and adds solar
power equipment as an alternative energy
source to reduce energy consumption. In
terms of construction waste, it is collected
and treated separately from general
household waste, and waste classification,
itemized collection and recycling are
implemented, with regular report as
required by laws and regulations.
(III) The Company monitors the potential risks
of climate change to the Company and
future operations, and develops measures
to incorporate climate-related issues into
the responses in the environment aspect
(please refer to the Company’s corporate
social responsibility report). The office and
living areas implement energy-saving
measures equivalent to the governmental
agencies; the energy-saving and
carbon-reduction strategies are formulated
and promoted, to avoid the impact of
Company operations on the climate
environment.
(IV) The Company has established key
performance indicators (KPIs) for energy
saving and control, and gradually requires
electricity bills and power consumption to
be reduced by 3% comparing to the same
period of the previous year (please refer to
the company’s website and corporate
social responsibility report). The
Company will continue to promote
energy-saving policies and encourage
employees to face and handle greenhouse
gas management issues. The statistics in
the past two years are as follows:
Item
2019
2020
Greenhouse
gas emission
(Scope 1:
fuels)
34,789kg
CO2e
33,387kgCO2e
Greenhouse
gas emission
(Scope 2:
power)
156,205kg
CO2e
143,029kgCO2e
Water usage
1,697 m3
1,623 m3
Waste
No
statistics
3,893.39 kg
(Sep to Dec)
Note:
Scope 1: each liter converted to the CO2emission (per
liter gasoline=2.24 kg)
Scope 2: Bureau of Energy, MOEA sets the basis for
the electricity carbon emission factor for 2020 was
0.492 kg CO2e/ kWh
from April 5, 2020 to April 5, 2023, which
has improved environmental performance
and reduced negative environmental risks.
(II) The Company is in the construction
industry, and most of the new projects
apply green building designs, and use
construction materials and carbon-coated
materials that meet the environmental
protection green building materials label;
for the building exterior, it considers
thermal insulation design and adds solar
power equipment as an alternative energy
source to reduce energy consumption. In
terms of construction waste, it is collected
and treated separately from general
household waste, and waste classification,
itemized collection and recycling are
implemented, with regular report as
required by laws and regulations.
(III) The Company monitors the potential risks
of climate change to the Company and
future operations, and develops measures
to incorporate climate-related issues into
the responses in the environment aspect
(please refer to the Company’s corporate
social responsibility report). The office and
living areas implement energy-saving
measures equivalent to the governmental
agencies; the energy-saving and
carbon-reduction strategies are formulated
and promoted, to avoid the impact of
Company operations on the climate
environment.
(IV) The Company has established key
performance indicators (KPIs) for energy
saving and control, and gradually requires
electricity bills and power consumption to
be reduced by 3% comparing to the same
period of the previous year (please refer to
the company’s website and corporate
social responsibility report). The
Company will continue to promote
energy-saving policies and encourage
employees to face and handle greenhouse
gas management issues. The statistics in
the past two years are as follows:
Item
2019
2020
Greenhouse
gas emission
(Scope 1:
fuels)
34,789kg
CO2e
33,387kgCO2e
Greenhouse
gas emission
(Scope 2:
power)
156,205kg
CO2e
143,029kgCO2e
Water usage
1,697 m3
1,623 m3
Waste
No
statistics
3,893.39 kg
(Sep to Dec)
Note:
Scope 1: each liter converted to the CO2emission (per
liter gasoline=2.24 kg)
Scope 2: Bureau of Energy, MOEA sets the basis for
the electricity carbon emission factor for 2020 was
0.492 kg CO2e/ kWh
No variance.
No variance.
No variance.
Item 2019 2020
Greenhouse
gas emission
(Scope 1:
fuels)
34,789kg
CO2e
33,387kgCO2e
Greenhouse
gas emission
(Scope 2:
power)
156,205kg
CO2e
143,029kgCO2e

Water usage
1,697 m3 1,623 m3
Waste No
statistics
3,893.39 kg
(Sep to Dec)

Note:
Scope 1: each liter converted to the CO2emission (per
liter gasoline=2.24 kg)
Scope 2: Bureau of Energy, MOEA sets the basis for
the electricity carbon emission factor for 2020 was
0.492 kg CO2e/ kWh
  • 54 -
Bureau of Energy, MOEA sets the basis for the
electricity carbon emission factor for 2019 was 0.509
kg CO2e/kWh
IV. Social Topic
(I) Does the Company set policies
and procedures in compliance
with regulations and
internationally recognized
human rights principles?
(II) Has the Company established
appropriately managed
employee welfare measures
(include salary and
compensation, leave and others),
and link operational
performance or achievements
with employee salary and
compensation?
(III) Does the Company provide
employees with a safe and
healthy working environment,
with regular safety and health
training?
V
V
V
(I) The Company observes relevant labor laws
and respects the internationally recognized
basic labor human rights principles, and
has formulated the "Human Rights Policy,
" respecting workplace human rights, safe
working environment, anti-discrimination,
diversified channels and other rights.
Relevant policies and regulations are
announced on the official website and
internal website for employees to check.
(II) The Company plans HR Management
Regulations in accordance with laws and
regulations and carries out reviews on
related
personnel
system
while
establishing strategies to accommodate
changes in the social and economic
environment. The Company also attaches
great importance on the employee’s
salaries and benefits - in terms of the
remuneration system: not only are the
employee’s
bonuses
linked
to
the
Company's operating performance, but
personal performances are equally crucial,
so that the Company and employees can
jointly create a win-win situation; the
Company
also
has
established
the
Remuneration Committee to regularly
review the performance and remuneration
level of directors and managerial officers.
In terms of the welfare system: the
Employee
Welfare
Committee
plans
diversified welfare measures to enhance
the friendship among co-works as well as
looking after the employee’s physical and
mental health.
(III)
1.To ensure the safe management and
maintenance
of
the
working
environment of employees, any visitor
must go through the security personnel
and access control on the first floor to
access and reach the designated floors.
The Company also cope with the office
building management unit for various
safety drilling or tests; at the same time,
in order to strengthen the concept of
employees' occupational safety and the
maintenance of working environment
safety,
the
Company
organizes
occupational safety and health trainings
for occupational safety and health
officers, new employees and general
employees pursuant to laws.
2. To ensure that each employee maintains
physical and mental health, the on-site
health service system is introduced;
every year, employee health checks are
arranged with health seminars from
No variance.
No variance.
No variance.
  • 55 -
(IV)Has the Company established
effective
career
development
training plans?
(V) Does the Company’s product and
service comply with related
regulations
and
international
rules for customers’ health and
safety, privacy, sales, labelling
and
set
polices
to
protect
consumers’ rights and consumer
appeal procedures?
(VI) Does the Company set supplier
managementpolicyand request
V
V
V
time to time, to provide employees with
health
information
and
consulting
services.
3.To
provide
employees
with
an
outstanding
and
safe
workplace
environment, SGS Taiwan Ltd. is
retained to carry out various office
environment testing tasks on a regular
basis
each
year,
including
office
environment
lighting
illuminance
testing in March and September,
inspection of office CO2 concentration
in March and September, quarterly
drinking
fountain
water
quality
inspections, and office environment
disinfection is implemented in June and
December, The office is also equipped
with employees who were trained as
qualified first-aider, and with general
household
medicines
and
related
medical supplies.
4. In response to the COVID-19, the
Company immediately established a
pandemic prevention mechanism and
planned a contingency plan. From
building access control and visitor
management,
pandemic
prevention
notification, simulated working from
home testing, to regular voluntary
questionnaire surveys, among other
things, there are clear management
measures and strict implementation, to
maintain a safe and healthy working
environment for employees.
(IV)The Company establishes an effective
career
ability
development
training
program for employees, and prepares
budgets every year, for regularly or
extraordinary series of training courses
suitable for different ranks to achieve
employees’
objectives
of
career
development and promotion plan.
(V)The Company’s product and service
comply with related regulations and
international rules for customers’ health
and safety, privacy, sales, labelling are
handled pursuant to related laws and
regulations, and the legitimacy is regularly
reviewed. If there are negotiation terms,
the customer’s consent is also obtained. In
addition, at the official website platforms
of the company’s products, there are
customer service section and a forum
function.
Stakeholders
involved
in
procurement,
engineering,
sales
and
customer
service
may
express
their
opinions and complaint needs through the
above service section, and the Company’s
accountable units are responsible for
responding and processing, to protect the
interests of all stakeholders.
(VI) Before establishing business relationship
with suppliers,the Companyfirst collects
No variance.
No variance.
No variance.
  • 56 -
suppliers to comply with related
standards on the topics of
environmental,
occupational
safety and health or labor right,
and their implementation status?
and evaluates whether there are any
records affecting the environment and
society,
records
of
government
procurement rejections or major labor
safety incidents, as an important reference
for evaluating whether to include the
suppliers into the Company’s qualified
suppliers, as well as to ensure that the new
supplier does not result in any significant
impact on society. In addition, suppliers
must
observe
the
Group’s
unified
procurement management system. Other
than accepting vendor’s evaluation, the
contract also includes the Occupational
Safety and Health Act, site labor safety and
health, and prohibition of hiring illegal
workers, to protect labor rights, ethics, and
integrity. In case of violation of the
aforesaid circumstances, a fine may be
imposed according to the contract terms, or
the contract
may be terminated or
cancelled anytime.
V. Does the Company refer to
international reporting rules or
guidelines
to
publish
CSR
Report to disclose non-financial
information of the Company?
Has the said Report acquire 3rd
certification party verification or
statement of assurance?

V
The 2020 CSR Report is being prepared now.
The 2019 CSR Report was prepared pursuant
to GRI Standards issued by Global Reporting
Initiative, and PwC Taiwan performed the
assurance certification pursuant to "Standard
on Assurance Engagements No. 1."
No variance.
VI. If the Company has established its corporate social responsibility practice principles according to the “Corporate
Social Responsibility Best Practice Principles for TWSE/GTSM Listed Companies” please describe the
operational status and variance:
To fulfill the responsibility of corporate social responsibility and implement corporate feedback, the
Company’s Board of Directors passed a resolution on December 8, 2016 to formulate the "Corporate Social
Responsibility Best Practice Principles" as the company's short-, medium- and long-term CSR project promotion
guidelines. Meanwhile, the Company’s corporate social responsibility operations are reviewed through the
annual corporate social responsibility report. The Company has a CSR team, which is no variance from the
"Corporate Social Responsibility Best Practice Principles for TWSE/GTSM Listed Companies" in operation.
Please refer to the Company's website or MOPS for operation status and results.
VII. Other important information to facilitate better understanding of the company’s implementation of corporate
social responsibility:
Please refer to the “Corporate Social ResponsibilityReport” on the website for related information.

Note 1: If "Yes" is checked for the operation situation, please explain the important policies, strategies, measures and implementation adopted; if "No" is checked for the operation, please explain the reason and describe the plan for adopting relevant policies, strategies and measures in the future.

  • Note 2: The Company has prepared the corporate social responsibility report for the previous year every year since 2017. However, since its publication date is later than the publication date of the annual report of the shareholders meeting, this annual report cannot index the corporate social responsibility for 2020-page number of the report.

  • Note 3: The principle of materiality refers to those environmental, social and corporate governance issues that have a significant impact on the Company's investors and other stakeholders.

  • 57 -

(VI) Fulfillment of Ethical Corporate Management, and variance from the Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies, and the reason for any such variance:

Assessment Item Implementation Status Implementation Status Implementation Status Variance from the
Ethical Corporate
Management Best
Practice Principles
for TWSE/GTSM
Listed Companies,
and the reason for
anysuch variance
Yes No Summary
I. Establishment of Corporate Conduct and
Ethics
Policy
and
Implementation
Measures
(I) Does the company have a clear ethical
corporate management policy approved
by its Board of Directors, and bylaws
and
publicly
available
documents
addressing its corporate conduct and
ethics
policy
and
measures,
and
commitment regarding implementation
of such policy from the Board of
Directors and the top management
team?
(II) ether the company has established an
assessment mechanism for the risk of
unethical conduct; regularly analyzes
and
evaluates
within
a
business
context, the business activities with a
higher risk of unethical conduct; has
formulated a program to prevent
unethical conduct with a scope no less
than
the
activities
prescribed
in
paragraph 2, Article 7 of the “Ethical
Corporate Management Best Practice
Principles for TWSE/GTSM Listed
Companies”?
(III) Whether the company has established
relevant policies that are duly enforced
to prevent unethical conduct, provided
implementation procedures, guidelines,
consequences
of
violation
and
appealing procedures, and periodically
reviews and revises such policies?





























V
(I) The Company has formulated the "Ethical Corporate
Management Best Practice Principles" approved by
the Board of Directors, regulating the standards to be
complied with by directors and managerial officers
when performing their duties. The policy of ethical
management is specified in the regulations, external
documents and the Company’s website, as well
specified in the "Employment Contract " or the
appointment contract, requiring all employees or
appointed managerial officers to observe; the
incumbent employees must sign the "Corporate
Management Best Practice Principles" consent form.
At the same time, the Company specifies the relevant
employee
confidentiality
agreement
in
the
"Employment Contract. "For the business, documents
and customer information a employee manages,
absolute confidential obligation shall be assumed, and
he/she shall not disclose it unless it is legally ordered
or approved. In addition, the Company regularly
organizes trainings and promotions for employees to
fully understand the Company’s determination,
policies, prevention programs and consequences of
violations of unethical conduct, to implement the
ethical management policy and actively prevent
unethical conducts.
(II) The Company’s " Ethical Corporate Management Best
Practice
Principles"
has
established
principal
regulations for the business activities with higher risks
of unethical conducts set forth in Article 7, Paragraph
2 of the "Ethical Corporate Management Best Practice
Principles for TWSE/GTSM Listed Companies." In
the future, it will gradually develop specific preventive
measures. In the Company’s orientation for new
employees,
"Instructions
for
Employees’
Life",
"Regulations
of
Reward
and
Punishment
Management" and " Ethical Corporate Management
Best Practice Principles," it all expressly prohibits
receiving entertainment and gifts from suppliers,
clients, contractors or competitors related to the group.
Employees must not exploit their authorities to engage
in activities with conflict of interests with the Group
for obtain illegal benefits. Violators will be severely
punished, in order to promote the importance of ethical
conducts and related disciplinary regulations. In
addition, the Company has also formulated the "Code
of Ethical Conduct for Directors and Managers" as a
basis for implementing ethical management.
(III) The company has set up the "Code of Ethical Conduct
for Directors and Managerial Officers," specifying
various regulations,such aspreventingconflicts of
















































No variance.
  • 58 -
Assessment Item Implementation Status Implementation Status Implementation Status Variance from the
Ethical Corporate
Management Best
Practice Principles
for TWSE/GTSM
Listed Companies,
and the reason for
anysuch variance
Yes No Summary
interest, preventing personal gains, confidentiality, fair
trading, prohibiting insider trading, protecting and
appropriately using company assets, observing laws
and regulations, and encouraging reporting conducts
illegal or violating ethical code of conduct, as well as
the disciplinary measures, as the basis for compliance.
(IV) In order to implement the Ethical Corporate
Management
Best
Practice
Principles
and
to
effectively control and manage reported cases, and to
establish
smooth
reporting
channels
and
fair
investigation
procedures
to
correct
possible
misconduct, the Company has formulated the
Reporting Management Regulations as approved by
the board of directors, and established a whistleblower
mailbox on the official website of the Group for
internal and external personnel. Once a reported case
is accepted, the confidentiality of the identity of the
whistleblower and the content reported will be ensured
throughout the investigation process. If an employee is
proved to have violated rules, it shall be handled in
accordance with the Company's Regulations of
Reward and Punishment Management. If there is
indeed a violation of relevant laws and regulations as
proved in the investigation, the Company will take
appropriate legal actions when necessary to protect the
Company’s reputation and rights and interests.























II. Ethic Management Practice
(I) Does the company evaluate the integrity of
all
counterparties
it
has
business
relationships with? Are there any
integrity clauses in the agreements it
signs with business partners?
(II) Has the company set up a dedicated
responsible unit to promote corporate
ethical management under the Board of
Directors, and has such unit reported its
execution
in
terms
of
ethical
management policy and preventive
programs against unethical behaviors
and the supervision status to the Board
of Directors on a regular basis (at least
once a year)?
(III) Does the company have any policy that
prevents
conflict
of
interest,
and
channels that facilitate the reporting of
conflicting interests?
















V
V
V
(I) In the contract signed with agencies, suppliers,
customers or other business partners, the Company has
added provisions to comply with ethical management. In
the event of unethical conducts, the Company may
terminate or cancel the contract at any time.
(II) When the Company conducts business activities with
its counterparties, it uses credit investigation procedures
in advance to verify the transaction records and credit
records of its counterparties, avoiding transactions with
parties with records of unethical conducts, and terms of
penalties for violations of ethics are specified in
contracts.
(III) In order to improve the management of ethical
management, the corporate governance team is
responsible for the formulation, supervision and
implementation of ethical management policies and
prevention programs, and regularly reports to the Board
of Directors on their implementation at least once a year.
The Company has formulated policies to prevent
conflicts of interest through the "Instructions for
Employee
Life",
"Regulations
of
Reward
and
Punishment Management" and "Ethical Corporate
Management Best Practice Principles." If any employee
finds any illegal activity, pursuant to the provisions of
"ReportingManagement Regulations,"he/she may






















No variance.
No variance.
No variance.
  • 59 -
Assessment Item Implementation Status Implementation Status Implementation Status Variance from the
Ethical Corporate
Management Best
Practice Principles
for TWSE/GTSM
Listed Companies,
and the reason for
anysuch variance
Yes No Summary
(IV) Has the company established an effective
accounting system and internal control
system in order to implement ethical
management, and propose relevant audit
plans according to the assessment results
of the risks of unethical behaviors, and
review the compliance status of the
prevention of unethical behaviors, or
entrust an account to carry out the
review?
(V) Does the company organize internal or
external training on a regular basis to
maintain business integrity?









V
V
report such acitvity and the corporate governance team
is responsible for accepting. If employees of the
Company violate this Principles, they shall be treated in
accordance with the Company's "Regulations of Reward
and Punishment Management"; if there is a violation of
relevant laws and regulations, the Company will take
appropriate legal actions when necessary to protect the
Company's reputation and interests.
(IV) The Company has established a rigorous accounting
system and set up a dedicated accounting unit. Financial
reports are reviewed by CPAs to ensure the adequacy of
financial information disclosure; internal auditors
conduct regular/extraordinary reviews pursuant to laws
and regulations and operational needs, to implement the
internal control system.
(V) The senior management of the Company attend in the
relevant external courses organized by the competent
authorities every year; meanwhile, the Company’s
regular internal training courses for new employees and
various internal key training courses (e. g. officer
training) also cover relevant promotion of ethical
management.
At least once a year, the Company educates all insiders
such as directors and managers in accordance with the "
Management Operations to Prevent Insider Trading "
and related laws and regulations, and holds digital
courses on the internal learning platform of the "Ethical
Corporate Management Best Practice Principles." The
promotion, prevention and information announed in
letter by the competent authorities forwarded to the
directors and managerial officer and all insiders, for
them to know, seeking to help employees understand
the laws and regulations through the promotion and
courses, so that employees and managerial officiers will
observe fullywhen conductingtheir business.































No variance.
No variance.
III. Operation of the Whistleblowing System
(I) Does the company have a specific
whistleblowing
and
reward
system
stipulated, a convenient report channel
established and a responsible staff
designated to handle the individual being
reported?





V
(I) The Company has established a whistleblowing
mailbox on the Company's official website for internal
and external persons to use. The corporate governance
team is responsible for accepting whistleblowing
cases, and the corporate governance officer serves as
the convener of investigation for the whistle-blown
cases. Whistle-blowing cases are divided into general
cases and these involving directors or senior
management. Once accepted, an investigation team
will be formed according to the content of the
whistle-blown case. After the investigation is
completed, the convener of the investigation team will
report to the corporate governance team or the Audit
Committee, and the governance team or the Audit
Committee will review and make recommendations
for disciplinary actions. The relevant units also review
the relevant internal control system and operating
















No variance.
  • 60 -
Assessment Item Implementation Status Implementation Status Implementation Status Variance from the
Ethical Corporate
Management Best
Practice Principles
for TWSE/GTSM
Listed Companies,
and the reason for
anysuch variance
Yes No Summary
(III) Has the company implemented any
standard procedures and/or subsequent
measures after carrying out an
investigation or confidentiality
measures for handling reported
misconduct?
(IV) Has the company taken appropriate
measures to protect the whistle-blower
from suffering any consequences of
reporting an incident?
V
V
procedures,
and
propose
specific
improvement
measures to prevent the same situation from
happening again.
(II)
Once
the
reported
matter
is
accepted,
the
confidentiality principle shall be followed and the
investigation and evidence collection shall be
conducted pursuant to the "Reporting Management
Regulations;" the identity of the informant and the
content of the report shall be kept confidential.
(III) If the Company accepts any whistle-blown case, in
order to protect the whistleblower, the case shall be
handled in a confidential manner. The relevant
personnel and interested persons in the handling of the
case shall be responsible for keeping the identity of the
whistleblower, the content of the allegation and the
investigation process confidential. If there is a
violation of confidentiality, those who are obliged will
be treated in accordance with the Company's
"Regulations
of
Reward
and
Punishment
Management", and the Company also promises to
protect the whistleblower from being improper
treatment due to the whistle blowing.



















No variance.
No variance.
IV. Strengthening of Information Disclosure
Does the company have the contents of
ethical corporate management and its
implementation disclosed on the website
and MOPS?



V
The Company has disclosed the "Ethical Corporate
Management Best Practice Principles" on the website and
MOPS, regulating the standards to be complied with by
directors and managerial officers when performing their
duties. Also it is well specified in the "Employment
Agreement" or the appointment contract, requiring all
employees or appointed managerial officers to observe; the
incumbent employees must sign the "Ethical Corporate
Management Best Practice Principles" consent form.
The training courses for new employees and various
internal key training courses (such as officer training, etc.)
cover thepromotion of ethical management.










No variance.
V. For companies who have established Ethical Corporate Management Best Practice Principles in accordance with the “Ethical
Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies”, please describe the current practice and
any variance from the code of conduct:
The Company has established the Ethical Corporate Management Best Practice by referring to the “Ethical Corporate
Management Best Practice Principles for TWSE/GTSM Listed Companies,” to strengthen the corporate culture with ethical
management, and serve as the compliance basis for the board members, managerial officers, and employees. Currently, there is no
variance.
VI. Other material information that helps to understand the practice of ethical management of the company: (e.g., the review and
revision of the best-practice principles of the Company in ethical management)
Always monitor the development of relevant domestic and overseas standards for ethical management, for review and
improve the company’s Ethical Corporate Management Best Practice Principles according, and prevent the violations of ethical
management from occurring,to implement the Company's ethical managementphilosophy.
  • V. For companies who have established Ethical Corporate Management Best Practice Principles in accordance with the “Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies”, please describe the current practice and any variance from the code of conduct:

The Company has established the Ethical Corporate Management Best Practice by referring to the “Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies,” to strengthen the corporate culture with ethical management, and serve as the compliance basis for the board members, managerial officers, and employees. Currently, there is no variance.

VI. Other material information that helps to understand the practice of ethical management of the company: (e.g., the review and revision of the best-practice principles of the Company in ethical management)

Always monitor the development of relevant domestic and overseas standards for ethical management, for review and improve the company’s Ethical Corporate Management Best Practice Principles according, and prevent the violations of ethical management from occurring, to implement the Company's ethical management philosophy.

  • (VII) If the Company established the corporate governance guidelines and related articles, please disclose the inquiry method: Please refer to the governance section on the Market Observation Post System (MOPS)or the governance section on the Company's official website.

  • (VIII) Other important information that is sufficient to enhance the understanding of the operation of corporate governance shall be disclosed all together: Please refer to (3) in this article for the Company’s corporate governance for more details.

  • 61 -

  • (IX) The following shall also be disclosed in the implementation of the internal control system:

  • 1.Internal control system:

Radium Life Tech Co., Ltd. Declaration of Internal Control

Date: March 26, 2021

Based on the findings of a self-assessment, the Company states the following with regard to its internal control system during the year 2020:

  • I. We understand it is the responsibility of the Company’s management to have internal control system established, enforced, and maintained. The purpose is to provide reasonable assurance on the achievement of operating effectiveness and efficiency (including profits, performance, and assets safeguarding), reporting matters with reliability, timeliness, and transparency, and compliance with the relevant law and regulations.

  • II. Internal control policies are prone to limitations. No matter how robustly designed, effective internal control policies merely provide reasonable assurance to the achievements of the three goals above. Furthermore, environmental, and situational changes may affect the effectiveness of internal control policies. Nevertheless, the internal control system of the Company contains self-monitoring mechanisms, and corrective action is taken whenever a deficiency is identified.

  • III. The Company has based on the criteria of the internal control system effectiveness in the “Regulations Governing Establishment of Internal Control Systems by Public Companies” (referred to as the “Regulations” hereinafter) to determine the effectiveness of the internal control system design and implementation. The criteria introduced by “Regulations” consisted of five major elements, each representing a different stage of internal control: 1. Control environment, 2. Risk evaluation and response, 3. Procedural control, 4. Information and communication, 5. Supervision. Each element further contains several items. Please refer to the “Regulations” for the details of the said items.

  • IV. The Company has adopted the above judgment items of internal control system to assess the design and operating effectiveness of the internal control system.

  • V. Based on the findings of the evaluation, the Company believes that, as of December 31, 2020, its internal control system (including supervision and management of subsidiaries) as well as monitoring the achievement of its objectives concerning operational effectiveness and efficiency; reliability, timeliness and transparency of the reporting and compliance with applicable laws, regulations, etc. were effective in design and operation, and reasonably assured the achievement of the above-mentioned objectives.

  • VI. The Declaration of Internal Control is the content of our annual report and prospectus for the information of the public. For any forgery and concealment of the aforementioned information to the public, we will be held responsible by law in accordance with Article 20, Article 32, Article 171 and Article 174 of the Securities and Exchange Act.

  • VII. The declaration has been passed by board in the meeting held on March 26, 2021, with all 7 attending directors affirming the content of the declaration.

Radium Life Tech Co., Ltd. Chairman: Lin Rong Shian President: Shen Ching Peng

  • 62 -

  • If a CPA is entrusted to perform a special audit on the internal control system, the audit report shall be disclosed: None.

  • (X) List of discipline, significant deficit, and improvement status of violation of internal control system in the most recent fiscal year and up to the date of publication of the annual report: None

  • (XI) Important resolutions at shareholder’s meetings and Board of Directors meetings in the most recent fiscal year and up to the date of publication of the annual report:

  • Important Resolutions of the Board of Directors

MeetingDate Important Resolutions
2020.1.14  Recognized the motion for the Company to reduce the limit when providing endorsement and guarantee to
the subsidiary credit.
 Recognized the motion of the Company's new managerial officers and their remuneration.
 Approved the motion to amend the Company’s “Internal Control System” (including enforcement rules for
internal audits).
 Approved the motion to amend the Company's “Regulations Governing the Board Performance
Evaluation”.
 Approved the motion for the Company to apply for credit limit from a financial institution.
 The motion to distribution of the 2018 employee remunerations and compensation to managerial officers
2020.2.26  Recognized the motion to provide endorsement/guarantee to a subsidiary’s credit case.
 Approved the motion to provide endorsement/guarantee to a subsidiary’s credit case.
 Approved the motion for the Company and a subsidiary to sign a construction agreement for New
Construction of Sanzhi Project.
 Approved the motion to amend the Company's “Remuneration Committee Charter”.
 Approved the motion to amend the Company's “Audit Committee Charter”.
 Approved the motion to amend the Company’s “Ethical Corporate Management Best Practice Principles”.
 Approved the motion to amend the Company’s “Rules of Procedure for Board of Directors Meetings”.
 Approved the motion to amend the Company’s “Rules of Lending Funds to Others”.
 Approved the motion to determine the convention of 2020 general shareholders’ meeting
 Approved the motion to sign a Sanzhi Trust Deed with a financial institution.
2020.3.20  Recognized the motion for the Company to invest in and establish Rih Ding Circular Econ Inv Hldg Co.,
Ltd.
 Approved the motion for the Company's 2019 business report, consolidated financial statements and
standalone financial statements.
 Approved the motion for the Company’s 2019 remuneration to employees, directors and supervisors.
 Approved the motion for the Company's 2019 earnings distribution.
 Approved the motion for the Company’s 2019 internal control system statement.
 Approved the motion to amend the Company’s “Internal Control System” (including enforcement rules for
internal audits).
 Approved the motion for the Company’s 2020 operating plan.
 Approved the motion for the 2020 assessment on the independence and competency of the Company’s
CPAs.
 Approved the motion for the Company to apply for credit limit from an financial institution.
 Approved the motion to provide endorsement/guarantee to a subsidiary’s credit case.
 Approved the motion for the Company to buy back its shares from the centralized securities exchange
market.
2020.4.6  Approved the motion for the Company’s newly established subsidiary, Rih Ding Circular Econ Inv Hldg
Co., Ltd. to transfer shares to acquire the Company’s 100% owned subsidiaries - Rih Ding Water Enterprise
Co.,Ltd. and DingShengGreen EnergyTechnologyCo.,Ltd.
  • 63 -
MeetingDate Important Resolutions
2020.4.7  Approved the motion for the Company to apply for credit limit from a bank.
 Approved the motion to provide endorsement/guarantee to a subsidiary’s credit case.
 Approved the motion for the Company to apply for credit from an financial institution.
 Approved the motion for Proposed Business Restructing Plan to enable Rih Ding Water Enterprise Co., Ltd
and/or Ding Sheng Green Energy Technology Co., Ltd to be held under Rih Ding Circular Econ Inv Hldg
Co., Ltd. and subsequently meet Initial Public Offering (IPO) eligibility to be listed on the TWSE/TPEx.
The proposal authorizes the Company and affiliated/controlled entities to relinquish/transfer the applicable
shares.
 Approved the motion of addingnew content to the Company’s 2020 shareholders’ meeting.
2020.5.13  Approved the motion to amend the Company’s “Internal Control System” (including enforcement rules for
internal audits).
 Approved the motion of the Company’s 2020 appointed CPAs’ public expenses.
 Approved the motion for the Company to issue secured ordinary corporate bonds in installments in 2020.
 Approved the motion for the Company to apply for guarantee limit from a financial institution.
 Approved the motion for the Company to apply for credit limit from a financial institution.
 Approved the motion for the Company to participate in tender for the “Build-Operate-Transfer (BOT)
Project of Resource Processing Center in Changhua Coastal Industrial Park by Industrial Development
Bureau,Ministryof Economic Affairs”.
2020.6.24  Recognized the motion for the Company to reduce the limit when providing endorsement and guarantee to
the subsidiary credit.
 Recognized the motion to provide endorsement/guarantee to a subsidiary’s credit case.
 Approved the motion to provide endorsement/guarantee to a subsidiary’s credit case.
 Approved the motion of the cancellation of the bought back shares from the Company’s fourth execution of
treasury shares.
 Approved the motion to set the base date for the Company’s dividend distribution and matters in relation to
dividend distribution.
 Approved the motion to terminate the endorsement/guarantee for the subsidiary’s leasing contract.
2020.7.21  Approved the motion for the Company to invest in and establish Jing Ding Green Energy Technology Co.,
Ltd.
 Approved the motion to distribute the Company's 2019 remuneration to directors and supervisors
 Approved the motion of the salary adjustment for the Company’s managerial officers.
2020.8.12  Recognized the motion to subscribe funds.
 Approved the motion to amend the Company’s “Internal Control System” (including enforcement rules for
internal audits).
 Approved the motion for the Company to apply for credit limit from an financial institution.
 Approved the motion that the Company apply for loans from a subsidiary.
2020.9.14  Approved the motion of the Company’s participation in a subsidiary’s capital increase in cash.
 Approved the motion for the Company to apply for credit limit from a financial institution.
 Approved the motion to provide endorsement/guarantee to a subsidiary’s credit case.
 Approved the motion for the Company to authorize the Chairman to sign the negotiation memo of the
“Build-Operate-Transfer (BOT) Project of Resource Processing Center in Changhua Coastal Industrial Park
by Industrial Development Bureau, Ministry of Economic AffairsBuild-Operate-Transfer (BOT) Project of
Resource Processing Center in Changhua Coastal Industrial Park by Industrial Development Bureau,
Ministry of Economic Affairs” (“ChangBin Project”).
 Approved the motion for the Company and a subsidiary to sign the contracts related to the ChangBin
Project.
2020.10.8  Approved the motion for the Company to participate in the tender for the “the urban renewal project for Lot
246, Subsection 3 Gongyuan Section, Zhongzheng Dist., Taipei City”.
 Approved the motion for the plan on the Company’s employee stock ownership trust.
 Approved the motion to provide endorsement/guarantee to a subsidiary’s credit case.
  • 64 -
MeetingDate Important Resolutions
2020.11.12  Approved the motion of the Company’s consolidated financial statements for Q3 2020.
 Approved the motion to amend the Company’s “Internal Control System” (including enforcement rules for
internal audits).
 Approved the motion for the Company to reduce the limit when providing endorsement and guarantee to the
subsidiary’s credit.
 Approved the motion for the Company to apply for credit limit from a financial institution.
 Approved the motion of the Company’s internal audit supervisor change.
 Approved the motion of the Company’s organizational adjustment.
2020.12.9  Recognized the motion of the Company’s participation in a subsidiary’s capital increase in cash.
 Approved the motion of 2021 audit plans.
 Approved the motion to amended the “Corporate Governance Best-Practice Principles.”
 Approved the motion to add the “Reporting Management Regulations.”
 Approved the motion that the Company signs investment contract with Taichung City Government for land
development projects at Wenxin-Tsungde Station (G6) and Wenxin-Yinghua Station (G8a) of the Taichung
Metropolitan Mass Rapid Transportation System Wurih-Wenxin-Beitun Line.
 Approved the motion for the Company to issue the third batch of secured ordinary corporate bonds in
installments in 2020.
 Approved the motion for the Company to apply for guarantee limit from a financial institution.
 Approved the motion for the Company to reduce the limit when providing endorsement and guarantee to the
subsidiary’s credit.
 Approved the motion to change the provision of endorsement/guarantee to a subsidiary’s credit case.
 Approved the motion that the Companyapplyfor loans from a subsidiary.
2020.12.14  Approved the motion to dispose of malls and parking lots of Mehas.
2021.2.3  Recognized the motion of remunerations to the Company's new managerial officers.
 Recognized the motion to provide endorsement/guarantee to a subsidiary’s credit case.
 Recognized the motion to subscribe funds.
 Recognized the motion for the Company to renewal the leasing contract of offices and parking lots from a
subsidiary.
 Approved the motion to amend the Company’s “Internal Control System” (including enforcement rules for
internal audits).
 Approved the motion for the Company to reduce the limit when providing endorsement and guarantee to the
subsidiary’s credit.
 Approved the motion to provide endorsement/guarantee to a subsidiary’s credit case.
 Approved the motion for the Company to apply for credit limit from a financial institution.
 Approved the motion for the Company to sign the new implementer contract of the “the urban renewal
project for Lot 246, Subsection 3 Gongyuan Section, Zhongzheng Dist., Taipei City”.
 Approved the motion to relieve the Company’s managerial officers from the non-competition restriction.
 Approved the motion to distribution of the 2019 employee remunerations and compensation to managerial
officers
  • 65 -
MeetingDate Important Resolutions
2021.3.26  Approved the motion of the Company’s organizational adjustment.
 The motion to elect the Vice Chairman of the 9th Term
 Approved the motion of the Company's new managerial officers and their remuneration.
 Approved the motion for the Company's 2020 business report, consolidated financial statements and
standalone financial statements.
 Approved the motion for the Company's 2020 earnings distribution.
 Approved the motion for the Company’s 2020 remuneration to employees, directors and supervisors.
 Approved the motion for the Company to release 2020 Declaration of Internal Control.
 Approved the motion to amend and add the Company’s “Internal Control System”
 Approved the motion to amend to the company’s “Articles of Incorporation”
 Approved the motion of the execution effect of the first batch of first overseas unsecured convertible bonds
of 2004.
 Approved the motion to determine the convention of 2021 general shareholders’ meeting
 Approved the motion for the Company’s 2021 operating plan.
 Approved the motion for the 2021 replacement of the Company’s CPAs assessment on the independence
and competency of the CPAs.
 Approved the motion of a related party’s plan to purchase a property and parking lot at the Genesis.
 Approved the motion for the Company to apply for credit limit from a financial institution.
 Approved the motion for the Company to apply for performance bond limit from a financial institution.
 Approved the motion for the Company’s plan to participate the public tender of urban renewal implementer
for the “Land of Special Commercial Zone (Ten) at Taipower Taipei Storage and Operation Center Old
Location in Nangang (AR-1-2).”
 Approved the motion for the Company’s plan to participate the public tender of contractors for the
“Joint-Construction Development at Land No. 427 and 428 at Tsing-Shan Section, Dayuan District,
TaoyuanCity.”
  • 66 -

2. Important Shareholders Meeting Resolutions and Implementation

MeetingDate Important Resolutions Implementation
2020.5.18  Recognized the 2019 Business Report and
Financial Statements.

The motion has been approved by voting as the
original motion.
 Recognized the motion for the Company's 2020
earnings distribution.

1. The Company determined in the Board meeting on
June 24, 2020, the ex-dividend date as July 19,
2020, and the distribution date as August 5, 2020.
2. The cash dividends were fullydistributed.
 Approved the motion to amend the Company’s
“Rules of Lending Funds to Others”.

The motion has been approved by voting as the
original motion; The amended rules were disclosed
on MOPS as required.
 Approved the motion for Proposed Business
Restructuring Plan to enable Rih Ding Water
Enterprise Co., Ltd and/or Ding Sheng Green
Energy Technology Co., Ltd to be held under Rih
Ding Circular Econ Inv Hldg Co., Ltd. and
subsequently meet Initial Public Offering (IPO)
eligibility to be listed on the TWSE/TPEx. The
proposal authorizes the Company and
affiliated/controlled entities to relinquish/transfer
the applicable shares.
The motion has been approved by voting as the
original motion. The future public listing is still under
planning.
  • (XII) Any other documented objections or qualified opinions raised by directors or supervisors against board resolutions in relation to matters, and their content in the most recent fiscal year and up to the date of publication of the annual report: None.

  • (XIII) Resignation or discharge of Chairman, president and managerial staff of accounting, finance, internal audit, and research and development in the most recent fiscal year and up to the date of publication of the annual report: None.

IV. Information on CPA Professional Fees:

Information on CPA Professional Fees: Information on CPA Professional Fees: Information on CPA Professional Fees: Information on CPA Professional Fees: Information on CPA Professional Fees:
Ranges of CPA Professional Fees
Accounting Firm Name of CPA Audit Period Remarks
Deloitte & Touche Gung,
Jerry
Liu,
Walter
2020.1.1~2020.12.31

Unit: NT$ Thousand

Fee Items
Amount range
Fee Items
Amount range
Audit fee Non-audit fee Total
1 Below NT$ 2,000 thousand 1,141 1,141
2 NT$ 2,000 thousand (inclusive) to NT$ 4,000 thousand
3 NT$ 4,000 thousand (inclusive) to NT$ 6,000 thousand 5,200 5,200
4 NT$ 6,000 thousand (inclusive) to NT$ 8,000 thousand
5 NT$ 8,000 thousand (inclusive) to NT$ 10,000 thousand
6 Over NT$ 10,000 thousand (inclusive)
  • (I) Independent auditing firms, their subordinate offices, and their affiliates to which non-audit fees paid by the company exceed one-fourth of audit fees:

  • 67 -

The Company paid the independent auditing firms, their subordinate offices, and their affiliates to which non-audit fees more than one-fourth of audit fees. Please refer to the following table for the non-audit fees and description of the non-audit services:

Unit: NT$ Thousand

Unit: NT$Thousand
Accounting
Firm
Name
of CPA
Audit
Fee
Non-audit fee Audit
Period
Remarks
System
Design
Company
Registration
Human
Resource
Others Subtotal
Deloitte &
Touche
Gung,
Jerry
5,200 1,141 1,141 2020.1.1~
2020.12.31

Non-audit fees- others includes
1. Transfer pricing report
service for NT$ 305
thousand.
2. Audit report for particular
purpose for NT$ 300
thousand.
3. Business tax computation
report for dual-status
business entities applying
the direct deduction
methodfor NT$ 150thousand.
4. Advice for fundraising by
corporate bonds for NT$ 100
thousand.
5. Matters related to overseas
investment for NT$ 70
thousand.
6. Others: NT$216 thousand.
Liu,
Walter
2020.1.1~
2020.12.31
  • (II) Replacement of independent auditing firm and reduction in audit fees paid during the year of replacement compared with the previous year: None

  • (III) Reduction in audit fees by more than 10% compared with the previous year, the reduced amount of audit fee, percentage, and reasons: None

V. Change of CPA: None.

  • VI. Any of the Company’s chairperson, president, or managerial officer in charge of finance or accounting held a position in the CPA’s firm or its affiliated companies in the most recent year: None.

  • VII. Any transfer of equity interests and/or pledge of or change in equity interests by a director, supervisor, managerial officer, or shareholder with a stake of more than 10 percent during the most recent fiscal year or during the current fiscal year up to the date of publication of the annual report:

  • (I) Transfer or pledge of stake by directors, supervisors, managers and major shareholders holding 10% or more stake:

Unit: shares

Title Name 2020 2020 2021 upto March 31 2021 upto March 31
Holding
Increase
(Decrease)
Pledged
Holding
Increase
(Decrease)
Holding
Increase
(Decrease)
Pledged
Holding
Increase
(Decrease)
Chairman Lin RongShian(Note 1) 0
0
(1,158,010) 0
Vice Chairman Lin Hua Chun(Note 2) 0
0
0 0
Institutional ChangXin Investment development Co.,Ltd.
0

0
0
0
  • 68 -
Title Name 2020 2020 2021 upto March 31 2021 upto March 31
Holding
Increase
(Decrease)
Pledged
Holding
Increase
(Decrease)
Holding
Increase
(Decrease)
Pledged
Holding
Increase
(Decrease)
Director
Institutional
Director
Representative
Chang Xin Investment Development Co.,
Ltd.
Representative: Shen ChingPeng

0

0

0

0
Changxin Investment Development Co., Ltd.
Representative: Liu Yao-Kai
0
0

0

0
Independent
Director
K. C. Chou 0
0

0

0
Independent
Director
Lu Shyue Ching 0
0

0

0
Independent
Director
Pan Wei Ta 0
0

0

0

Note1: major shareholder with 10% of stake.

Note 2: elected as the Vice Chairman on March 26, 2021.

  • (II) Transfer of directors, supervisors, managers and major shareholders holding 10% or more stake where the counterparty is a related party: None

(III) Transfer or pledge of stake by managerial officers

Unit: shares

Unit: shares Unit: shares
Title Name 2020 2021 upto March 31
Holding
Increase
(Decrease)
Pledged
Holding
Increase
(Decrease)
Holding
Increase
(Decrease)
Pledged
Holding
Increase
(Decrease)
Chief Executive Officer Lin RongShian 0
0
(1,158,010) 0
Senior Vice Chief Executive Officer (Note 1) Shen Ching
Peng
0
0

0

0
Vice Chief Executive Officer, Group President, and
Unified Procurement Center President(Note 1)
Lin Hua Chun 0
0

0

0
Interim President and GroupPresident(Note 1) Liu Yao Kai 0
0

0

0
Group President and Operation and Management
Center President
Kerwin Go 0
0

0

0
Administration and Management Center Director Lin Yi Chun 0
0

0

0
Special Assistant You Wan Ying 0
0

(200,913)
0
Vice President Tsai Chin Tsai 0
0

0

0
Vice President, Administration and Management
Center
Henry Tsao 0
0

0

0
Vice President, Finance Division (Corporate
governance officer and finance officer)
Tina Chen 0
0

0

0
Vice President,Project Development Division Mei YungHo 0
0

0

0
Vice President,Sales Division(Note 2) Jim Lee 0
0

-

-
Vice President,Construction Division(Note 2) Fu Shu Cheng 0
0

-

-
Associate Vice President, Information Technology
Management Division
Kevin Yang 0
0

0

0
Associate Vice President, Engineering Management
Division
Lee Chun Hung 0
0

0

0
Associate Vice President, Accounting Division
(Accountingofficer)
Rita Liu 0
0

0

0
Associate Vice President,Legal Division Lee Chia Hui 0
0

0

0
Associate Vice President,Investor and Public Christine Chen 0
0

0

0
  • 69 -
Title Name 2020 2020 2021 upto March 31 2021 upto March 31
Holding
Increase
(Decrease)
Pledged
Holding
Increase
(Decrease)
Holding
Increase
(Decrease)
Pledged
Holding
Increase
(Decrease)
Relations Office
Associate Vice President,Administration Division Su Chen Shih 0
0

0

0
Vice President,Internal Audit Division(Note 3) WangPo Chien 0
0

0

0
Vice Chief Executive Officer(Note 4) TungChi Hua 0
0

0

0

Note 1: Re-appointment was made on March 26, 2021.

Note 2: Jim Lee and Fu Shu Cheng were re-appointed to the subsidiary, Ji Shun Life Tech. on January 1, 2021. Note 3: Vice President, Wang Po Chien, inaugurated on November 13,2020 Note 4: Tung Chi Hua, resigned on March 31, 2020.

  • (V) Stake transfer or pledge of managerial officers where the counterparty is a related party: None

VIII. Relationship information, if among the company's top ten shareholders any one is a related party, or spouse or a relative within the second degree of kinship of another:

April 27,2021 April 27,2021 April 27,2021 April 27,2021 April 27,2021 April 27,2021
Name Shareholding by
oneself
Shareholding of
spouses and children
of minor age
Shareholding through
nominees
Related parties, or spousal relationship or
relatives within second degree of kinship,
among top ten shareholders, including
their names and relationships
Shares (%) Shares (%) Shares (%) Name Relation
Lin Rong Shian 110,524,16
7
12.28% 22,104,781 2.46% 58,223,051 6.47% 1. You Wan
Ying
2. Golden
Century
3. Rih Jun
Investment
4. Jing Kang
Development
5. Ding Sheng
Digital

1. Spouse
2. Chairman of that
company
3. Relative of 2nd degree
of kinship to a director
of that company
4. Relative of 2nd degree
of kinship to a director
of that company
5. Relative of 1st degree
of kinship to a director
of that company
CTBC Bank Co.,
Ltd. In custody for
Verivia PCC

82,131,547
9.12%
Golden Century
Co., Ltd.
Representative:
Lin Rong Shian
58,223,051 6.47%



1. Lin Rong
Shian
2. You Wan
Ying
3. Rih Jun
Investment
4. Jing Kang
Development

1. Chairman of that
company
2. Supervisor of that
company
3. Chairman of Golden
Century and Director
of Rih Jun Investment
are relatives within 2nd
degree of kinship.
4. Chairman of Golden
Century and Director
of Jing-Kang
Development are
relatives within 2nd
degree of kinship.
Ding Sheng
Digital Life Co.,
Ltd.
Representative:
Tang Ching Huey
49,260,000 5.47% 1. Lin Rong
Shian
2. You Wan
Ying
1. Relative of 1st degree
of kinship to a director
of that company
2. Relative of 1st degree
of kinship to a director
of that company
Rih Jun
Investment Co.
Ltd.
Representative:
Lin RongShian
33,838,055 3.76%
1. Lin Rong
Huan
2. Lin Rong
Shian
1. Director of that
company
2. Relative of 2nd degree
of kinship to a director
of that company
  • 70 -
Name Shareholding by
oneself
Shareholding by
oneself
Shareholding of
spouses and children
of minor age
Shareholding of
spouses and children
of minor age
Shareholding through
nominees
Shareholding through
nominees
Related parties, or spousal relationship or
relatives within second degree of kinship,
among top ten shareholders, including
their names and relationships
Related parties, or spousal relationship or
relatives within second degree of kinship,
among top ten shareholders, including
their names and relationships
Shares (%) Shares (%) Shares (%) Name Relation
3. You Wan
Ying
4. Golden
Century
5. Jing Kang
Development

3. Relative of 2nd degree
of kinship to a director
of that company
4. Director of Rih Jun
Investment and
Chairman of Golden
Century are relatives
within 2nd degree of
kinship.
5. Director of Rih Jun
Investment and
Director of Jing Kang
Development are the
same person
You Wan Ying 22,104,781 2.46% 110,524,167 12.28%
1. Lin Rong
Shian
2. Lin Rong
Huan
3. Golden
Century
4. Rih Jun
Investment
5. Jing Kang
Development
6. Ding Sheng
Digital

1. Spouse
2. 2nd degree of kinship
3. Supervisor of that
company
4. Relative of 2nd degree
of kinship to a director
of that company
5. Relative of 2nd degree
of kinship to a director
of that company
6. Relative of 1st degree
of kinship to a director
of that company
Norges Bank 16,237,284 1.80%
Jing Kang
Development
Investment Co.,
Ltd.
Representative:
Lin Rong Huan
15,351,434 1.71% 1. Lin Rong
Huan
2. Lin Rong
Shian
3. You Wan
Ying
4. Golden
Century
5. Rih Jun
Investment
1. Director of that
company
2. 2nd degree of kinship
to a director of that
company
3. Relative of 2nd degree
of kinship to a director
of that company
4. Director of Jing Kang
Development and
Chairman of Golden
Century are relatives
within 2nd degree of
kinship.
5. Director of Jing Kang
Development and
Director of Rih Jun
Investment are the
same person
Vanguard
Emerging Markets
Stock Index Fund,
a series of
Vanguard
International
Equity Index
Funds

10,880,760
1.21%
JPMorgan Chase
Bank N.A., Taipei
Branch in custody
for Vanguard Total
International
Stock Index Fund,
a series of
Vanguard Star
Funds

8,145,715
0.90%
  • 71 -

IX. The total number of shares and total equity stake held in any single enterprise by the company, its directors and supervisors, managerial officers, and any companies controlled either directly or indirectly by the company:

December 31,2020;Unit: thousand shares December 31,2020;Unit: thousand shares December 31,2020;Unit: thousand shares December 31,2020;Unit: thousand shares December 31,2020;Unit: thousand shares December 31,2020;Unit: thousand shares
Affiliated Enterprises Ownership by the
Company
Direct or Indirect Ownership by
Directors/Supervisors/Managers
Total Ownership
Shares % shares % Shares %
Rih SiangPropertyManagement Co.,Ltd. 230,000
100.00%

230,000 100.00%
Ji Shun Life Tech Co.,Ltd. 70,000
100.00%

70,000 100.00%
Li JiangDevelopment Co.,Ltd. 100,000
100.00%

100,000 100.00%
Rih DingWater Enterprise Co.,Ltd. 449,640
100.00%
449,640 100.00%
Rih Yao Development l Co.,Ltd. 95,000
100.00%

95,000 100.00%
Zhao Yao Enterprise Co.,Ltd. 235,000
100.00%

235,000 100.00%
Ri Zuan Green EnergyTechnologyCo.,Ltd. 4,050
90.00%

338

7.50%

4,388

97.50%
Radium Far East Co.,Ltd. 38,773
99.93%

26

0.06%

38,799

99.99%
Titan Development and Construction Co.,
Ltd.

120,000

100.00%

120,000 100.00%
Jing-Jan Investment HoldingCo.,Ltd. 91,590
61.06%

58,410

38.94%
150,000 100.00%
Radium-kagaya International Hotel Co., Ltd.
15,000

100.00%

15,000 100.00%
Xin Xiu Ge Hotel Co.,Ltd(Note 1) 125
100.00%

125 100.00%
Clever Base Investments Limited 2,080
100.00%

2,080 100.00%
Ji ShengZih Chan Development Co.,Ltd. 8,700
100.00%

8,700
100.00%
Prit Biotech Co.,Ltd. 10,803
44.79%

10,803

44.79%
Jing-Jan Retail Business Co.,Ltd. 45,001
75.00%

45,001

75.00%
Wan-Da-Tong Enterprise Co., Ltd. 148,000
28.35%

374,015

71.65%
522,015 100.00%
Ding Sheng Green Energy Technology Co.,
Ltd.
5,000
100.00%

5,000
100.00%
Wan TongDigital TechnologyCo.,Ltd. 2,700
90.00%

225

7.50%

2,925

97.50%
Rih Ding Circular Economy Investment
HoldingCo.,Ltd.
63,500
100.00%

63,500 100.00%
Jing Ding Green Energy Technology Co.,
Ltd.
740
37.00%

660

33.00%

1,400

70.00%
Kai ChuangInternational Limited(Note 3)
Sharp China Investments Limited (Note 4)
Rih Ding Investments Limited (Note 5) 30
100.00%

30
100.00%
Jing-Jan Digital Square Co.,Ltd. 2,000
100.00%

2,000
100.00%
Li JiangBusiness Consulting (Shanghai) (Note 2) 100.00%
(Note 2) 100.00%
Jing Yang Apartment Building Management
and Maintenance Co.,Ltd.

980
49.00%

980

49.00%

Note 1: The par value per share of Xin Xiu Ge Hotel shares is NT$1000.

Note 2: It is a limited company so there are no shares.

Note 3: The deregistration was completed on April 8, 2020.

  • Note 4: The deregistration was completed on April 17, 2020. Note 5: The deregistration was completed on February 25, 2021.

  • 72 -

Capital Overview

I. Capital and Shares

(I) Source of Capital

1. Issued Share

March 31, 2020;Unit:thousand(shares)NT$ March 31, 2020;Unit:thousand(shares)NT$ March 31, 2020;Unit:thousand(shares)NT$ March 31, 2020;Unit:thousand(shares)NT$ March 31, 2020;Unit:thousand(shares)NT$ March 31, 2020;Unit:thousand(shares)NT$ March 31, 2020;Unit:thousand(shares)NT$
Year
Month
Par
Value
(NT$))
Authorized Share
Capital
Paid-in Capital Remarks

Shares
Amount Shares Amount Source of Capital Capital
Increase by
Assets Other
than Cash
Other
1980/03
10
Note(1) 3,000 Note(1) 3,000
Venture Capital
None None
1993/03
10
Note(1) 5,000 Note(1) 5,000
Cash
None None
1994/10
10
19,300 193,000 19,300
193,000

Cash
None None
1996/01
10
60,000 600,000 60,000
600,000

Consolidated
Capital Increase
None January 20, 1996
MOEA RulingRef. No. 120219
1996/08
10
120,000 1,200,000 80,000
800,000

Cash
None August 27, 1996
MOEA RulingRef. No. 113462
1997/11
10
120,000 1,200,000 92,800
928,000
Cash and Retained
Earnings
None November 11, 1997 MOEA
RulingRef. No. 021303
1998/09
10
120,000 1,200,000 120,000 1,200,000 Cash and Retained
Earnings
None September 29, 1998 MOEA
RulingRef. No. 087130353
2000/02
10
180,000 1,800,000 138,000 1,380,000
Retained Earnings
None February 16, 2000 MOEA
RulingRef. No. 089104657
2001/02
10
180,000 1,800,000 172,500 1,725,000 Capital Surplus and
Retained Earnings
None February 1, 2001
MOEA Ruling Ref. No.
09001032720
2003/01
10
221,800 2,218,000 190,450 1,904,500
Retained Earnings
and Employee Bonus
None January 24, 2003
MOEA Ruling Ref. No.
09201020960
2003/07
10
271,800 2,718,000 190,477 1,904,770 Domestic Convertible
Bonds
None July 30, 2003
MOEA Ruling Ref. No.
09201235310
2003/10
10
271,800 2,718,000 190,517 1,905,174 Domestic Convertible
Bonds
None October 21, 2003 MOEA Ruling
Ref. No. 09201296570
2004/01
10
271,800 2,718,000 206,469 2,064,690
Retained Earnings
and Employee Bonus
and Domestic
Convertible Bonds
None January 20, 2004
MOEA Ruling Ref. No.
09301010050
2004/04
10
271,800 2,718,000 244,046 2,440,456 Domestic Convertible
Bonds
None April 19, 2004 MOEA Ruling
Ref. No. 09301065000
2005/11
10
390,000 3,900,000 264,849 2,648,493
Retained Earnings
and Employee Bonus
None November 7, 2005 MOEA
RulingRef. No. 09401221940
2006/11
10
390,000 3,900,000 346,443 3,464,433
Cash and Retained
Earnings and
Employee Bonus
None November 1, 2006 MOEA
Ruling Ref. No. 09501239120
2007/03
10
390,000 3,900,000 357,345 3,573,456 Overseas Convertible
Bonds
None March 6, 2007 MOEA Ruling
Ref. No. 09601038810
2007/06
10
680,000 6,800,000 382,784 3,827,844 Overseas Convertible
Bonds
None June 26, 2007
MOEA Ruling Ref. No.
09601141040
2007/09
10
680,000 6,800,000 398,032 3,980,319
Retained Earnings
and Employee
Bonuses
None September 14, 2007 MOEA
Ruling Ref. No. 09601227980
2007/09
10
680,000 6,800,000 448,032 4,480,319
Cash
None September 26, 2007 MOEA
RulingRef. No. 09601227980
2008/01
10
680,000 6,800,000 448,043 4,480,434 Domestic Convertible
Bonds
None January 30, 2008
MOEA Ruling Ref. No.
09701023260
  • 73 -
Year
Month
Par
Value
(NT$))
Authorized Share
Capital
Authorized Share
Capital
Paid-in Capital Paid-in Capital Remarks Remarks Remarks

Shares
Amount Shares Amount Source of Capital Capital
Increase by
Assets Other
than Cash
Other
2008/04
10
680,000 6,800,000 453,015 4,530,146 Domestic Convertible
Bonds

None
April 30, 2008
MOEA Ruling Ref. No.
09701103580
2008/09
10
680,000 6,800,000
508,118
5,081,181
Retained Earnings
and Employee Bonus
and Domestic
Convertible Bonds
None September18, 2008 MOEA
Ruling Ref. No. 09701241730
2009/02
10
680,000 6,800,000 504,420 5,044,201
Treasury Shares
Cancellation
None February 3, 2009
MOEA Ruling Ref. No.
09801016990
2009/09
10
810,000 8,100,000 524,912 5,249,123
Retained Earnings
and Employee Bonus
and Domestic
Convertible Bonds
None September 17, 2009 MOEA
Ruling Ref. No. 09801214560
2010/01
10
810,000 8,100,000 614,912 6,149,123
Cash
None January 6, 2010
MOEA Ruling Ref. No.
09801302230
2010/05
10
810,000 8,100,000 625,065 6,250,650 Domestic Convertible
Bonds
None May 4, 2010
MOEA Ruling Ref. No.
09901089730
2010/09
10
810,000 8,100,000 646,233 6,462,334
Retained Earnings
and Employee
Bonuses
None September 29, 2010 MOEA
Ruling Ref. No. 9901219590
2010/10
10
810,000 8,100,000 651,178
6,511,776
Domestic Convertible
Bonds
None October 26, 2010 MOEA Ruling
Ref. No. 09901241450
2011/02
10
810,000 8,100,000 651,598 6,515,976 Domestic Convertible
Bonds
None February 22, 2011 MOEA
RulingRef. No. 10001034880
2011/05
10
810,000 8,100,000 651,679 6,516,794 Domestic Convertible
Bonds
None May 23, 2011
MOEA Ruling Ref.
No.10001098220
2011/07
10
810,000 8,100,000 651,717 6,517,166 Domestic Convertible
Bonds
None July 27, 2011
MOEA Ruling Ref. No.
10001171070
2011/08
10
810,000 8,100,000
694,842
6,948,423
Retained Earnings
and Employee
Bonuses
None August 24, 2011
MOEA Ruling Ref. No.
10001197830
2011/10
10
950,000 9,500,000
694,894
6,948,943 Domestic Convertible
Bonds
None October 28, 2011
MOEA Ruling Ref. No.
10001248490
2012/01
10
950,000 9,500,000 693,827 6,938,272
Treasury Shares
Cancellation and
Domestic Convertible
Bonds
None January 17 ,2012 MOEA Ruling
Ref. No. 10101010150
2012/04
10
950,000 9,500,000 763,827 7,638,272
Cash
None April 13, 2012
MOEA Ruling Ref. No.
10101065550
2012/05
10
950,000 9,500,000 783,107 7,831,076 Domestic Convertible
Bonds
None May 7, 2012
MOEA Ruling Ref. No.
10101081810
2012/09
10
950,000 9,500,000 810,053 8,100,532
Retained Earnings
and Employee
Bonuses
None September 17, 2012 MOEA
Ruling Ref. No. 10101193330
2013/05
10
950,000 9,500,000 822,698 8,226,978 Domestic Convertible
Bonds
None May 10, 2013 MOEA Ruling
Ref. No. 10201086920
2013/09
10
950,000 9,500,000 844,272 8,442,721
Retained Earnings
and Employee Bonus
None September 9, 2013 MOEA
RulingRef. No. 10201185560
  • 74 -
Year
Month
Par
Value
(NT$))
Authorized Share
Capital
Authorized Share
Capital
Paid-in Capital Paid-in Capital Remarks Remarks Remarks

Shares
Amount Shares Amount Source of Capital Capital
Increase by
Assets Other
than Cash
Other
and Domestic
Convertible Bonds
2013/11
10
950,000 9,500,000 847,628 8,476,278 Domestic Convertible
Bonds
None November 26, 2013 MOEA
RulingRef. No. 10201238210
2014/02
10
950,000 9,500,000 858,987 8,589,869 Domestic Convertible
Bonds
None February 21, 2014 MOEA
RulingRef. No. 10301031540
2014/05
10
950,000 9,500,000 860,727 8,607,271 Domestic Convertible
Bonds
None May 23, 2014
MOEA Ruling Ref. No.
10301093910
2014/08
10
950,000 9,500,000 877,942 8,779,416 Domestic Convertible
Bonds
None August 27 ,2014 MOEA Ruling
Ref. No. 10301178290
2015/03
10
950,000 9,500,000 876,882 8,768,816
Treasury Shares
Cancellation
None March 16, 2015
MOEA Ruling Ref. No.
10401046580
2015/08
10
950,000 9,500,000 894,419 8,944,193
Capital Surplus
None August 31, 2015 MOEA Ruling
Ref. No. 10401181240
2019/08
10
950,000 9,500,000 912,308 9,123,076
Retained Earnings
None August 26, 2019 MOEA Ruling
Ref. No. 10801115460
2020/07
10
950,000 9,500,000 900,095 9,000,946
Treasury Shares
Cancellation
None July 13, 2020
MOEA Ruling Ref. No.
10901132940

Note (1): The number of shares is not shown as the Company was originally a limited company.

2. Type of Stock

April 27,2021;Unit: Shares April 27,2021;Unit: Shares April 27,2021;Unit: Shares April 27,2021;Unit: Shares
Shares
Type
Authorized Share Capital Remarks
Issued Shares Un-issued Shares Total Shares
Common
Share
900,094,649 49,905,351 950,000,000

(Ⅱ) Status of Shareholders

April 27,2021 April 27,2021 April 27,2021 April 27,2021 April 27,2021
Item Government
Agencies

Financial
Institutions
Other
Juridical
Persons
Domestic
Natural
Persons
Foreign
Institutions
and Natural
Persons
Total
Number of
Shareholders
0
6

241

61,629

172

62,048
Shareholding
(shares)
0 10,426,325 171,618,512 538,567,407 179,482,405 900,094,649
Percentage 0.00%
1.16%

19.07%

59.83%

19.94%

100.00%
  • 75 -

(Ⅲ) Shareholding Distribution Status

NT$ 10 nominal value per share

April 27, 2021

April 27,2021
Shareholding by class Number of
shareholders
Number of Shares
Held
Shareholding ratio
1 to999 33,644 2,900,837 0.32%
1,000 to 5,000 17,675 38,035,673 4.23%
5,001 to 10,000 4,386 31,744,158 3.53%
10,001 to 15,000 2,143 25,266,869 2.81%
15,001 to 20,000 1,001 17,911,619 1.99%
20,001 to 30,000 1,147 27,788,238 3.09%
30,001 to 40,000 522 17,916,131 1.99%
40,001 to 50,000 327 14,763,223 1.64%
50,001 to 100,000 622 43,005,273 4.78%
100,001 to 200,000 302 41,490,682 4.61%
200,001 to 400,000 125 34,251,722 3.81%
400,001 to 600,000 39 18,768,541 2.09%
600,001 to 800,000 27 18,592,121 2.07%
800,001 to 1,000,000 19 16,856,462 1.87%
1,000,001 or above 69 550,803,100 61.17%
Total 62,048 900,094,649 100.00%

(Ⅳ) List of Major Shareholders

List all shareholders with a stake of 5 percent or greater, and if those are fewer than 10 shareholders, also list all shareholders who rank in the top 10 in shareholding percentage:

April 27,2021
Shares
Shareholders’Name
Shareholding
Shares
Shareholding
Percentage
Lin Rong Shian
110,524,167
12.28%
CTBCBankCo.,LtdInCustodyForVeriviaPcc
82,131,547
9.12%
Golden Century Co., Ltd.
Representative:Rong Shian Lin
58,223,051
6.47%
Ding Sheng Digital Life Co., Ltd.
Representative:Tang ChingHuey
49,260,000
5.47%
Rih Jun Investment Co., Ltd.
Representative:Lin RongHuan
33,838,055
3.76%
You Wan Ying
22,104,781
2.46%
Norges Bank
16,237,284
1.80%
Jing Kang Development Investment Co. Ltd.
Representative:Lin RongHuan
15,351,434
1.71%
Vanguard Emerging Markets Stock Index Fund, A
Series of Vanguard International Equity Index
Funds
10,880,760
1.21%
JPMorgan Chase Bank N.A., Taipei Branch in
custody for Vanguard Total International Stock
Index Fund,a series of Vanguard Star Funds
8,145,715
0.90%
April 27,2021
Shares
Shareholders’Name
Shareholding
Shares
Shareholding
Percentage
Lin Rong Shian
110,524,167
12.28%
CTBCBankCo.,LtdInCustodyForVeriviaPcc
82,131,547
9.12%
Golden Century Co., Ltd.
Representative:Rong Shian Lin
58,223,051
6.47%
Ding Sheng Digital Life Co., Ltd.
Representative:Tang ChingHuey
49,260,000
5.47%
Rih Jun Investment Co., Ltd.
Representative:Lin RongHuan
33,838,055
3.76%
You Wan Ying
22,104,781
2.46%
Norges Bank
16,237,284
1.80%
Jing Kang Development Investment Co. Ltd.
Representative:Lin RongHuan
15,351,434
1.71%
Vanguard Emerging Markets Stock Index Fund, A
Series of Vanguard International Equity Index
Funds
10,880,760
1.21%
JPMorgan Chase Bank N.A., Taipei Branch in
custody for Vanguard Total International Stock
Index Fund,a series of Vanguard Star Funds
8,145,715
0.90%
April 27,2021
Shares
Shareholders’Name
Shareholding
Shares
Shareholding
Percentage
Lin Rong Shian
110,524,167
12.28%
CTBCBankCo.,LtdInCustodyForVeriviaPcc
82,131,547
9.12%
Golden Century Co., Ltd.
Representative:Rong Shian Lin
58,223,051
6.47%
Ding Sheng Digital Life Co., Ltd.
Representative:Tang ChingHuey
49,260,000
5.47%
Rih Jun Investment Co., Ltd.
Representative:Lin RongHuan
33,838,055
3.76%
You Wan Ying
22,104,781
2.46%
Norges Bank
16,237,284
1.80%
Jing Kang Development Investment Co. Ltd.
Representative:Lin RongHuan
15,351,434
1.71%
Vanguard Emerging Markets Stock Index Fund, A
Series of Vanguard International Equity Index
Funds
10,880,760
1.21%
JPMorgan Chase Bank N.A., Taipei Branch in
custody for Vanguard Total International Stock
Index Fund,a series of Vanguard Star Funds
8,145,715
0.90%
Shares
Shareholders’Name

Shareholding
Shares
Shareholding
Percentage
Lin Rong Shian 110,524,167
12.28%
CTBCBankCo.,LtdInCustodyForVeriviaPcc 82,131,547
9.12%
Golden Century Co., Ltd.
Representative:Rong Shian Lin
58,223,051
6.47%
Ding Sheng Digital Life Co., Ltd.
Representative:Tang ChingHuey
49,260,000
5.47%
Rih Jun Investment Co., Ltd.
Representative:Lin RongHuan
33,838,055
3.76%
You Wan Ying 22,104,781
2.46%
Norges Bank 16,237,284
1.80%
Jing Kang Development Investment Co. Ltd.
Representative:Lin RongHuan
15,351,434
1.71%
Vanguard Emerging Markets Stock Index Fund, A
Series of Vanguard International Equity Index
Funds
10,880,760
1.21%
JPMorgan Chase Bank N.A., Taipei Branch in
custody for Vanguard Total International Stock
Index Fund,a series of Vanguard Star Funds
8,145,715
0.90%
  • 76 -

(Ⅴ) Market Price, Net Worth, Earnings and Dividends per Share

Unit: thousand shares, NT$

Item Item 2019 2020 Jan. 1,2021-
Apr. 27,2021
Market Price
per Share

Highest Market Price
15.70 14.50 13.60

Lowest Market Price
11.30 7.01 10.50
Average Market Price 13.11 10.37 11.48
Net Worth
per Share
Before Distribution 12.87 13.00
After Distribution 12.27 (Note 4)
Earnings
per Share
Weighted AverageShares 912,308 903,349 900,095
Earnings
per share
Diluted Earnings Per
Share(Note 2)
0.45 0.69
Adjusted Diluted
Earnings Per Share
(Note3)
0.45 (Note 4)
Dividends
per Share
Cash Dividends 0.6 (Note 4)

Stock
Dividend
Dividends from
Retained Earnings
0 (Note 4)
Dividends from
CapitalSurplus
0 (Note 4)
Accumulated Undistributed
Dividends
Return on
Investment
Price / Earnings Ratio 29.13 15.03
Price / Dividend Ratio 21.85 (Note 4)
Cash Dividend Yield Rate 4.58% (Note 4)

Note 1: The above net worth and earnings per share for the last two years are expressed in terms of equity and net income attributable to stockholders of the parent.

Note 2: The calculation is based on the weighted average shares for the year.

Note 3: The calculation is based on the weighted average shares outstanding for the current year, adjusted retroactively for the increase in the weighted number of shares outstanding due to the increase in undistributed earnings and capital surplus over the years.

Note 4: Not yet resolved by the shareholders' meeting.

(Ⅵ) Dividend Policy and Implementation Status

1. Dividend Policy under Articles of Incorporation:

In accordance with Article 20 of the Company's Articles of Incorporation, when there are earnings in the Company's annual final accounts, these earnings shall be distributed in the following order:

  • I. Pay taxes.

  • II. Make good the deficits of the Company.

  • III. Set aside ten percent of said profits as legal reserve. If the legal reserve amounts to the total paid-in capital, this provision shall not apply.

  • IV. In accordance with the law, the special reserve shall be listed or converted when necessary.

  • V. If there is any remaining balance after deducting 1-4 as mentioned, the balance may be accumulated with previous years’ earnings. The board of directors will consider the Company's financial situation and prepare a motion for distribution of dividends to shareholders. The motion will be submitted to the shareholders meeting for a resolution.

  • 77 -

Given that The Company is operating in a varying business environment and is at a mature and stable stage of its corporate life cycle, in a bid to meet future business expansion plans while balancing dividends and shareholders’ interests, the Company’s dividend policy states that dividends are to be distributed in cash and stocks. The actual distribution proportion is authorized to be determined by the board of directors according to the year’s operations and the capital status and capital budget of the following year will also be taken into account. Among which, the cash shall not be less than 20% of the total dividends. However, if the cash dividends are less than NT$0.1 (inclusive), all dividends are distributed in stocks.

When the Company has a profit in the year, theoretically 1/2 of the profit will be distributed in the form of dividends to shareholders. However, if the Company has a major capital expenditure plan at the same time, after weighing the amount of capital expenditure, the most appropriate dividend distribution standard will be resolved by the board of directors.

  1. Proposed dividend distribution at the shareholders' meeting

The Company's earnings available for distribution in 2020 amounted to NT$1,109,951,517. The Board of Directors' meeting held on March 26, 2021 proposed the distribution of shareholders' dividends of NT$558,058,682 (NT$0.62 per share in cash dividends), pending the resolution of the Company's annual shareholders' meeting held on June 25, 2021.

  • 3 Expected major changes in the dividend policy: None.

  • (Ⅶ) Impact of Stock Dividend Distribution on Business Performance, EPS And Return on Investment:Not Applicable.

(Ⅷ) Employees and Directors’ Remuneration

  1. Information Relating to Employees and Directors’ Remuneration in the Articles of Association

In accordance with Article 19-1 of the Company's Articles of Association, if there is a profit within the Company in the year, no less than one-thousandth of the profit shall be set aside as remuneration to employees, which shall be distributed in shares or cash by resolution of the board of directors. The Company may set aside no less than one percent of the above-mentioned profit as remuneration to the directors by resolution of the board of directors. The motion regarding remuneration to employees and directors shall be reported to the shareholders meeting. Where there is an accumulated loss, the profit shall be reserved to make up for the loss and the remuneration to employees and directors shall be provided in proportion in accordance with the aforementioned amount.

  1. The estimation basis on remuneration to Employee and Directors, the calculating basis on the number of shares for share bonus and accounting treatment for the differences between the actual disputing amounts and estimations:

The Company estimates the remuneration of its employees and directors in accordance with its Articles of Association. Any difference between the estimated amount and the actual amount approved by the board of directors is recorded as profit or loss in the following year.

  1. Distribution of remuneration approved by the Board of Directors

  2. (1) The amount of remuneration to employees and remuneration to directors and supervisors distributed in cash or shares. If the amount differs from the amount

  3. 78 -

estimated in the year in which the expense is recognized, the amount of the difference, the reason for the difference and the circumstances under which the difference was handled should be disclosed.

Unit: NT$ Thousand

Distribution
items
Resolution by the
Board of Directors
Amount of
allotment
Estimated amount
for the year in
which the expense
is recognized
Difference Reason for the
difference and
Details of the
Process
Remuneration
to employees
7,200 7,200 0 None
Remuneration
to directors
5,000 5,000 0 None

There is no difference between the amount of employee remuneration and directors' remuneration for 2020 as resolved by the Board of Directors on March 26, 2021 and the amount estimated by the Company for 2020.

  • (2) Ratio of Remuneration Employee Stock Bonus to Capitalization of Earnings: None.

  • The actual distribution of remuneration to employees, directors and supervisors in 2019, and the differences in the recognition of remuneration to employees, directors and supervisors (The number of differences, the reasons for the differences and the treatment of the differences should be stated.)

Unit: NT$ Thousand

Distribution items Resolution by the
Board of Directors
Amount of
allotment
Estimated amount
for the year in
which the expense
is recognized
Difference Reason for the
difference and
Details of the
Process
Remuneration to
employees
4,800 4,800 0 None
Remuneration
for Directors
and Supervisors
3,300 3,300 0 None
  • (Ⅸ) Buy-back of Treasury Stock during the most recent year and up to the date of publication of the annual report:
Buy-back of Treasury Stock during the most recent year and up to the date of
publication of the annual report:
Buy-back of Treasury Stock during the most recent year and up to the date of
publication of the annual report:
April 27,2021
Treasurystocks:BatchOrder
4th Time
Purpose of buyback
For the Company's credit and shareholders'
rights and interests.
Class of shares
CommonShares
Amount of buyback(max. $NTD)
NT$2,067,149,664
Period of buyback
March 23,2020to May12,2020
Amount of buyback(max.shares)
20,000,000shares
Price range
NT$6~NT$10 per share
Actual amount of buyback(shares)
12,213,000shares
Actual amount of buyback($NTD)
NT$113,997,790
Quantity of shares bought back as a
percentage of theplanned buyback
61.07%
Treasurystocks:BatchOrder 4th Time
Purpose of buyback For the Company's credit and shareholders'
rights and interests.
Class of shares CommonShares
Amount of buyback(max. $NTD) NT$2,067,149,664
Period of buyback March 23,2020to May12,2020
Amount of buyback(max.shares) 20,000,000shares
Price range NT$6~NT$10 per share
Actual amount of buyback(shares) 12,213,000shares
Actual amount of buyback($NTD) NT$113,997,790
Quantity of shares bought back as a
percentage of theplanned buyback
61.07%
  • 79 -

II. Corporate bonds:

(I) The Company's first and second secured ordinary corporate bonds in 2017 are as follows:

Corporate Bond Type Corporate Bond Type First time in 2017
secured ordinarycorporate bonds
Second time in 2017
secured ordinarycorporate bonds
Issue(Processing)Date September 14,2017 November 23,2017
Denomination NT$1,000,000 NT$1,000,000
Issuingand TradingLocations Taiwan Taiwan
Issue Price Issued in full byface value Issued in full byface value
Total Amount NT$1,000,000,000 NT$500,000,000
Interest Rate Annual interest rate: 1.02% Annual interest rate: 1.02%
Period 5 years
Expiration Date: September 14,2022
5 years
Expiration Date: November 23,2022
Guarantee Agency Taiwan Cooperative Bank Taiwan Business Bank
Trustee Jih Sun International Bank,Ltd. Jih Sun International Bank,Ltd.
UnderwritingAgency Taiwan Cooperative Securities Taiwan Cooperative Securities
Attorney Far East Law Offices
Attorney: Chiu Ya-Wen
Far East Law Offices
Attorney: Chiu Ya-Wen
CPA Deloitte Taiwan
CPA: Yang,ChingCheng
Deloitte Taiwan
CPA: Yang,ChingCheng
Repayment method Repayment of principal in one lump sum
At the end of five years from the issue
date

Repayment of principal in one lump sum
At the end of five years from the issue
date
Outstanding principal repayment NT$1,000,000,000 NT$500,000,000
Redemption or
EarlySettlement Terms
None None
Restrictions None None
Name of credit rating agency, rating
date, results of corporate bond
rating

None
None
Attached
Other
Rights

Number of ordinary
shares, overseas
depositary receipts or
other marketable
securities converted
(exchange or stock
option) as of the
publication date of the
annual report
N/A N/A
Issuance and conversion
(exchange or stock
option)
Please see p.156 of this annual report. Please see p.157 of this annual report.
The method of issuance and
conversion, exchange or stock
options, possible dilution of equity
and impact on equity of existing
shareholders.
There is no material adverse impact. There is no material adverse impact.
Name of the custodian agency N/A(non-exchangeable bonds) N/A(non-exchangeable bonds)
  • 80 -

(II) The Company's first secured ordinary corporate bonds in 2019 are as follows:

Corporate Bond Type Corporate Bond Type First time in 2019
secured ordinarycorporate bonds
Issue(Processing)Date July1,2019
Denomination NT$1,000,000
Issuingand TradingLocations Taiwan
Issue Price Issued in full byface value
Total Amount NT$1,000,000,000
Interest Rate Annual interest rate: 0.8%
Period 5 years
Expiration Date: July1,2024
Guarantee Agency Taiwan Cooperative Bank
Trustee Yuanta Commercial Bank
UnderwritingAgency Taiwan Cooperative Securities
Attorney Far East Law Officers
Attorney: Chiu Ya-Wen
CPA Deloitte Taiwan
CPA: Gung,Jerry
Repayment method Repayment of principal in one lump sum
At the end of fiveyears from the issue date
Outstanding principal repayment NT$1,000,000,000
Redemption or
EarlySettlement Terms
None
Restrictions None
Name of credit rating agency, rating
date,results of corporate bond rating
None
Attached
Other
Rights
Number of ordinary shares,
overseas depositary receipts
or other marketable
securities converted
(exchange or stock option)
as of the publication date of
the annual report


N/A
Issuance and conversion
(exchange or stock option)
Please see p.158 of this annual report.
The method of issuance and
conversion, exchange or stock options,
possible dilution of equity and impact
on equityof existingshareholders.
There is no material adverse impact.
Name of the custodian agency N/A(non-exchangeable bonds)
  • 81 -

  • (III) The status of the Company's first, second and third guaranteed general corporate bonds in 2020 were as follows:

Corporate Bond Type Corporate Bond Type First time in 2020
secured ordinary corporate
bonds
Second time in 2020
secured ordinary corporate
bonds
Thirdtime in 2020
secured ordinary corporate
bonds
Issue(Processing)Date June 1,2020 July1,2020 December 29,2020
Denomination NT$1,000,000 NT$1,000,000 NT$1,000,000
Issuingand TradingLocations Taiwan Taiwan Taiwan
Issue Price Issued in full byface value Issued in full byface value Issued in full byface value
Total Amount NT$1,000,000,000 NT$1,000,000,000 NT$1,000,000,000
Interest Rate Annual interest rate:
0.68%
Annual interest rate: 0.65% Annual interest rate: 0.55%
Period 5 years
Expiration Date: June 1,
2025
5 years
Expiration Date: July 1,
2025
5 years
Expiration Date: December
29,2025
Guarantee Agency First Commercial Bank First Commercial Bank Taiwan Business Bank
Trustee Land Bank of Taiwan Co.,
Ltd.
Land Bank of Taiwan Co.,
Ltd.
Land Bank of Taiwan
Underwriting Agency First Securities Inc. First Securities Inc. Taiwan Cooperative
Securities
Attorney Far East Law Offices
Attorney: Chiu Ya-Wen
Far East Law Offices
Attorney: Chiu Ya-Wen
Far East Law Officers
Attorney: Chiu Ya-Wen
CPA Deloitte Taiwan
CPA: Gung,Jerry
Deloitte Taiwan
CPA: Gung,Jerry
Deloitte Taiwan
CPA: Gung,Jerry
Repayment method Repayment of principal in
one lump sum
At the end of five years from
the issue date

Repayment of principal in
one lump sum
At the end of five years from
the issue date

Repayment of principal in
one lump sum
At the end of five years from
the issue date
Outstanding principal
repayment
NT$1,000,000,000 NT$1,000,000,000 NT$1,000,000,000
Redemption or
EarlySettlement Terms
None None None
Restrictions None None None
Name of credit rating agency,
rating date, results of corporate
bond rating

None
None None
Attached
Other
Rights

Number of ordinary
shares,
overseas
depositary
receipts
or other marketable
securities converted
(exchange or stock
option) as of the
publication date of
the annual report








N/A
N/A N/A
Issuance and
conversion
(exchange or stock
option)

Please see p.159 of this
annual report.
Please see p.160 of this
annual report.
Please see p.161 of this
annual report.
The method of issuance and
conversion, exchange or stock
options, possible dilution of
equity and impact on equity of
existingshareholders.




There is no material adverse
impact.
There is no material adverse
impact.
There is no material adverse
impact.
Name of the custodian agency N/A
(non-exchangeable bonds)
N/A
(non-exchangeable bonds)
N/A
(non-exchangeable bonds)
  • 82 -

III. Preferred Shares: None.

IV. Global Depositary Receipts: None.

V. Employee Stock Options: None.

VI. Status of New Shares Issuance in Connection with Mergers and Acquisitions: None.

VII. Financing Plans and Implementation

For each uncompleted public issue or private placement of securities, and for such issues and placements that were completed in the most recent three years but have not yet fully yielded the planned benefits. There are still the first overseas unsecured convertible bonds in 2004. The implementation status of the project as of March 31 2021 is described as follows:

In 2004, the Company issued its first overseas unsecured convertible bonds for US$20 million. The project was to finance the construction of the shopping mall area of the Xindian Depot Joint Development Project (hereinafter referred to as Mehas). The funds raised were fully committed to the project in 2008.

The Company originally planned to cooperate with the Taipei City Government in the Mehas shopping mall project. The Company planned to leased back from Taipei City Government the shopping mall floors from the 1st to 4th floors allocated to Taipei City Government to jointly operate with the 5th floor of the shopping mall allocated to the Company. On July 16, 2009, the Board of Directors of the Company revised the estimated benefits of the unified operation of the shopping mall in accordance with the final equity allocation ratio agreed with Taipei City Government and reported to the shareholders' meeting on June 17, 2010. Subsequently, due to the delay in the progress of the construction works and the negotiation on the rental of the shopping mall, the opening of the shopping mall was postponed to after 2015 at the earliest and the report was rescheduled to the shareholders' meeting on June 19, 2014.

Subsequently, as Taipei City Government and the Company were unable to reach a consensus on the unified operation of the Mehas shopping mall after repeated negotiations, Taipei City Government decided to adopt the "open tender" method to dispose of the 1st to 4th floors of the shopping mall held by Taipei City Government. After five unsuccessful bids, the tender was opened for the sixth time on October 12, 2017. The tender was awarded to IKEA. In 2018, the Company conducted several evaluations and negotiated with IKEA for possible cooperation opportunities in order to realize the initial plan of unifying the operation of the shopping mall on the 1st to 5th floors, but was unable to reach a consensus in the end.

In January 2019, the Company leased the 5th floor of the Mehas shopping mall to Jing-Jan Retail Business Co., Ltd. (hereinafter referred to as Jing-Jan) for operation and management. Since its opening, the Mehas shopping mall has performed better than expected due to its dense population and the absence of large shopping mall in the neighborhood. In December 2020, the Company sold the Mehas shopping mall to Jing-Jan due to the overall operational development of the Company. Since then, the benefits of the sale have become apparent. The details and benefits of the fund raising plan as amended and sold are as follows.

  • 83 -
Item Original Plan
(2004 ECB)
Change in 2006
(1st)
Change in 2006
(1st)
Change in 2007
(2nd)
Change in 2009
(3rd)
Change in 2019
(4th)
Explanatory Note in 2021
(5th)
Report to Board of
Directors (date of
announcement)
or date of Shareholders'
Meeting
June 9, 2004
Board of Directors
July 12, 2006
Board of Directors
(Progress and
benefits as
amended)
April 17, 2007
Board of Directors (Progress
as amended)
May 24, 2007
Board of Directors
(Benefits as amended)
May 28, 2007
Shareholders' Meeting
(Progress as amended)
July 16, 2009
Board of Directors
(Benefits as amended)
June 17, 2020 Shareholders'
Meeting
(Report on historical changes)
April 22, 2019 March 26, 2021 Board of
Board of Directors Directors
(Benefits as amended) (Description of benefits)
June 24, 2019 June 25, 2021
Shareholders' Meeting Shareholders' Meeting
(Benefits as amended) (Description of benefits)
Projected / Actual
Progress
2004 ~ 2005/4Q 2006/4Q ~
2008/3Q
2006/4Q ~ 2012/3Q 2006/4Q ~ 2012/3Q
2006/4Q ~ 2015/4Q 2006/4Q ~ 2015/4Q
Estimated time of
operation / Estimated
time of completion and
delivery
December 2005 December 2008 September 2012 September 2012 Season 3~4, 2019 Opening in March 2020
Reasons for Change 1.
2.
3.
It took more than
20
environmental
assessments and
urban plan
reviews before
the site was
approved as late
as November
2005, and the
building licence
was only granted
in July 2006.
The procedures
for delivery of
the building base
were
complicated.
The time for
operating of the

1. The Department of Rapid
Transit Systems, Taipei City
Government has different
requirements for the
entrances and exits of the
MRT, which require
performance design
changes.
2. The structural reinforcement
design had to be
re-submitted to the
Department of Rapid Transit
Systems, Taipei City
Government for review to
accommodate the different
types of business.
3. Difficulties have been
encountered in building
artificial sites. Construction
of the shopping centre area
relied on artificial sites in
the residential area.
The result of the allocation
of rights with the public
sector was different from the
As the Taipei City
Government decided to
adopt the "open tender"
method for the 1st to 4th
floors of its allocated
shopping mall, and the
tender was awarded to
IKEA at the sixth tender
opening on October 12,
2017, the Company did
not have the opportunity
to unify the operation
with the Taipei City
Government for the
Mehas shopping mall
case.Therefore, the
benefit was revised to
"rental income from the
In December 2020, the
Company sold Mehas
shopping mall to
Jing-Jan in
consideration of overall
operational
development.


original estimate of the
Company.
Company's leasing of
the 5th floor shopping
mall in Mehas" and
"recognition of

shopping mall
area was
  • 84 -
Item Item Original Plan
(2004 ECB)
Change in 2006
(1st)
Change in 2007
(2nd)
Change in 2009
(3rd)
Change in 2019
(4th)
Explanatory Note in 2021
(5th)
revised to
December 2008.
4. The time for operation of
the shopping mall area
was revised to September
2012.
reinvestment gains from

Jing-Jan’s operation of
the 5th floor shopping
mall in Mehas".
Projected/
Actual
Benefits
(Note 1)
Revenue side
3,241,512
3,241,512 1,762,296
1,762,296

351,817

2,518,295
Cost side 807,792 783,128 807,422
1,605,873

422,956

1,594,707
Net profit
before
taxation
1,667,047 1,578,207 954,871
156,424

(71,143)

923,589
Reinvestmen
tgains
- - -
-

18,037

-
Explanatio
n from the
Company
Due to several
environmental
assessments, urban
planning reviews,
and the complexity
of the handover
process for the
Mehas, the
Company revised
the time for
opening and
operation of the
shopping mall area
to December 2008.
The decrease in
cost of $24,664,000
was a small
percentage of the
total revenue.

1. Reasons for delay in
construction.
The construction of the Mehas
shopping mall was originally
scheduled to commence in
September 2006 and was
scheduled to open for business
in December 2008. Although
the Company obtained the
building license in June 2006,
the original application for the
building license canceled the
proposal to provide an
entrance to MRT Facility B.
However, the Department of
Rapid Transit Systems, Taipei
City Government subsequently
recommended that the
entrance to MRT Facility B be
retained, so the Company had
to carry out a performance
design change in consideration
of the overall use of space in
the mall. In addition, due to
the need to attract new

With respect to the Mehas
shopping mall project, the
Taipei City Government did
not officially notify the
Company of the final
allocation of its equity until
early 2008. The Taipei City
Government received 74.26%
of the total area of the mall,
while the Company received
25.74%. When the Company
raised overseas convertible
bonds in 2004, it was assumed
that the shopping mall area
would be fully subdivided by
the Company. This differs
from the final equity allocation
in early 2008. (As it is not yet
possible to reach an agreement
with the Department of Rapid
Transit Systems, Taipei City
Government on the allocation
of rights before the EIA and
urban planning review, the
project has onlybeen

In order to realize the
previous plan of unifying
the operation of the
Mehas shopping mall on
the 1st to 5th floors, the
Company had repeatedly
evaluated possible
cooperation opportunities
with IKEA, but was
unable to reach a
consensus. Therefore, the
estimated benefit is
revised to include the net
rental income from the
leasing of the 5th floor
mall only and the
recognition of
reinvestment gains from
the operation of the 5th
floor mall by Jing-Jan.
The sudden change in
revenue was not expected
by the Company.
In January 2019, the
Company leased the 5th
floor of Mehas
shopping mall to Jing-Jan
for operation and
management. After the
opening of Mehas
shopping mall, the
operation of Mehas
shopping mall has
exceeded expectations
due to its dense
population and the
absence of large shopping
malls in the vicinity. In
December 2020, the
Company sold Mehas
shopping mall to Jing-Jan
based on the overall
operational development.
  • 85 -
Item Item Original Plan
(2004 ECB)
Change in 2006
(1st)
Change in 2007
(2nd)
Change in 2009
(3rd)
Change in 2019
(4th)
Explanatory Note in 2021
(5th)
businesses for investment, the
structural reinforcement
design and construction plan
had to be submitted to the
Department of Rapid Transit
Systems, Taipei City
Government and MRT
Corporation for review. Due to
the large number of review
units by the competent
authorities and the
uncontrollable schedule, and
in order to meet the
construction schedule of the
residential area, the Company
delayed the completion of the
construction of the shopping
mall area to September 2012.
2. Explanation from the
Revenue Perspective:
The initial planning of the mall
was based on Tai Lian
Enterprise Management
Consulting Company market
research data to estimate the
rental income of the mall. At
that time, there were no large
shopping malls of sufficient
scale and with strong customer
gathering power in the
Xindian area. However, in
view of the delay in the
opening of the mall to the
public, the addition of new
large shopping malls (such as
Carrefour Xindian Branch) in
thepast fewyears,and the



calculated according to the
tentative planning direction of
the company. However, this is
a feature of the MRT joint
development and is not unique
to this case).
1. Explanation from the
Revenue Perspective:
Although the majority of the
Mehas shopping mall will be
acquired by the city
government, the Company is
currently negotiating with the
Taipei City Government for a
unified leaseback model for
the operation of the shopping
mall, and therefore the
Company expects to receive
either a "100% ownership
lease" or a "unified leaseback
lease" from the Taipei City
Government in terms of the
income of the Mehas shopping
mall. The rental income
generated by both options is
the same. The difference lies
only in the additional rental
expenses to be borne by the
Company under the latter
option. Therefore, the
operating income of the Mehas
shopping mall approved by the
Board of Directors on July 16,
2009 is not subject to revision.
2. Explanation from the Cost
Perspective:
If the Mehas shoppingmall is


  • 86 -
Item Item Original Plan
(2004 ECB)
Change in 2006
(1st)
Change in 2007
(2nd)
Change in 2009
(3rd)
Change in 2019
(4th)
Explanatory Note in 2021
(5th)
possible impact of other
shopping malls on the rental
level of the Company's Mehas
shopping mall, the estimated
rental income for some of the
categories was adjusted.
The Company reestimated the
rental income based on a
conservative principle in light
of the reduction in the area of
the shopping mall and
estimated the total operating
income from 2012 to 2017 to
be NT$1,762,296 thousand.
3. Explanation from the Cost
Perspective:
Due to the adjustment of basic
wages and labor and health
insurance premiums in July
2007, the amount of fixed
operating expenses was
increased based on the
conservativeprinciple.
leased back to the Company, it
will increase the Company's
rental costs. The Company has
assumed that the profit from
the portion of the mall leased
back to the Taipei City
Government will be 30% of
the re-lease rental income.
Therefore, it is estimated that
the annual rental expense will
increase by approximately
NT$149,709 thousand and the
annual gross profit and
operating income will decrease
by NT$149,709 thousand.

Note 1: The original capital raising plan in 2004 was based on the assumption that the shopping malls on the 1st to 5th floors of the Mehas shopping mall project would be operated by the Company under one roof. The projected benefits were originally calculated for the six-year period from opening to operation, but were revised in 2019 to include the net rental income from leasing the 5th floor shopping mall for the 10-year period from opening to operation and the recognition of reinvestment gains from Jing-Jan's operation of the 5th floor shopping mall in the Mehas shopping mall case. The provision in 2021 is due to the settlement of the full benefit of the sale of Mehas shopping malle (including car parking spaces) in 2020. However, as this transaction is an inter-affiliated fixed asset transaction, the related benefits should be eliminated in full. The land will be realised upon the sale of Jing-Jan to a third party; the building will be realized upon the phased use by Jing-Jan or the sale to a third party.

  • 87 -

Operational Overview

I. Business Activities

  • (I) Scope of Business

  • The Company's Major Lines of Business

    • Housing and Building Development and Rental.

    • Specific Area Development.

    • New Towns, New Community Development.

    • Wholesale of Building Materials.

    • Retail Sale of Building Materials.

    • Computer Equipment Installation.

    • Interior Decoration.

    • Landscape and Interior Designing.

    • Wholesale of Tobacco and Alcohol.

    • Wholesale of Cloths, Garments, Shoes, Hats, Umbrellas and Clothing Accessories.

    • Wholesale of Furniture, Bedding Kitchen Utensils and Fixtures.

    • Wholesale of Hardware.

    • Wholesale of Daily Commodities.

    • Wholesale of Precision Instruments.

    • Wholesale of Computer Software.

    • Wholesale of Electronic Materials.

    • Retail Sale of Tobacco and Alcohol.

    • Retail Sale of Cloths, Garments, Shoes, Hats, Umbrellas and Clothing Accessories.

    • Retail Sale of Furniture, Bedding Kitchen Utensils and Fixtures.

    • Retail Sale of Hardware.

    • Retail Sale of daily commodities.

    • Retail Sale of Culture, Education, Musical Instruments and Educational Entertainment Supplies.

    • Department Stores.

    • International Trade.

    • Restaurants.

    • Information Software Services.

    • Data Processing Services.

    • Electronic Information Supply Services.

    • Other Industrial and Commercial Services.

    • Recreational Activities Venue.

    • Sports Training.

    • Beauty and Hairdressing Services.

    • All business items that are not prohibited or restricted by law, except those that are subject to special approval.

88

2. Business ratios

Unit: NT$ Thousand

Unit: NT$Thousand
Consolidated
revenue
Construction Leases Shopping
MallsNote 2
Sewage
Treatment
OthersNote 3 Adjustment
and Write-off
Total
Revenue from
customers outside
the Company
2,112,447
619,313

1,360,686

2,209,291

470,595

0

6,772,332
Revenue within
the Company
1,442,329
624,787

846

0

28,632

(2,096,594)

0
Segment revenue 3,554,776
1,244,100

1,361,532

2,209,291

499,227

(2,096,594)

6,772,332
Percentage 52.49%
18.37%

20.10%

32.62%

7.37%

-30.95%

100.00%

Note 1: The data above are from the segment information in Note 39 on page 78 of the Company's 2020 consolidated financial statements.

Note 2: It refers to the subsidiary Jing-Jan Retail Business Co., Ltd., which has been listed in Taipei Exchange. Please refer to the Company's annual report for relevant information.

Note 3: It refers to other income from operating hotels and selling cosmetics and skin care products by subsidiaries.

Not only is the Company dedicated to the construction of residential and commercial buildings for sale and lease, in recent years, we have also developed diversified businesses in hot spring hotels, department stores, bus station operations and cosmetics. We are now a keen investor in property development including elderly care and circular economy business. By sharing resources from a wide variety of parties, we hope to give our businesses a full play, further enhancing operational efficiency and strengthening the market competitiveness. The following is an operating overview of the business that has been divided into 2 categories: construction business and circular economy business.

3. Current Products and Services

  • (1) Construction (including leases and elderly care business)

  • A. Residential buildings - homes, stores, clubs, studios, parking lots, etc.

    • In the public housing project “Radium Perfect Life” in Fuzhou, Banqiao, New Taipei City, Currently, the main products (174 units) are the storefronts and offices. There are also 446 units of affordable housing suited for renting, all of which have been rented out at present.

    • As for the joint development project “S Super Station” at the Daqiaotou Station, Taipei City, the main products sold are 115 residential units.

    • The project “Radium New Q Square” in Qingpu, near a Taiwan High Speed Rail station, features 151 residential units and 4 storefronts.

    • In terms of “THE GENESIS” and the “Le Tau Chu Senior Happiness Home-Sanzhi”, the main products are 520 residential units of THE GENESI for sale, and 168 residential units of Le Tau Chu Senior Happiness Home-Sanzhi for rent.

    • The youth housing project in New Taipei City " i Youth Housing” (Zhonghe and Sanchong branches), features 1,543 residential units for rent, all of which have been rented out.

  • B. Commercial buildings - department stores, offices, clubs, hotels, parking lots, etc.

  • C. Multi-use buildings - complex buildings that combine more than one of the above-mentioned functions.

  • (2) Circular Economy (including water resources, solar energy, and waste treatment)

  • A. Sewage treatment plant (water recycling center)

  • B. Solar power plant

89

  • C. Waste-to-energy resource recycling center (Changhua Coastal Industrial Park)

  • D. Organic sludge resource treatment pilot plant (water recycling center)

4. Developing Products and Services

  • (1) Construction (including leases and elderly care business)

Building on the past development experience, the Company continues to develop construction projects at transportation hubs, and launch high-quality products with representative characteristics, such as selecting bases with commercial marketability and scale conditions to launch complex functional buildings, or launching urban or suburban senior citizens' housing projects in locations with accessibility to public transportation.

  • (2) Circular Economy (including water resources, solar energy, and waste treatment)

In response to the government’s circular economy policy, the Company has adopted the expansion of the development of the environmental protection industry and enhancement of resource recycling operations as the goal, and is committed to solid waste treatment, organic biomass anaerobic treatment, sludge treatment, domestic wastewater and industrial wastewater treatment, as well as development of relevant businesses, such as the construction of a waste-to-energy resource recycling center and the construction of an organic sludge resource treatment pilot plant.

(II) Real Estate -Industry Overview

  1. Construction (including leasing and elderly care business)

  2. (1) Status and development of the industry

According to statistics from the Directorate-General of Budget, Accounting and Statistics, Ministry of the Interior, in 2020, the number of buildings sold and transferred across Taiwan reached 326,589, continuing the prosperity as in 2019. The number of transactions once again exceeded the mark of 300,000, a record high in six years, an increase of 8.76% compared to the previous year. Land transactions are also becoming more active. There were 616,000 land transactions registered in Taiwan in 2020, an increase of 12% compared with 2019, which was also a record high after the implementation of the Individual House and Land Transactions Income Tax in 2016. After the Central Bank’s warning in September 2020, the wait-and-see atmosphere in the housing market rose for a while. In October of the same year, the transaction volume immediately shrank by about 10%. In November, the measures for suppressing the real estate speculation were strengthened, but the housing market seemed to be stable and unaffected. The restrained atmosphere in buying in October began to be mitigated and stabilized in November, and the number of housing transactions even exceeded 35,000 in December. Benefiting from the success of the domestic pandemic control and prevention, coupled with the rapid stabilization and increase in transactions in the housing market after the interest rate cut, buyers, who adopted the wait-and-see approach in the past few years, have entered the market; therefore, the housing market is warming up and prosperous.

In addition, according to a Cathay Real Estate Index report and the analysis of real estate agents, the national housing market showed a pattern of price increases and stable transaction volume in 2020. The first quarter of 2020 was affected by the pandemic and the construction companies took a more conservative approach. However, with abundant global funds, housing prices in many countries showed an upward trend, and Taiwan was no exception. In the second and third quarters, there was an increase in the number of housing projects and the housing prices in various areas, which became stable in the fourth quarter. It is expected that the global

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monetary easing policy and low interest rate environment will continue in 2021. As the real-price registration mechanism amendments, the prohibition of re-sale of pre-orders, and the Integrated Housing and Land Tax 2.0 will be launched soon, it is expected that in the first half of 2021, the industry will take a wait-and-see approach, and after the government establishes the real estate market business judgment index, it will be more positive about the sound development of the real estate market.

  • (2) Industry relevance of upstream, midstream and downstream companies

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

Landowner
Land Brokerage
Financial Market
Building Company
Steel and Iron Industry
Advertising Agency Cement Industry
Construction Manager Company Sand and Gravel
Architecture Industry Construction Industry
Land Administration Company Hydropower Industry
Real Estate Agency Other Industries for
Decoration Industry Building Materials
House Buyer
Upstream
Midstream
Downstrea
----- End of picture text -----

There are many industries that are connected to the construction industry; therefore, the construction industry is also known as a leading indicator. In the entire industry system, construction companies are in the position of coordination and integration.

(3) Product development trends

Location is still a key factor in the value of real estate, and the primary consideration is transportation and living functions. Therefore, the areas adjacent to the city center and transportation hubs still dominate the development trend of real estate products for a long time. However, with the environmental changes (such as greenhouse climate, diseases, and hygiene) and the advent of an aging society, home buyers have also begun to attach importance to residential housing products featuring technology, environmental protection, epidemic prevention and health, and suitability for the retirement life. Therefore, how to solve environmental protection and social issues through architectural planning, and introducing Intelligent Buildin, Green Buildings, or Universal Design (applicable for customers aged 0 to 100) will become the first choice for potential customers in the future.

  • A. Accessibility to transportation is the first choice (residential and office units) Location is still the primary consideration for most homebuyers (such as

  • transportation, school district, and living functions). In addition to the existing

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MRT network in the Greater Taipei Area, Taoyuan Airport MRT, and Taiwan High Speed Rail, the “third ring lines and three lines” of MRT were also gradually put into trial operation in 2020. The construction of Taichung MRT is completed and is undergoing trial operation. There are 18 stations in the whole system, starting from the main station in Beitun via Wenxin Road, one of the main roads, to the Wuri Station. This system can be connected to Taiwan High Speed Rail and Taiwan Railways, making it easy to transfer between different transportation systems. It is not difficult to predict that in the future, urban construction in Taichung will also follow the MRT joint development model in Taipei. The Kaohsiung MRT has also been operating for several years. The underground lines of Taiwan Railways and the removal of elevated bridges have allowed the Kaohsiung City center to have increased area of the green landscape and more recreational space. However, because the acquisition of land in the city center is not easy, housing prices remain high. The convenient rail network connects the areas on the periphery, which gradually changes Kaohsiung people’s commuting and home buying habits. Therefore, if transportation is in place, regional development will be driven, and housing prices will naturally rise. The idea of "getting home when you arrive at the station" brought about by an MRT station in the metropolitan center is still the primary consideration for homebuyers. B. Healthy retirement life

According to statistics from the Department of Statistics, Ministry of the Interior, the number of elderly people over 65 years old in Taiwan in 2019 will increase from 3.43 million in 2018 to 7.15 million in 2065, and their proportion of the total population will increase from 14.5% to 41.2%, resulting in a sharp increase in the old age dependency ratio and leading to a hidden concern about a heavy care burden. The social problems brought about by Taiwan’s aging population (the percentage of seniors over the age of 65 is higher than 14%) has led to more attention and discussion. The concept of old-age care for the new generation of elderly people is also very different from the past. With an aging society, coupled with the impact of low birth rates, the demand for long-term care will inevitably increase. Therefore, in recent years, the development of long-term care and the silver hair industry has become a focus in the policy, and relevant needs and business opportunities have gradually emerged. Many banks have also launched exclusive mortgage products (reverse mortgage) for the elderly group, with the aim of driving the development of the recreation and care industry of the elderly people.

In addition, in recent years, the living environment of Taiwanese people has been severely affected by air pollution (PM 2.5), ultraviolet rays, and the COVID-19 pandemic. People have also begun to choose new building materials that are healthy or anti-epidemic when buying homes. Therefore, product demand and business opportunities for healthy retirement life will gradually become the mainstream, which is expected to drive a new wave of real estate development. C. Green building and community development

In recent years, the government has vigorously promoted sustainable smart cities (including energy conservation and environmental protection), encouraged commercial buildings or residential buildings to plan to be certified with different levels of marks and labels, and to incorporate smart technology to daily life. Among them, " Intelligent Building " is the integration of information and communication technology into a building to improve the management efficiency of the building and the living quality of users. The “green building” must meet

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nine major indicators, namely biologicalty indicator, green area intensityr, base water conservation indicator, daily energy-saving indicator, CO2 reduction indicator, waste reduction indicator, water reduvtion indicators, indoor environment indicator, water pollutants and solid waste improvement indicator.

Taiwanese people are paying more attention to the environment of workplace (commercial office buildings) and quality of life (residential buildings). With their understanding of and emphasis on smart buildings and green buildings, such functions have been regarded as the standard by property buyers (general public or business owners). Therefore, such products will gradually become popular in the future, which is also an important trend in the development of intelligent green buildings.

(4) Competition

Real estate has the characteristics of immovability, so market competition is limited to individual areas. Only by launching superior products at the right time in accordance with characteristics and market needs in each area can businesses stand out in the competition. The Company keeps abreast of the demand and social development trends in the real estate market. With the Company's strengths of its internal excellent team and the planning and design of the external professional team, it has successively launched market-competitive projects, such as the “S Super Station” at the Daqiaotou Station, “Radium PerfectLife” in Fuzhou, Banqiao, Radium New Q Square” in Qingpu, near a Taiwan High Speed Rail station, and the elderly health care project “THE GENESIS” in Sanzhi, with excellent sales performance. This has demonstrated that the Company's competitiveness is above the average level of the industry.

  1. Circular Economy (including water resources, solar energy and waste treatment)

  2. (1) Status and development of the industry

    • Traditional business development is a linear economic context of "mining,

    • manufacturing, using, and discarding". In order to stimulate consumption, businesses continue to introduce new products. Consumers are accustomed to the economic development rule of "use and discard", which not only causes the depletion of the earth's resources, but generate waste. However, the earth's resources will not be endless, and waste will not vanish into thin air. Obviously, the traditional linear economy model has come to an end. Taiwan has gone through the era of rapid economic growth, but the price paid is excessive exploitation of natural resources and a great deal of environmental damage. In order to create a win-win situation for the economy and environmental protection, President Tsai Ing-wen has declared that "Taiwan will move towards an era of circular economy and convert waste into renewable resources." The government has even listed it as a part of the "five plus two industrial innovation" policy. Currently, what is emphasized is the circular economy concept of "sustainable recovery of resources and recycling" to replace natural resource extraction so as to achieve the vision of full recycling of materials and zero waste.

The Company established Rih Ding Water Enterprise Co., Ltd. in 2012, stepping into the Taoyuan Wastewater Sewerage System BOT Project, as the first step in the green energy and environmental protection business. Afterwards, Ding Sheng Green Energy Technology Co., Ltd. contracted with the second phase of the Taoyuan Wastewater Sewerage System BOT Project, the Company has planned to set up an organic sludge resource treatment pilot plant in Taoyuan North District

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Water Recycling Center in response to the problem of decontamination of sewage-derived waste, and continues to plan and develop waste-to-energy power generation business in the Taoyuan Technology Industrial Park. Rih Zuan Green Energy Technology Co., Ltd. has been established, to management solar power plant in Qishan, Kaohsiung. In 2020, Jing Ding Green Energy Technology Co., Ltd. was established, to invest in the new "Build-Operate-Transfer (BOT) Project of Resource Processing Center in Changhua Coastal Industrial Park by Industrial Development Bureau, Ministry of Economic Affairs”, planning, building, and operation of the waste-to-energy resource recycling centers, All of this aims to develop in the industries related to circular economy in the hope of further expanding the circular economy business field and achieving a win-win situation for green energy and environmental protection as well as revenue creation.

(2) Industry relevance of upstream, midstream and downstream companies

In line with the government’s “5+2 Major Innovative Industries” policy that focuses on circular economy-related industries while working with other industries to provide support to one another in order to create new utilization of resources, allowing Taiwan’s economic development to grow and at the same time being eco-friendly.

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Biodegradable products Bioproducts Policies
Low carbon products
Energy resource integration
Key new products
Reduce
(Reduce waste and energy saving)
Reuse Recovery Recycle Repair
(Reuse) (Recovery) (Recycle) (Repair
)
New product
Green Silicon Biotech Smart National New
Industries that use energy Valley Medical Machinery Defense Agricult
the application technology of Asia Industry ure
Industry
New green products and circular economy
----- End of picture text -----

Source: Ministry of Economic Affairs Presentation

(3) Product development trends

Taiwan’s waste recycling rate currently ranks third in the world. The government should continue to promote waste recycling policies to build Taiwan into a sustainable recycling home with zero waste and zero pollution. In the green and environmentally friendly economy, the biomass residues will be turned to feed, materials, fertilizer, and energy in order according to its value, as a source of energy resources for another material or product, or return to the production system for continuous circulation. This is an irreversible trend of the times.

Industrial waste can be roughly divided into five categories. The first category includes industrial waste generated in the manufacturing process of energy,

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agriculture, metallurgy, textile, food and beverages, etc.; the second category includes all kinds of recyclable plastic wastes of different material types and grades, such as PET bottles; the third category includes construction waste generated from construction, road demolition, and excavation; the fourth category includes urban waste generated from general commerce, service industry, and people’s livelihoods, such as paper, glass, organic matter, and metal; the fifth category includes household electrical appliances, small appliances, electronic and electrical tools, and other electronic product waste.

The aforementioned waste treatment and reuse are all within the scope of the Group's future development of new circular economy products.

(4) Competition

Circular economy has been a hot topic in recent years. At present, the world is still in its infancy in this regard, and its business opportunities are extremely tremendous. As an early promoter, a business can seize the opportunities in the circular economy market. In recent years, the Group has built and developed youth housing and public housing. Its participation in and implementation of public welfare and charity is also well-known. Now it is also expanding the development of the industries related to circular economy, with the aim of becoming one of the new engines driving Taiwan's future economy.

(III) Overview of technology and R&D

One of the Company’s business philosophy is innovation and diversification. In addition to considering green building design during construction planning, smart building design has long been incorporated into its construction planning. In addition to regular research on well-developed technologies and applications in the market, it continues to invest resources in exploration of the lifestyle and needs of the elderly, and conceives how to integrate new technologies into buildings, so that consumers can enjoy a smarter and more convenient lifestyle, so as to enhance the connotation of housing projects.

The Company established Jing Ding Green Energy Technology Co., Ltd. in 2020 to invest in the " Build-Operate-Transfer (BOT) Project of Resource Processing Center in Changhua Coastal Industrial Park by Industrial Development Bureau, Ministry of Economic Affairs ” to build a highly efficient waste heat treatment and energy conversion resource recycling center, which will not only solve the problem of waste water and sludge in industrial park and achieves reduction and regeneration purposes but also improves the efficiency of waste to energy to implement the concept of circular economy through the methods of efficient separation and waste fuelization. This will also help build a recycling demonstration site, change the image of the traditional waste treatment industry, and build "the first domestic waste-to-energy resource recycling center demonstration plant" as a new green landmark.

(IV) Long-term and short-term business development plans

  1. Construction (including leasing and elderly care business)

  2. (1) Short-term development plan

    • A. Construction project development

Prudently select land development projects surrounding major transportation facilities or with development potential, and actively work on urban renewal projects or public construction-related development promotion projects. In addition, continue to strengthen the management of sales of pre-sale housing projects and the sales of remaining housing units to reduce the cost of remaining

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housing unit management, enhance the Company's working capital, and put assets to good use.

B. Product planning

Continuously improve product planning and design capabilities, take consumer needs as considerations, comply with the trends of green buildings, environmental protection, green energy, etc.; aim to meet customer needs and develop high-quality construction projects, and innovate products based on the experience in the development of complex functional property to avoid vicious price competition.

C. Customer services

Improve service quality to accentuate value of the construction projects by strengthening after-sales and post-rental customer services, such as convenient repair service procedures and good construction property management to increase customer satisfaction and recognition so as to enhance the brand image.

D. Human resource management

Strengthen employee education and training, improve employee quality and professional capabilities, pay attention to employee benefits, provide an excellent work environment, take care of their lives, establish a sound personnel system and allocate manpower properly, so that employees can maximize their functions at work.

E. Finances

Establish a complete financial operating procedure, improve the transparency of financial information, and increase the Company's funding sources and application flexibility through diversified funding channels.

F. Diversified operations

Actively participate in energy and environmental protection, water resources, and other businesses to develop the strengths in the circular economy industry in addition to operating subsidiaries with constant cash flows.

  • (2) Long-term development plan

A. Corporate brand

Implement the Company's core philosophy of "innovation, diversity, sustainability, symbiosis", continue to launch high-quality products in major metropolitan areas, and combine the service soft power of the Group's diversified resources to strengthen the brand image and reputation, to enable consumers to recognize the Company's brand value.

B. Construction project development

Actively develop new projects in all metropolitan areas in Taiwan, expand the Company's operating scale, and copy the successful experience of the composite development and operations of the Jiao-Jiu land BOT project and apply it to new projects. Meanwhile, target overseas markets and develop new projects at an appropriate time.

C. Information management:

Continue to invest to update computer software, hardware and new technologies and the establishment of the Company's internal management information system to improve the management process, increase work efficiency, and convert the customer service operation process to the information system to strengthen the competitiveness of the Company.

D. Talent cultivation

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Continue the human resource training program, train professionals, and recruit excellent management talents to maintain the Company's sustainable development and provide higher-quality services.

E. Diversified operations

Have adopted a diversified investment strategy to expand the scale of business and diversify the operating risks and to create more diversified operating income and profit sources.

  1. Circular Economy (including water resources, solar energy and waste treatment) (1) Short-term development plan

Develop the self-owned land in the Taoyuan Technology Industrial Park as a circular economy demonstration park and connect it to the local resources to promote the integration of green energy resources and diversified and sustainable use, such as promoting the connection of waste-to-energy businesses, setting up an energy resource recycling supply center, developing waste heat recycling technology, constructing a biomass energy center for industrial waste, and integrating the recycling and reuse of effluents in the park.

Develop project planning and design, construction, management, operation, and R&D teams related to circular economy technologies, actively participate in government development projects or cross-industry collaboration to expand the business in the circular economy sector, accelerate the development of the Group, and fulfill its corporate social responsibility.

(2) Long-term development plan

At present, the Taoyuan Wastewater Sewerage System BOT Project is expected to process 200,000 tons of sewage per day after the completion of the entire project, which will create stable revenue for the Group in the long term.

In the Taoyuan Technology Industrial Park, we plan to adopt the latest waste-to-energy technology to convert general industrial waste and organic sludge into electrical energy, and sign an electricity purchase and sale contract with Taipower to sell the power in the category of waste-type renewable energy at a bulk sale price in accordance with the relevant regulations of the Renewable Energy Development Act.

We will strive to integrate industry-academia resources to strengthen industry-government-academia-research collaboration, engage in transformation towards environmental protection, safety, and high-value-added development, and promote technology integration and training of professionals. Furthermore, we will promote ecological design of products, introduce the life cycle concept to the planning and design stage, and adopt ecological design to allow products to be reused, dismantled, classified, and regenerated in the waste stage, to increase resource recycling and reuse, and assist enterprises in developing the business and operating model based on the circular economy concept.

II. Market and Sales Overview

(I) Market analysis

  1. Construction (including leasing and elderly care business)

  2. (1) Sales and supply areas of the Company's main products and services

The Company's main business is to entrust construction companies to build residential buildings and commercial and office buildings for sale and lease with a focus on the domestic market, particularly on Taipei and New Taipei Cities,

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including the “S Super Station” at the Daqiaotou Station, “Radium Perfect Life” in Fuzhou, Banqiao, and Le Tau Chu Senior Happiness Home-Zhonghe. In 2020, the Company launched “Radium New Q Square” in Qingpu, Taoyuan City, near a Taiwan High Speed Rail station, and conducted marketing and promotion of THE GENESIS and the Le Tau Chu Senior Happiness Home-Sanzhi in New Taipei City at the end of the year. In the future, the Company will launch development projects, including a Kaohsiung City urban renewal project, a Taichung MRT joint development project, and a Taipei City urban renewal project.

(2) Market share

Because the real estate industry is based on individual area, the competition in the industry is not the same as that of general industries. It is usually a competition between individual projects in an area. The Company has continued to sell the storefronts, offices, and residential units of the three major projects, namely “Radium Perfect Life”, “S Super Station”, and “Radium New Q Square”, and has officially launched the GENESIS project in Sanzhi, New Taipei City at the beginning of 2021. This has demonstrated the Company's vision of and confidence in the development trend of real estate.

(3) The future supply and demand situation and growth of the market A.Supply

According to statistics from My Housing, the number of projects introduced in northern Taiwan in 2020 was about NT$1.27 trillion, an annual increase of about 13% compared with NT$1.12 trillion in 2019. My Housing also estimated that the housing market price and transaction volume in 2021 would show moderate growth. In addition to the active land transactions in 2020 and the high number of building permits issued, it is estimated that the number of new housing projects launched in northern Taiwan for the whole year of 2021 will still have room for a 5% growth. The annual projects launched are expected to reach NT$1.34 trillion, surpassing the record high in 2013.

B.Demand and growth

In the past few years, under the influence of the government's policy of continuously suppressing the real estate market, the business of the overall market was mostly sluggish, and did not improve significantly. However, last year (2020) the total number of property and land transfers in Taiwan reached 326,000. In addition, the survey on buyers’ willingness by real estate agents found that buyers’ outlook on the market turned from pessimistic to neutral. With the decline in the housing market since 2014, many buyers have adopted a wait-and-see approach for a long time with an urgent need to get into the market. After confirming that the housing market has stabilized, many homebuyers entered the market as their confidence has recovered.

Due to the sudden outbreak of the COVID-19 pandemic in early 2020, the whole world was impacted in different degrees, and Taiwan’s entire real estate market was faced with great uncertainty. At present, the degree and time of its impact is still far from clear. Recalling the impact of SARS on the overall environment and the real estate market 17 years ago, people are worried about the current situation. Therefore, the Company will adopt cautious and timely countermeasures in response.

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Although the market has ups and downs, as long as the external unfavorable factors are diminished and the economy continues to grow, there will still be basic rigid demand for real estate, either for self-occupation or commercial use. Particularly, in the developed urban areas, the supply is limited, and there is a demand for replacement of old property. Therefore, as long as the Company optimizes its product planning and establishes a clear brand positioning, it will still be able to effectively keep abreast of the market demand and achieve ideal sales performance.

(4) Competitive niche

A. Professional development evaluation

The Company has long attached great importance to the conditions of the land for construction, particularly the location with accessibility to transportation. For example, the MRT joint development project launched by the Company in the past or the T9 BOT project with the neighboring five transportation tools both feature the advantage of great accessibility to transportation. With the product planning and design content and the quality of the projects, both have achieved excellent sales results and contributed to the performance. In the future, the Company will fully evaluate the investment benefits, develop land with high-quality conditions and development potential, carefully design and plan projects, and continue to launch new projects.

B. Flexible design and planning

The Company has the experience of participating in different types of development projects, including MRT joint development projects, BOT projects, and superficies rights projects. Such construction projects involve many legal requirements and the development process is more complicated than the traditional model, and the Company always adheres to the concept of innovative thinking and continuously seeks solutions along the journey. As such, the Company can always transcend the constraints of the existing established model flexibly and make breakthroughs in project planning, which is evidenced by the Company’s complex functional buildings planned in the past or complex all-age healthy resident project currently under planning.

C. Innovative diversified development

In order to avoid the impact of the cyclical fluctuations of the real estate business on the Company's operations, the Company, in addition to the main business in construction, continues to invest in businesses with fixed operating income, such as the subsidiary Wan Da Tong Enterprise Co., Ltd. , which is responsible for the operation of the T9 BOT project and has stable rental income; subsidiary Jing-Jan Retail Business Co., Ltd. and subsidiary Radium-Kagaya International Hotel Co., Ltd. , responsible for the operation of shopping malls and a hot spring hotel in Beitou, respectively; and subsidiary Rih Ding Water Enterprise Co., Ltd. , responsible for the operation of the Taoyuan Wastewater Sewerage System BOT Project. At present, the Company's diversified development strategy has created positive results. The business categories are diversified. Each operating entity assists each other based on its characteristics and professional field to achieve the synergy effect while can also contribute to revenue stably individually. In the future, the Company will continue to maintain a diversified development strategy and extend its focus to green energy and

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environmental protection businesses, such as circular economy, waste treatment, and renewable energy power generation.

  • (5) Favorable and unfavorable factors of development prospects

  • A. Favorable factors

    • a. The overall economy maintains a growth trend, which is conducive to people buying property

According to the forecast of the Chung-Hua Institution for Economic Research in November 2020, the economic growth rate in 2021 will be higher than that in 2020. The GDP growth rate in 2021 was 4.01%, an increase of 2.10 percentage points from 1.91% in 2020. Regarding private consumption, although the global pandemic has not yet been effectively controlled, the ban on travel abroad and international tourists to Taiwan may continue. However, considering that private consumption in 2021 is lower than the base period, and the fundamentals of Taiwan’s stock markets are stable, the wages of employees have maintained a positive growth, and the increase in basic living expenses will help increase the people's individual income tax deductions and increase the people's disposable income, which may drive a strong rebound in private consumption. It is predicted that private consumption will grow by 3.18% in 2021, an increase of 4.79 percentage points from (1.61%) in 2020.

  • b. The government promotes major public construction projects to drive the housing market’s performance

  • On July 7, 2017, the President promulgated the implementation of the

  • Special Act for Forward-Looking Infrastructure to promote a forward-looking infrastructure program. A total of NT$420 billion is budgeted for a four-year period, and a special budget is later developed for three stages in the period (the first stage was from September 2017 to December 2018 with a total budget of NT$107.1 billion; the second stage was from 2019 to 2020, with a total budget of NT$222.9 billion; the third stage will be from 2021 to 2022, with a total budget of NT$229.8 billion). The program focuses on the eight major construction priorities, namely, green energy construction, digital construction, water environment construction, rail construction, urban and rural construction, construction of childcare friendly spaces in response to declining birthrates, food safety construction, and talent cultivation to promote employment. According to estimates by the Executive Yuan, for every NT$1 spent on the forward-looking program, the private investment will increase by about NT$0.78, and the real GDP will grow by NT$1.62. The real GDP can increase by 0.71% per year on average compared to the level, at which the program is not implemented, and approximately 108,000 people will be provided with job opportunities every year. Moreover, based on the past experience, investment in major public construction projects can often create positive effect on the surrounding real estate and promote the development of the housing market, particularly in the rail construction category.

  • c. Changes in the lifestyle of Taiwanese people, which will help facilitate the real estate demand.

With the change of social patterns, small families and declining birthrates have become a trend. Therefore, in recent years, the small two-bedroom and studio products in the metropolitan area have become the mainstream of the

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market, and its proportion of the overall transactions has also maintained a growth trend with the growing number of households as an important product in the real estate market.

Furthermore, in recent years, Taiwanese people’s concept of old-age care has been gradually adjusted. Taking into account the needs for a suitable retirement environment, health promotion, and their children’s inability to properly take care of them, more and more senior people have accepted the concept of elderly health care housing year by year. This trend will be clearly reflected in the market demand in the future.

  • B. Unfavorable factors and countermeasures

  • a. It is not easy to obtain land in prime location

Land is the most basic raw material for construction. After years of development, land with development value has gradually decreased, and prices have continued to rise. In addition, large areas of public land will no longer be released according to government policies, which has caused the cost of land acquisition to rise, affecting the profit of development of construction projects. b. Negative factors suppress the business in the housing market, and market buying momentum remains to be observed

In recent years, due to excessive supply, the real estate market has faced the pressure of inventory closeout and business cycle. The Individual House and Land Transactions Income Tax, Property Tax, poor performance of the overall domestic economy and no increase in real income, expected increase in interest rates, and political uncertainty have resulted in insufficient investment confidence in the housing market with a strong wait-and-see atmosphere in the market.

  • C. The Company's countermeasures

  • a. Carefully choose the location for projects and copy the development experience to expand business opportunities

In the face of continuously increasing land costs, the Company will continue to evaluate various types of sources of development projects, take urban areas with advantages in transportation and living functions as the top choice for development, and strengthen planning and design to create products with high added value and uniqueness to create revenue and reduce the impact of land costs. In addition, the Company will also strive to copy the past experience in complex building development. Either a new metropolitan area or an overseas transportation hub city will be the Company’s targets. The Company aims to copy the successful experience to solve the problem of insufficient land sources and increase the opportunities to acquire land so as to create operating income.

b. Diversified operations

In order to avoid the fluctuations of business cycle in the housing market, the Company, in addition to the main business in construction, has continued to devote itself to the operation of businesses with fixed-income, such as asset management, shopping malls, hotels, sewage treatment, as well as cosmetics and skin care products in recent years. Since most of them are businesses that directly face end consumers and feature constant income, which will create stable cash flows and fixed income for the Group, and help diversify the risks of changes in the real estate business.

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  1. Circular Economy (including water resources, solar energy and waste treatment)

  2. (1) Sales and supply areas of the Company's main products and services

The Taoyuan City Government commissioned the sub-subsidiary Ri-Ding Water Company to construct sewage pipelines and water resources recycling projects to build the Taoyuan Wastewater Sewerage System BOT Project into the largest sewer system BOT project in Taiwan. The first phase of the sewage treatment plant, which was completed and put into operation in 2016, has an average daily processing capacity of 50,000 tons, of which 6,000 tons of sewage are decomposed and filtered using the MBR system.

Furthermore, in response to the Taoyuan City Government’s industrial innovation policy and the Central Government’s renewable energy policy, the Company is also developing diversified plans in the Taoyuan Technology Industrial Park (No. 21, Kwun Tong Section) with the site as the cradle of innovative technologies for circular economy so as to further become a national demonstration zone to export technology.

The Industrial Development Bureau, Ministry of Economic Affairs, has entrusted Jing Ding Green Energy Technology Co., Ltd. to implement the “Build-Operate-Transfer (BOT) Project of Resource Processing Center in Changhua Coastal Industrial Park by Industrial Development Bureau, Ministry of Economic Affairs”. In the project, the company will build and operate a waste-to-energy resource recycling center, adopt smart technology in operations, and maintenance and repair, and adopt ORS and IOI systems to assist with the operations and management, while using EPMS and MMIS systems to implement preventive maintenance management, applying digital communication tools and electronic equipment to record, analyze, and manage operation data effectively and in real time, as well as conducting internal and external monitoring and audits to maintain stable operations for more than 20 years so as to ensure operational safety.

(2) Market share

The area of operations of Taoyuan Wastewater Sewerage System BOT Project spans over 7,610 hectares, covering the administrative areas of Taoyuan District, Bade District, Guishan District and Luzhu District. The sewage collection area covers 6 urban planning areas including Taoyuan Expansion and Revision Project, Provincial Highway 1 (between Taoyuan and Neili), Nankan New Town, Guishan, bade (Danan area), Bade (including Bade expansion). According to the Taoyuan City Government’s pipeline network connection period, the total number of households under management was 251,447. As of February 2021, the cumulative number of households that had completed the connection was 100,876, or around 40%.

In the future, the Company will step into the markets of waste-to-energy, food waste bioenergy reuse, reclaimed water utilization, and industrial waste sorting and reuse, and expand the business in a horizontal manner.

(3) The future supply and demand situation and growth of the market

Taiwan is small and densely populated. At present, unprocessed waste is only allowed to be buried in remote areas, and in case of emergency or disasters, except for the waste burial for the purpose of restoration of urban landscape, almost 90% of the waste is treated by incineration. The hazardous materials after incineration still need to be buried. There are currently more than 4 million cubic meters of public

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landfills in operation. The public landfills in Taipei City, New Taipei City, Yilan, Hualien, and Lianjiang County are under the safe value. The remaining burial capacity will have a useful life of less than five years, and the landfill capacity tends to be insufficient.

The government’s renewable energy development policy aims to reach a target that 20% of the total power generated is renewable energy by 2025. After the waste is generated, it will be removed. According to the statistics of the Environmental Protection Agency, Executive Yuan, the number of licensed public and private waste removal agencies has grown from 2,799 in 2008 to 4,294 in 2020, a growth rate of 53% over the 12 years. The number of licensed private waste treatment institutions has grown from 96 in 2008 to 188 in 2020, and the growth has doubled, which has shown that waste-to-energy business has great room for development and growth.

Moreover, there are still eight counties in the country that do not have independent waste disposal facilities and the capacity of the waste disposal facilities is seriously insufficient, which has caused the problem of garbage dumping in the country in the past two years. In addition, of the 24 incineration plants in Taiwan, 19 incineration plants at the end of 2016 were in service for over 15 years. Accounting for 79% of the 24 incineration plants, these 19 plants’ processing capacity accounted for 87% of the total. Due to the obsolete equipment and the increased frequency of shutdowns as a result, the overall operation rate has been declining year by year and the processing capacity has decreased as a result. The risk of waste being not properly processed increases immediately; environmental sanitation problems may occur easily. As for the incineration plants in neighborhood in the era of increased environmental awareness, reconstruction of the original plant site or construction of a new site is not an easy task due to the public pressure. Coupled with the practical demand for increased incineration capacity and the huge cost of rebuilding incineration plant facilities, there is no way but to optimize and upgrade the original incineration plants and facilities at the original sites, which is an important mechanism where the public participates in the circular economy.

(4) Competitive niche

The Taoyuan Wastewater Sewerage System BOT Project is the largest sewerage system BOT project in Taiwan. Following the completion of the first phase of the sewage treatment plant in 2016, the second phase of the plant expansion project was completed at the end of 2020, with an average daily processing capacity of 100,000 tons. The performance and technological capabilities of sewage treatment are already among the top in Taiwan's industry. In the future, such technological capabilities will surely become a major driving force and niche for the Group's future horizontal and vertical growth.

The ideas developed in the past and the technologies developed by the Group in collaboration with various professional consultants in recent years have gradually led to positive results. At present, many partners in relevant industries have begun to discuss partnerships with the Group in this field, which is believed to not only create more revenue and contributions but also contribute to the society in the future.

(5) Favorable and unfavorable factors of development prospects

Based on global development and government policies, it is confirmed that circular economy is an inevitable new trend, and there is still great potential and space for its prospect and creative development, from which the Group also has

103

great room for innovation and sustainable development. However, because it is relatively unprecedented, laws and regulations sometimes become obstacles to innovation, and it takes time to continue to communicate and overcome them.

  • (II) Important Applications and Production Process of Primary Products

  • Construction (including leasing and elderly care business)

    • (1)Important Applications of Primary Products
Primary
Products
Important Applications
Residential
buildings
High-end residences, retail stores, parking lots, etc.
Commercial
buildings
Department stores, offices, clubs, hotels, parking lots, etc.
Complex
Buildings
Complex buildings that combine various functions including
residences,offices,department stores and hotels.

104

(2)Production Process

==> picture [431 x 201] intentionally omitted <==

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

Sales After-sale
Product Planning Manufacturing Service
Planning and
Sales
Design and
Construction
Plan
Advertising
Business Sales
and Handover
After-sale Service
Housing Completion
Land Development Design
Market Research Survey Product Planning Design Engineering Construction
----- End of picture text -----

  1. Circular Economy (including water resources, solar energy and waste treatment)

  2. (1) Important Applications of Primary Products

PrimaryProducts ImportantApplications
Treated domestic
sewage
1.Ensure the cleanliness of effluent to maintain the
ecosystem while at the same time improving the
living environment and enhancing the health of
residents.
2.As a second renewable water source, it provides
water for industrialprocesses or domesticwater.
Waste heat treatment
and energy conversion
resource recycling
center
1. Solve the dilemma that sludge and business
waste cannot be removed, reduce the treatment
cost and increase the proportion of reusable
resources.
2.Recover the heat energy of the heat treatment
program to generate electricity with high
efficiency.

105

(2) Production Process

Treated domestic sewag

==> picture [387 x 214] intentionally omitted <==

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

Building connection user Water recycling center Water bearing body
Connection Building Inflow Outflow
Nankan River
recycling center
treatment, disinfection
Wetland next to the water
Filtration, sedimentation, biological
----- End of picture text -----

Waste heat treatment and energy conversion resource recycling center)

==> picture [462 x 215] intentionally omitted <==

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

Cogeneration power
plant
Sludge in the industrial zones
Fluidized bed heat
National industrial waste General industrial waste that can treatment system
(combustible waste) be self-disposed of as listed in
the investment contract
Set the acceptance Pre-processing
criteria
system
High-calorific general industrial  Crush Bottom slag
waste that can only be processed  No non-combustible reuse
with the approval of the Industrial waste is mixed
Development Bureau  Set standard limits for
the contents of heavy  Filter and
metals, sulfur, and sort Fly ash
chlorine after waste is solidification and
incinerated burial
 Separate
using magnets
----- End of picture text -----

  • (III) Supply of Primary Materials

  • Construction (including leasing and elderly care business)

    • (1) Construction Site

The Company has a project development division, and other than land released by the public sector, we also proactively seek out projects with reasonable prices and good locations that are worth developing. The Company makes an effort on assessment of land, whether through public tender, real estate agents, urban renewal or even joint development with landowners so as to grasp the market trends while increasing the expansion and feasibility for development.

106

  • (2) Construction Projects

    • Since the investment was made in Titan Development & Construction Co., Ltd., in 1997, we have achieved the goal of vertical integration of production process. Most of our construction projects are entrusted to Titan Development & Construction in order to fully grasp the project progress while controlling the project quality. However, given the fact that we attach great importance to optimal allocation of resources, some of our projects may be entrusted to those construction companies with outstanding quality and reputation.
  • Circular Economy (including water resources, solar energy and waste treatment) The area of operations of Taoyuan Wastewater Sewerage System BOT Project

spans over 7,610 hectares, covering the administrative areas of Taoyuan District, Bade District, Guishan District and Luzhu District. The sewage collection area covers 6 urban planning areas including Taoyuan Expansion and Revision Project, Provincial Highway 1 (between Taoyuan and Neili), Nankan New Town, Guishan, bade (Danan area), Bade (including Bade expansion).

In response to the development of the Group's waste-to-green-power circular business, it is necessary to grasp the sources of combustible waste resources and materials. In order to meet the Group’s future needs for at least two factories in Taoyuan and the Changhua Coastal Industrial Park, it is necessary to keep abreast of the domestic production processes, quantity, and distribution for suitable resource waste and combustible general industrial waste and plan ahead, and formulate methods of matching, cleaning, processing, testing, and permit application in advance. In addition, after converting waste into green power, the renewable energy power plant will create potential resource waste, including bottom slag and fly ash, so the Company will plan and develop suitable regeneration technology, and collaborate with domestic high-tech manufacturers of waste acid (such as hydrofluoric acid) and resource waste to turn the waste into renewable resources. In 2020, 24 large incineration plants processed a total of 1.64 million tons of industrial waste (more than 1.43 million tons of industrial waste registers in 2019), which has impacted the amount of civil waste to be treated. The competent authority is considering prohibiting industrial waste from entering large incineration plants, starting from large to small quantities in the order of northern, southern, and then central Taiwan. Therefore, the Group has seized the opportunity to develop the waste-to-energy business.

  • (IV) The names of customers who have accounted for more than 10% of the total purchase (sales) in any of the last two years and the amount and proportion of their purchase (sales), together with the reasons for the increase or decrease 1. Information on major suppliers

Unit: NT$ thousand; %

Unit: NT$ thousand; % Unit: NT$ thousand; % Unit: NT$ thousand; % Unit: NT$ thousand; %
Year 2019 2020
Item Name Amount As a
percentage
of total net
purchases
for the year
(%)
Relationship
with the
Issuer
Name Amount As a
percentage
of total net
purchases
for the year
(%)
Relationship
with the
Issuer
1 Jhong Yi
Engineering
Co.,Ltd.
636,696
34.46

Jhong Yi
Engineering
Co.,Ltd.
398,532
20.76

107

Year 2019 2019 2019 2019 2020 2020 2020 2020
2 New
Micropore
Inc.
244,350 12.73
Others 1,210,769
65.54

Others 1,277,121 66.51
Net purchases 1,847,465
100.00

Net purchases 1,920,003 100.00

The largest supplier to the Company and its subsidiaries in the last two years was Jhong Yi Engineering Co. Jhong Yi Engineering Co., Ltd. is the vendor responsible for the development and construction of the branch sewerage network and line connections for customers of the Taoyuan Wastewater Sewerage System BOT Project. The New Micropore Inc., as the second largest supplier, was the contractor for the second phase of the Taoyuan Wastewater Sewerage System BOT Project in 2020.The rest of the suppliers did not account for more than 10% of the net purchase amount as the amount was dispersed.

2. Information on major customers (in terms of sales to them)

Unit: NT$thousand; % Unit: NT$thousand; %
2019 2020
Information on major customers (in terms of sales to them) Information on major customers (in terms of sales to them) Information on major customers (in terms of sales to them) Information on major customers (in terms of sales to them) Information on major customers (in terms of sales to them) Information on major customers (in terms of sales to them) Information on major customers (in terms of sales to them) Information on major customers (in terms of sales to them)
Unit: NT$thousand; %
Year 2019 2020
Item Name Amount As a
percentage
of total net
sales for
the year
(%)
Relationship
with the
Issuer
Name Amount As a
percentage
of total net
sales for
the year
(%)
Relationship
with the
Issuer
1 Department of
Water
Resources,
Taoyuan City
Government
(Note)
2,222,145
35.13

Department of
Water
Resources,
Taoyuan City
Government
(Note)
2,209,291
32.62

Others 4,103,200
64.87

Others 4,563,041
67.38

Net sales 6,325,345
100.00

Net sales 6,772,332
100.00

Note: In relation to the operating revenue of the subsidiary Rih Ding Water Enterprise Co., Ltd., it is specified in the International Financial Reporting Interpretations (IFRIC 12) Service Concession Agreement that the operator has the contractual right to receive unconditionally from the government (the licensor) a specified or determinable amount of cash or other financial assets for a specified period of time. Therefore, financial assets (operating revenue) are recognized on the basis of current investment status.

In 2019, the customer that accounted for more than 10% of net sales in the consolidated financial statements was the Department of Water Resources of Taoyuan City Government. The Taoyuan Municipal Government is the organizer of the BOT project for the construction of the Taoyuan Sewerage System, which was developed by our subsidiary, Rih Ding Water Enterprise Co., Ltd. under International Financial Reporting Standards (IFRSs), the subsidiary Rih Ding Water Enterprise Co., Ltd. recognizes operating revenue from the amortization of construction fee and sewage treatment income received from the Department of Water Resources of Taoyuan City Government upon completion of the construction of sewage treatment facilities. As most of the other sales were made by general home buyers, there was no single sales counterparty accounting for more than 10% of the net sales.

108

(V) Production volume for the last two years

(V) Production volume for the last two years (V) Production volume for the last two years (V) Production volume for the last two years (V) Production volume for the last two years (V) Production volume for the last two years (V) Production volume for the last two years (V) Production volume for the last two years
Unit: NT$thousand
Year
Major Items
2019 2020
Production
capacity
(Note 1)

Production
volume
(Note 2)

Production
value

Production
capacity
(Note 1)

Production
volume
(Note 2)

Production
value
Radium Life Tech Co.
Hsin-Chuang Line's
Diao-Qiao-Tou Station
115
110,408

SubsidiaryRih Ding
Water Enterprise Co.,
Ltd.Taoyuan Sewerage
BOT Project
1,387,539
1,198,919
Subsidiary Ji Shun Life
Ech Corp., Ltd. -
Qingpu Project

132,531
221,532
Subsidiary Titan
Development and
Construction Co., Ltd.
-Longtan Dapchi
Project
2,439
145,574
Cost of sales from
department store
152,208
130,630
Cost of hospitality
services
140,805
124,541
Rental costs 200,689
230,897
Others 30,568
23,886
Total 2,157,187
2,075,979

Note 1: The concept of production capacity does not apply to the types of businesses operated by the Company and those specified in the consolidated financial statements.

Note 2: Referring to the number of households completed and carried over from each project in the  year. The remaining projects are presented as “ " either because they have not yet been completed or because the concept of production volume is not applicable to the business type.

The Company and its subsidiaries are engaged in the following businesses: construction, building, department stores, hotels, leasing, asset management, sewage treatment and cosmetics/care products manufacturing. The contribution to output in the last two years was mainly from investment in construction projects. For year 2019 and 2020, they were primarily from the subsidiary’s investment of the Taoyuan Wastewater Sewerage System BOT Project Other construction projects within the Group include the Qingpu project and the Longtan project, etc., and the change in production value from year to year is reflected in the progress of the projects.

In addition, the latest two years' output also includes the amount of purchases made by subsidiaries engaged in department stores and hotel operations, leasing costs for asset management, and manufacturing costs for cosmetics/care products.

109

(VI) Sales volume for the last two years

Unit: NT$ thousand

Year
Major Items
2019 2019 2019 2019 2020 2020 2020 2020
Internal Sales External Sales Internal Sales External Sales
Volume
Value
Volume Value Volume
Value
Volume Value
Radium Life Tech Co.
- Fuzhou Affordable
Residence Project,
Banqiao
22
615,143

6 190,356
Radium Life Tech
Co.Xinzhuang MRT
Line Daqiaotou Station

20

496,916

66 1,655,330
Radium Life Tech Co.-
Hsin-Chuang Line's
Diao-Qiao-Tou Station

8

143,459

2
67,270

Radium Life Tech Co.
-Ba Du project
6
74,939

3
28,085

Subsidiary Rih Ding
Water Enterprise Co.,
Ltd. - Taoyuan
Sewerage BOT Project

1,995,919
1,944,524
Income from sales of
remaining houses
6
53,973

Construction and
engineering revenue
9,685
143,438
Sales revenue from
department store
1,039,246
992,187
Hospitality service
revenue
301,235
276,939
Rental revenue 938,419
743,739
Others 646,224
10,187
725,151
5,313
Total 6,315,158 10,187
6,767,019 5,313

Note 1: Sales information is not available for other subsidiaries because the concept of sales volume is not applicable (no quantitative summation is possible).

The Company's consolidated statements of operating revenue include construction revenue, sales revenue from department store, hospitality service revenue and rental revenue. The completion of the Fuzhou Affordable Housing Project in Banqiao in 2019 resulted in a significant increase in operating income. The remainder included revenue from sewage treatment, department stores, hotel services and operating leases contributed by subsidiaries. Revenue from the Super Station in Daqiaotou will continue to be recognized in 2020, while other sources include revenue from sewage treatment, department stores, hotel services and operating lease income contributed by subsidiaries.

III. Information on Employees in the Last Two Years up to the Publication Date of this Annual Report (i.e. number of employees, average years of service and age, proportion by educational levels)

YEAR 2019 2020 2021
(As of March 31)
Number of
Employees
Manager Officer 43 42 46
Salesperson 35 31 31

110

YEAR 2019 2020 2021
(As of March 31)
General Staff 766 752 728
Total 844 825 805
Average Age 41.7 40.6 37.3
Average Years of Service 5.4 4.7 5.5
Education
Level
Distribution
Ratio (%)
Doctor 1.88% 1.01% 1.07%
Master 15.06% 7.96% 10.82%
College 66.43% 77.70% 72.14%

Senior High School
15.72% 12.10% 14.31%
Below Senior High
School
0.91% 1.23% 1.66%

Note: The total number of employees of the Company and each subsidiary.

IV. Environmental Protection Expenditure

The total amount of losses (including compensation) and penalties as a result of environmental pollution in the most recent fiscal year and up to the date of publication of the annual report. Explain future countermeasures (including improvement measures) and possible expenditures:

The amount of losses (including compensation) and penalties incurred by the Company's subsidiaries for polluting the environment in the latest year and up to the date of printing of the annual report are as follows, and the Company will strengthen the promotion of laws and regulations and the implementation of corporate governance mechanisms in the future.

Date of
inspection
Disposition No. Article(s) violated Content of
article(s)violated
Disposition Content Amount of
fine
2020/2/25 Taoyuan City
Government, March 13,
2020,
FU-HUAN-KUNG-TZU
No. 1090059571

Article 23, Item 2 of
the Air Pollution
Control Act, and
Articles 6, 7, 8, 9,
10, and 11 of the
Management
Regulations for
Construction
Project Air
Pollution Control
Facilities

Penalty in
accordance with
section 62(1)(4) of
the Air Pollution
Control Act

1. Failure to provide
protection facilities
within the
construction site or
between the car
wash facility and
the main road
carriageway
2. Failure to take
preventive
measures on
exposed surfaces of
construction sites
3. Failure to provide
car washing
facilities at site
entrances and exits
4.Failure to cover the
outer edge of the
construction
scaffold with
dust-proof nets

NT$100,000

111

V. Labor Relations

  • (I) The Company's various policies including employee welfare measures, continuing training, training, retirement systems and their implementation, as well as agreements between labor and management and various employee rights protection measures

  • Employee Welfare Measures:

Since the establishment, we have always placed great emphasis on harmonious industrial relations and employee benefits. Not only do we comply with regulations stated in the Labor Standards Act, on June 18, 1998, the Employee Welfare Committee was established after approval of Department of Labor, Taipei City Government (Taipei City (Labor) Yi-Zi Order No.8722073500). The following employee welfare activities are conducted as required by the regulations.

  • (1) Labor insurance, national health Insurance and labor pension contributions are provided as required by the regulations.

  • (2) Organize periodic tours.

  • (3) Employee group insurance.

  • (4) Gifts or money for 3 major festivals, birthdays, marriages, and birth.

  • (5) Consolation money for employees’ hospitalization, funerals and bereavement.

  • (6) Employee recognition.

  • (7) Departmental friendship activities.

  • (8) Year-end party and lucky draws.

  • (9) Employees’ regular health examination.

  • (10) Help to employees in the event of an emergency

In order to retain and cultivate outstanding talents, motivate employees to stay at the Company for a long time, and leverage their strengths, the Company provides incentive plans for the purpose of enhancing employees benefits and assisting employees with long-term savings, investment, and financial management. On October 20, 2020, the Company established the Radium Life Tech Co., Ltd. Employee Stock Ownership Plan to implement an employee stock ownership plan, applicable to formal employees of the Company and its subsidiaries’ employees who have passed the probation period. Members contribute a certain amount from their monthly salary, and the members’ company matches a certain percentage of that amount, which is then deposited into a trust account, which is managed and utilized by a trusted bank. It not only achieves the purpose of retaining talent but also assists employees in accumulating wealth, planning for future retirement lives, and achieving a win-win outcome and shared benefit for labor and management.

2. Employees’ Training and Development:

In order to implement the purpose of talent cultivation, Radium has established a complete training and development system to enhance the professional knowledge and skills of all employees and to put more emphasis on high-potential management talents. The current training and development programs of the company are as follows: (1) New Employee Orientation:

The training is to help new employees to understand the Company’s background, rules and regulations, roles and responsibilities, as well as to integrate them into the corporate culture so that new employees could not only adapt to the workplace but also give full play to performance as soon as possible.

  • (2) Management Competency Training:

The training programs are planned for supervisors of each level to advance

management competency and capability which may include, but are not limited to,

112

leadership, communication, adaptability, and crisis management.

  • (3) Professional Competency Training:

  • The inheritance of successful experience is significant for each of business unit so that the nominated employees are assigned to take part in training held by external institution or participate in well-designed internal training, consisting of courses and

lectures given by internal professionals or external industry experts specializing in domain knowledge, to gain knowledge and to advance skills.

  • (4) General Competency Training:

The design of the training emphasizes business-oriented mindset and interactive practice to assist employees to work effectively and efficiently. Employees are arranged to upgrade themselves to encounter new challenges with accumulation of their seniority and achieve the goals set by the organization.

  • (5) Language Training:

  • In response to globalization, internationalization and the long-term development strategies of the organization, employees are arranged courses to improve their language ability so as to apply in work and daily life. At the same time, it can also help employees to obtain the first-hand information such understanding the culture and history of other countries and then to communicate appropriately with foreigners as working.

  • (6) Diversity Lectures:

  • To broaden employees’ horizon, several of experts and masters in different fields

  • are invited to diversity lectures to share their domain knowledge and life experience,

  • which inspire employees to think cross-border and obtain multi-dimensional experience.

  • (7) E-Learning:

  • To satisfy the learning needs of employees and encourage them to learn proactively,

  • Radium builds a digital learning system and then provides online courses made by internal selected trainers or procured from external institutions for employees to learn

anytime and anywhere.

According to “Employee Training Management Regulation” and training and development needs, Radium plans management competency training, professional competency training, and general competency training annually to empower employees’ competency and capability. At the same time, Radium provides training and development subsidy each year for every employee to choose work-related internal or external courses freely, enhancing overall human capital as well as business performance. The results of training and development of 2020 are referred to the table below:

Courses Courses Courses Number of
sessions
Total participants
I. New Employee Orientation 3 97 776
II. Management Competency Training 28 532 2,228
III. Professional Competency Training 21 444 2,366
IV. General Competency Training 6 98 720

113

Courses Courses Courses Number of
sessions
Total participants
V. E-Learning 10 218 334
Total 68 1,389 6,424
  1. The Company’s personnel related to the transparency of financial information and their attained licenses as required by the competent authorities:

  2. (1) Jacksoft Certified CAATs Practitioner (JCCP): 1 in Audit Division.

  3. (2) Taiwan Certified Public Accountant: 1 in Audit Division.

  4. Retirement System and its Implementation

  5. (1) In line with the regulations stipulated in the “Labor Standards Act”, the Company has a defined benefit retirement plan that applies to workers whose seniority prior to the applicability of the “Labor Pension Act” enforced on July 1, 2005, and to employees’ subsequent years of service who choose to opt for the “Labor Standards Act” after the implementation of the “Labor Pension Act”. Employees who are qualified for retirement, under the defined benefit pension plan, retirement funds are calculated based on the average salary of the six months prior to retirement. 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. On May 19, 1998, the Company established the Labor Pension Fund Supervisory Committee through the approval letter Bei-Shi-Fu-Lao-Er-Zi Order No. 8703955900. The Company contributes monthly an amount equal to 2% of the employee’s month salary to the retirement fund deposited with Bank of Taiwan under the name of the Labor Pension Fund Supervisory Committee.

  6. (2) From July 1, 2005, the Company established a defined allocation retirement plan based on the “Labor Pension Act” to accommodate the new allocation system of labor retirement fund. For those who choose the carrying account (new system), not less than 6% of the monthly wages will be allocated to their personal account opened by the Bureau of Labor Insurance, Ministry of Labor.

  7. Agreement between Labor and Management

  8. (1) The Company plans HR Management Regulations in accordance with laws and regulations and carries out reviews on related personnel system while establishing strategies to accommodate changes in the social and economic environment. The Company also attaches great importance on the employee’s salaries and benefits - in terms of the remuneration system: not only are the employee’s bonuses linked to the Company's operating performance, but personal performances are equally crucial, so that the Company and employees can jointly create a win-win situation; in terms of the welfare system: the Employee Welfare Committee plans diversified welfare measures to enhance the friendship among co-workers as well as looking after the employee’s physical and mental health. Moreover, we also provide an excellent workplace and smooth labor-management communication channel. A labor-management meeting is held each quarter and the “Employee Care Letterbox” has been set up to promote communication exchange between the employee and employer for harmonious industrial relations.

  9. (2) We have established the “Improvement Proposal Management Measures” to encourage employees to propose company improvements and innovative suggestions on their own initiative. As a consequence, we hope to improve work efficiency and customer service quality while effectively saving costs and

114

increasing income. The proposals by the employee are served as an important reference for the Company's management.

  - (3) The Company has had harmonious industrial relations over the years without any major disputes between the employee and employer.
  1. Employee Rights Protection Measures:

  2. (1) Employee’s Work Environment and Personal Safety Protection Measures

    • A. Disaster Preventive Measures and Responses

      • (a) The Company has established the “Safety and Health Work Rules” as required by the “Occupational Safety and Health Act”. All employees and non-employees of the Company must comply with these Rules in the workplace. Through promoting awareness of occupational hazards and safety and health education, occupational hazards can be effectively prevented, protecting the safety and health of our employees.

      • (b) Hold Regular Education & Training and Fire Safety Drills

      • b-1 New employees: Labor safety training courses are arranged in the training of new recruits to allow new employees to have basic knowledge regarding the Company’s safety and health management.

      • b-2 In-service employees: Fire and disaster prevention drills are held on a regular basis to allow employees to have basic first aid knowledge, and for them to be familiar with escape routes while strengthening their capability in the event of an emergency.

      • (c) Formulate occupational safety and health management plans and enforce the government’s policy in strengthening the implementation and promotion of safety and health as well as environmental protection through execution, review and revision. Also, safety and health information is also being promoted on the Company’s internal website (EIP). Through carrying on with the PDCA Procedure, risk of hazards is reduced year by year, reaching the ultimate goal of zero disasters.

      • (d) At Radium, we also take references from the “Taiwan Occupational Safety and Health Management System (TOSHMS)” promulgated by the Council of Labor Affairs of the Executive Yuan with an aim of strengthening the cooperation between the Company and employees in order to continuously enforce safety and health self-management activities. By taking this approach, occupational hazards can be reduced and, occupational safety and health facilities improved, further protecting the safety and health of employees and improving the safety and health standards.

    • B. Access Control Security

      • (a) 24-hour strict access control system.

      • (b) Established a police-civilian connection for comprehensive protection.

      • (c) Entered a contract with a security company to ensure all-day access security.

    • C. Workplace Health Promotion

      • (a) Employee health examination: an annual health examination to all employees is provided. The Company also works with several major hospitals and health examination centers and has set up a blood pressure machine in the Company to ensure the health of each employee.

      • (b) Daily health exercise: daily health exercise helps start a good day. Through our daily morning exercise, we encourage employees to stretch their muscles and bones to boost their working spirit.

      • (c)Establishing on-site health care: we provide the promotion and enforcements of

115

health services to improve and maintain the physical and mental health of all employees. We also assist in organizing health education events to raise awareness on health concepts.

  - D. Insurance and medical assistance

     - (a) Aside from the statutory labor insurance coverage for employees, we also provide employee group insurance. Relief to employees or their heirs is also provided in the event of a serious accident or death.

     - (b) In addition to the basic protection including labor and national health insurance as required by the law, we also provide comprehensive employee group insurance protection including occupational hazard, life insurance, accident insurance, medical insurance, cancer insurance and travel insurance (for traveling activities).

  - E. Mental health

     - (a) Gender equality in the workplace: sexual harassment prevention measures, complain and disciplinary guiltiness have been formulated.

     - (b) Employee care letterbox: in an effort to ensure all employees are happy in the working environment, we have set up an employee care letterbox in the hope that all employees can use this communication channel to convey their voices and suggestions to the Company so that communication between work and life can be exchanged. Where there is a major event that affects the Company’s operations, employees will be notified via email or EIP to ensure timely communication.
  • (II) Employee conduct or code of ethics

  • The Company has established the "Instructions for Employee’s life", which Article 11 states:

Article 11 Conflict of Interest

Employees shall not take part in activities that are harmful to the Group:

  1. Employees are prohibited from investing, financing, and trading with suppliers, customers, contractors or competitors related to the Group or serve as a consultant to avoid affecting the independence of the employee in their duties. In the event of an employee breaking the rule, which has been proven to be true, the employee shall be dismissed.

  2. Employees must avoid unhealthy habits and unnecessary entertainment; the president (and below) is prohibited from accepting gifts and hospitality from suppliers, customers, contractors or competitors related to the Group. In the event where refusing is impossible, supervisors must be notified immediately and if it cannot be achieved, the supervisor must be notified within one day of the date of the incident (excluding official holidays). If an employee accepts gifts and hospitality from customers without notifying their supervisor, the employee shall be disciplined with a major demerit. If the case is significant which has been proven to be true, the employee shall be dismissed.

In addition, the Company's “Rewards and Disciplinary Measures” clearly states basis for rewards and disciplines for employees to be aware of the required behavioral standards. Rewards and disciplines of the employee will be used as a reference for personal performance evaluation. The aforementioned mentioned “Notice to Employees” and “Rewards and Disciplinary Measures” are announced on the Company’s internal website (EIP). As a part of the Company, employees shall maintain healthy ethics and values and abide by these regulations.

116

In order to implement the Ethical Corporate Management Best Practice Principles and to effectively control and manage reported cases, and to establish smooth reporting channels and fair investigation procedures to correct possible misconduct, the Company has formulated the Reporting Management Regulations as approved by the board of directors, and established a whistleblower mailbox on the official website of the Group for internal and external personnel. Once a reported case is accepted, the confidentiality of the identity of the whistleblower and the content reported will be ensured throughout the investigation process. If an employee is proved to have violated rules, it shall be handled in accordance with the Company's Regulations of Reward and Punishment Management. If there is indeed a violation of relevant laws and regulations as proved in the investigation, the Company will take appropriate legal actions when necessary to protect the Company’s reputation and rights and interests.

  • (III) List any loss sustained as a result of labor disputes in the most recent fiscal year and up to the date of publication of the annual report, disclose an estimate of losses incurred to date or likely to be incurred in the future, and indicate mitigation measures being or to be taken. State the fact if they cannot be reasonably estimate:

  • 1.The Company has had harmonious industrial relations over the years without any major disputes between the employee and employer.

  • 2.The Company plans HR Management Regulations in accordance with laws and regulations and carries out reviews on related personnel system while establishing strategies to accommodate changes in the social and economic environment. In addition to attaching great importance on the employee’s salaries and benefits, the Company also provides an excellent workplace and smooth labor-management communication channels. A labor-management meeting is held each quarter and the “Employee Care Letterbox” has been set up to promote communication exchange between the employee and employer for smooth harmonious industrial relations.

VI. Important Contract

The supply and sales contracts, technical cooperation contracts, construction contracts, long-term loan contracts and other contracts of significance to shareholders' equity that were in force as at the date of printing of the annual report and that expired in the latest year

Serial
No.

Company
Nature of the
Contract
Counterparty to
the contract
Start and end dates
of the contract
Main Content Restrictions
Terms and
Conditions
Land Development
1 Radium Life
Tech Co.,
Ltd.
Development
investment
contract
Taipei City
Government
From 2009/2/19 to
The Completion and
Delivery Date
Investment Agreement
for Daqiao Elementary
Station, Xinzhuang
Line(MRT)
N/A
Planning,
2 Radium Life
Tech Co.,
Ltd.
Land Tender
for Sale
Contract
Construction &
Planning Agency,
Ministry of the
Interior
From the signing
date of 2011/11/21 to
the performance of
all obligations under
the contract

Development,
Construction, Sale and
Leasing of Fu-Jou
Affordable Housing,
Banqiao, New Taipei
City
Note 1

117

Serial
No.

Company
Nature of the
Contract
Counterparty to
the contract
Start and end dates
of the contract
Main Content Restrictions
Terms and
Conditions
3 Radium Life
Tech Co.,
Ltd.
Engineering
Contract
Dehwa
Construction Co.,
Ltd.
From the signing
date of 2016/1/13 to
the completion date
of the project
Contract for Phase III
Construction Works of
the Land Development
Investment Agreement
for Daqiao Elementary
Station, Xinzhuang
Line(MRT)
N/A
4 Radium Life
Tech Co.,
Ltd.
Engineering
Contract
Yongwei
Mechanical and
Electrical
Engineering Co.,
Ltd.
From the signing
date of 2016/1/13 to
the completion date
of the project
Contract for Phase III
E&M Works of Land
Development
Investment Agreement
for Daqiao Elementary
Station, Xinzhuang
Line(MRT)
N/A
5 Radium Life
Tech Co.,
Ltd.
Engineering
Contract
TITAN
DEVELOPMENT
AND
CONSTRUCTION
CO.,LTD.
From the signing
date of 2020/2/27 to
the completion date
of the project
Elderly Care
Project - Sanzhi -
Sanzhi East Side
Project
N/A
6 Radium Life
Tech Co.,
Ltd.
Contract of
Credit Award
4 banks including
Chinatrust
Commercial Bank
From 2019/8/22 to
the date of
liquidation of the
financing
Joint Credit Agreement
for the Land
Development Project
of Daqiao Elementary
Station, Xinzhuang
Line(MRT)

N/A
7 Radium Life
Tech Co.,
Ltd.
Contract of
Credit Award
Bank of Taiwan,
Mega International
Commercial Bank,
Taiwan Cooperative
Bank and five other
banks

From the signing
date of 2018/12/7 to
the date of
liquidation of the
financing
Joint Credit Agreement
Note 2
8 Titan
Development
and
Construction
Co.,Ltd.

Urban
Regenerator’s
Project
Implementation
Contract

Taiwan Railway
Administration,
Ministry of
Transportation and
Communications
From the signing
date of 2020/2/6 to
the completion date
Urban renewal project
in the old dormitory
area east of Kaohsiung
Railway Station
N/A
9 Wan Da
Tong
Enterprise
Co., Ltd.
Development
and operation
contract
Taipei City
Government /
Taiwan Railway
Administration,
Ministry of
Transportation and
Communications /
Department of
Rapid Transit
Systems, Taipei
City Government
From the signing
date of 2004/12/27 to
the termination of the
surface rights
contract


Development and
operation of the T9
BOT
Note 3
10 Wan Da
Tong
Establishment
of the surface
Taipei City
Government/Taiwan

50 years from the
signingdate of the
Right to develop and
operate the surface
N/A

118

Serial
No.

Company
Nature of the
Contract
Counterparty to
the contract
Start and end dates
of the contract
Main Content Restrictions
Terms and
Conditions
Enterprise
Co., Ltd.
rights contract Railway
Administration,
Ministry of
Transportation and
Communications
contract on
2005/1/26
rights of the T9 BOT
11 Wan Da
Tong
Enterprise
Co., Ltd.
Lease
agreement
Jing-Jan Retail
Business Co., Ltd.
Signed on 2009/6/24
for a term of 20 years
from the
commencement of
the lease

Operation of a
shopping mall at the
T9 BOT
N/A
12 Wan Da
Tong
Enterprise
Co., Ltd.
Lease
agreement
L'HOTEL DE
CHINE
CORPORATION
Signed on 2005/8/11
for a term of 20 years
from the
commencement of
the lease

Operation of a hotel at
the T9 BOT
N/A
13 Wan Da
Tong
Enterprise
Co., Ltd.
Lease
agreement
VIE SHOW
CINEMAS CO.,
LTD.
Signed on 2006/4/19
for a term of 20 years
from the
commencement of
the lease

Operation of a movie
theater at the T9 BOT
N/A
14 Wan Da
Tong
Enterprise
Co.,Ltd.
Lease
agreement
PRESIDENT
BEING CORP.
2018/1/1~2025/12/31 Operation of a gym at
the T9 BOT
N/A
15 Wan Da
Tong
Enterprise
Co., Ltd.
Contract of
Credit Award
15 Banks including
Taiwan Cooperative
Bank and Mega
International
Commercial Bank

2007/5/15-2022/5/15
Joint Credit Agreement
for the T9 BOT

Note 4
16 Zhao Yao
Enterprise
Co., Ltd.
Establishment
of the surface
rights contract
Northern Region
Office,
National Property
Administration,
Ministry of Finance
2011/1/12~2061/1/11
Establishment of
surface rights and
development rights
over state-owned
non-public land at
Lot 63, Second
Subsection, Fuxing
Section,Taipei City
Note 5
17 Zhao Yao
Enterprise
Co., Ltd.
Contract of
Credit Award
King's Town Bank
Co., Ltd.
2018/8~2033/8 Credit Agreement for
Development of
Surface Rights over
state-owned
non-public land at
Second Subsection,
Fuxing Section, Taipei
City
N/A
18 Zhao Yao
Enterprise
Co., Ltd.
Lease
agreement
CLI Investment
Limited, Taiwan
Branch
15 years from the
day after the expiry
of the rent-free
period for the
decoration
Hotel operating lease
agreement based on
surface rights and
development rights
established over
Note 6

119

Serial
No.

Company
Nature of the
Contract
Counterparty to
the contract
Start and end dates
of the contract
Main Content Restrictions
Terms and
Conditions
state-owned
non-public land at Lot
63, Second Subsection,
Fuxing Section, Taipei
City
19 Rih Yao
Development
Co., Ltd.

Establishment
of the surface
rights contract
Taipei City
Government
From the signing
date of 2020/10/25
until all obligations
under the contract
are fulfilled
Surface rights and
development rights
established over
state-owned
non-public land at
Lot 63, Second
Subsection, Fuxing
Section,Taipei City
Note 7
20 Rih Yao
Development
Co., Ltd.

Contract of
Credit Award
Taiwan Shin Kong
Commercial Bank
Co., Ltd.
2019/9/16-2024/9/16
Establishment of the
surface rights and
development rights
over state-owned
non-public land at
Second Subsection,
Fuxing Section, Taipei
City
N/A
21 Rih Yao
Development
Co., Ltd.

Lease
agreement
The Home Hotel 15 years from the
earlier of the date of
expiration
of
the
rent-free period for
the decoration or the
date
of
commencement
of
business
of
the
subject
property
(hotel) and issuance
of invoice










Hotel operating lease
agreement based on
surface rights and
development rights
established over
state-owned
non-public land at
Second Subsection,
Fuxing Section, Taipei
City
N/A
22 Rih Ding
Water
Enterprise
Co.,Ltd.
Investment
contract
Taoyuan City
Government
35 years from the
day following the
signing date of
2012/10/29
Taoyuan Wastewater
Sewerage System BOT
Project

Note 8
23 Rih Ding
Water
Enterprise
Co., Ltd.
Engineering
Contract
Titan Development
and Construction
Co., Ltd.
From the contract
date of 2013/10/15 to
the completion of the
first phase of the
project


Phase I Construction
Contracting and
Construction
Management for the
Taoyuan Wastewater
Sewerage System BOT
Project

Note 9
24 Rih Ding
Water
Enterprise
Co., Ltd.
Engineering
Contract
Titan Development
and Construction
Co., Ltd.
From the signing
date of 2016/3/21 to
the completion of the
project

Phase I Subsequent
Interceptor E&M
Works, Pipeline
Works, Customer
Pipeline Connection
Works, etc. for
Taoyuan Wastewater
N/A

120

Serial
No.

Company
Nature of the
Contract
Counterparty to
the contract
Start and end dates
of the contract
Main Content Restrictions
Terms and
Conditions
Sewerage System BOT
Project
25 Rih Ding
Water
Enterprise
Co., Ltd.
Engineering
Contract
Titan Development
and Construction
Co., Ltd.
From the contract
date of 2017/10/12 to
the completion of the
project


Phase II main and
secondary trunk mains,
branch mains and
customer line
connections and
construction
management for the
Taoyuan Wastewater
Sewerage System BOT
Project


N/A
26 Rih Ding
Water
Enterprise
Co., Ltd.
Engineering
Contract
Ding-Sheng Green
Energy Technology
Co., Ltd.
From the contract
date of 2019/07/01 to
the completion of the
project


Sewage Treatment
Plant (Stage II)
Expansion Project for
the Taoyuan
Wastewater Sewerage
System BOT Project
N/A
27 Rih Ding
Water
Enterprise
Co., Ltd.
Engineering
Contract
Ding-Sheng Green
Energy Technology
Co., Ltd.
From the contract
date of 2020/03/19 to
2022/12/31

Commissioned by
Taoyuan North District
Water Reclamation
Centre for the
procurement of labour
services - the Taoyuan
Wastewater Sewerage
System BOT Project

N/A
28 Rih Ding
Water
Enterprise
Co., Ltd.
Contract of
Credit Award
12 banks including
Mega International
Commercial Bank
10 years from
2018/8/24
Joint Credit Agreement
for Phase II of the
Construction Project
for the Taoyuan
Wastewater Sewerage
System BOT Project

Note 10
29 Rih Siang
Property
Management
Co., Ltd.

Construction
and operation
contract
New Taipei City
Government
Urban and Rural
Development
Bureau
From the date of
signing the contract
on 2013/5/15 until
the performance of
all obligations under
the contract
Planning, design,
construction, operation
and management of the
BOT site for the
construction of youth
housing in New Taipei
City, as well as repair,
maintenance, renewal
and addition of related
facilities and
equipment


Note 11
30 Rih Siang
Property
Management
Co., Ltd.

Contract of
Credit Award
7 banks including
Mega International
Commercial Bank
2020/1~2027/1 Joint Credit Agreement
for the New Taipei
City Youth Housing
Construction and
Operation Transfer
Project(BOT)

Note 12
31 Ji Shun Life Co-operative Private landowners From the signing Co-operative Land N/A

121

Serial
No.

Company
Nature of the
Contract
Counterparty to
the contract
Start and end dates
of the contract
Main Content Restrictions
Terms and
Conditions
Ech Co., Ltd. Land Building
Contract
(Unrelated party) date to the
completion of the
contract
Building Contract at
Ching Sheng Section,
Chungli District,
Taoyuan City
32 Ji Shun Life
Ech Co., Ltd.

Contract for
Construction
Works
Titan Development
and Construction
Co., Ltd.
From the contract date
2015/12/7 to the
completion of the
project
Preliminary Works for
the Co-operative Land
Building Project at
Ching Sheng Section,
Chungli District,
Taoyuan City
N/A
33 Ji Shun Life
Ech Co., Ltd.

Contract for
Construction
Works
Titan Development
and Construction
Co., Ltd.
From the signing
date 2017/3/22 to the
completion of Public
Facilities and
handover to the
Management
Committee

New Construction
Works for the
Co-operative Land
Building Project at
Ching Sheng Section,
Chungli District,
Taoyuan City
N/A
34 Ji Shun Life
Ech Co., Ltd.
Development
investment
contract
Taichung City
Government
From 2020/12/25 to
The Completion and
Delivery Date
The Land
Development Project
of WuRi WenXin
BeiTun Line G6
Station of TaiChung
Mass Rapid Transit
Systems
N/A
35 Ji Shun Life
Ech Co., Ltd.

Development
investment
contract
Taichung City
Government
From 2020/12/25 to
The Completion and
Delivery Date
The Land
Development Project
of WuRi WenXin
BeiTun Line G8a
Station of TaiChung
Mass Rapid Transit
Systems
N/A
36 Ji Shun Life
Ech Co., Ltd.

Contract of
Credit Award
Agricultural Bank
of Taiwan
2017/8~2022/8 Credit Agreement on
New Construction
Works in the
Co-operative Land
Building Project at
Ching Sheng Section,
Chungli District,
Taoyuan City
Note 13
37 Rih Zuan
Green
Energy
Technology
Co.,Ltd.
Power
purchase and
sale contract
Taiwan Power
Company
20 years from the
date of first-time
integration of
generating units
Barging of Renewable
Energy in the Northern
Section of Chihshan
District, Kaohsiung
City

N/A
38 Jing Ding
Green
Energy
Technology
Co.,Ltd.
Investment
contract
Industrial
Development
Bureau, Ministry of
Economic Affairs
24 years from the
signing date of the
contract on
2020/9/30, including
EIA/construction
Build-Operate-Transfer
(BOT) Project of
Resource Processing
Center in Changhua
Coastal Industrial Park

N/A

122

Serial
No.

Company
Nature of the
Contract
Counterparty to
the contract
Start and end dates
of the contract
Main Content Restrictions
Terms and
Conditions
period of 2 years and
operation period of
20years

by Industrial
Development Bureau,
Ministry of Economic
Affairs
39 Jing Ding
Green
Energy
Technology
Co., Ltd.
Contract for
construction
and operation
services
entrusted to
thirdparties
Ding-Sheng Green
Energy Technology
Co., Ltd.
From the signing
date of 2020/9/14,
same as the duration
of the investment
contract
N/A
40 Ding Sheng
Green
Energy
Technology
Co., Ltd.
Contract for
construction
works
entrusted to
third parties
CTCI Corporation To be completed 2
years from the
contract date of
2020/9/14, after the
EIA has been
approved and the
Industrial
Development
Bureau, MOEA has
agreed to commence
work on site
N/A
41 Ding Sheng
Green
Energy
Technology
Co., Ltd.
Contract to
engage a third
party to
provide
operation and
maintenance
services
ECOVE
Environment
Services
Corporation
From the signing
date of 2020/9/14,
same as the duration
of the investment
contract
N/A
  • Note 1: (1) The license to use the property shall be obtained by 31 December 2014 at the latest, and the handover to the purchaser shall commence by 31 March 2015.

  • (2) Except for the ground floor, which shall be used for commercial and service facilities, the rest of the houses to be built in this case shall be planned as suitable residential units. (3) The Company shall use 10% of the total number of suitable residential units for rental purposes (the rest shall be sold) for a period of not less than 10 years, and shall be responsible for the management of such units, after which the Company shall be free to dispose of them. (4) The average selling price of suitable residential units for sale shall be in accordance with the following regulations: The average selling price of the main building and the common parts shall not exceed NT$195,000 per ping. The average selling price per ping of ancillary structures (balconies) shall not exceed NT$64,300 per ping. Parking spaces, commercial and service facilities on the ground floor may be freely disposed of by the Company without the aforementioned restriction on the average selling price per ping.

  • Note 2: The Company is required to issue an equity transfer contract, and the current ratio shall be maintained at 75% (inclusive), the gearing ratio shall not exceed 450% (inclusive), the interest coverage ratio shall be maintained at 2 times or more, and the tangible net worth shall not be less than NT$6.5 billion. (The above ratios are based on the consolidated financial statements).

  • Note 3: (1) At Wan Da Tong Enterprise Co., Ltd., the shareholders' equity as a percentage of total assets at the end of each accounting year from 2006 to the expiry date of the Development and Operation Deed shall not be less than 15%. (2) Wan Da Tong Enterprise Co., Ltd. shall not assign, donate, divide, create a pledge of or dispose of in any other manner the rights and obligations under the Development and Operation Agreement without the consent of Party A. The same applies to the creation of surface rights. (3) (3) The management of the residences and offices constructed by Wan Da Tong Enterprise Co., Ltd. pursuant to

123

the Development and Operation Deed shall be delivered to the Active Trust in full. (4) Upon the expiration of the development and operation contract, Wan Da Tong Enterprise Co., Ltd. shall transfer the land, operating assets or facilities to Party A without compensation in accordance with the procedures stipulated in the contract.

  • Note 4: The ratio of shareholders' equity to total assets of Wan Da Tong Enterprise Co., Ltd. shall not be less than 30% and the interest cover shall not be less than 300% after 100 years.

  • Note 5: (1) The duration of the surface rights in this case shall be 50 years in total. (2) Zhao Yao Enterprise Co., Ltd. shall pay the land rent on a monthly basis from the date of signing this contract. (3) Zhao Yao Enterprise Co., Ltd. shall not lease or lend the surface rights to others for building purposes. If the surface right or the building on the ground is leased or loaned to others for non-construction use, the end of the period of its use shall not be after the end of the period of continuation of the surface right.

  • Note 6: The Company is acting as a joint and several guarantors under this agreement. Zhao Yao Enterprise Co., Ltd., a subsidiary of the Company, agrees to perform this lease.

  • Note 7: (1) The period of continuance of the surface right in this case is 50 years. (2) Rent shall be charged on an annual basis from the date of surrender to Rih Yao Development Co., Ltd. on completion of the site. The annual rent shall be adjusted in accordance with the adjustment of the land premium in each phase. (3) Riyao shall construct the police station cum multi-purpose building on the Site with itself as the promoter. Riyao shall not change the name of the builder except with the prior written consent of Party A. (4) Rih Yao Development Co., Ltd. shall not assign the surface rights and ownership of all buildings owned by Rih Yao Development Co., Ltd. to third parties (including but not limited to by way of trust or securitization of real estate) or encumber or divide such rights, nor shall Rih Yao Development Co., Ltd. contribute to other rights or create other burdens.

  • Note 8: (1) The term of the licence in this case shall be 35 years in total. However, in the event of early termination or extension in accordance with the provisions of this Contract, the term shall expire or be extended at an earlier date. (2) The maximum period of construction of the first phase of the Project shall not exceed five years from the day following the date of execution of the Contract. (3) The scale of construction of the treatment plant and the number of users connected to the pipeline shall be specified. (4) A minimum of 30% of own funds shall be maintained during the permitted period.

  • Note 9: (1) The construction of sewage treatment plants (including booster stations) and their ancillary facilities shall be fully accepted and completed by 28 October 2015. (2) The construction of sewer trunk pipes, branch pipes and ancillary facilities in Taoyuan area (excluding the Bade extension area) shall be fully accepted and completed by October 28, 2017. (3) The construction management of the various phases of the project shall be completed by the completion of the first phase of the project.

  • Note 10: The debt ratio of Rih Ding Water Enterprise Co., Ltd. shall remain below 200% (inclusive) from 2018 to 2019, 160% (inclusive) from 2010 to 2023 and 130% (inclusive) from 2024 to 2027, and the debt service ratio shall remain above 120% (inclusive).

  • Note 11: (1) The term of this Contract shall be 70 years from the date of this Contract, including the "Construction Period" and the "Operation Period". The construction period shall be 3 years from the date of this Contract. The operation period shall be 67 years from the date of commencement of the operation of the Project. Rih Siang Property Management Co., Ltd. shall commence all operations of the Project no later than 4 years from the date of signing of this Contract. (2) At least 70% of the total floor area of the building shall be used as residential units. (3) The ownership of the building shall not be sold or pre-sold. (4) The rates of the residential units shall be set by Rih Siang Property Management Co., Ltd. at its own discretion, provided that at least 30% of the rates shall not exceed 80% of the market rent and shall be announced at the time of leasing and opening of tenant applications. The same applies to adjustments. (5) Rih Siang Property Management Co., Ltd. shall invest no less than 30% of its own capital in the construction cost of the project.

  • Note 12: Rih Siang Property Management Co., Ltd. shall maintain a liquidity ratio of 100% or more and a debt ratio of 250% or less.

  • Note 13: In this development case, a trust is required to be delivered to the granting bank for the base and an undertaking must be signed for its performance.

124

Financial Highlights

I. Condensed Financial Statements in the Past Five Years

(I) Condensed Consolidated Financial Statements

1. Condensed Consolidated Balance Sheet  IFRS

Unit: NT$ Thousand

Unit: NT$Thousand Unit: NT$Thousand Unit: NT$Thousand Unit: NT$Thousand Unit: NT$Thousand
Year
Item
Financial Information in the Past Five Years (Note 1)
2016 2017 2018 2019 2020
Current Assets 50,179,539
42,312,037

17,392,970

16,282,095

14,326,158
Property, Plant and
Equipment(Note 2)
8,214,637
8,109,982

8,488,398

9,399,501

9,383,154
Intangible Assets 2,368,417
2,565,067

2,765,330

3,218,112

3,433,187
Other Assets
(Note 2)
15,222,985
21,125,419

22,183,818

27,170,588

29,651,297
Total Assets 75,985,578
74,112,505

50,830,516

56,070,296

56,793,796
Current
Liabilities
Before
Distribution
51,047,667
48,274,605

18,193,787

15,416,349

11,949,456
After
Distribution
51,047,667
48,274,605

18,909,322

15,963,734

(Note 3)
Noncurrent Liabilities 15,471,367
16,571,650

20,053,394

28,370,156

32,606,765
Total
Liabilities
Before
Distribution
66,519,034
64,846,255

38,247,181

43,786,505

44,556,221
After
Distribution
66,519,034
64,846,255

38,962,716

44,333,890

(Note 3)
Equity Attributable to
Shareholders of the Parent

9,074,851

8,613,898

12,039,273

11,738,636

11,703,137
Share Capital 8,944,192
8,944,192

8,944,192

9,123,076

9,000,946
Capital
Surplus
Before
Distribution
4,676,046
3,293,407

1,299,578

1,299,873

1,307,843
After
Distribution
4,676,046
1,240,379

1,299,578

1,299,873

(Note 3)
Retained
Earnings
Before
Distribution
(4,544,547)
(3,622,604)

1,799,863

1,319,021

1,394,262
After
Distribution
(4,544,547)
(3,622,604)

905,444

771,636

(Note 3)
Other Equity (840)
(1,097)

(4,360)

(3,334)

86
Treasury Share
Non-controlling Interests 391,693
652,352

544,062

545,155

534,438
Total
Equity
Before
Distribution

9,466,544

9,266,250

12,583,335

12,283,791

12,237,575
After
Distribution

9,466,544

9,266,250

11,867,800

11,736,406

(Note 3)

Note 1: The condensed consolidated balance sheets from2016 to 2020 are prepared based on IFRS, and consolidated financial statements of each year was certified and audited by CPAs.

Note 2: The asset not implemented revaluation from 2016 to 2020.

Note 3: The amount not approved by shareholder meeting.

125

2. Condensed Consolidated Statement of Comprehensive Income

Unit: NT$ Thousand

Unit: NT$Thousand Unit: NT$Thousand Unit: NT$Thousand Unit: NT$Thousand Unit: NT$Thousand
Year
Item
Financial Analysis in the Past Five Years (Note 1)
2016 2017 2018 2019 2020
Operating Revenue 3,356,781
14,212,716

31,947,334

6,325,345

6,772,332
Gross Profit 1,794,157
4,071,190

7,232,206

2,789,118

2,708,884
Income from
Operations
(4,964,270)
(128,417)

4,287,880

611,347

452,500
Non-Operating Income
and Expenses
123,601
(340,482)

(534,397)

191,228

549,158
Profit before
Income Tax
(4,840,669)
(468,899)

3,753,483

802,575

1,001,658
Net Profit from
ContinuingOperation
(4,949,781)
(709,247)

3,446,029

466,337

667,285
Loss from
Discontinued
Operation
Net Profit (Loss) (4,949,781)
(709,247)

3,446,029

466,337

667,285
Other Comprehensive
Income (Loss), Net
of Income Tax
(540)
3,070

(2,395)

4,271

3,472
Total Comprehensive
Income
(4,950,321)
(706,177)

3,443,634

470,608

670,757
Net Profit Attributable
to Owners of the Parent
(4,969,149)
(758,152)

3,368,318

406,731

622,688
Net Income
Attributable to
Non-controlling
Interests
19,368
48,905

77,711

59,606

44,597
Comprehensive
Income Attributable to
the Owners of the
Parent
(4,969,689)
(755,082)

3,366,176

410,700

626,046
Comprehensive
Income Attributable to
Non-controlling
Interests
19,368
48,905

77,458

59,908

44,711
Earnings
Per Share
(Note 2) (5.56)
(0.85)

3.77

0.45

0.69
(Note 3) (5.45)
(0.83)

3.69

0.45

0.69

Note1: The condensed consolidated statements of comprehensive income from 2016 to 2020 are prepared based on IFRS, and consolidated financial statements of each year was certified and audited by CPAs.

Note 2: Based on the weighted average shares outstanding in each year.

Note 3: Based on the weighted average shares outstanding in each year, and retrospectively adjusted weighted average shares outstanding of previous year increased due to the unappropriated earnings and issuance of share dividends from capital surplus.

126

(II) Condensed Parent Company Only Financial Statements

1. Condensed Parent Company Only Balance Sheet  IFRS

Unit: NT$ Thousand

Unit: NT$Thousand Unit: NT$Thousand Unit: NT$Thousand Unit: NT$Thousand Unit: NT$Thousand
Year
Item
Financial Analysis in the Past Five Years (Note 1)
2016 2017 2018 2019 2020
Current Assets 41,732,154 36,922,246 12,155,313 10,390,248
9,213,568
Property, Plant and
Equipment(Note 2)
7,874 66,446 276,738 111,699
109,474
Intangible Assets 9,293 6,164 4,546 4,335
7,186
Other Assets
(Note 2)
19,024,914 21,324,462 23,110,392 26,760,652
26,346,895
Total Assets 60,774,235 58,319,318 35,546,989 37,266,934
35,677,123
Current
Liabilities
Before
Distribution

45,249,363
41,573,622 13,361,126 9,902,564
6,639,094
After
Distribution

45,249,363
41,573,622 14,076,661 10,449,949
(Note 3)
Noncurrent Liabilities 6,450,021 8,131,798 10,146,590 15,625,734
17,334,892
Total
Liabilities
Before
Distribution

51,699,384
49,705,420 23,507,716 25,528,298
23,973,986
After
Distribution

51,699,384
49,705,420 24,223,251 26,075,683
(Note 3)
Share Capital 8,944,192 8,944,192 8,944,192 9,123,076
9,000,946
Capital
Surplus
Before
Distribution

4,676,046
3,293,407 1,299,578 1,299,873
1,307,843
After
Distribution

4,676,046
1,240,379 1,299,578 1,299,873
(Note 3)
Retained
Earnings
Before
Distribution

(4,544,547)
(3,622,604) 1,799,863 1,319,021
1,394,262
After
Distribution

(4,544,547)
(1,569,576) 905,444 771,636
(Note 3)
Other Equity (840) (1,097) (4,360) (3,334) 86
TreasuryShare
Total
Equity
Before
Distribution

9,074,851
8,613,898 12,039,273 11,738,636
11,703,137
After
Distribution

9,074,851
8,613,898 11,323,738 11,191,251
(Note 3)

Note 1: The condensed parent company only balance sheets from 2016 to2020 are prepared based on IFRS, and parent company only financial statements of each year was certified and audited by CPAs. Note 2: The asset not implemented revaluation from 2016 to 2020. Note 3: The amount not approved by shareholder meeting.

127

2. Condensed Parent Company Only Statement of Comprehensive Income

Unit: NT$ Thousand

Unit: NT$Thousand Unit: NT$Thousand Unit: NT$Thousand Unit: NT$Thousand Unit: NT$Thousand
Year
Item
Financial Analysis in the Past Five Years (Note 1)
2016 2017 2018 2019 2020
Operating Revenue 113,843
10,211,226

28,119,062

1,475,855

2,115,392
Gross Profit 45,305
1,841,963

4,756,413

238,391

379,910
Income from
Operations
(5,167,602)
(1,175,606)

2,987,703

(667,434)

(612,376)
Non-Operating Income
and Expenses
199,743
419,178

382,332

1,097,793

1,255,479
Profit before
Income Tax
(4,967,859)
(756,428)

3,370,035

430,359

643,103
Net Profit from
ContinuingOperation
(4,969,149)
(758,152)

3,368,318

406,731

622,688
Loss from
Discontinued
Operation
Net Profit (Loss) (4,969,149)
(758,152)

3,368,318

406,731

622,688
Other Comprehensive
Income (Loss), Net of
Income Tax
(540)
3,070

(2,142)

3,969

3,358
Total Comprehensive
Income
(4,969,689)
(755,082)

3,366,176

410,700

626,046
Earnings
Per Share
(Note 2) (5.56) (0.85) 3.77
0.45

0.69
(Note 3) (5.45)
(0.83)

3.69

0.45

0.69

Note 1: The condensed parent company only statements of comprehensive income from 2016 to 2020 are prepared based on IFRS, and parent company only financial statements of each year was certified and audited by CPAs.

Note 2: Based on the weighted average shares outstanding in each year.

Note 3: Based on the weighted average shares outstanding in each year, and retrospectively adjusted weighted average shares outstanding of previous year increased due to the unappropriated earnings and issuance of share dividends from capital surplus.

(III) Auditor’s Opinions in the past five years

Year AccountingFirm CPAs Audit Opinion
2016 Deloitte & Touche Yang, ChingChengGung, Jerry
An Unqualified
Opinion
2017 Deloitte & Touche Gung, JerryLiu, Walter An Unqualified
Opinion
2018 Deloitte & Touche Gung, JerryLiu, Walter An Unqualified
Opinion
2019 Deloitte & Touche Gung, JerryLiu, Walter An Unqualified
Opinion
2020 Deloitte & Touche Gung, JerryLiu, Walter An Unqualified
Opinion

128

II. Financial Analysis in the Past Five Years

(I) Financial Ratio

1. Financial Ratio of Consolidated Statement  IFRS

Year
Analysis item
Year
Analysis item
Year
Analysis item
Financial Analysis in the Past Five Years (Note 1) Financial Analysis in the Past Five Years (Note 1) Financial Analysis in the Past Five Years (Note 1) Financial Analysis in the Past Five Years (Note 1) Financial Analysis in the Past Five Years (Note 1)
2016 2017 2018 2019 2020
Capital
Structure
Analysis
Debts Ratio(%) 87.54
87.49

75.24

78.09

78.45
Long-term Funds to Property,
Plant, and Equipment (%)
298.81
310.54

378.07

426.71

472.22
Liquidity
Analysis
Current Ratio (%) 98.29
87.64

95.59

105.61

119.88
Quick Ratio (%) 20.58
20.43

41.71

40.44

42.64
Times Interest Earned (3.24)
0.19

4.42

1.90

2.14
Operating
Performance
Analysis
Average Collection
Turnover (Times)
5.11
19.30

44.71

9.71

12.10
Days Sales Outstanding 71.42
18.91

8.16

37.59

30.16
Average Inventory Turnover
(Times)
0.04
0.29

1.21

0.36

0.43

Average Payable Turnover
(Times)
0.38
2.15

5.34

0.94

1.56
Average Inventory Turnover
Days
9,125.00
1,258.62

301.65

1,013.88

848.83
Property, Plant and Equipment
Turnover Rate (Times)
0.41
1.74

3.85

0.71

0.72
Total Asset Turnover Rate
(Times)
0.04
0.19

0.51

0.12

0.12
Profitability
Analysis
Return on Total Assets (%) (5.96)
(0.12)

6.68

2.06

2.27
Return on Equity (%) (42.82)
(8.02)

33.37

3.92

5.69

Pre-tax Income to Paid-in
Capital Ratio(%)
(54.12)
(5.24)

41.97

8.80

11.13
Net Margin (%) (147.46)
(4.99)

10.79

7.37

9.85
Earnings per Share
(NT$)

(Note 2)
(5.56) (0.85) 3.77
0.45

0.69

(Note 3)
(5.45) (0.83) 3.69
0.45

0.69
Cash Flow Cash Flow Ratio (%) (Note 4) 5.71
97.80

Cash Flow Adequacy Ratio
(%) (Note 4)
41.41
85.26

99.41

149.30

228.79
Cash Flow Reinvestment
Ratio (%) (Note 4)
10.94
56.80

(1.85)

(1.32)
Leverage Operating Leverage (Note 5) 1.21
2.61

3.18
Financial Leverage (Note 5) 1.27
(3.35)

(1.45)
Please explain the reasons of the financial ratio changes in the past two years. (Analysis may be omitted if
the changes hadn’t reached 20%.)
Please refer to(II)Analysis of financial ratio changes.

Please explain the reasons of the financial ratio changes in the past two years. (Analysis may be omitted if the changes hadn’t reached 20%.) Please refer to (II) Analysis of financial ratio changes.

Note 1: The financial ratios of consolidated statements from 2016 to 2020 are prepared based on IFRS, and consolidated financial statements of each year was certified and audited by CPAs.

Note 2: Based on the weighted average shares outstanding in each year.

Note 3: Based on the weighted average shares outstanding in each year, and retrospectively adjusted weighted average shares outstanding of previous year increased due to the unappropriated earnings and issuance of share dividends from capital surplus.

Note: 4: "  " is for negative net cash provided by operating activities.

Note 5: If the income from operations of a year is negative, the financial ratio will not be calculated, and expressed as "  "

129

  1. Financial Ratio of Parent Company Only Statement  IFRS
Year
Analysis item
Year
Analysis item
Year
Analysis item

Financial Analysis in the Past Five Years(Note 1)

Financial Analysis in the Past Five Years(Note 1)

Financial Analysis in the Past Five Years(Note 1)

Financial Analysis in the Past Five Years(Note 1)

Financial Analysis in the Past Five Years(Note 1)
2016 2017 2018 2019 2020
Capital
Structure
Analysis
Debts Ratio (%) 85.06
85.22

66.13

68.50

67.19
Long-term Funds to
Property, Plant, and
Equipment (%)
197,166.26
25,201.96

8,016.91

24,498.31

26,525.04
Liquidity
Analysis
Current Ratio (%) 92.22
88.81

90.97

104.92

138.77
Quick Ratio (%) 11.97
13.22

22.06

12.53

23.31
Times Interest Earned (4.67)
(0.28)

5.48

1.91

2.51
Operating
Performance
Analysis
Average Collection Turnover
Rate (Times)

8.51

336.30

408.08

12.86

24.92
Days Sales Outstanding 42.89
1.08

0.89

28.38

14.64
Average Inventory Turnover
(Times)
0.00
0.25

1.16

0.13

0.20

Average Payable Turnover
(Times)
0.03
4.26

11.94

0.72

2.35
Average Inventory Turnover
Days
0.00
1,460.00

314.65

2,807.69

1,825.00
Property, Plant and Equipment
Turnover Rate (Times)

11.24

274.79

163.87

7.59

19.12
Total Asset Turnover Rate
(Times)
0.00
0.17

0.59

0.04

0.05
Profitability
Analysis
Return on Total Assets (%) (7.71)
(0.65)

8.15

1.96

2.59
Return on Equity (%) (42.98)
(8.53)

32.61

3.42

5.31
Pre-tax Income to Paid-in
Capital Ratio(%)
(55.54)
(8.42)

37.67

4.71

7.14
Net Margin (%) (4,364.91)
(7.39)

11.97

27.55

29.43
Earnings per
Share (NT$)
(Note 2) (5.56)
(0.85)

3.77

0.45

0.69
(Note 3) (5.45)
(0.83)

3.69

0.45

0.69
Cash Flow Cash Flow Ratio (%) (Note
4)
2.31
137.55

4.18
Cash Flow Adequacy Ratio
(%) (Note 4)
48.33
95.41

119.53

251.00

533.80
Cash Flow Reinvestment
Ratio (%) (Note 4)
5.72
82.37

(2.60)

(0.92)
Leverage Operating Leverage (Note 5) 1.07
Financial Leverage (Note 5) 1.23
Please explain the reasons of the financial ratio changes in the past two years. (Analysis may be omitted if
the changes hadn’t reached 20%.)
Please refer to(II)Analysis of financial ratio changes.

Please explain the reasons of the financial ratio changes in the past two years. (Analysis may be omitted if the changes hadn’t reached 20%.) Please refer to (II) Analysis of financial ratio changes.

Note 1: The financial ratios of parent company only statements from 2016 to 2020 are prepared based on IFRS, and parent company only financial statements of each year was certified and audited by CPAs.

Note 2: Based on the weighted average shares outstanding in each year.

Note 3: Based on the weighted average shares outstanding in each year, and retrospectively adjusted weighted average shares outstanding of previous year increased due to the unappropriated earnings and issuance of share dividends from capital surplus

Note: 4: "  " is for negative net cash provided by operating activities.

Note 5: If the income from operations of a year is negative, the financial ratio will not be calculated, and expressed as "  "

130

Formula of financial analysis calculation are as following:

  1. Capital Structure Analysis

  2. (1) Debt Ratio = Total Liabilities / Total Assets

  3. (2) Long-term Fund to Property, Plant and Equipment Ratio = (Shareholders’ Equity + Noncurrent Liabilities) / Net Property, Plant and Equipment

  4. Liquidity Analysis

  5. (1) Current Ratio = Current Assets / Current Liabilities

  6. (2) Quick Ratio = (Current Assets - Inventories - Prepaid Expenses) / Current Liabilities

  7. (3) Times Interest Earned = Earnings before Interest and Taxes / Interest Expenses

  8. Operating Performance Analysis

  9. (1) Average Collection Turnover = Net Sales / Average Trade Receivables

  10. (2) Days Sales Outstanding = 365 / Average Collection Turnover

  11. (3) Average Inventory Turnover = Cost of Sales / Average Inventory

  12. (4) Average Payment Turnover = Cost of Sales / Average Trade Payables

  13. (5) Average Inventory Turnover Days = 365 / Average Inventory Turnover

  14. (6) Property, Plant and Equipment Turnover = Net Sales / Average Net Property, Plant and Equipment (7) Total Assets Turnover = Net Sales / Average Total Assets

  15. Profitability Analysis

  16. (1) Return on Total Assets = (Net Income + Interest Expenses * (1 - Effective Tax Rate)) / Average Total Assets

  17. (2) Return on Equity Attributable to Shareholders of the Parent = Net Income / Average Equity

  18. (3) Net Margin = Net Income / Net Sales

  19. (4) Earnings Per Share = (Net Income Attributable to Shareholders of the Parent - Preferred Stock Dividend) / Weighted Average Number of Shares Outstanding

  20. Cash Flow

  21. (1) Cash Flow Ratio = Net Cash Provided by Operating Activities / Current Liabilities

  22. (2) Cash Flow Adequacy Ratio = Five-year Sum of Cash from Operations / Five-year Sum of Capital Expenditures, Inventory Additions, and Cash Dividend

  23. (3) Cash Flow Reinvestment Ratio = (Cash Provided by Operating Activities - Cash Dividends) / (Gross Property, Plant and Equipment + Long-term Investments + Other Noncurrent Assets + Working Capital)

  24. Leverage

  25. (1) Operating Leverage = (Net Sales - Variable Cost) / Income from Operations

  26. (2) Financial Leverage = Income from Operations / (Income from Operations - Interest Expenses)

131

(II) Analysis of financial ratio changes

1. Financial Ratio of Consolidated Statement  IFRS

Item 2019 2020 Change (%) Description
Average Collection
Turnover(Times)
9.71 12.10 24.61% In 2020, the residual houses kept on
being sold, so the operating revenue,
operating costs, and profit increased
from 2019, and the related financial
ratios also improved compared with
that in 2019.
Average Payable
Turnover(Times)
0.94 1.56 65.96%
Return on Equity (%) 3.92 5.69 45.15%
Pre-tax Income to Paid-in
Capital Ratio(%)
8.80 11.13 26.48%
Net Margin(%) 7.37 9.85 33.65%
Earnings Per Share 0.45 0.69 53.33%
Cash Flow Adequacy
Ratio
149.3 228.79 53.24% In 2020, the construction projects
were successively completed and
delivered
and
the
income
were
recognized. The inventories continued
to decrease, and the cash flow
adequacy ratio increased compared
with that in 2019.
Cash Flow Reinvestment
Ratio
(1.85) (1.32) (28.65)% In 2020, cash flow reinvestment ratio
increased compared with that in 2019,
because the distributed cash dividends
decreased compared with that in 2019.
Financial Leverage (3.35) (1.45) (56.72)% In 2020, due to the impact of the
pandemic, and increased borrowings
for the operation and preparation for
new construction project, the income
from operations is not sufficient to
offset the interest expense, resulting
increased
financial
leverage
compared with that in 2019.

132

2. Financial Ratio of Parent Company Only Statement  IFRS

Item 2019 2020 Change (%) Description
Current Ratio (%) 104.92 138.77 32.26 In 2020, the short-term borrowings
were repaid successively, so the current
liabilities decreased, and the related
financial ratios improved compared
with that in 2019.
Quick Ratio (%) 12.53 23.31 86.03
Times Interest Earned
1.91
2.51 31.41 In 2020, the residual houses kept on
being sold, so the construction revenue,
sales costs, and profit increased, and the
related financial ratios also improved
compared with that in 2019.
Average Collection
Turnover (Times)
12.86 24.92 93.78
Days Sales
Outstanding
28.38 14.64 (48.41)
Average Inventory
Turnover(Times)
0.13 0.20 53.85
Average Payable
Turnover (Times)
0.72 2.35 226.39
Average Inventory
Turnover Days
2,807.69 1,825.00 (35.00)
Property, Plant and
Equipment Turnover
Rate(times)
7.59 19.12 151.91
Total Asset Turnover
Rate(Times)
0.04 0.05 25.00
Return on Total
Assets(%)
1.96 2.59 32.14
Return on Equity (%) 3.42 5.31 55.26
Pre-tax Income to
Paid-in Capital Ratio
(%)
4.71 7.14 51.59
Earnings Per Share 0.45 0.69 53.33
Cash Flow Ratio 4.18 In 2020, the residual houses kept on
being sold, so the net cash inflow from
operating activities, with the decreased
inventories, the related ratio increased
compared with that in 2019.
Cash Flow Adequacy
Ratio
251.00 533.80 112.67
Cash Flow
Reinvestment Ratio
(2.60) (0.92) (64.62) Cash flow reinvestment ratio in 2020
increased compared with that in 2019,
because the distributed cash dividends
decreased compared with that in 2019.

Note: If the net cash provided by operating activities is negative, the financial ratio will not be calculated, and expressed as "  "

133

III. The Review Report of the Most Recent Financial Report by the Audit Committee

Radium Life Tech Co., Ltd.

Audit Committee's Review Report

We have audited the 2020 business report and financial reports (incl. consolidated and standalone financial statements). The aforementioned financial statements and earnings distribution table are audited by Deloitte Taiwan, and the CPAs have issued a report with unqualified opinions. The business report, financial statements and the motion for earnings distribution stated above have been reviewed by the Audit Committee and no discrepancy has been found. We have presented you the reports based on the provisions stipulated in Article 14-4 in the Securities and Exchange Act and Article 219 in the Company Act.

Regards,

2021 Shareholders’ meeting of Radium Life Tech Co, Ltd.

Convener of the Audit Committee K. C. Chou

March 26, 2021

134

  • IV. The most recent annual financial report, including a CPA’s audit report, a two-year comparative balance sheet, a statement of comprehensive income, a statement of changes in equity, a cash flow statement, and notes or annexes: Please see p.162 to p.253 of the annual report.

  • V. A parent company only financial statement for the most recent fiscal year, certified by a CPA: Please see p.254 to p.327 of the annual report.

  • VI. If the company or its affiliated companies have experienced financial difficulties in the most recent fiscal year and up to the date of publication of the annual report, the annual report shall explain how said difficulties will affect the company's financial situation: None.

135

Review and Analysis of Financial Position and Financial Performance and Risk Issue

I. Financial Position

Comparative Analysis Table of Financial Position

Unit: NT$ Thousand

Item 2019 2020 Difference Difference Description
Amount Percentage
Current Assets 16,282,095
14,326,158

(1,955,937)

(12.01)%

Note 1
Property, Plant and
Equipment
9,399,501
9,383,154

(16,347)

(0.17)%
Intangible Assets 3,218,112
3,433,187

215,075

6.68%
Other Assets 27,170,588
29,651,297

2,480,709

9.13%
Total Assets 56,070,296
56,793,796

723,500

1.29%
Current Liabilities 15,416,349
11,949,456

(3,466,893)

(22.49)%

Note 2
Noncurrent Liabilities 28,370,156
32,606,765

4,236,609

14.93%

Note 3
Total Liabilities 43,786,505
44,556,221

769,716

1.76%
Share Capital 9,123,076
9,000,946

(122,130)

(1.34)%
Capital Surplus 1,299,873
1,307,843

7,970

0.61%
Retained Earnings 1,319,021
1,394,262

75,241

5.70%
Other Equity (3,334)
86

3,420

(102.58)%
Non-controlling
Interests
545,155
534,438

(10,717)

(1.97)%
Total Equity 12,283,791
12,237,575

(46,216)

(0.38)%
Description: (if the changes between two consecutive years are over 10%, and the amount reaching 1% of
the 2020 annual total asset, the analysis is provided)
Note 1: The continuous selling of residual houses in 2020 resulted in significant decrease in inventories
Note 2: Due to the repayment of short-term borrowings, and payments to vendors and reserved payment
in 2020.
Note 3: Due to workingcapital necessaries increased in the borrowings and issued bondspayable.

Description: (if the changes between two consecutive years are over 10%, and the amount reaching 1% of the 2020 annual total asset, the analysis is provided) Note 1: The continuous selling of residual houses in 2020 resulted in significant decrease in inventories Note 2: Due to the repayment of short-term borrowings, and payments to vendors and reserved payment in 2020.

Note 3: Due to working capital necessaries increased in the borrowings and issued bonds payable.

II. Financial performance

(I) Comparative Analysis Table of Financial Performance

Unit: NT$Thousand Unit: NT$Thousand Unit: NT$Thousand
Item 2019 2020 Difference Description
Amount Percentage
Operating
Revenue
6,325,345
6,772,332

446,987

7.07%

Note 1

OperatingIncome 611,347
452,500

(158,847)
(25.98)%
Profit before
Income tax
802,575
1,001,658

199,083

24.81 %
Note 1: In 2020, the construction projects were successively delivered and the gains were
recognized. The consolidated operating revenue and net income before tax both increased
compared with that in 2019.

Note 1: In 2020, the construction projects were successively delivered and the gains were recognized. The consolidated operating revenue and net income before tax both increased compared with that in 2019.

136

  • (II) Sales volume forecast and the basis therefore, and describe the effect upon the company's financial operations as well as measures to be taken in response.

The Group’s revenue and profit targets for 2021 are based on the estimates of the three pillar operations: construction & development, business operation, and circular economy group. In terms of the construction & development business, it is estimated that the revenue will mainly come from the MRT Daqiaotou Station Joint Development Project and the revenue recognized from the subsidiary Ji Shun Life Ech Co., Ltd’s’s Qingpu Project in Taoyuan after completion. In terms of circular economy business, the revenue is mainly from the stable revenue of the subsidiary Rih Ding Water Enterprise Co., Ltd’s Taoyuan wastewater sewage system BOT project, and Ding Sheng Green Energy Technology Co., Ltd’s effort in creating revenue in circular economy. In terms of the business operation, the stable year-on- year increase of revenue from the Taipei Bus Station, Qsquare, and Radium-Kagaya International Hotel operated by subsidiaries is expected to contribute to the group’s profits to create mutual benefit, balance the group’s business affected by the fluctuations in the construction business, and contribute relatively stable income.

III. Cash flow

(I) Analysis of Changes in Cash Flow

Year
Items

2019
2020 Percentage of change
Cash Flow Ratio
Cash Flow AdequacyRatio 149.30 228.79
53.24%
Cash Flow Reinvestment Ratio (1.85) (1.32) (28.65)%

Note: If the net cash provided by operating activities is negative, the cash flow ratio will be expressed as "  ". Description for percentage of change:

  1. In 2020, the construction projects were successively delivered and the gains were recognized. The inventories continued to decrease, and the cash flow adequacy ratio increased compared with that in 2019.

  2. The Company issued cash dividends in 2020 and 2019, respectively, resulting in a negative cash flow reinvestment ratio; the cash flow reinvestment ratio in 2020 increased compared with that in 2019, due to the decrease in cash dividends distributed in 2020 compared to 2019.

(II) Remedies to improvement illiquidity:

The analysis of cash flow in the consolidated statements is as the following

Unit: NT$ Thousand

Opening
cash balance
(1)

Net cash flow from
operating activities
for the entire year
(2)
Net cash flow from
investments and
financing activities for
the entireyear(3)
Effect of exchange rate
changes on cash and
cash equivalents (4)

Closing cash
balance
(1)+(2)+(3)+(4)
3,503,812 (204,553) 266,096 55 3,565,410

There was no illiquidity of the Company and each subsidiary in 2020

(III) Cash flow analysis of the year ahead ~~:~~

Unit: NT$ Thousand

Cash
balance at
beginning
(1)
Projected net cash
flow from operating
activities in current
period(2)

Projected net cash
outflow from
investments and
financing activities in
currentperiod(3)
Projected
amount of cash
surplus
(1)+(2)+(3)
Remedies for cash
deficits
Remedies for cash
deficits
Investment
plans
Financing
plans
3,565,410 1,482,298 (917,475) 4,130,233

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In 2021, expects to recognize the income from the completion of selling the residual houses from the MRT Daqiaotou Station Joint Development Project, and the income from the completion of selling and delivery of subsidiary’s Qingpu Project, as well as the net cash inflows from operating activities from the stable incomes of its subsidiaries, Rih-Ding Water, Jing-Jan Retail Business, and Wan-Da-Tong. In the current period, as repaying the construction loans along with house delivery and repaying various long-term loan principals, a cash surplus will be generated from combining investment activities and financing activities.

In general, in the current period (2021), the Group will not have illiquidity.

IV. Impact to the Financial Business by the Significant Capital Expenditures in the Previous Year: None.

V. Main Reasons of Improvement Plan for Re-Investment Policy, Profit or Loss for Previous Years:

  • (I) The current operation of the Company’s re-investees is as the following:

  • Ji Shun Life Tech Co., Ltd. is a reinvested subsidiary for the purpose of increasing the diversification of the Company’s construction and development projects. In addition to providing construction business development, design, marketing, customer’s service, property management and other services for the Group, this company is mainly committed to urban renewal development business and elderly care business operations. The company sold the construction project, "Radium's New Q Square" in Qingpu in 2020. Since the construction project has not been completed and delivered, the development income has not yet been recognized. The Company recognized the reinvestment losses from Ji Shun in 2020 for NT$54,368 thousand. (excluding the reinvestment gains and losses recognized by Ji Shun itself).

  • Wan Da Tong Enterprise Co., Ltd. is a project company established to accommodate the bidding requirements of the T9 BOT project of Taipei City Government. It is responsible for the development, construction, operation and management of the bus terminal and the affiliated businesses of the T9 BOT project. Since entering the operating period of the BOT business in 2009, the operating conditions have been stable and good, mainly due to the rental income of various rental properties. In 2018, it applied for the Subsidy Program for Smart city and Rural Living Application-Integrated ticketing with mobile payment service” proposed by the Industrial Development Bureau, MOEA, and passed the review. In November 2020, the two-year " Smart city and Rural Living Application-Integrated ticketing with mobile payment service " program was completed, becoming the only joint ticketing system in Taiwan that integrates multiple schedules of bus operators, to bring more diversified and convenient ticketing method for passengers. Through the convenient transportation, the gap between urban and rural areas are being close, and the vigorous development of the local tourism industry is driven. In 2020, the Company recognized a total of NT$223,389 thousand dollars of reinvestment gains from Wan Da Tong through the direct and indirect shareholding.

  • Titan Development and Construction Co., Ltd. is a reinvested subsidiary, for the purpose of strengthening the quality control of the construction and grasp the progress of projects for the Group. This company mainly contracts the Group's internal construction projects in 2020, including the Taoyuan wastewater sewerage project and the Taoyuan Qingpu project, with external contracted project, Longtan Lake. The Company recognized the reinvestment income of Titan Development and Construction in 2020 as NT$6,184 thousand (excluding the reinvestment gains and losses recognized by Titan Company itself).

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  1. Jing-Jan Retail Business Co., Ltd. is mainly responsible for operating the shopping mall in Q Square. Since opening at the end of 2009, it has been benefited from the excellent site with five-railway joint construction at Taipei Station, and continuous adjustment of tenants, and successful marketing strategy. In recent years, the scale of operations has continued to grow steadily. This Company began trading in the TPEx on March 31, 2018, and “Q square Xiaobitan in MEHAS” was grand opened in March 2020. In 2020, the Company recognized Jing-Jan Retail Business's reinvestment gains through indirect shareholding for NT$189,580 thousand. (excluding the reinvestment gains and losses recognized by Jing-Jan Retail Business itself).

  2. Radium-Kagaya International Hotel Co., Ltd. Is the Company's introduction of the Japanese hotel brand, Kagaya, which has been ranked first at the "Top 100 Hot Springs" in Japan for more than 30 years. With Kagaya, it is jointly responsible for the operation and management of a hot spring hotel in Beitou. In 2020, due to the impact of the COVID-19, the tourist staying rate and operating performance were short of the expectation; however, the Company has been still committed to operational adjustments. With the marketing strategies enhanced via the existing sales channels, and continuous development of new channels, while reducing costs and expenses, this resulted in improved operation performance. In 2020, the Company recognized Radium-Kagaya’s reinvestment losses NT$16,511 thousand.

  3. Jing-Jan Investment Holding Co., Ltd. established company by 100% conversion of the subsidiary, Jing-Jan Retail Business at the end of 2012, as an organization adjustment in the Group based on the specialty division. In early 2013, the Company subscribed the new shared by Jing-Jan Investment Holding with Titan Development and Construction, and paid the consideration with the shares of Wan Da Tong Enterprise. Therefore, Jing-Jan Investment Holding held two companies, Jing-Jan Retail Business and Wan Da Tong Enterprise through the adjustment of the group’ organization, As Jing-Jan Investment Holding has the plan to application for listing at TPEx, another 25% of Jing-Jan Retail Business’ shares have been released. As of the end of December 2020, Jing-Jan Investment Holding separately holds 75% and 71.65% of the two said companies. The Company indirectly holds Jing-Jan Retail Business and Wan Da Tong Enterprisethrough Jing-Jan Investment Holding. In 2020, the Company recognized Jing-Jan Investment Holding reinvestment gains of NT$572 thousand. (excluding the reinvestment gains and losses recognized by Jing-Jan Investment Holding itself).

  4. Rih Ding Water Enterprise Co., Ltd. is a project company established by the Company to implement the "Taoyuan wastewater Sewage System BOT project” Rih Ding Water established in September 2012, and the first wastewater treatment plant construction was completed in 2015; the operation began at the end of January 2016, and entered the operating period. The station is called "Taoyuan North District Water Resources Recycle Center." The company entered the second wastewater treatment plant construction in 2019 and completed the construction at the end of 2020. The number of households serviced in Taoyuan area had reached approximately 100,000. The Company recognized reinvestment gain from RihDing Water Enterprise approximately of NT$879,241 thousand in 2020.

  5. Rih Siang Property Management Co., Ltd. is a project company established by the Company to implement the "BOT Project for New Taipei City Youth Residence Building" in May 2013. There are four sites include “New North Youth Social Housing i Go Home Zhonghe” and “New North Youth Social Housing i Go Home Sanchong 1~3”. 70% of the entire project was planned to be rental housing and has been fully rented out. In the future, will be committed to the activation and utilization of 30% of the ancillary business facilities of the entire project, as the healthy residence leased to elderlies, and

139

the stable rental income is expected be infused. Because the income is not enough to cover operating costs, long-term lease depreciation of buildings, and overheads, the Company recognized reinvestment losses of Rixiang Leasing in 2020 for NT$ 27,759 thousand.

  1. Rih Yao Development Co., Ltd is a project company established to develop the Dunnan Police Station's superficies. The Usage license of the project was obtained at the end of 2014. It is planned to be used the building as boutique business hotel for lease. It is operated and managed by the lessee, Home Hotel Co., Ltd. The business hotel has been in operation since July 2015. Although Rih Yao Development Co., Ltd. had the rental income from Home Hotel in 2020, but it was not enough to cover the depreciation of buildings, related overheads and interest costs, the Company recognized the reinvestment loss of NT$47,666 thousand.

  2. Zhao Yao Enterprise Co., Ltd. is a project company established to develop and construction of the superficies of Land No. 63, second section of Fuxing Section, Da'an District, Taipei City. The project was completed at the end of 2014 and obtained the use permit. The original plan was to sell the residence of right-of-use, but in recent years, due to factors such as housing market declined and a significant increase in the tax burden on superficies, the Company signed a lease contract with a tenant to rent for operate as a high-end hotel in 2016. The Company began to collect rental income from hotel rentals from June, 2017. It was insufficient to cover related rental costs, operating expenses, and interest expenses, which resulted in losses. The Company’s reinvestment losses recognized in 2020 were NT$118,653 thousand.

  3. PRIT Biotech Co., Ltd. is a reinvestment made in August 2014, through the subsidiary Radium Far East Co., Ltd. The Company develops online sales of beauty and skin care products based on its own development of core patented technologies and materials related to beauty and skin care. During the COVID-19 pandemic in 2020, the consumers’ demand for cosmetics declined, and its income was insufficient to cover related operating expenses, and thus losses incurred. The Company recognized the reinvestment losses through indirect shareholding in 2020 for NT$6,845 thousand.

  4. Wan Tong Digital Technology Co., Ltd. is a new established subsidiary of the Company in May 2019, in response to the development of diversified industries as well as extending its business reach to the e-commerce shopping platform. During the COVID-19 pandemic in 2020, it was shocked the digital e-commerce market. The consumers’ shopping habits changed, and the platform functions became more diversified. After setting up a shopping website in March 2020, the sales were short of expectation. As the competitive market conditions needs great costs and expenses will be required for the company's long-term operation, the operation of shopping websites was suspended, and the business has been stopped in September 2020. The Company recognized the reinvestment losses in 2020 for NT$11,878 thousand.

  5. Ding Sheng Green Energy Technology Co., Ltd. is the Company's investment in environmental protection and renewable energy development, to create substantial benefits of environmental protection and green energy, and achieve the purpose of resource regeneration and sustainable operation. It was a newly established subsidiary in January 2019, at the initial stage, the principle is to achieve breakeven. In 2020, it mainly contracted the group's internal construction projects, including the construction of the Taoyuan wastewater treatment plant construction. In December 2020, it formed a collaborative alliance with ECOVE Environment Services Corp. have been awarded the tender of “Build-Operate-Transfer (BOT) Project of Resource Processing Center in Changhua Coastal Industrial Park by Industrial Development Bureau, Ministry of Economic Affairs”, and established Jing Ding Green Energy Technology Co., Ltd. to

140

be responsible for the operation of this BOT project in the next 20 years. The Company recognized the reinvestment gains from Ding-Sheng Green Energy in 2020 for NT$20,532 thousand.

  1. Clever Base Investments Limited is a holding company for the indirect investments in mainland China; including other reinvestment, namely Radium Far East Co., Ltd, Ji Sheng Zih Chan Development Co., Ltd, Rih Ding Circular Economy Investment Holdings Co., Ltd, Jing Ding Green Energy Technology Co., Ltd, and Rih Zuan Green Energy Technology Co., Ltd, Jing-Jan Digital Square Co., Ltd, Xin Xiu Ge Hotel Co., Ltd, Li Chiang Development Co., Ltd. and LiJiang Business Consulting (Shanghai), the Company recognized losses from the above-mentioned reinvested in 2020 for NT$55,286 thousand as a sum.

  2. (II) At Radium, we take an incredibly very careful approach when it comes to making investments and keep a close eye on the financial condition and operations of the investee company at all times. We hope to get hold of the latest operating status of the investee to be used as the basis for the Company’s control and efficiency evaluation of the investee.

  3. (III) In the future, we will make additional investments in a timely manner on subsidiaries depending on their operational needs to support their development or operation plans. At the same time, we take a serious approach to review and evaluate relevant industries with solid profitability as investment targets.

VI. Risks

  • (I) Impacts of fluctuations in interest rates and foreign exchange rates and inflation on the Company’s profitability and action plans:

  • The impact of changes in interest rates on the Company's profitability and action plans in the most recent fiscal year and up to the date of publication of the annual report: According to the Central Bank’s joint meeting of governors and supervisors on

March 18, 2021, as the COVID-19 pandemic gradually came under control, global economic and trading activities gradually recovered, and the prices of commodities including international crude oil rose along with it, the international institutions predicted that global economy will resume growth in this year (2021), and the inflation rate will pick up moderately.

  - As the economy is still affected by the pandemic, major economies continue to

  - adopt accommodative monetary and expansionary fiscal policies. International institutions predicted that the global economy is expected to resume growth this year, but the penetration and effectiveness of vaccines are still unstable, and the recent rise in the long-term governmental bond yields of major economies may trigger financial tightening and financial vulnerabilities such as the large scale of global debt, development of the U.S-China relationship, and the risks of climate change, are all the uncertainties factors affecting the global economic outlook. Against the backdrop of the domestic and overseas economic and financial situation, the recovery of the global economy is expected. However, facing a high degree of uncertainty, the major economies maintain accommodative monetary policy and continue to implement large-scale economic stimulus. Currently, the domestic prices and inflation outlooks are moderate. The domestic economy is expected to grow steadily, and the Board of Central Bank believes that maintaining policy interest rates unchanged and continuing the accommodative monetary policies will help the prices and financial stability, while supporting economic growth. Due to the accommodative monetary environment, interest rates have been cut and remained at a low level, which is relatively postive to

141

the construction industry to which the Company belongs.

In addition to maintaining close contact with banks and paying attention to interest rate trends, the company and its subsidiaries have gradually shown their operating results in recent years. The stable cash flow generated by their operations will be a powerful tool for the construction and development of the Group. Backing up, increase the proportion of self-owned funds and reduce dependence on banks.

  1. The impact of changes in foreign exchange rates on the Company's profitability and action plans in the most recent fiscal year and up to the date of publication of the annual report:

    • The Company and its subsidiaries are all in domestic-demand industries; therefore,

    • foreign exchange rates do not pose significant impact.

  2. The impact of changes in inflation on the Company's profitability and action plans in the most recent fiscal year and up to the date of publication of the annual report: The profit and loss performance of the Company and its subsidiaries are not likely

to be impacted by inflation.

  • (II) Main reasons and action plans of policies for engaging in highly risky and highly leveraged investments, lending funds to others, endorsements and guarantees, derivatives transactions, and profits or losses:

  • The Company and its subsidiaries all focus on our business operations and do not engage in highly risky and highly leveraged investments.

  • The Company and its subsidiaries are all in domestic-demand industries and do not engage in derivative transactions. When lending funds to others or providing endorsements/guarantees for others, we comply with the “Regulations for Lending Funds to Others”” and the “Regulations for Providing Endorsement/Guarantee” formulated by each company.

(III) Future R&D Plans and Expected R&D Expense Input:

  • The Groups operate covering construction, department store, hotel, leasing industry,

  • asset management, wastewater sewerage treatment, energy technical service, and cosmetics & skincare products manufacturing industries. Other than the biotech cosmetics & skincare manufacturing and wastewater sewerage treatment, the R&D is not applicable to the remaining business. The estimated R&D expenditure is about NT$1,000 thousand in 2021. The main focus is the development and testing of common raw materials between the anti-inflammatory and anti-allergic foods and cosmetics, to cope with the short, medium and long-term plans and business strategies of the products; in addition, the research on the pandemic-containing and anti-pandemic-oriented functional peptides and nanomaterials is the key theme this year. The development of related products and validation of their efficacy will be conducted. In the wastewater sewerage treatment industry plans to develop and establish a smart water management system and will invest NT$5,714 thousand in 2021. The system operation strategy may be adjusted in time based on the sewage volume and water quality status, and the collection and analysis of on-site related data, to ensure that the stability of the effluent water quality and the improvement of operation effectiveness of the treatment system, to further minimize the treatment cost.

  • (IV) Impact on the Company's financial operations of important policies adopted and changes in the legal environment at home and abroad, and measures to be taken in response: The Company and each subsidiary pay close attention to domestic and international

  • political and economic developments and legal changes regarding pre-sale contracts,

142

Personal Data Protection Act, the Integrated Housing and Land Tax. We abide by these guidelines when conducting business as well as evaluating the Company’s taxes and operations to protect the interests of the Company.

  • (V) Effect on the company's financial operations of developments in science and technology as well as industrial change, and measures to be taken in response.

The businesses the Company and its subsidiaries operate in cover construction, department store, hotel, rental & leasing, asset management, sewage treatment, energy technical service, and cosmetics & skincare products manufacturing industries. Other than the biotech cosmetics & skincare manufacturing, the changes do not affect the finance and business of the Company materially. In the cosmetics and skin care products manufacturing industry, we will continue to work with domestic research institution on the research and improvement of related technologies, and the feasibility of technology commercialization; in terms of changes in the real estate industry, we will continue to observe the impacts from the government’s housing market and interest rate policies on the real estate market. In the department store industry, the prevalence of online shopping has had an impact on physical department stores. The management has formulated relevant strategies to respond to it. Through the O2O, the continuous growth momentum of the mall is maintained.

With the development of technology, the information security risks faced by enterprises are increasing. The Company conducts information security inspections by internal audit units and external accountants every year, including information risks such as information security policies, establishment of information security organizations, personnel security and management, asset classification and control, physical and environmental safety management, and communication and operation management are evaluated. In addition to the implementation reports of the information unit to the Board of Directors, the audit unit also regularly reports to the Board of Directors for inspected deficiencies and improvement plans.

The Company has established relevant information security management measures pursuant to laws and regulations, and implements information work plans accordingly; the appropriate protection measures for information assets are provided to ensure their confidentiality, integrity, and availability. The design and implementation effectiveness of various related operations are reviewed periodically, to respond to changes in the Company's internal and external environments, and reduce the Company's information security risks.

In order to reduce the risk of information system interruption affecting business operations, the impacts of man-made operations and natural disasters on information assets are regularly evaluated, and the disaster recovery plans are formulated with regular drill to ensure the continuous operation of the Company's business. Establish access control for the computer room and notifications are actively made through monitoring equipment, to prevent equipment from theft or maliciously damaged. Due to the challenges faced resulted from the digital age by information security, we continue to monitor the evolving trends of the information environment, regularly review information security protection mechanisms and solutions, and build multiple security protection systems such as firewalls, antivirus walls, and email protection. In addition, in conjunction with the information security policy, the information security related knowledge is regularly promoted to enhance the information security awareness of all colleagues.

143

  • (VI) Effect on the company's crisis management of changes in the company's corporate image, and measures to be taken in response.

Ever since established, Radium Group had gone through a lot of global challenges. Starting from construction and building business, with management guidance and strategies of "Innovation, Diversity, Sustainability and Co-living,” Radium had built numbers of MRT joint construction projects. Following TOD and orbital economy technique concepts, Radium targets to create public benefits with networks of public transportation.

Furthermore, Radium develops businesses in elderly care and circular economy based on social needs and corporate responsibilities. Radium understands social responsibility needs to be fully aware by every manager and employee, including taking good care of safety and environmental friendly in every operation, design and technique, along with fulfilling social demands and preventing global risks in advance.

As a responsible company running with ESG, Radium Group’s construction projects are all developed with green building practices, and have been awarded Green Building certifications or on the way for awarding. Take “Radium Perfect Life” the Double-Diamond-Grade Green Building as example, the community’s green areas can reduce carbon dioxide emissions by 3,001 metric tons per year, which is equivalent to 7.7 fold of the annual carbon adsorption capacity of Daan Forest Parks.

Radium is speeding up at the same time its elderly care business with benchmark project “Radium Silver Life.” Based on the ideal of taking good care of the whole society, the project is developed and consolidated with experiences from former CEO and architect of both famous elderly care centers Sanzhi Shuanglian Health Center the Tucheng Changyu Hospital and the Shuanglian Health Center. Radium plans to develop a safe and worry free environment for the elderly.

Simultaneously, Radium keeps investing into circular economy business. The subsidiary Rih-Ding Water Enterprise Co. has completed the second phase expansion project of Taoyuan North District Water Resources Recycling Center in Dec. 2020 and reached 100,000 households in Taoyuan along with tons of reusable water generated utilizing advanced technology. Radium Group is developing technology to recycle biogas for power generation able to support operation of the sewer system. With Radium Group’s years of experience and effort, we wish to support more the future prosperous developments in sustainability and renewable energy for Taiwan.

  • (VII)Expected benefits and possible risks associated with any merger and acquisitions, and corresponding measures being or to be taken: None.

  • (VIII)Expected benefits and possible risks associated with any plant expansion, and corresponding measures being or to be taken: None.

  • (IX) Risks of sales or purchasing operations, and corresponding measures: None. 1. Purchase: none

In terms of construction and wastewater sewerage treatment industries, the purchases divided into the acquisition of land for construction and the contracting of projects. As landowners are all different, there is no risk of concentration of purchases. In terms of project contraction, Titan Development & Construction responsible for construction projects, the subsidiary also carefully selects and evaluates the most apt contractors depending on the nature of the project; there is no risk of concentration of purchases. In terms of Qsquare, Radium-Kagaya hotel and cosmetics & skincare products manufacturing industries, we primarily purchase from shopping mall tenants,

144

hotel suppliers and ingredients, as well as suppliers for cosmetic & skincare raw materials. With the purchase objects being diversified, there is no risk of concentration of purchases.

  1. Sales: none.

In terms of construction, rental and leasing industries - there are many house buyers and renters are diversified. In terms of energy technical services - the first subcontracts its projects and labor contracts internally while proactively expanding its external business. In terms of Qsquare, Radium-Kagaya hotel, cosmetics & skincare products manufacturing industries-the sales objects are general consumers with diversified customer segments. In terms of the asset management industry -the T9 BOT is responsible for which is leased to hotels, shopping malls, cinemas, clubs and highway passenger transport operations in accordance with the property planning; there is no risk of concentration of sales.

  • (X) Effect and risks of sizable transfers or swaps of equity shares by Directors, Supervisors, and dominant shareholders holding more than 10% of the stake of the Company, and the remedy: None.

  • (XI) Effect and risks from the changing of hands in management and the remedy: None.

  • (XII) Litigious and non-litigious matters; the directors, supervisors, general managers and substantial principals of the Company, the majority shareholders and affiliated companies with a shareholding ratio of more than 10% have been determined or are included in the lawsuit; non litigation or administrative litigation results may have a significant effect on the Company's shareholders' equity or securities price as of the publication of the annual report:

  • Some of the buyers of the Company’s first-floor units of the Fu-Jou Affordable Housing Project in Banciao filed a lawsuit for the termination of the sale and purchase contract. The Company has reached a settlement with most of the buyers who filed a lawsuit. There is currently only one lawsuit still on trial in the court of first instance. In addition, some buyers filed lawsuits claiming that the Company failed to issue a notice of the delivery the housing project in time and that they requested default interest accrued, except for five cases that have been affirmed by the court of second instance (the Company won two cases while winning part of the other three cases) and one case that the Company reach the settlement in the second-instance trial, there are three more cases still on trial in the third-instance court.

  • Rih Yao has leased buildings to Home Hotel ("Home Hotel") since August 14, 2013. However, Home Hotel stated that due to the impact of the COVID-19 pandemic, there was an imbalance in its operating income and expenditure. Since May 2020, it has not paid rents to Rih Yao. Both parties failed to negotiate the rent adjustment. Home Hotel has successively filed two applications for provisional injunction, requesting the court to order Rih Yao to prohibit Rih Yao from presenting for payment for checks dated between May and July 2020 and August and December 2020. The Taiwan Taipei District Court approved the applications and implemented them accordingly. Rih Yao has filed and interlocutory appeal against the rulings on the two provisional injunction above, and it is currently on trial in the Supreme Court. In addition, Home Hotel also filed complaint to the court for a discretionary reduction of the rent from March 2020 to December 2021; meanwhile, it requested provisional injunction maintaining a temporary status quo for the deposit, for the court to order a

145

prohibition for Rih Yao from exercising of its rights. Both are pending at the Taipei District Court.

(XIII) Other important risks and corresponding measures: None.

VII. Other Important Matters: None.

146

Special Disclosures

I. Information Relating to the Company's Affiliated Companies

  • (I) Overview of the Company's affiliated companies

  • Organizational table of affiliated companies

==> picture [430 x 595] intentionally omitted <==

147

2. Basic information of affiliated companies

December 31,2020;Unite: NT$Thousand December 31,2020;Unite: NT$Thousand December 31,2020;Unite: NT$Thousand
Company Date of
Incorporation
Address Paid-In
Capital
Primary business
or Production
Ji Shun Life Tech
Co., Ltd.
2005.07.07 13F, No. 209, Section 1,
Civic Boulevard, Taipei City
700,000 Residential and Building
Development & Lease
and Sale Business
Zhao Yao
Enterprise Co.,
Ltd.
2010.12.07 3F-11F. No. 23, Lane 27,
Section 4, Ren'ai Road, Daan
District, Taipei City; No. 25,
3F-11F. No. 25, Lane 27,
Section 4, Ren'ai Road, Daan
District, Taipei City; 2F-14F.
No. 27 Lane 27, Section 4,
Ren'ai Road, Daan District,
Taipei City
2,350,000 Residential and Building
Development & Lease
and Sale Business
Rih Yao
Development Co.,
Ltd.
2010.09.17 13F, No. 209, Section 1,
Civic Boulevard, Taipei City
950,000 Residential and Building
Development & Lease
and Sale Business
Rih Siang Property
Management Co.,
Ltd.

2013.05.01
14F, No. 209, Section 1,
Civic Boulevard, Taipei City
2,300,000 Residential and Building
Development & Lease
and Sale Business
Radium Far East
Co., Ltd.
1959.03.03 5F-2, No. 270, Sec. 4,
Zhongxiao East Road,
Taipei City
388,000 Residential and Building
Development & Lease
and Sale Business
Li Chiang
Development Co.,
Ltd.
2008.04.08 13F, No. 209, Section 1,
Civic Boulevard, Taipei City
1,000,000 Residential and Building
Development & Lease
and Sale Business
Rih Ding Circular
Econ Inv Hldg Co.,
Ltd.
2020.03.05 14F, No. 209, Section 1,
Civic Boulevard, Taipei City
635,000 Investment
Rih Zuan Green
Energy Technology
Co.,Ltd.
2016.06.22 14F, No. 209, Section 1,
Civic Boulevard, Taipei City
45,000 Energy Technical
Services
Titan Development
and Construction
Co.,Ltd.

1991.04.01
5F-2, No. 270, Sec. 4,
Zhongxiao East Road,
Taipei City
1,200,000 Comprehensive
Construction Activities
Jing-Jan
Investment
Holdings Co.,Ltd.
2012.12.12 13F, No. 209, Section 1,
Civic Boulevard, Taipei City
1,500,000 Investment
Radium-KaGaYa
International Hotel.
Co.,Ltd.

2004.05.28
No. 236, Guangming Road,
Beitou District, Taipei City
150,000 International and General
Tourist Hotels
Xin Xiu Ge Hotel
Co.,Ltd.
1969.11.25 No. 238, Guangming Road,
Beitou District,Taipei City
125,000 Regular Hotel
Wan Tong Digital
Technology Co.,
Ltd.
2019.05.23 14F, No. 209, Section 1,
Civic Boulevard, Taipei City
30,000 Retail
Li Jiang Business
Consulting
(Shanghai)
2010.08.26 Room 102, Building 49, No.
709, Lingshi Road, Zhabei
District,Shanghai
52,288 Business and Corporate
Management Consulting
Services
Clever Base 2007.01.08 Offshore Chambers, 64,174 Investment

148

Company Date of
Incorporation
Address Paid-In
Capital
Primary business
or Production
Investments
Limited
P. O. Box 217 Apia, Samoa
Ji Sheng Zih Chan
Development Co.,
Ltd.
2009.09.29 13F, No. 209, Section 1,
Civic Boulevard, Taipei City
87,000 Residential and Building
Development & Lease
and Sale Business
Prit Biotech Co.,
Ltd.
2000.02.18 3F-1,
No.50,
Lane
462,
Gongyi Road, Zhunan Town,
Miaoli County
241,190 Biotechnology and
Cosmetic Manufacturing
Rih Ding Water
Enterprise Co.,
Ltd.
2012.09.24 No. 177, Section 1, Fuhua
Road,
Luzhu
District,
Taoyuan City
4,496,400 Sewage Treatment
Ding Sheng Green
Energy Technology
Co.,Ltd.
2019.01.04 14F, No. 209, Section 1,
Civic Boulevard, Taipei City
50,000 Energy Technical
Services
Jing-Jan Retail
Business Co.,Ltd.
2007.09.20 No. 1, Section 1, Chengde
Road,Taipei City
600,000 Department Stores
Wan Da Tong
Enterprise Co.,
Ltd.
2004.10.28 13F, No. 209, Section 1,
Civic Boulevard, Taipei City
5,220,150 Residential and Building
Development & Lease
and Sale Business
Rih Ding
Investments
Limited(Note 1)
2013.12.24 Suites
2302-6,23/F
Great
Eagle CTR 23 Harbour Rd.
Wanchai,HongKong
894 Investment
Jing Ding Green
Energy Technology
Co.,Ltd.
2020.09.18 No. 76, Pinghe 1st Street,
Changhua City, Changhua
County
20,000 Energy Technical
Services
Jing-Jan Digital
Square Co.,Ltd.
2012.10.26 4F, No. 1, Sec. 1, Chengde
Road,Taipei City
20,000 Retail sale of Other
Integrated

Note 1: The deregistration of Rih-Ding Company was completed on February 25, 2021 Note 2: The deregistration of Kai-Chuang International Co., Ltd. was completed on April 8, 2020. Note 3: The deregistration of Sharp China Investments Limited was completed on April 17, 2020.

  1. Information on the shareholders if construed as having control and in joint holding with the subsidiaries: None.

  2. The industries covered by the group enterprises: construction, buildings, department stores, hotels, rental & leasing, asset management, sewage treatment, investment, energy technical services, retail, biotechnology, and cosmetic manufacturing.

  3. Information on directors, supervisors and presidents of affiliated companies:

December 31, 2020; unit: share

Company Title Name or Representative Shares held directly and
indirectly andratio
Shares held directly and
indirectly andratio
Number of
Shares
Shareholding
Ratio
Ji Shun Life
Tech Co., Ltd.
Chairman
Director
Director and
President
Supervisor
Radium Life Tech Co., Ltd.
Representative: Liu Yao Kai
Representative: Lin Rong Shian
Representative: Jim Lee
Representative:Lin Hua Chun
70,000,000
100.00%
Zhao Yao Chairman Radium Life Tech Co.,Ltd. 235,000,000
100.00%

149

Company Title Name or Representative Shares held directly and
indirectly andratio
Shares held directly and
indirectly andratio
Number of
Shares
Shareholding
Ratio
Enterprise Co.,
Ltd.
Director
Director
Supervisor
Representative: Lin Rong Shian
Representative: Liu Yao Kai
Representative: Lin Hua Chun
Representative:KerwinGo
Rih Yao
Development
Co., Ltd.
Chairman
Director
Director
Supervisor
Radium Life Tech Co., Ltd.
Representative: Lin Rong Shian
Representative: Shen Ching Peng
Representative: Liu Yao Kai
Representative:Lin Hua Chun
95,000,000
100.00%
Rih Siang
Property
Management
Co., Ltd.
(Note1)
Chairman
Director
Director and
President
Supervisor
Radium Life Tech Co., Ltd.
Representative: Lin Rong Shian
Representative: Liu Yao Kai
Representative: Jim Lee
Representative:You Wan Ying
230,000,000
100.00%
Radium Far
East Co., Ltd.
Chairman
Director
Director
Supervisor
Radium Life Tech Co., Ltd.
Representative: Lin Rong Shian
Representative: Liu Yao Kai
Representative: Lin Yi Chun
Lin Rong Chang
38,773,373
99.93%
Li Chiang
Development
Co., Ltd.
Chairman
Director
Director and
President
Supervisor
Radium Life Tech Co., Ltd.
Representative: Lin Rong Shian
Representative: Lin Hua Chun
Representative: Kerwin Go
Representative: Lin Rong Chang
100,000,000
100.00%
Rih Ding
Circular Econ
Inv Hldg Co.,
Ltd.
Chairman
Director
Director
Director
Director
Supervisor
Radium Life Tech Co., Ltd.
Representative: Shen Ching Peng
Representative: Lin Rong Shian
Representative: Liu Chia Jun
Representative: Lin Hua Chun
Representative: Hu Nien Ying
Representative:KerwinGo
63,500,000
100.00%
Rih Zuan
Green Energy
Technology
Co., Ltd.
Chairman
Director
Director
Supervisor
Radium Life Tech Co., Ltd.
Representative: Lin Rong Shian
Representative: Kerwin Go
Representative: Lin Yi Chun
Lin Hua Chun
4,050,000
90.00%
Titan
Development
and
Construction
Co., Ltd.
(Note2)
Chairman
Vice Chairman
Director
Supervisor
President
Radium Life Tech Co., Ltd.
Representative: Chen Ching Hsiang
Representative: Lin Rong Huan
Representative: Lin Hua Chun
Representative: Chung Chang Jen
Den Liang Dun
120,000,000
100.00%
Jing-Jan
Investment
Holdings Co.,
Ltd.
Chairman
Director
Director
Supervisor
Radium Life Tech Co., Ltd.
Representative: Lin Rong Shian
Representative: Lin Yi Chun
Representative: Gong Ming Chou
Lin Hua Chun
146,784,894
97.86%
Radium-KaGa
Ya
International
Hotel. Co.,Ltd.

Chairman
Director
Director
Radium Life Tech Co., Ltd.
Representative: Kerwin Go
Representative: You Wan Ying
Representative: Tokumitsu Atsuhito
15,000,000
100.00%

150

Company Title Name or Representative Shares held directly and
indirectly andratio
Shares held directly and
indirectly andratio
Number of
Shares
Shareholding
Ratio
(Note3) Supervisor
President
Representative: Lin Hua Chun
KuoLingLing
Xin Xiu Ge
Hotel Co., Ltd.
(Note4)
Chairman
Director
Director
Supervisor
Radium Life Tech Co., Ltd.
Representative: Lin Rong Shian
Representative: Lin Hua Chun
Representative: Kerwin Go
Representative:LiuYaoKai
125,000
100.00%
Wan Tong
Digital
Technology
Co., Ltd.
Chairman
Director
Director
Supervisor
Radium Life Tech Co., Ltd.
Representative: Lin Rong Shian
Representative: Kerwin Go
Representative: Ko Su Yin
Lin Hua Chun
2,700,000
90.00%
Li Jiang
Business
Consulting
(Shanghai)
(Note5)
Director Liu Wen Chi 100.00%
Clever Base
Investments
Limited
Director Radium Life Tech Co., Ltd.
Representative: Lin Rong Shian
2,080,000
100.00%
Ji Sheng Zih
Chan
Development
Co., Ltd.
Chairman
Director
Director
Supervisor
King's Town Bank
Representative: Lin Yi Chun
Representative: Lin Rong Shian
Representative: Liu Yao Kai
Representative:Lin Hua Chun
8,700,000
100.00%
Prit Biotech
Co., Ltd.
(Note6)
Chairman
Vice Chairman
Director
Director
Director
Supervisor
Supervisor
Supervisor
Lin Rong Shian
Radium Far East Co., Ltd.
Representative: Wen Chung Nan
Representative: Kerwin Go
Representative: Wu Jin Lie
Representative: Chen Chien Lung
Lin Hua Chun
Ding-Sheng Digital Life Co., Ltd.
Representative: Lin Chun Hung
Representative: Yang Chi Yu
9,000,000
37.28%
Rih Ding
Water
Enterprise Co.,
Ltd.
Chairman
Director
Director and
President
Supervisor
Rih Ding Circular Econ Inv Hldg Co., Ltd.
Representative: Lin Rong Shian
Representative: Shen Ching Peng
Representative: Hu Nien Ying
Representative:You Wan Ying
449,640,000
100.00%
Ding Sheng
Green Energy
Technology
Co., Ltd.
Chairman
Vice Chairman
and President
Director
Director
Director
Rih Ding Circular Econ Inv Hldg Co., Ltd.
Representative: Shen Ching Peng
Representative: Liu Chia Jun
Representative: Lin Rong Shian
Representative: Kerwin Go
Representative:Lin Hua Chun
5,000,000
100.00%
Jing-Jan Retail
Business Co.,
Ltd. (Note7)
Chairman
Director
Director and
President
Jing-Jan Investment Holdings Co., Ltd.
Representative: Lin Yi Chun
Representative: Lin Rong Shian
Representative: Ko Su Yin
45,001,258
73.39%

151

Company Title Name or Representative Shares held directly and
indirectly andratio
Shares held directly and
indirectly andratio
Number of
Shares
Shareholding
Ratio
Director
Director
Director
Independent
Director
Independent
Director
Independent
Director
Representative: Wang Da-Chen
Huang Bin Hsi
Ku Ji Ren
Yang Chao Rong
Cheng Yen Yi
LiuYong Chiao
Wan Da Tong
Enterprise Co.,
Ltd. (Note8)
Chairman
Director
Director and
President
Supervisor
Jing Jan Investment Holdings Co., Ltd.
Representative: Lin Rong Shian
Representative: Lin Yi Chun
Representative: Gong Ming Chou
Lin Hua Chun
522,015,000
98.47%
Rih Ding
Investments
Limited
Director Clever Base Investments Limited
Representative: Lin Rong Shian
30,000
100.00%
Jing Ding
Green Energy
Technology
Co., Ltd.
(Note9)
Chairman
Director
Director
Director
Director
Director
Director
Supervisor
Supervisor
Radium Life Tech Co., Ltd.
Representative: Lin Rong Shian
Representative: Lin Hua Chun
Representative: Tina Chen
Ding Sheng Green Energy Technology Co.,
Ltd.
Representative: Shen Ching Peng
Representative: Liu Chia Jun
ECOVE Environment Services Corp.
Representative: Liao Chung Che
Representative: Lee Ding Kuo
Kerwin Go
Lin Meng Chi
1,400,000
70%
Jing-Jan
Digital Square
Co., Ltd.
(Note10)
Chairman
Director
Director
Supervisor
Jing Jan Retail Business Co., Ltd.
Representative: Lin Yi Chun
Representative: You Wan Ying
Representative: Wang Da Chen
Representative: Lin Hua Chun
2,000,000
73.39%
  • Note 1: The representative of director and President of Rih Siang, Mei Yung Ho was replaced by Jim Lee on January 1, 2021.

  • Note 2: The representative of director at Titan Company, Chen Ching Hsiang was replaced by Tseng Ching Tsung on February 26, 2021, who was elected as the Chairman in the Board meeting on the same day.

  • Note 3: On March 8, 2021, the Board of Directors approved Ms. Sheng, Wei Jen to be appointed as the President of Radium Kagaya.

  • Note 4: The face value per share of Xin xiu ge is NTD1,000.

  • Note 5: It is a limited company so there are no shares.

  • Note 6: The Company holds 9,000 thousand shares (37.31%) of Prit Biotech through Radium Far East, owned 99.93%; therefore, the Company’s indirect shareholding at PRIT Biotech is 37.28%.

  • Note 7: The Company holds 45,001 thousand shares (75%) of Jing Jan Retail Business through Jing Jan Investment Holding, owned 97.86%; therefore, the Company’s indirect shareholding at Jing-Jan Retail Business is 73.39%.

  • Note 8: The Company not only directly owns 148,000 thousand shares (28.35%) of Wan Da Tong, but also holds 374,015 thousand shares (71.65%) of Wan Da Tong through Jing Jan Investment

152

Holding, owned 97.86%; therefore the Company’s indirect shareholding at Wan Da Tong is 98.47%.

  • Note 9: The Company not only directly owns 740 thousand shares (37%) of Jing Ding Green Energy, but also holds 660 thousand shares (33%) of Jing Ding Green Energy through Ding Sheng Green Energy Tehnology, owned 100%; therefore, the Company’s indirect shareholding at Jing Ding Green Energy is 70%.

  • Moreover, Mr. Lin Meng Chi, resigned from the position as Supervisor of Jing Ding Green Energy on February 19, 2021; the seat is vacant now.

  • Note 10: The Company holds 2,000 thousand shares (100%) of Jing Jan Digital Square, through Jing Jan Retail Business, owned 73.39%; therefore, the Company’ indirect shareholding at Jing Jan Digital Square is 73.39%.

  • Note 11: The Company’s board of directors resolved to adjust the organizational structure on April 6, 2020. Rih Ding Circular Investment issued new shares and obtained 100% of the Company’s shares in Rih Ding and Ding Sheng through share swap arrangements.

153

6. Financial situation and results of operations of affiliated companies for 2020

Unit: In NT$1000, except for earnings per share

Name of Enterprise Capital Total Assets
Total
Liabilities
Net Worth Operating
revenue
Operating
profit (loss)
Profit (loss)
after tax of the
period

EPS after
tax
Ji Shun Life Tech Co.,
Ltd.
700,000 2,104,032 1,388,362
715,670

37,006

(53,801)

(56,102)

(0.80)
Zhao Yao Enterprise
Co.,Ltd.
2,350,000 3,413,168 1,949,389 1,463,779
66,344

(66,123)

(118,653)

(0.50)
Rih Yao Development
Co.,Ltd
950,000 1,927,697 1,179,239
748,458

42,761

(21,500)

(47,664)

(0.50)
Rih Siang Property
Management Co.,Ltd.
2,300,000 3,991,409 2,059,110 1,932,299
230,508

(6,997)

(27,747)

(0.12)
Radium Far East Co.,
Ltd.
388,000
556,724

116,831

439,893

11,862

(6,767)

(7,993)

(0.21)
Li Chiang
Development Co.,Ltd.
1,000,000 1,921,955 1,401,774
520,181

0

(12,052)

(44,928)

(0.45)
Rih Ding Circular Econ
Inv HldgCo.,Ltd.

635,000
5,714,179
205
5,713,974
618,968

616,774

616,777

9.71
Rih Zuan Green
Energy Technology
Co.,Ltd.
45,000
123,146

76,708

46,438

15,064

2,319

282

0.06
Titan Development and
Construction Co.,Ltd.
1,200,000 4,168,601 2,256,268 1,912,333 1,499,399
8,853

122,341

1.02
Jing Jan Investment
Holdings Co.,Ltd.
1,500,000 5,750,968
1,281
5,749,687
315,090

313,221

315,675

2.10
Radium-KaGaYa
International Hotel.
Co.,Ltd.
150,000
504,722

394,252

110,470

286,555

(20,104)

(18,103)

(1.21)
Xin Xiu Ge Hotel Co.,
Ltd.
125,000
150,626

105,628

44,998

0

(5,494)

(4,030)
(32.24)
Wan Tong Digital
TechnologyCo.,Ltd.
30,000
9,830

410

9,420

330

(14,514)

(13,198)

(4.40)
Li Jiang Business
Consulting (Shanghai)
52,288
2,959

0

2,959

181

(1,878)

(1,905)


(1)
Clever Base
Investments Limited
64,174
5,630

196

5,434

0

(629)

(1,438)

(0.69)
Ji Sheng Zih Chan
Development Co.,Ltd.
87,000
81,841

130

81,711

0

(531)

(476)

(0.05)
Prit Biotech Co.,Ltd. 241,190
209,299
32,308
176,991

54,641

(24,791)
(18,360) (0.76)
Rih Ding Water
Enterprise Co.,Ltd.
4,496,400 12,553,773 6,927,668 5,626,105 2,209,291
694,948

879,241

1.96
Ding Sheng Green
Energy Technology
Co.,Ltd.
50,000
193,023

122,548

70,475

420,143

24,659

20,355

4.07
Jing Jan Retail
Business Co.,Ltd
600,000 7,668,859 6,514,026 1,154,833 1,355,073
271,899

203,214

3.39
Wan Da Tong
Enterprise Co.,Ltd.
5,220,150 8,605,813 2,395,295 6,210,518
822,415

327,469

227,048

0.43
Rih Ding Investments
Limited

894

170

0

170

0

(69)

(68)

(2.27)
Jing Ding Green
Energy Technology
Co.,Ltd.
20,000
20,994

1,536

19,458

0

(677)

(541)

(0.27)
Jing Jan Digital Square
Co.,Ltd.
20,000
20,838

3,707

17,131

6,858

292

553

0.28

Note 1: It is a limited company, and thus EPS after tax is not applicable.

154

  • (II) Consolidated financial statements and statements of affiliated companies: Please refer to p.162 to p.253.

  • (III) Affiliation report: Not applicable.

  • II. Any offering of securities through private placement in the most recent year to the date this report was printed: None.

  • III. The holding or disposition of Company shares by subsidiaries in the most recent year to the date this Report was printed: None.

IV. Other supplementary information: None.

  • V. Incidents that significantly affected the shareholder’s equity or stock price of the Company as specified in Subparagraph 2, Paragraph 3 of Article 36 of the law in the most recent year to the date this Report was printed, if applicable, and specify one-by-one: None.

155

Radium Life Tech Co., Ltd.

The First Secured Ordinary Corporate Bonds Issued in 2017

  1. Name of Bonds: The First Secured Ordinary Corporate Bonds (hereinafter referred to as the “Company’s bonds”) Issued in 2017 by Radium Life Tech Co., Ltd.

  2. Total Amount: NT$1 billion.

  3. Par Value: NT$1,000,000.

  4. Issue Price: The bonds were issued at full par value on the issue date.

  5. Period: 5 years from September 14, 2017 to September 14, 2022.

  6. Coupon Rate: Fixed annual rate at 1.02%

  7. Principal Repayment: In one lump sum at the end of 5 years from the issue date.

  8. Interest Calculation and Payment Method: Interest is calculated yearly from the issue date accordance to the coupon rate. Interest is paid on each NT$1 million bond up to the dollar, rounded to the nearest dollar. If the principal and interest repayment date of the Company's bonds falls on a day when the bank in the place of payment is closed, the principal and interest shall be paid on the next working day, and no additional interest shall be paid. No interest will be paid if the principal and interest are received past due date.

  9. Guarantee: The Company's bonds are guaranteed by Taiwan Cooperative Bank in accordance with the Appointment Agreement.

  10. 10.Underwriting Method: The underwriting is entrusted to the securities dealer to the public in the form of negotiation and sale.

  11. Underwriting or Distribution Institution: Taiwan Cooperative Securities.

  12. 12.Trustee: Jih Sun International Bank, Ltd. is the creditor’s trustee for the bonds of the Company. The creditor exercises the right and responsibility to check and supervise the Company's performance of the Company’s bond issuance, and has entered into a trust deed. All creditors holding the Company’s bonds, regardless of whether they are subscribed at the time of issuance of purchased later, shall agree to acknowledge the rights and obligations of the Trust Deed entered between the Company and the trustee. The trustee is granted full power of attorney which cannot be revoked in the middle of the process. As for the contents of the Trust Deed, the creditor is welcome to come to the Company or the trustee’s premises to inquire during the prescribed business hours.

  13. 13.Principal and Interest Repayment Agency: The Company entrusts the Sales Department of Taiwan Cooperative Bank to handle matters relating to the repayment of principal and interest. The Bank also allocates the principal and interest based on the information of bond owners provided by Taiwan Depository & Clearing Corporation. The principal and interest payment agency then prepares a withholding voucher and send it to the bond owner.

  14. 14.Notification Method: Matters concerning notifying creditors of the Company’s bonds, unless otherwise prescribed by laws and regulations, will be announced on the MOPS (http://mops.twse.com.tw) or are handled in accordance with regulations promulgated by Taiwan Depository & Clearing Corporation.

  15. 15.Bond Form: The Company’s bonds are issued in scripless form and registered with the Taiwan Depository & Clearing Corporation.

  16. 16.All bonds recovered (including those bought back from the secondary market) or repaid by the Company shall be cancelled immediately; they shall not be sold or reissued.

  17. 17.Sales Target: Only for professional investors as defined in the “Taipei Exchange Rules Governing Management of Foreign Currency Denominated International Bonds”.

Issuer: Radium Life Tech Co., Ltd. Person in Charge: Lin Rong Shian September 14, 2017

156

Radium Life Tech Co., Ltd.

The Second Secured Ordinary Corporate Bonds Issued in 2017

  1. Name of Bonds: The Second Secured Ordinary Corporate Bonds (hereinafter referred to as the “Company’s bonds”) Issued in 2017 by Radium Life Tech Co., Ltd.

  2. Total Amount: NT$500 million.

  3. Par Value: NT$1,000,000.

  4. Issue Price: The bonds were issued at full par value on the issue date.

  5. Period: 5 years from November 23, 2017 to November 23, 2022.

  6. Coupon Rate: Fixed annual rate at 1.02%

  7. Principal Repayment: In one lump sum at the end of 5 years from the issue date.

  8. Interest Calculation and Payment Method: Interest is calculated yearly from the issue date accordance to the coupon rate. Interest is paid on each NT$1 million bond up to the dollar, rounded to the nearest dollar. If the principal and interest repayment date of the Company's bonds falls on a day when the bank in the place of payment is closed, the principal and interest shall be paid on the next working day, and no additional interest shall be paid. No interest will be paid if the principal and interest are received past due date.

  9. Guarantee: The Company's bonds are guaranteed by Taiwan Business Bank in accordance with the Appointment Agreement.

  10. 10.Underwriting Method: The underwriting is entrusted to the securities dealer to the public in the form of negotiation and sale.

  11. 11.Underwriting or Distribution Institution: Taiwan Cooperative Securities.

  12. 12.Trustee: Jih Sun International Bank, Ltd. is the creditor’s trustee for the bonds of the Company. The creditor exercises the right and responsibility to check and supervise the Company's performance of the Company’s bond issuance, and has entered into a trust deed. All creditors holding the Company’s bonds, regardless of whether they are subscribed at the time of issuance of purchased later, shall agree to acknowledge the rights and obligations of the Trust Deed entered between the Company and the trustee. The trustee is granted full power of attorney which cannot be revoked in the middle of the process. As for the contents of the Trust Deed, the creditor is welcome to come to the Company or the trustee’s premises to inquire during the prescribed business hours.

  13. 13.Principal and Interest Repayment Agency: The Company entrusts the Zhongshan Road Branch of Taiwan Cooperative Bank to handle matters relating to the repayment of principal and interest. The Bank also allocates the principal and interest based on the information of bond owners provided by Taiwan Depository & Clearing Corporation. The principal and interest payment agency then prepares a withholding voucher and send it to the bond owner.

  14. 14.Notification Method: Matters concerning notifying creditors of the Company’s bonds, unless otherwise prescribed by laws and regulations, will be announced on the MOPS (http://mops.twse.com.tw) or are handled in accordance with regulations promulgated by Taiwan Depository & Clearing Corporation.

  15. 15.Bond Form: The Company’s bonds are issued in scripless form and registered with the Taiwan Depository & Clearing Corporation.

  16. 16.All bonds recovered (including those bought back from the secondary market) or repaid by the Company shall be cancelled immediately; they shall not be sold or reissued.

  17. 17.Sales Target: Only for professional investors as defined in the “Taipei Exchange Rules Governing Management of Foreign Currency Denominated International Bonds”.

Issuer: Radium Life Tech Co., Ltd. Person in Charge: Lin Rong Shian November 23, 2017

157

Radium Life Tech Co., Ltd.

The First Secured Ordinary Corporate Bonds Issued in 2019

  1. Name of Bonds: The First Secured Ordinary Corporate Bonds (hereinafter referred to as the “Company’s bonds”) Issued in 2019 by Radium Life Tech Co., Ltd.

  2. Total Amount: NT$1 billion.

  3. Par Value: NT$1,000,000.

  4. Issue Price: The bonds were issued at full par value on the issue date.

  5. Period: 5 years from July 1, 2019 to July 1, 2024.

  6. Coupon Rate: Fixed annual rate at 0.8%

  7. Principal Repayment: In one lump sum at the end of 5 years from the issue date.

  8. Interest Calculation and Payment Method: Interest is calculated yearly from the issue date accordance to the coupon rate. Interest is paid on each NT$1 million bond up to the dollar, rounded to the nearest dollar. If the principal and interest repayment date of the Company's bonds falls on a day when the bank in the place of payment is closed, the principal and interest shall be paid on the next working day, and no additional interest shall be paid. No interest will be paid if the principal and interest are received past due date.

  9. Guarantee: The Company's bonds are guaranteed by Taiwan Cooperative Bank in accordance with the Appointment Agreement.

  10. 10.Underwriting Method: The underwriting is entrusted to the securities dealer to the public in the form of negotiation and sale.

  11. 11.Underwriting or Distribution Institution: Taiwan Cooperative Securities.

  12. 12.Trustee: Yuanta Commercial Bank Co., Ltd. is the creditor’s trustee for the bonds of the Company. The creditor exercises the right and responsibility to check and supervise the Company's performance of the Company’s bond issuance, and has entered into a trust deed. All creditors holding the Company’s bonds, regardless of whether they are subscribed at the time of issuance of purchased later, shall agree to acknowledge the rights and obligations of the Trust Deed entered between the Company and the trustee. The trustee is granted full power of attorney which cannot be revoked in the middle of the process. As for the contents of the Trust Deed, the creditor is welcome to come to the Company or the trustee’s premises to inquire during the prescribed business hours.

  13. 13.Principal and Interest Repayment Agency: The Company entrusts the Sales Department of Taiwan Cooperative Bank to handle matters relating to the repayment of principal and interest. The Bank also allocates the principal and interest based on the information of bond owners provided by Taiwan Depository & Clearing Corporation. The principal and interest payment agency then prepares a withholding voucher and send it to the bond owner.

  14. 14.Notification Method: Matters concerning notifying creditors of the Company’s bonds, unless otherwise prescribed by laws and regulations, will be announced on the MOPS (http://mops.twse.com.tw) or are handled in accordance with regulations promulgated by Taiwan Depository & Clearing Corporation.

  15. 15.Bond Form: The Company’s bonds are issued in scripless form and registered with the Taiwan Depository & Clearing Corporation.

  16. 16.All bonds recovered (including those bought back from the secondary market) or repaid by the Company shall be cancelled immediately; they shall not be sold or reissued.

  17. 17.Sales Target: Only for professional investors as defined in the “Taipei Exchange Rules Governing Management of Foreign Currency Denominated International Bonds”.

Issuer: Radium Life Tech Co., Ltd. Person in Charge: Lin Rong Shian July 1, 2019

158

Radium Life Tech Co., Ltd. The First Secured Ordinary Corporate Bonds Issued in 2020

  1. Name of Bonds: The First Secured Ordinary Corporate Bonds (hereinafter referred to as the “Company’s bonds”) Issued in 2020 by Radium Life Tech Co., Ltd.

  2. Total Amount: NT$1 billion.

  3. Par Value: NT$1,000,000.

  4. Issue Price: The bonds were issued at full par value on the issue date.

  5. Period: 5 years from June 1, 2020 to June 1, 2025.

  6. Coupon Rate: Fixed annual rate at 0.68%

  7. Principal Repayment: In one lump sum at the end of 5 years from the issue date.

  8. Interest Calculation and Payment Method: Interest is calculated yearly from the issue date accordance to the coupon rate. Interest is paid on each NT$1 million bond up to the dollar, rounded to the nearest dollar. If the principal and interest repayment date of the Company's bonds falls on a day when the bank in the place of payment is closed, the principal and interest shall be paid on the next working day, and no additional interest shall be paid. No interest will be paid if the principal and interest are received past due date.

  9. Guarantee: The Company's bonds are guaranteed by First Bank in accordance with the Appointment Agreement.

  10. 10.Bond Form: The Company’s bonds are issued in scripless form and registered with the Taiwan Depository & Clearing Corporation.

  11. 11.Trustee: Land Bank of Taiwan is the creditor’s trustee for the bonds of the Company. The creditor exercises the right and responsibility to check and supervise the Company's performance of the Company’s bond issuance, and has entered into a trust deed. All creditors holding the Company’s bonds, regardless of whether they are subscribed at the time of issuance of purchased later, shall agree to acknowledge the rights and obligations of the Trust Deed entered. The trustee is granted full power of attorney which cannot be revoked in the middle of the process. As for the contents of the Trust Deed, the creditor is welcome to come to the Company or the trustee’s premises to inquire during the prescribed business hours.

  12. 12.Principal and Interest Repayment Agency: The Company entrusts the Dunhua Branch of First Bank to handle matters relating to the repayment of principal and interest. The Bank also allocates the principal and interest based on the information of bond owners provided by Taiwan Depository & Clearing Corporation. The principal and interest payment agency then prepares a withholding voucher and send it to the bond owner.

  13. 13.Underwriting Method: The underwriting is entrusted to the securities underwriter to the public in the form of negotiation and sale

  14. 14.Underwriting Institution: First Securities Inc.

  15. 15.Notification Method: Matters concerning notifying creditors of the Company’s bonds, unless otherwise prescribed by laws and regulations, will be announced on the MOPS (http://mops.twse.com.tw).

  16. 16.Sales Target: Only for professional investors as defined in the “Taipei Exchange Rules Governing Management of Foreign Currency Denominated International Bonds”.

Issuer: Radium Life Tech Co., Ltd. Person in Charge: Lin Rong Shian June 1, 2020

159

Radium Life Tech Co., Ltd. The second Secured Ordinary Corporate Bonds Issued in 2020

  1. Name of Bonds: The second Secured Ordinary Corporate Bonds (hereinafter referred to as the “Company’s bonds”) Issued in 2020 by Radium Life Tech Co., Ltd.

  2. Total Amount: NT$1 billion.

  3. Par Value: NT$1,000,000.

  4. Issue Price: The bonds were issued at full par value on the issue date.

  5. Period: 5 years from July 1, 2020 to July 1, 2025.

  6. Coupon Rate: Fixed annual rate at 0.65%

  7. Principal Repayment: In one lump sum at the end of 5 years from the issue date.

  8. Interest Calculation and Payment Method: Interest is calculated yearly from the issue date accordance to the coupon rate. Interest is paid on each NT$1 million bond up to the dollar, rounded to the nearest dollar. If the principal and interest repayment date of the Company's bonds falls on a day when the bank in the place of payment is closed, the principal and interest shall be paid on the next working day, and no additional interest shall be paid. No interest will be paid if the principal and interest are received past due date.

  9. Guarantee: The Company's bonds are guaranteed by First Bank in accordance with the Appointment Agreement.

  10. 10.Bond Form: The Company’s bonds are issued in scripless form and registered with the Taiwan Depository & Clearing Corporation.

  11. 11.Trustee: Land Bank of Taiwan is the creditor’s trustee for the bonds of the Company. The creditor exercises the right and responsibility to check and supervise the Company's performance of the Company’s bond issuance, and has entered into a trust deed. All creditors holding the Company’s bonds, regardless of whether they are subscribed at the time of issuance of purchased later, shall agree to acknowledge the rights and obligations of the Trust Deed entered. The trustee is granted full power of attorney which cannot be revoked in the middle of the process. As for the contents of the Trust Deed, the creditor is welcome to come to the Company or the trustee’s premises to inquire during the prescribed business hours.

  12. 12.Principal and Interest Repayment Agency: The Company entrusts the Dunhua Branch of First Bank to handle matters relating to the repayment of principal and interest. The Bank also allocates the principal and interest based on the information of bond owners provided by Taiwan Depository & Clearing Corporation. The principal and interest payment agency then prepares a withholding voucher and send it to the bond owner.

  13. 13.Underwriting Method: The underwriting is entrusted to the securities underwriter to the public in the form of negotiation and sale

  14. 14.Underwriting Institution: First Securities Inc.

  15. 15.Notification Method: Matters concerning notifying creditors of the Company’s bonds, unless otherwise prescribed by laws and regulations, will be announced on the MOPS (http://mops.twse.com.tw).

  16. 16.Sales Target: Only for professional investors as defined in the “Taipei Exchange Rules Governing Management of Foreign Currency Denominated International Bonds”.

Issuer: Radium Life Tech Co., Ltd. Person in Charge: Lin Rong Shian July 1, 2020

160

Radium Life Tech Co., Ltd.

The Third Secured Ordinary Corporate Bonds Issued in 2020

  1. Name of Bonds: The Third Secured Ordinary Corporate Bonds (hereinafter referred to as the “Company’s bonds”) Issued in 2020 by Radium Life Tech Co., Ltd.

  2. Total Amount: NT$1 billion.

  3. Par Value: NT$1,000,000.

  4. Issue Price: The bonds were issued at full par value on the issue date.

  5. Period: 5 years from December 29, 2020 to December 29, 2025.

  6. Coupon Rate: Fixed annual rate at 0.55%

  7. Principal Repayment: In one lump sum at the end of 5 years from the issue date.

  8. Interest Calculation and Payment Method: Interest is calculated yearly from the issue date accordance to the coupon rate. Interest is paid on each NT$1 million bond up to the dollar, rounded to the nearest dollar. If the principal and interest repayment date of the Company's bonds falls on a day when the bank in the place of payment is closed, the principal and interest shall be paid on the next working day, and no additional interest shall be paid. No interest will be paid if the principal and interest are received past due date.

  9. Guarantee: The Company's bonds are guaranteed by Taiwan Business Bank in accordance with the Appointment Agreement.

  10. 10.Underwriting Method: The underwriting is entrusted to the securities dealer to the public in the form of negotiation and sale.

  11. 11.Underwriting or Distribution Institution: Taiwan Cooperative Securities.

  12. 12.Trustee: Land Bank of Taiwan, Ltd. is the creditor’s trustee for the bonds of the Company. The creditor exercises the right and responsibility to check and supervise the Company's performance of the Company’s bond issuance, and has entered into a trust deed. All creditors holding the Company’s bonds, regardless of whether they are subscribed at the time of issuance of purchased later, shall agree to acknowledge the rights and obligations of the Trust Deed entered between the Company and the trustee. The trustee is granted full power of attorney which cannot be revoked in the middle of the process. As for the contents of the Trust Deed, the creditor is welcome to come to the Company or the trustee’s premises to inquire during the prescribed business hours.

  13. 13.Principal and Interest Repayment Agency: The Company entrusts the Sales Department of Taiwan Business Bank to handle matters relating to the repayment of principal and interest. The Bank also allocates the principal and interest based on the information of bond owners provided by Taiwan Depository & Clearing Corporation. The principal and interest payment agency then prepares a withholding voucher and send it to the bond owner.

  14. 14.Notification Method: Matters concerning notifying creditors of the Company’s bonds, unless otherwise prescribed by laws and regulations, will be announced on the MOPS (http://mops.twse.com.tw) or are handled in accordance with regulations promulgated by Taiwan Depository & Clearing Corporation.

  15. 15.Bond Form: The Company’s bonds are issued in scripless form and registered with the Taiwan Depository & Clearing Corporation.

  16. 16.Sales Target: Only for professional investors as defined in the “Taipei Exchange Rules Governing Management of Foreign Currency Denominated International Bonds”.

Issuer: Radium Life Tech Co., Ltd. Person in Charge: Lin Rong Shian December 29, 2020

161

Representation Letter

Considering that the companies to be included into the consolidated financial statements of associates under the “Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises” were the same as those to be included into the consolidated financial statements of the parent and subsidiaries under the International Financial Reporting Standard 10,“Consolidated Financial Statememt.”, and the relevant information to be disclosed in the consolidated financial statements of associates has already been disclosed in the consolidated financial statements of the parent and subsidiaries, no consolidated financial statements of associates were prepared separately.

It is hereby certified that the information disclosed herein is true and correct.

Radium Life Tech Co., Ltd.

Rong Shian Lin Chairman

March 26, 2021

162

Independent Auditor’s Report

The Board of Directors and Shareholders Radium Life Tech Co., Ltd.

Opinion

We have audited the accompanying consolidated balance sheets of Radium Life Tech Co., Ltd. (the “Company”) and its subsidiaries (collectively, the “Group”) as of December 31, 2020 and 2019 and the relevant consolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and relevant notes to the consolidated financial statements, including a summary of significant accounting policies “(collectively referred to as the consolidated financial statements)”.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2020 and 2019, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission (FSC) of the Republic of China.

Basis for Opinion

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

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the parent company only financial statements for the year ended December 31, 2020. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, we do not provide a separate opinion on these matters.

163

Key audit matters for the consolidated financial statements for the year ended December 31, 2020 are stated as follows:

Valuation of property inventories

As shown in Note 12 to the consolidated financial statements, as of December 31, 2020, the property in the inventory category of the consolidated balance sheet (including property under development, property to be developed, and buildings and land held for sale) totaled NT$8,529,995 thousand, accounting for 15% of the consolidated total assets; therefore, it is material. As the allowance for inventory valuation loss of relevant property involves significant judgments on accounting estimates and other important judgments by the management, the relevant details are as described in Note 5 to the consolidated financial statements, so we have listed it as a key audit matter.

The audit procedures performed by us for the valuation of property inventories include:

  1. The amount of property under development recognized is NT$1,701,880 thousand, accounting for about 20% of the total inventories. We have obtained relevant information on the estimated remaining cost of the property under development, and sampled the basis for such estimates; calculated the expected total revenue based on the recent transaction prices near the property under development from a selling price disclosure website, and compared them with the sum of the property under development and the estimated remaining investment costs recognized in the account.

  2. The portion of the property to be developed and the buildings and land held for sale recognized is NT$6,828,115 thousand, which accounts for about 79% of the total inventories, and we have obtained the net realizable value and impairment assessment data calculated by the Group for the above-mentioned property inventories and reviewed whether the assessment results were reasonable.

Other Matters

We have audited and issued an unqualified opinion on the parent compant only financial statements of the Company as at and for the years ended December 31, 2020 and 2019.

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

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the IFRS, IAS, IFRIC, and SIC endorsed and issued into effect by Financial Supervisory Commission of the Republic of China, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements they free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, management is responsible for assessing the Group’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 Group or to cease operations, or has no realistic alternative but to do so.

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

164

Auditor's Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors' report that includes our opinion. Reasonable assurance is a high-level assurance but is not a guarantee that an audit conducted in accordance with the auditing standards generally accepted in the Republic of China will always detect a material misstatement when it exists. Misstatement can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of the users taken on the basis of these consolidated financial statements.

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

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

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

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

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

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

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

We communicated 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 identified during our audit.

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

165

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

The engagement partners on the audit resulting in this independent auditors’ report are Gung, Jerry and Liu, Walter.

Gung, Jerry Liu, Walter

Deloitte & Touche Taipei, Taiwan Republic of China March 26, 2021

Notice to Readers

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

For the convenience of readers, the independent auditors’ report and the accompanying consolidated financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors’ report and consolidated financial statements shall prevail.

166

Radium Life Tech Co., Ltd. and Subsidiaries

CONSOLIDATED BALANCE SHEETS

DECEMBER 31, 2020 AND 2019

(In Thousands of New Taiwan Dollars)

ASSETS
Current assets
Cash and cash equivalents (Notes 4 & 6)
Financial assets at fair value through profit or loss - current (Notes 4 & 7)
Financial assets at amortized cost - current (Notes 4, 9, 25 & 33)
Contract assets - current (Notes 4, 25 & 28)
Notes receivable, net (Notes 4, 10 & 25)
Trade receivables , net (Notes 4, 10, 25 & 28)
Finance lease receivables, net (Notes 4 & 11)
Other receivables (Note 4)
Current tax assets
Inventories (Notes 4, 5, 12, 25 & 33)
Prepayments (Note 33)
Refundable deposits - current (Note 25)
Other current assets (Note 14, 25 & 33)
Incremental costs of obtaining contracts (Notes 4 & 28)
Total current assets
Non-current assets
Financial assets at fair value through other comprehensive income - non-current (Notes
4 & 8)
Financial assets at amortized cost - non-current (Notes 4, 9 & 33)
Investments accounted for using equity method (Notes 4 & 15)
Contract assets - non-current (Notes 4 & 28)
Property, plant and equipment (Notes 4, 17 & 33)
Right-of-use assets (Notes 4, 18 & 33)
Investment properties, net (Notes 4, 19 & 33)
Intangible assets (Notes 4, 20 & 33)
Goodwill (Notes 4 & 21)
Deferred tax assets (Notes 4 & 30)
Refundable deposits - non-current
Finance lease receivables - non-current, net (Notes 4 & 11)
Non-current assets - others (Notes 4, 14 & 33)
Total non-current assets
TOTAL
LIABILITIES AND EQUITY
Current liabilities
Short-term borrowings (Notes 22, 25 & 33)
Short-term bills payable (Notes 22, 25 & 33)
Contractliabilities- current (Notes 4, 25, 28 & 32)
Notes payable
Trade payables
Other payables
Current tax liabilities
Lease liabilities - current (Notes 4 and 18)
Current portion of long-term borrowings and bonds payable (Notes 22, 25 & 33)
Other current liabilities (Note 25)
Total current liabilities
Non-current liabilities
Bonds payable (Note 23)
Long-term borrowings (Notes 22 & 33)
Provisions - non-current (Notes 4 & 24)
Deferred income tax liabilities - land value increment tax
Deferred income tax liabilities - income tax (Notes 4 & 30)
Lease liabilities - non-current (Notes 4 and 18)
Net defined benefit liabilities - non-current (Notes 4 and 26)
Guarantee deposits received
Other non-current liabilities
Total non-current liabilities
Total liabilities
Total equity attributable to owners of the Company (Note 27)
Share capital
Ordinary shares
Capital surplus
Retained earnings
Legal reserve
Special reserve
Unappropriated earnings
Total retained earnings
Total other equity
Total equity attributable to owners of the Company
Non-controlling interests
Total equity
TOTAL
2020
6
-
1
-
-
1
-
-
-
15
1
1
-
-
25
-
5
-
2
16
2
27
6
-
-
1
-
16
75
100
8
-
1
-
4
3
-
-
4
1
21
10
42
-
-
1
4
-
-
-
57
78
16
2
1
-
2
3
-
21
1
22
100
2019
Amount
$ 3,565,410
12,940
399,316
58,346
19,833
440,680
26,469
30,365
7,839
8,607,636
622,714
249,095
238,493
47,022

14,326,158

58,795
2,629,129
10,003
964,115
9,383,154
940,592
15,148,759
3,433,187
36,288
242,488
350,179
76,944
9,194,005

42,467,638

$ 56,793,796

$ 4,334,782
259,324
410,273
8,341
2,231,271
1,980,007
42,970
198,659
2,196,987
286,842

11,949,456

5,500,000
23,615,129
309,956
18,937
712,161
2,191,691
15,512
237,379
6,000

32,606,765

44,556,221

9,000,946

1,307,843

220,659
3,334
1,170,269

1,394,262

86

11,703,137
534,438

12,237,575

$ 56,793,796
Amount
$ 3,503,812
9,795
996,312
266,371
18,752
636,358
23,292
27,419
9,993
9,547,895
498,545
372,240
371,311
-

16,282,095

56,297
1,299,948
6,441
1,350,377
9,399,501
970,956
15,857,435
3,218,112
36,288
240,136
338,773
82,568
6,931,369

39,788,201

$ 56,070,296

$ 3,435,053
3,116,424
807,731
2,455
2,966,876
2,029,253
93,216
207,696
2,480,206
277,439

15,416,349

2,500,000
22,427,524
311,280
18,937
497,229
2,337,031
15,770
256,885
5,500

28,370,156

43,786,505

9,123,076

1,299,873

179,986
4,360
1,134,675

1,319,021


3,334)

11,738,636
545,155

12,283,791

$ 56,070,296




















































(



















6
-
2
-
-
1
-
-
-
17
1
1
1
-
29
-
2
-
2
17
2
28
6
-
1
1
-
12
71
100
6
6
1
-
5
4
-
-
4
1
27
5
40
1
-
1
4
-
-
-
51
78
16
2
1
-
2
3
-
21
1
22
100

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

167

Radium Life Tech Co., Ltd. and Subsidiaries

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019

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

TOTAL OPERATING REVENUE
(Notes 4, 28 & 32)


TOTAL OPERATING COSTS
(Notes 12 & 29)


GROSS PROFIT


OPERATING EXPENSES (Notes
29 & 32)
Selling and marketing
expenses

General and administrative
expenses

Research and development
expenses

Expected credit impairment
loss

Total operating expenses

OPERATING INCOME


NON-OPERATING INCOME AND
EXPENSES (Notes 15, 29 & 32)
Interest income

Other income

Other gains and losses

Finance costs

Share of profit or loss on
associates and joint
ventures accounted for
using equity method

Total non-operating
income and expenses

PROFIT BEFORE INCOME TAX

INCOME TAX EXPENSE (Notes 4
& 30)


NET PROFIT FOR THE YEAR
2020
100



(60)



40



( 10 )
( 23 )

-


-

(33)




7




7

13

(
1 )
( 11 )

-


8



15



(
5)



10
2019
100

(56)

44

( 10 )
( 24 )

-

-
(34)

10


7
10
(
1 )
( 13 )

-

3

13

(
6)


7
(Continued)
Amount
$ 6,772,332


4,063,448)


2,708,884



689,473 )

1,556,318 )

9,509 )
1,084)

2,256,384)


452,500


508,728

850,541


48,446 )

765,227 )
3,562

549,158


1,001,658


334,373)


667,285
Amount
$ 6,325,345


3,536,227)


2,789,118



646,351 )

1,509,226 )

14,542 )
7,652)

2,177,771)


611,347


411,150

603,019


33,221 )

793,884 )
4,164

191,228


802,575


336,238)


466,337


(



(
(
(
(
(






(
(





(



(



(
(
(
(
(





(
(





(

168

Other comprehensive income/(loss)
Items that will not be
reclassified subsequently to
profit or loss
Remeasurement of
defined benefit plans
Unrealized gain/(loss)
from investments in
equity instruments at
fair value through
other comprehensive
income

Items that may be reclassified
subsequently to profit or
loss
Exchange differences on
translating the
financial statements
of foreign operations
Other comprehensive
income for the year,
net of income tax


TOTAL COMPREHENSIVE
INCOME FOR THE YEAR


NET PROFIT ATTRIBUTABLE TO
Owners of the Company

Non-controlling interests



TOTAL COMPREHENSIVE
INCOME ATTRIBUTABLE TO
Owners of the Company

Non-controlling interests



EARNINGS PER SHARE (Note
31)
Basic

Diluted
2020

-


-


-


-



10




9


1

10




9


1

10





2019
Amount
$ 62 )
3,479

55

3,472


$ 670,757


$ 622,688

44,597

$ 667,285


$ 626,046

44,711

$ 670,757


$ 0.69
$ 0.69
Amount
$ 2,943

1,481

153)

4,271


$ 470,608


$ 406,731

59,606

$ 466,337


$ 410,700

59,908

$ 470,608


$ 0.45

$ 0.45

(



















(














-

-

-

-


7


6

1

7


6

1

7


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

169

Radium Life Tech Co., Ltd. and Subsidiaries CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)

BALANCE AT JANUARY 1, 2019
Effect of retrospective application and retrospective
restatement
BALANCE AFTER RESTATEMENT AS OF JANUARY 1 ,
2019
Appropriation of 2018 earnings
Legal reserve appropriated
Special reserve appropriated
Cash dividends distributed by the company
Stock dividends distributed by the company
Net income in 2019
Other comprehensive income in 2019, net of income tax
Total comprehensive income in 2019
Difference between consideration and carrying amount of
subsidiaries acquired or disposed
Non-controlling interests
BALANCE AT DECEMBER 31, 2019
Appropriation of 2019 earnings
Legal reserve appropriated
Cash dividends distributed by the company
Reversal of special reserves
Net income in 2020
Other comprehensive income in 2020, net of income tax
Total comprehensive income in 2020
Retirement of treasury shares
Non-controlling interests
BALANCE AT DECEMBER 31, 2020
Total equityattributable to owners of the Company Total

$ 12,039,273
4,198
12,043,471
-
-

715,535 )
-
406,731
3,969
410,700
-
-
11,738,636
-

547,385 )
-
622,688
3,358
626,046

114,160)
-
$ 11,703,137
Non-controllingInterests
$ 544,062

5
544,067
-
-
-
-
59,606

302

59,908

-
(
58,820)
545,155
-
-
-
44,597

114

44,711

-
(
55,428)
$ 534,438
Total Equity
Share Capital
OrdinaryShares
$ 8,944,192
-
8,944,192
-
-
-
178,884
-
-
-
-
-
9,123,076
-
-
-
-
-
-

122,130)
-
$ 9,000,946
Capital Surplus
$ 1,299,578
-
1,299,578
-
-
-
-
-
-
-
295
-
1,299,873
-
-
-
-
-
-
7,970
-
$ 1,307,843
Retained Earnings Unappropriated Earnings
$ 1,799,863

4,198
1,804,061
(
179,986 )
(
4,360 )
(
715,535 )
(
178,884 )
406,731

2,943

409,674
(
295)

-
1,134,675
(
40,673 )
(
547,385 )
1,026
622,688
(
62)

622,626

-

-
$ 1,170,269
part of the consolidated financ
Other equityitems
Exchange Differences on
Translating the Financial
Statements of Foreign
Operations
UnrealizedGain/(loss) on
Financial Assets at Fair
Value Through Other
Comprehensive Income
( $ 1,291 )
( $ 3,069 )

-

-
(
1,291 )
(
3,069 )
-
-
-
-
-
-
-
-
-
-
(
153)

1,179
(
153)

1,179

-

-

-

-
(
1,444 )
(
1,890 )
-
-
-
-
-
-
-
-

55

3,365

55

3,365

-

-

-

-
($ 1,389)
$ 1,475
ial statements.
Exchange Differences on
Translating the Financial
Statements of Foreign
Operations
( $ 1,291 )

-
(
1,291 )
-
-
-
-
-
(
153)
(
153)

-

-
(
1,444 )
-
-
-
-

55

55

-

-
($ 1,389)
ial statements.
Legal Reserve
Special Reserves

$ -
$ -
-

-
-
-
179,986
-
-
4,360
-
-
-
-
-
-
-

-
-

-
-

-
-

-
179,986
4,360
40,673
-
-
-
-
(
1,026 )
-
-
-

-
-

-
-

-
-

-
$ 220,659
$ 3,334
The accompanying notes are an integral








(





















(

(
(
(


(




(
ial
(

(




(






(




(


(






(



(


(



(
(


(
(
$ 12,583,335
4,203
12,587,538
-
-

715,535 )
-
466,337
4,271
470,608
-

58,820)
12,283,791
-

547,385 )
-
667,285
3,472
670,757

114,160)

55,428)
$ 12,237,575

170

Radium Life Tech Co., Ltd. and Subsidiaries

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019

(In Thousands of New Taiwan Dollars)

CASH FLOWS FROM OPERATING ACTIVITIES
Profit before income tax

Adjustments for:
Depreciation expenses

Amortization expenses

Expected credit loss recognized on
receivables

Net gains on financial assets or
liabilities at fair value through profit
or loss

Interest expenses

Interest income

Share of profit or loss on associates and
joint ventures accounted for using
equity method

Loss on disposals of property, plant and
equipment

Gains on disposals of investments

Impairment loss on non-financial assets
Reversal of impairment loss on
non-financial assets

Other non-cash items

Changes in operating assets and liabilities
Financial assets mandatorily classified
as at fair value through profit or loss
Contract assets

Notes receivable

Trade receivables

Other receivables

Inventories

Prepayments

Other current assets

Incremental cost of obtaining contracts
Other operating assets

Contract liabilities

Notes payable

Trade payables
2020

$ 1,001,658

938,314

119,395

1,084

(
144 )
765,227

(
508,728 )
(
3,562 )
2,163

-

-

(
12,352 )
49,603

(
3,001 )
(
1,703,276 )
(
1,081 )
418,290

(
2,650 )
922,969

(
124,589 )
132,818

(
47,022 )
(
2,635 )
(
397,458 )
5,886

(
735,605 )
2019
$ 802,575
938,631
110,730
7,652
(
492 )
793,884
(
411,150 )
(
4,164 )
673
(
356 )
634
(
1,206 )
19,364
8,439
(
1,731,311 )
(
16,513 )
222,279
605
(
76,605 )
35,594
34,011
80,999
(
404,492 )
(
552,261 )
(
655,258 )
(
895,323 )

(Continued)

171

Other payables

Other current liabilities

Other operating liabilities

Cash generated from(used in) operations

Interest received

Interest paid

Income tax paid

Net cash generated from(used in)
operating activities


CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from capital reduction of financial
assets at fair value through other
comprehensive income

Purchase of financial assets at amortized cost
Proceeds from sale of financial assets at
amortized cost

Payments for property, plant and equipment

Proceeds from disposal of property, plant and
equipment

Increase in refundable deposits

Payments for intangible assets

Acquisition of investment properties

Decrease in finance lease receivables

Net cash generated from(used in)
investing activities


CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from short-term borrowings

Proceeds from short-term bills payable

Decrease in short-term bills payable

Proceeds from issuance of bonds

Proceeds from long-term borrowings

Proceeds from guarantee deposits received

Repayment of the principal portion of lease
liabilities

Dividends paid to owners of the Company

Payments for transaction costs attributable to
treasury shares

Change in non-controlling interests

Net cash generated from(used in)
financing activities


EFFECTS OF EXCHANGE RATE CHANGES ON
CASH AND CASH EQUIVALENTS
2020
$ 37,622 )

55,454 )
824)

721,404

10,223


766,295 )
169,885)

204,553)


981


1,329,181 )
596,996


218,311 )
4,225

111,739


22,395 )
-

21,785

834,161)


899,729

-


2,857,100 )
3,000,000

893,830

45,351


164,580 )

547,385 )

114,160 )
55,428)

1,100,257


55
2019
(
(
(
(
(
(

(
(
(

(

(
(
(
(
(

(
(
(
(
(
(
(
(
(
(
(

(
(
(
(

(
$ 84,756 )
4,459
2,221)

1,775,579 )
11,386

790,545 )
218,854)
2,773,592)
-

390,197 )
312,086

2,020,472 )
107

20,702 )

16,160 )

160,586 )
15,111
2,280,813)
1,216,606
1,493,919
-
1,000,000
1,307,142
12,833

163,708 )

715,535 )
-
58,820)
4,092,437
149)

(Continued)

172

NET INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS


CASH AND CASH EQUIVALENTS AT THE
BEGINNING OF THE YEAR


CASH AND CASH EQUIVALENTS AT THE END
OF THE YEAR
2020
$ 61,598


3,503,812


$ 3,565,410
2019


(

$ 962,117 )
4,465,929
$ 3,503,812

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

173

RADIUM LIFE TECH CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

1. Organization and Operations

Radium Life Tech Co., Ltd. (RADIUM) was incorporated in the Republic of China on March 26, 1982, its main business includes:

  • (I) Commissioning construction companies to build public housing projects and commercial buildings for rental and sale.

  • (II) Commissioned by the industrial competent authorities of the government to engage in development, lease, sale, and management of industrial zones. Please refer to Note 13 for the main business activities of the subsidiaries of the Group.

RADIUM’s shares have been listed on the Taiwan Stock Exchange (TWSE) since December 2000.

The consolidated financial statements are presented in New Taiwan Dollar, the Company’s functional currency.

  1. Date and Procedures for Approval of the Financial Report

The consolidated financial statements were approved by the board of directors on March 26, 2021.

  1. Application of Newly Issued and Amended Standards and Interpretations

  2. (I) Initial application of the amendments to the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) (collectively, the “IFRSs”) endorsed and issued into effect by the Financial Supervisory Commission (FSC)

Except for the following, the application of the amendments to the IFRSs endorsed and issued into effect by the FSC will not have a material impact on the Group’s accounting policies

  1. Amendments to IAS 1 and IAS 8 "Definition of Materiality” The Group adopted the amendments starting from January 1, 2020. The threshold of

materiality that could influence users has been changed to “could reasonably be expected to influence”. Accordingly, disclosures in the consolidated financial statements do not include immaterial information that may obscure material information.

Since the first-time application of the aforementioned amendments, there has been no material impact on all assets, liabilities, and equity on January 1, 2020.

  1. Amendments to IFRS 16 "COVID-19-Related Rent Concessions"

The Group has elected to apply the amended practical expedients to deal with rent concessions directly related to the COVID-19 between it and the lessor. Please refer to Note 4 for relevant accounting policies. Before applying the amendment, the Group shall determine whether the aforementioned rent concessions should be applicable to the regulations on lease modification.

174

The Group began to apply the amendment on January 1, 2020. Since the aforementioned

rent concessions only affected the year of 2020, the retrospective application of the amendment did not affect the retained earnings on January 1, 2020.

(II) The IFRSs endorsed by the Financial Supervisory Commission (FSC) for application starting from 2021

New/Revised/Amended Standards and Interpretations Effective Date Issued by IASB Amendments to IFRS 4 " Extension of the Temporary Effective immediately upon Exemption from Applying IFRS 9" promulgation by the IASB Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4, and IFRS 16 - January 1, 2021 “Interest Rate Benchmark Reform - Phase 2”

Except for the above impact, as of the date the consolidated financial statements were authorized for issue, the Group is continuously assessing the possible impact that the application of other standards and interpretations will have on the Group’s financial position and financial performance and will disclose the relevant impact when the assessment is completed. (III) New IFRSs in issue but not yet endorsed and issued into effect by the FSC

New/Revised/Amended Standards and Interpretations
“Annual Improvement to IFRS Standards 2018-2020”
Amendment to IFRS 3 - "Reference to the Conceptual
Framework"
Amendments to IFRS 10 and IAS 28 "Sale or Contribution of
Assets between an Investor and its Associate or Joint
Venture"
IFRS 17 “Insurance Contracts”
Amendments to IFRS 17
Amendments to IAS 1 “Classification of Liabilities as Current
or Non-current”
Amendments to IAS 1 “Disclosure of Accounting Policies”
Amendments to IAS 8 “Definition of Accounting Estimates”
Amendments to IAS 16 “Property, Plant and Equipment -
Proceeds before Intended Use”
Amendments to IAS 37 “ Onerous Contracts - Cost of Fulfilling
a Contract
Effective Date Issued by IASB
(Note 1)
January 1, 2022 (Note 2)
January 1, 2022 (Note 3)
To be determined
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2023 (Note 4)
January 1, 2023 (Note 5)
January 1, 2022 (Note 6)
January 1, 2022 (Note 7)

Note 1: Unless stated otherwise, the new/revised/amended standards and interpretations above are effective for annual reporting periods beginning on or after their respective effective dates. Note 2: The amendments to IFRS 9 will be applied prospectively to modifications and exchanges of financial liabilities that occur on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IAS 41 “Agriculture” will be applied prospectively to the fair value measurements on or after the annual reporting period beginning on or after January 1, 2022. The amendments to IFRS 1 “First-time Adoption of IFRSs” will be applied retrospectively for annual reporting period beginning on or after January 1, 2022. Note 3: The amendment applies to business combination with the acquisition date is on or after the beginning of the annual reporting period beginning on or after January 1, 2022.

Note 4: The amendment will be applies prospectively for annual reporting period beginning on or after January 1, 2023.

175

Note 5: The amendments are applicable to changes in accounting estimates and changes in accounting policies that occur on or after the beginning of the annual reporting period beginning on or after January 1, 2023. Note 6: The amendments are applicable to property, plant and equipment that are brought to the location and condition necessary for them to be capable of operating in the manner intended by management on or after January 1, 2021.

Note 7: The amendments are applicable to contracts for which the entity has not yet fulfilled all its obligations on January 1, 2022.

Except for the above impact, as of the date the consolidated financial statements were authorized for issue, the Group is continuously assessing the possible impact that the application of other standards and interpretations will have on the Group’s financial position and financial performance and will disclose the relevant impact when the assessment is completed.

  1. Summary of Significant Accounting Policies

  2. (I) Statement of compliance

The consolidated financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and IFRSs as endorsed and issued into effect by the FSC.

(II) Basis of preparation

The consolidated financial statements have been prepared on the historical cost basis except for the financial instruments measured at fair value, and net defined benefit liabilities, which are measured at the present value of the defined benefit obligation less the fair value of plan assets.

The fair value measurements, which are grouped into Levels 1 to 3 based on the degree to which the fair value measurement inputs are observable and based on the significance of the inputs to the fair value measurement in its entirety, are described as follows:

  1. Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities;

  2. Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for an asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices); and

  3. Level 3 inputs are unobservable inputs for an asset or liability.

  4. (III) Classification of current and non-current assets and liabilities

Current assets include:

  1. Assets held primarily for the purpose of trading;

  2. Assets expected to be realized within 12 months after the reporting period; and

  3. Cash and cash equivalents unless the asset is restricted from being exchanged or used to settle a liability for at least 12 months after the reporting period.

  4. Current liabilities include:

  5. Liabilities held primarily for the purpose of trading;

  6. Liabilities due to be settled within 12 months after the reporting period, even if an agreement to refinance, or to reschedule payments, on a long-term basis is completed after the reporting period and before the consolidated financial statements are authorized for issue; and

176

  1. Liabilities for which the Group does not have an unconditional right to defer settlement for at least 12 months after the reporting period. Terms of a liability that could, at the option of the counterparty, result in its settlement by the issue of equity instruments do not affect its classification.

Assets and liabilities that are not classified as current are classified as non-current.

As the Group is engaged in construction projects and commissioning of construction companies to build buildings or plants for sale, its operating cycle is longer than one year. Therefore, the assets and liabilities related to construction, building, and sales projects are classified with the operating cycle as the standard for current and non-current.

(IV) Basis of consolidation

The consolidated financial statements incorporate the financial statements of the Company and the entities controlled by the Company. Income and expenses of subsidiaries acquired or disposed of during the period are included in the consolidated statements of comprehensive income from the effective dates of acquisition up to the effective dates of disposal. The financial statements of subsidiaries have been adjusted to ensure consistency between their accounting policies and the Group's. All intra-group transactions, balances, income, and expenses are eliminated in full upon consolidation. Total comprehensive income of subsidiaries is attributed to the owners of the Company and to the non-controlling interests even if this results in the non-controlling interests having a deficit balance.

Changes in the Group’s ownership interests in subsidiaries that do not result in the Group losing control over the subsidiaries are accounted for as equity transactions. The carrying amounts of the interests of the Group and the non-controlling interests have been adjusted to reflect the changes in their relative interests in the subsidiaries. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognized directly in equity and attributed to the owners of the Company.

See Note 13 and Tables 9 and 10 for the detailed information on subsidiaries (including the percentage of ownership and main business).

(V)

Foreign currencies

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

At the end of each reporting period, monetary items denominated in foreign currencies are translated at the rates prevailing on that date. Exchange differences on monetary items arising from settlement or translation are recognized in profit or loss in the period in which they arise.

Non-monetary items measured at fair value that are denominated in foreign currencies are translated at the rates prevailing on the date when the fair value was determined. The resulting exchange difference is recognized in profit or loss. For items whose changes in fair value are recognized in other comprehensive income, the resulting exchange difference is recognized in other comprehensive income.

177

Non-monetary items measured at historical cost that are denominated in foreign currencies are translated at the rates of exchange prevailing on the transaction dates and are not retranslated.

When the consolidated financial statements are prepared, the assets and liabilities of the Company’s foreign operations (including subsidiaries or associates that operate in countries or adopt the functional currencies different from the Company) are translated into New Taiwan dollar at the rates of exchange prevailing at the end of each reporting period. Income and expense items are translated at the average exchange rates for the period. The resulting currency exchange differences are recognized in other comprehensive income and attributed to the owners of the Company and non-controlling interests.

Where the Group disposes of all the equity of a foreign operation, or disposes of part of the equity of the foreign operation’s subsidiary and loses control over it, or the retained interests after disposal of the foreign operation’s joint arrangements or associates are a financial asset and treated based on the accounting policies applicable to financial instruments, all accumulated exchange differences attributable to the owners of the Company and related to the foreign operation will be reclassified to profit or loss.

Where the partial disposal of a subsidiary of a foreign operation does not result in the loss of control, the accumulated exchange differences are re-attributed to the subsidiary's non-controlling interests in proportion, and are not recognized in profit or loss. In the case of any other partial disposal of a foreign operation, the accumulated exchange differences will be reclassified to profit or loss in proportion to the disposal.

(VI)

Inventories

Inventories include property under development, property to be developed, buildings and land held for sale, merchandise inventory, raw materials, finished goods, and work in progress. The value of inventories is determined based on the cost or net realizable value, whichever is lower. The comparison of the cost and net realizable value is based on individual items except for inventories of the same category. The net realizable value is the estimated selling price in the ordinary course of business, less the estimated cost of completion and the estimated costs necessary to make the sale. The actual construction cost of the property inventories is reclassified to the annual operating costs in line with the recognition principle of property sales revenue. The cost of inventories is calculated using the weighted average method.

For a contract where a land owner provides land for construction of buildings by a property developer in exchange for a certain percentage of the buildings, no exchange gains or loss is recognized if the buildings acquired are classified as properties held for sale. Revenue is recognized when the properties held for sale are sold to third parties.

(VII) Investments in associates

An associate is an entity on which the Group has significant influence and is not a subsidiary or a joint venture.

The Group adopts the equity method to account for its investments in associates.

Under the equity method, investments in an associate are initially recognized at cost and adjusted thereafter to recognize the Group’s share of the profit or loss and other comprehensive income of the

178

associate. The Group also recognizes the changes in the Group’s share of the equity of associates based on the percentage of ownership.

The amount of the acquisition cost in excess of the Group’s share of the net fair value of the identifiable assets and liabilities of an associate acquired at the date of acquisition is classified as goodwill, which is included in the carrying amount of the investment and cannot be amortized; the amount by which the Group’s share of the net fair value of the identifiable assets and liabilities of the associate acquired at the acquisition date exceeds the acquisition cost is recognized in the current profit or loss.

Where an associate issues new shares, if the Group fails to subscribe in proportion to its percentage of ownership, which causes a change in the percentage of its ownership and thus the net equity value of the investment increases or decreases, the capital surplus—changes in the net value of equity of the associate under the equity method and investments accounted for using equity method shall be adjusted according to the increase or decrease. However, if the Group fails to subscribe for or acquire the shares in proportion to its percentage of ownership, which results in a decrease in its ownership interests of the associate, the amount recognized in other comprehensive income related to the associate is reclassified in proportion to the decrease, and the basis of the accounting treatment is the same as the basis that associate must adopt if it directly disposes of relevant assets or liabilities. If the adjustment in the preceding paragraph shall be debited to the capital surplus, and the balance of the capital surplus generated from the investment under the equity method is insufficient, the difference is debited to the retained earnings.

When the Group’s share of losses on an associate equals or exceeds its interest in the associate (including any carrying amount of the investment accounted for using the equity method and other long-term interests that, in substance, form part of the Group’s net investment in the associate), the Group discontinues recognizing its share of further losses. Additional losses and liabilities are recognized only to the extent that the Group has incurred legal obligations, or constructive obligations, or made payments on behalf of said associate.

The entire carrying amount of an investment (including goodwill) is tested for impairment as a single asset by comparing its recoverable amount with its carrying amount. Any impairment loss recognized is not allocated to any asset, including goodwill, that forms part of the carrying amount of the investment. Any reversal of that impairment loss is recognized only to the extent that the recoverable amount of the investment subsequently increases.

The Group ceases to adopt the equity method on the day its investment ceases to be an associate, and its retained interests in the original associate is measured at fair value. The difference between the fair value, the price of disposal, and the carrying amount of the investment on the day the equity method ceases to be adopted is recognized in the current profit or loss. In addition, the basis of accounting treatment for all amounts recognized in other comprehensive income related to the associate is the same as the one that the associate must follow if it directly disposes of the relevant assets or liabilities.

179

Profit or loss on upstream, downstream, or lateral transactions between the Group and its

associates is recognized in the consolidated financial statements only to the extent that it does not affect the Group's interests in the associates.

(VIII) Joint operation

A joint operation is a joint arrangement whereby the Group and other parties that have joint control of the arrangement have rights to the assets and obligations for the liabilities relating to the arrangement.

Any acquisition of an interest in a joint operation in which the activity of the joint operation constitutes a business should be treated as a business combination, except when the parties sharing joint control are under the common control of the same ultimate controlling party or parties both before and after the acquisition and that control is not transitory.

The Group recognizes the following items in relation to its interest in a joint operation:

  1. Its assets, including the share of any assets held jointly.

  2. Its liabilities, including the share of any liabilities incurred jointly.

  3. Its revenue from the sale of its share of the output arising from the joint operation.

  4. Its share of revenue from sales of the output of the joint operation.

  5. Its expenses, including the share of any expenses incurred jointly.

The Group’s assets, liabilities, income, and expenses related to the equity of the joint operation are treated in accordance with the applicable standards.

When the Group sells or contributes assets to its joint operation, it recognizes gains and losses

resulting from such a transaction only to the extent of the other parties’ interests in the joint operation. When the Group purchases assets from its joint operation, it does not recognize its share of the gain or loss until it resells those assets to a third party.

  • (IX) Property, plant and equipment

Property, plant and equipment are initially recognized at cost and subsequently measured at cost less accumulated depreciation and accumulated impairment loss.

Property, plant and equipment under construction are recognized at cost less accumulated

impairment loss. The cost shall include professional service expenses and the borrowing costs eligible for capitalization. Such assets are classified into appropriate property, plant and equipment categories upon completion and reaching the status of intended use, and the depreciation will begin.

Except for self-owned land, which is not depreciated, each significant component of the

remaining property, plant and equipment is depreciated separately on a straight-line basis within their useful lives. The Group conducts at least one annual review at the end of each year to assess the estimated useful life, residual value, and depreciation methods, and applies the effect of changes in applicable accounting estimates prospectively.

When derecognizing an item of property, plant and equipment, the difference between the net disposal proceeds and the carrying amount of the asset shall be recognized in loss or profit.

(X) Investment properties

Investment properties refers to properties held for the purpose of earning rents or capital appreciation or both (including properties and right-of-use assets thereof that meet the definition of

180

investment properties and are in the process of construction). Investment properties also includes land held for a currently undetermined future use.

Self-owned investment properties are initially measured at cost (including transaction cost), and subsequently measured at cost less accumulated depreciation and accumulated impairment losses.

The investment properties acquired through lease are initially measured at cost (including the originally measured amount of the lease liabilities, the lease payment paid before the lease commencement date, the original direct cost, and the estimated cost of restoring the underlying asset, less the lease incentives received), and subsequently measured at cost less accumulated depreciation and accumulated impairment losses, and the remeasurement of the lease liability is adjusted.

All investment properties are depreciated on a straight-line basis.

Investment properties under construction are recognized at the cost less the accumulated impairment losses. The cost shall include professional service expenses and the borrowing costs eligible for capitalization. Such assets begin to be depreciated when they reach the status of intended use.

Investment properties are reclassified to inventories based on the carrying amount at the time when they are planned to be sold and ceases being leased out.

The properties recognized in inventories are reclassified to investment properties based on the carrying amount at the time of establishment of an operating lease for rental.

(XI)

When investment properties is derecognized, the difference between the net disposal price and the carrying amount of the asset is recognized in profit or loss. Goodwill

The cost of goodwill from business combination is the amount of goodwill recognized at the acquisition date, and is subsequently measured at cost less accumulated impairment losses.

For the purposes of impairment testing, goodwill is allocated among each cash generating unit or a group of cash generating units (referred to as “CGUs”), which is expected to benefit from the synergies of the combination.

The carrying amount and recoverable amount of the CGUs to which goodwill is allocated will be compared every year (and whenever there is an indication that the unit may be impaired) as impairment testing on the units. If the goodwill allocated to the CGUs is acquired in a business combination during the year, the CGUs shall be tested for impairment before the end of the year. If the recoverable amount of CGUs to which goodwill is allocated is lower than its carrying amount, the impairment loss is first deducted from the carrying amount of the goodwill of said CGUs. Next, the carrying amount of other assets within said CGUs is deducted from the carrying amount of the goodwill of said CGUs in proportion to the carrying amount of each asset. Any impairment loss is recognized in loss in the current year. Impairment loss of goodwill shall not be reversed subsequently.

When disposing of a certain operation within the CGUs to which goodwill is allocated, the amount of goodwill related to the operation disposed of is included in the carrying amount of the operation to determine the gain or loss on the disposal.

181

(XII) Intangible assets

  1. Acquired separately

Intangible assets with finite useful lives that are acquired separately are initially measured at cost and subsequently measured at cost less accumulated amortization and accumulated impairment loss. Intangible assets are amortized using straight-line method over the useful lives. The Group conducts at least one annual review at the end of each year to assess the estimated useful life, residual value, and amortization methods, while applying the effects of changes in accounting estimates prospectively. Intangible assets with indefinite useful lives are recognized at cost less accumulated impairment loss.

When the Group has a right to charge for the usage of concession infrastructure (as a consideration for providing construction services in a service concession arrangement), it recognizes this as an intangible asset. The intangible asset is subsequently measured at cost less accumulated amortization and any accumulated impairment loss.

  1. Derecognition

On derecognition of an intangible asset, the difference between the net disposal proceeds and the carrying amount of the asset is recognized in profit or loss.

  • (XIII) Assets related to contract costs

The sales commission for property sales and the selling service fee paid to agents under exclusive sale agreements of the property held for sale only occur when any customer contract is closed, and the amount is recognized in the incremental cost of obtaining the contract within the recoverable amount and reclassified when the property is completed and transferred to the customer. However, for the incremental cost of obtaining a contract that is expected to be amortized within one year, the Group chose not to capitalize it.

(XIV) Impairment of assets related to property, plant and equipment, right-of-use assets, intangible assets (excluding goodwill), and assets related to contract costs

The Group assesses if there are any signs of possible impairment in property, plant, and equipment as well as right-of-use and intangible assets (excluding goodwill) at the end of each reporting period. If there is any sign of impairment, an estimate is made of its recoverable amount. If it is not possible to determine the recoverable amount of an individual asset, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs. Corporate assets are allocated to the smallest group of CGUs on a reasonable and consistent basis. Intangible assets with indefinite useful lives and not yet available for use are tested for impairment at least annually and whenever there is an indication that the assets may be impaired. The recoverable amount is the fair value less cost of sales or its value in use, whichever is higher. If the recoverable amount of an individual asset or a CGU is lower than its carrying amount, the carrying amount is reduced to the recoverable amount, and the impairment loss is recognized in profit or loss.

The inventory, property, plant and equipment, and intangible assets related to customer contracts are first recognized as impairment in accordance with the inventory impairment standards and the standards above. Then, the carrying amount of the assets related to contract cost in excess of the

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expected amount of consideration received for the provision of the relevant goods or services less the direct relevant costs is recognized as an impairment loss. Subsequently, the carrying amount of the assets related to contract cost is included in the CGU to which they belong to perform impairment assessment of the CGU.

When the impairment loss is subsequently reversed, the carrying amount of the asset, the CGU, or the asset related to contract cost is increased to the revised recoverable amount, provided that the increased carrying amount shall not exceed the carrying amount (less amortization or depreciation) of the asset, CGU, or the asset related to contract cost which was not recognized in impairment loss in prior years. The reversal of the impairment loss is recognized in profit or loss.

(XV) Financial instruments

Financial assets and financial liabilities shall be recognized in the consolidated balance sheet when the Group becomes a party to the contractual provisions of the instruments.

Financial assets and financial liabilities not at fair value through profit or loss are measured at fair value plus transaction costs directly attributable to the acquisition or issuance of financial assets or financial liabilities. The transaction costs directly attributable to the acquisition or issuance of financial assets or financial liabilities at fair value through profit or loss is immediately recognized in profit or loss.

  1. Financial assets

Regular trading of financial assets shall be recognized and derecognized in accordance with trade date accounting.

  • (1) Measurement types

Financial assets held by the Group are those measured at fair value through profit or loss (FVTPL) and at amortized cost, as well as investments in equity instruments measured at fair value through other comprehensive income (FVTOCI).

  • A. Financial assets at FVTPL

Financial assets measured at FVTPL include those mandatorily measured at

FVTPL and those designated as at FVTPL. Financial assets mandatorily measured at FVTPL include investments in equity instrument that the Group has not designated to measure at FVTOCI, and debt instruments that are not eligible to be classified as measured at amortized cost or at FVTOCI.

Financial assets measured at FVTPL are measured at fair value, and the gains or losses arising from remeasurement are recognized in profit or loss. Please refer to Note 36 for the method of determining the fair value.

  • B. Financial assets at amortized cost

When the Group's investments in financial assets meet the following two conditions simultaneously, they are classified as financial assets measured at amortized cost:

  • a. Held under a certain business model, of which the objective is to collect contractual cash flows by holding the financial assets; and

183

  • b. The cash flows on specific dates specified in the contractual terms are solely payments of the principal and interest on the principal amount outstanding.

After initial recognition, such assets (including cash and cash equivalents, notes receivable, trade receivables, other receivables measured at amortized cost, and refundable deposits) are measured at the amortized cost of the total carrying amount determined by the effective interest method less any impairment loss, and any foreign currency exchange gains or losses are recognized in profit or loss.

Except for the following two cases, interest revenue is calculated by multiplying the effective interest rate by the total carrying amount of financial assets:

  • a. For purchased or originated credit-impaired financial asset, interest revenue is calculated by multiplying the credit-adjusted effective interest rate by the amortized cost of the financial asset.

  • b. For financial asset that is not purchased or originated credit-impaired but subsequently becomes credit impaired, interest revenue is calculated by multiplying the effective interest rate from the next reporting period after the credit impairment by the amortized cost of the financial asset.

Cash equivalents include time deposits and short-term bills that are highly liquid and readily convertible into a fixed amount of cash at any time within 3 months from the date of acquisition while featuring little risk of value changes, which are used to meet short-term cash commitments.

  • C. Investments in equity instruments at FVTOCI

The Group may, upon initial recognition, make an irrevocable election to designate as at FVTOCI the investments in equity instruments that are not held for trading and the ones that are not recognized by an acquirer in a business combination or with the contingent consideration.

Investments in an equity instrument measured at FVTOCI are measured at fair value, and any subsequent fair value changes are recognized in other comprehensive income and accumulated in other equity. Upon disposal of investments, cumulative gain or loss is directly transferred to retained earnings and are not reclassified to profit or loss.

Dividends of investments in equity instruments measured at FVTOCI are recognized in profit or loss when the Group's right to receive dividends is established unless such dividends clearly represent the recovery of a part of the investment cost.

  • (2) Impairment of financial assets and contract assets

The Group assesses the impairment loss of financial assets measured at amortized cost (including trade receivables), finance lease receivables, and contract assets based on the expected credit loss at the end of each reporting period.

184

Trade receivables, finance lease receivables, and contract assets are recognized in loss allowance based on the lifetime expected credit losses (ECLs). Other financial assets are first assessed based on whether the credit risk has increased significantly since the initial recognition. If there is no significant increase in the risk, a loss allowance is recognized at an amount equal to 12-month ECLs. If the risks have increased significantly, a loss allowance is recognized at an amount equal to lifetime ECLs.

The ECLs refer to the weighted average credit loss with the risk of default as the weight. The 12-month ECLs represent the ECLs from possible defaults of a financial instrument within 12 months after the reporting date. The lifetime ECLs represent the ECLs from all possible defaults in a financial instrument over the expected life of a financial instrument.

For the purpose of internal credit risk management, the Group, without considering the collateral held, determines that the following situations represent defaults in the financial assets:

  • A. Internal or external information indicates that it is impossible for the debtor to settle the debt.

  • B. It is overdue for more than 90 days, unless there is reasonable and corroborative

information showing that a default date postponed is more appropriate.

The Group recognizes an impairment loss for all financial assets with a

corresponding downward adjustment to their carrying amount through a loss allowance account. However, the loss allowance for investment in debt instruments measured at FVTOCI is recognized in other comprehensive income without a downward adjustment to the carrying amount.

  • (3) Derecognition of financial assets

The Group derecognizes a financial asset when the contractual rights to the cash inflow from the financial asset expire or when it transfers the financial assets and substantially all the risks and rewards of ownership of the asset to another party.

On derecognition of a financial asset at amortized cost in its entirety, the difference between the asset’s carrying amount and the consideration received is recognized in profit or loss. When derecognizing an investment in equity instrument at FVTOC in its entirety, the cumulative profit or loss is transferred directly to retained earnings and is not reclassified to profit or loss.

  1. Equity instrument

Debt and equity instruments issued by the Group are classified as either financial liabilities or equity in accordance with the substance of the contractual arrangements and the definitions of financial liabilities and equity instruments.

Equity instruments issued by the Group are recognized at the proceeds received, net of the cost of direct issue.

185

The repurchase of the Company’s own equity instruments is recognized in and deducted directly from equity. The purchase, sale, issuance, or cancellation of the Company’s own equity instruments is not recognized in profit or loss.

  1. Financial liability

  2. (1) Subsequent measurement

All financial liabilities are measured at amortized cost in the effective interest method.

  • (2) Derecognition of financial liabilities

The difference between the carrying amount of the financial liability derecognized and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognized in profit or loss.

(XVI) Provisions

The amount recognized in provisions (including contractual obligations arising from the maintenance or restoration of infrastructure before it is returned to the grantor, which is specifically stated in a service concession arrangement) is the best estimate of the expenditure required to settle the obligation at the the end of the reporting period based on the consideration for the risks and uncertainties of the obligation. The provisions are measured at the discounted value of the cash flow estimated to settle the obligation.

  1. Onerous contract

When the unavoidable cost of the Group's expected performance of a contractual obligation exceeds the expected economic benefits arising from the contract, the present obligation arising from the onerous contract is recognized in provisions.

  1. Warranty

The warranty obligation to ensure that products conform to the agreed specifications is based on the management's best estimate of the expenditure required to settle the Group’s obligation, and is recognized when relevant products are recognized in revenue.

(XVII) Revenue recognition

After the Group identifies its performance obligations in contracts with customers, it allocates the transaction price to each performance obligation in the contracts and recognizes revenue when performance obligations are satisfied.

  1. Construction revenue

For the property sales within the normal business scope, the fixed transaction price is received in installments and recognized as a contract liability. After considering the major financial components, revenue is recognized when each property is completed and delivered to the buyer.

During the construction process, the property is a property construction contract controlled by the customer, and the Group gradually recognizes it in revenue over time. As the cost of construction is directly related to the progress of completion of the performance obligation, the Group measures the progress of completion based on the actual investment cost as a percentage of the expected total cost. The Group gradually recognizes contract assets

186

during the construction process, and reclassifies them to trade receivables upon billing. If the construction payment received exceed the amount of revenue recognized, the difference is recognized in contract liability. The retention of a construction project withheld by the customer in accordance with the contract terms aims to ensure that the Group completes all contractual obligations and is recognized in contract asset before the Group's performance is completed.

If the result of the performance obligation cannot be measured reliably, the engineering service revenue is recognized only within the expected recoverable amount of the cost incurred when the performance obligation is met.

According to the operation concession agreement for the T9 land in the dedicated area of the Taipei Main Station, the Group shall construct and operate the infrastructure in the designated area of the Taipei Main Station. As the land in the designated area of the Taipei Main Station is under control of the Taipei City Government during the construction process, the Group refers to the stand-alone selling price of the construction services provided, and gradually recognizes the revenue and contract assets for the construction services over time, which is reclassified to the intangible assets - concession when the construction is completed. In the operation stage, when the public uses the infrastructure in the T9 land in the designated area of the Taipei Main Station, and the Group makes a profit from it, it is recognized in revenue (under other operating revenue).

According to the operation concession agreement for the Taoyuan City Taoyuan District Sewerage System, the Group shall construct and operate the infrastructure of the Taoyuan City Taoyuan District Sewerage System. As the Taoyuan City Taoyuan District Sewerage System is under control of the Taoyuan City Government during the construction process, the Group refers to the stand-alone selling price of the construction services provided, and gradually recognizes the revenue and contract assets for the construction services over time, which is reclassified to the intangible assets - concession and long-term trade receivables when the construction is completed and certified by the owners. In the operation stage, when the public uses the public work of the Taoyuan City Taoyuan District Sewerage System, and the Group makes a profit from it, it is recognized in revenue (under other operating revenue). Shopping mall revenue

When other party participates providing in goods or services to customers, the Group obtains control of the specified goods or services before they are transferred to the customers and, therefore, is acting as a principal in the transaction. On the contrary, the other party is acting as an agent. As the principal, the total amount of the consideration that is expected to be obtained in exchange for the transfer of goods or services is recognized as income. As an agent, the amount of any fees or commissions that the other party expected to obtain in exchange for the provision of goods or services, recognized as income. The charge or commission of the Group may be the net amount of the consideration. The income retained by the Group in exchange for goods or services is the amount retained after payment to the other party.

187

Customer Loyalty Program, the Group offers award credits which can be used for future purchases when the customer shops. The award credits provide a material right to the customer. The transaction price allocated to the award credits is recognized as a contract liability when collected and will be recognized as revenue when the award credits is redeemed or has expired. Merchandise sales revenue (recognized in other operating revenue)

Revenue from merchandise sales comes from sales in self-operated stores. Self-operated goods sold in self-operated stores are recognized in revenue when customers purchase the goods.

(XVIII) Leasing

The Group assesses whether a contract belongs to (or contains) a lease on the date of establishment of the contract.

  1. The Group as lessor

Where almost all the risks and rewards attached to the ownership of an asset are transferred to the lessee in lease terms, such leases are classified as finance leases. All other leases are classified as operating leases.

When the Group subleases the right-of-use assets, the right-of-use assets (not the underlying asset) are used to determine the classification of the sublease. However, if the main lease is a short-term lease for which the recognition exemption applies to the Group, the sublease is classified as an operating lease.

Under finance leases, lease payments include fixed payments, substantive fixed payments, variable lease payments depending on the index or rate, guaranteed residual value, the exercise price of the purchase of options that is reasonably assured to be exercised, and fines for lease termination that has been reflected in the lease term, less lease incentives that shall be paid. The net lease investment is measured by the sum of the present value of the lease payment receivable and the unguaranteed residual value plus the initial direct cost and presented as financial lease receivables. Finance lease income is allocated to each accounting period to reflect the fixed rate of return on the Group's net investment outstanding in respect of leases.

Under operating leases, lease payments less lease incentives are recognized in income on a straight-line basis over the relevant lease terms. The initial direct cost incurred in obtaining an operating lease is added to the carrying amount of the underlying asset and recognized as expenses on a straight-line basis over the lease term. The lease negotiation with each lessee is handled as a new lease from the effective date of the lease modification.

The variable rent in a lease arrangement that is not dependent on the index or rate is recognized in income in the period in which it is incurred.

  1. The Group as lessee

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

188

A right-of-use asset is initially measured at cost (including the initial measured amount of lease liabilities, the amount of lease payments made to the lessor less lease incentives received prior to the inception of a lease, initial direct costs, and the estimated costs of restoring underlying assets), and subsequently measured at cost less accumulated depreciation and accumulated impairment and adjusted for any remeasurement of the lease liabilities. Right-of-use assets, except those that meet the definition of investment properties, are presented on a separate line in the consolidated balance sheets. For the recognition and measurement of right-of-use assets that meet the definition of investment properties, please refer to (X) for the accounting policies for investment properties.

Right-of-use assets are depreciated on a straight-line basis from the lease commencement date to the expiration of the useful life or the expiration of the lease term, whichever is earlier.

The lease liabilities are initially measured at the present value of the lease payment (including fixed payments, in-substance fixed payments, variable lease payments depending on the index or rate, the amount that the lessee expects to pay under the residual value guarantee, the exercise price of the purchase of options that is reasonably assured to be exercised, and fines for lease termination that has been reflected in the lease term, less lease incentives received). If the interest rate implicit in a lease can be easily determined, the lease payment is discounted at such an interest rate. If the interest rate cannot be easily determined, the lessee's incremental borrowing rate applies.

Subsequently, lease liabilities are measured at the amortized cost using the effective interest rate method, and interest expense is amortized over the lease term. If changes in the lease term, the expected payment under the residual value guarantee, the evaluation of the underlying asset purchase options, or the index or rate used to determine the lease payment over the lease term lead to changes in future lease payments, the Group remeasure the lease liabilities with a corresponding adjustment to the right-of-use assets. However, if the carrying amount of the right-of-use assets has been reduced to zero, the remaining remeasurement amount is recognized in profit or loss. For lease modifications that are not treated as a separate lease, remeasurement of the lease liabilities due to the reduced scope of the lease is to reduce the right-of-use assets, and to recognize the profit or loss of the partial or full termination of the lease; the remeasurement of the lease liabilities due to other modifications is to adjust the right-of-use assets. Lease liabilities are presented on a separate line in the consolidated balance sheets.

The Group and the lessor engaged in rent negotiations directly related to the COVID-19 pandemic, and adjusted the rents due before June 30, 2021, resulting in a decrease in the rents or almost equal to the rents before negotiation. These negotiations did not materially change other lease terms. The Group has elected to adopt practical expedients to treat rent negotiations that meet the aforementioned conditions without evaluating whether the negotiation is about a lease modification, and recognizes the reduction in lease payments in profit or loss when a concession event or situation occurs, and makes a corresponding downward adjustment to the lease liabilities.

189

The variable rent in a lease arrangement that is not dependent on the index or rate is recognized in expenses in the period in which it is incurred.

  • (XIX) Borrowing costs

Borrowing costs directly attributable to an acquisition, construction, or production of qualifying assets are added to the cost of said assets, until such time as the assets are substantially ready for their intended use or sale.

For specific borrowings, if the investment income earned by making a temporary investment before the capital expenditure that meets the requirements is incurred, it is deducted from the borrowing costs that meet the capitalization conditions. Other than that which is stated above, all other borrowing costs are recognized in profit or loss in the period in which they are incurred.

  • (XX) Government grants

Government grants are not recognized until there is reasonable assurance that the Group will comply with the conditions attached to them and that the grants will be received.

Government grants related to income are recognized in other income on a systematic basis over the periods, in which the Group recognizes in expenses the relevant costs for which the grants are intended to compensate.

If government grants are used to compensate expenses or losses incurred, or are given to the Group for the purpose of immediate financial support without relevant future costs, they can be recognized in profit or loss in the period, during which the Group can receive said grants.

  • (XXI) Employee benefits

  • Short-term employee benefits

Relevant liabilities for short-term employee benefits are measured by the non-discounted amount expected to be paid in exchange for employee services.

  1. Retirement benefits

Payments to defined contribution retirement benefit plans are recognized as expenses when employees have rendered services entitling them to the contributions. The defined benefit cost under the defined benefit retirement benefit plan (including service cost, net interest, and remeasurement) is calculated based on the projected unit credit method. The service cost (including the service costs for the current period and the past service cost) and the net interest on the net defined benefit liabilities (assets) are recognized in employee benefit expenses as they occur. The remeasurement (including actuarial gains and losses, effect of changes in assets limits, and the return on plan assets, net of interest) is recognized in other comprehensive income and listed in retained earnings when it occurs, and will not be reclassified to profit or loss subsequently.

The net defined benefit liabilities (assets) are the deficit (surplus) of the defined benefit retirement benefit plan. The net defined benefit assets may not exceed the present value of any refunds from the plan or reductions in future contributions to the plan.

(XXII) Income tax

The income tax expense represents the sum of the current income tax and deferred tax.

190

1. Current tax

According to the Income Tax Law in the ROC, an additional tax on unappropriated

earnings is provided for in the year the shareholders approve to retain earnings.

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

2. Deferred tax

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

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

The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the assets to be recovered. A previously unrecognized deferred tax asset is also reviewed at the end of each reporting period and recognized to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.

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

  1. Current and deferred tax

Current and deferred taxes are recognized in profit or loss, except when they relate to items that are recognized in other comprehensive income or directly in equity; in which case, the current and deferred taxes are recognized in other comprehensive income or directly in equity, respectively.

191

5. Critical Accounting Judgements and Key Sources of Estimation Uncertainty

In the application of the Group’s accounting policies, the management is required to make judgments, estimations, and assumptions about the relevant information that is not readily accessible from other sources based on historical experience and other relevant factors. Actual results may differ from these estimates.

The management will constantly review the estimates and basic assumptions. If a revision of an estimate only affects the current period, it shall be recognized in the period in which the revision occurs. If a revision of an accounting estimate affects the current period and future periods, it shall be recognized in the period in which the revision occurs and future periods.

Key Sources of Estimation Uncertainty

Inventories impairment

The net realizable value of inventories is the estimated selling price in the ordinary course of business, less the estimated cost of completion and the estimated costs necessary to make the sale. These estimates are based on current market conditions and historical sales experience in similar products. Changes in market conditions may materially affect the results of these estimates.

6. Cash and cash equivalents

Cash and cash equivalents
Cash
Checking accounts and demand
deposits
Foreign currency deposits
Cash equivalents
Triple stimulus vouchers
Time deposit (with the original
maturities of 3 months or less)
Financial instruments at FVTPL
Current
Non-derivative financial assets
mandatorily at fair value through
profit or loss
Fund beneficiary certificates
December 31,2020
$ 10,184
3,536,610
8,247
10,369

-
$ 3,565,410
December 31,2020
$ 12,940
December 31,2019
$ 9,315
3,374,640
9,857
-

110,000
$ 3,503,812
December 31,2019
$ 9,795

7. Financial instruments at FVTPL

Please refer to Note 29 for the net gains on financial instruments at FVTPL.

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8. Financial assets at FVTOCI

Investments in equity instruments at FVTOCI

Investments in equity instruments at FVTOCI
Non-current
Unlisted common share
December 31,2020
$ 58,795
December 31,2019
$ 56,297

The Group invests in the above-mentioned unlisted stocks for medium- to long-term strategic purposes, and expects to make profits through long-term investments. The Group’s management believes that recognizing the short-term fluctuations in the fair value of such investments in profit or loss is not consistent with the aforementioned long-term investment plan. Therefore, the management elected to designate these investments in equity instruments as at FVTOCI.

9.

Financial assets at amortized cost

Financial assets at amortized cost
Current
Domestic investment
Time deposit with the original
maturities date of more than 3
months
Investment in bonds under
repurchase agreement and bills
Other financial assets (1)
Non-current
Time deposit with the original
maturities date of more than 3
months
Other financial assets (1)
December 31,2020
$ 82,960
-

316,356
$ 399,316
$ 141,196

2,487,933
$ 2,629,129
December 31,2019










$ 62,115
635,000
299,197
$ 996,312
$ 116,060
1,183,888
$ 1,299,948

(I) Other financial assets are restricted assets, such as reserve accounts for bank deposits and trust account.

(II) Please refer to Note 33 for information relating to investments in financial assets at amortized cost pledged as security.

10. Notes receivable and trade receivables

Notes receivable and trade receivables
Notes receivable
At amortized cost
Gross carrying amount
Less:Loss allowance
Trade receivables
At amortized cost
Gross carrying amount
Less:Loss allowance
Total
December 31,2020
$ 19,833

-

19,833
441,930
(
1,250)

440,680
$ 460,513
December 31,2019



(




(

$ 18,752
-
18,752
639,079
2,721)
636,358
$ 655,110

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Trade receivables

When determining the recoverability of trade receivables, the Group considers the changes in the credit quality of trade receivables during the period from the original credit date to the time it is presented in the balance sheet. Based on the historical experience, except for the counterparty of a transaction is any government agency, bank credit card center, or security company with great credit quality, in principle, the Group adopts individual evaluation and a simplified approach as in IFRS 9 to recognize loss allowance for trade receivables based on the lifetime expected credit losses. The lifetime expected credit losses are based on each customer’s past default history, current financial position, and industrial economic situation, as well as the industry outlook. Based on the Group’s historical experience in credit losses, the loss patterns of different customers are significantly different, the expected credit loss rate is calculated based on the trade receivables of individual customers.

If there is evidence that a counterparty is facing serious financial difficulties and the Group cannot reasonably expect to recover the amount, e.g., the counterparty is in liquidation, the Group will directly write off the relevant trade receivables, but will continue to try to collect the receivable. The recovered amount is recognized in profit or loss.

The following table details the loss allowance of trade receivables based on the Group’s provision matrix.

December 31, 2020


Expected credit loss
rate
Gross carrying
amount

Loss allowance
(lifetime expected
credit losses)

Amortized cost
Notpast due Notpast due
1 to 90 days
past due

1 to 90 days
past due
91 to 180 days
past due
91 to 180 days
past due
Over 180 days
past due
Over 180 days
past due
Counterparty
has a sign of
default
Counterparty
has a sign of
default
Total


0%
$ 459,339

-

$ 459,339

(
10%
$ 29


3)

$ 26

(
20%
$ 1,389


278)

$ 1,111

(
50%
$ 74


37)

$ 37

(
100%
$ 932


932)

$ -

(
$ 461,763

1,250)
$ 460,513

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December 31, 2019


Expected credit loss
rate
Gross carrying
amount

Loss allowance
(lifetime expected
credit losses)

Amortized cost
Notpast due Notpast due
1 to 90 days
past due
-
$ -


-

$ -
91 to 180 days
past due
91 to 180 days
past due
Over 180 days
past due
Over 180 days
past due
Counterparty
has a sign of
default
Counterparty
has a sign of
default
Total


0%
$ 654,542

-

$ 654,542



(
20%
$ 205


41)

$ 164

(
50%
$ 808


404)

$ 404

(
100%
$ 2,276


2,276)

$ -

(
$ 657,831

2,721)
$ 655,110

The movements of the loss allowance of trade receivables were as follows:

2020 2019
Balance at January 1 $ 2,721 $ 31
Add: Net remeasurement of loss
allowance 460 7,265
Less: Amounts written off ( 1,931) ( 4,575)
Balance at December 31 $ 1,250 $ 2,721
Finance lease receivables
December 31,2020 December 31,2019
Undiscounted lease payments
Year 1 $ 28,572 $ 25,703
Year 2 32,338 24,452
Year 3 23,792 24,226
Year 4 5,417 14,767
Year 5 5,274 5,225
Year 6 onwards 13,525 18,799
108,918 113,172
Less: Unearned finance income ( 5,505) ( 7,312)
Lease payments receivable 103,413 105,860
Net investment in leases presented as
finance lease receivables $ 103,413 $ 105,860

11. Finance lease receivables

The Group measures the loss allowance for the finance lease receivables based on the lifetime expected credit losses. As of the end of the reporting period, there were no overdue finance lease receivables. At the same time, considering the past default history of each counterparty, the future development of the underlying lease industry, and the value of the collateral, the Group believed that the finance lease receivables above were not impaired.

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12. Inventories

Inventories
Property under development
Property to be developed
Bulidings and land held for sale
Merchandise inventory
Prepayment for land purchases
Others
December 31,2020
$ 1,701,880
724,831
6,103,284
21,370
28,854

27,417
$ 8,607,636
December 31,2019




$ 1,209,918
668,025
7,614,851
31,937
-
23,164
$ 9,547,895

Property under development

operty under development
Project name
Sanzhi Project - East
Side
Qingpu Project
Property to be developed
Project name
Estimated
completionyear
December 31,2020
$ 856,562

845,318
$ 1,701,880
December 31,2020
$ 408,959
181,223
52,918
41,121

40,610
$ 724,831
December 31,2019
$ 804,278

405,640
$ 1,209,918
December 31,2019




$ 405,071
181,223
-
41,121
40,610
$ 668,025

Buildings and land held for sale

Buildings and land held for sale
Project name
Fu-Jou Project (Note (IV))
MRT Daqiaotou Station Project
Xindian Project
Badu Project (Note (IV ))
Youth Social Housing Project (Note (IV))
Others
December 31,2020
$ 4,718,810
1,245,381
40,735
29,773
4,264

64,321
$ 6,103,284
December 31,2019




$ 4,863,057
2,503,389
76,057
83,481
24,868

63,999
$ 7,614,851

(I) As of December 31, 2020 and 2019, inventories of $1,610,247 thousand and $1,877,943 thousand, respectively, are expected to be recovered after more than 12 months.

  • (II) The inventories pledged as collateral for bank borrowings are set out in Note 33.

(III) To enable the construction projects and construction to proceed, the completed construction projects to be delivered, and the development contract to be fulfilled smoothly, the Group's registration of the trust of construction in progress and remaining unsold housing units is as follows:

196

Project name
Fu-Jou project

MRT Daqiaotou
Station Project

Sanzhi Project -
East and West
Side

T9 Project

Youth Social
Housing
Project
Trustee
United Real Estate
Management Co.,
Ltd.
CTBC Bank

Pauguo Real Estate
Management Co.,
Ltd.

KGI Commercial Bank
Mega International
Commercial Bank
Trustperiod
From October 24, 2018 to the date when the units on
the second floor and above of this affordable
housing project have been successfully sold and
the property rights are transferred and registered to
buyers. In October 2019, the purpose of the trust
was achieved, so the trust contract was terminated.
From August 8, 2014 to the date when all the
buildings in this project are completed, the user
license is obtained, and the first registration of the
ownership of the buildings is completed, and the
registration of mortgage pledged to a group of
banks is completed, or the debt is fully paid off.
The creditor's rights of the group of banks, the
manager, and the arranger in the syndicated loan to
the Group under the syndicated loan contract were
fully repaid; the purpose of the trust was achieved
in August 2019, so the trust contract was
terminated.
The construction contract started from December 30,
2019, and the project was completed, and the
first-time registration of ownership was completed.
From September 8, 2006 to the date of expiry or
termination of the development and management
contract for the T9 land in the dedicated area of the
Taipei Main Station, or the date when the trust
relationship between both parties is terminated.
From September 11, 2014 to the date when the
Rih-Siang fully paid off its debts under a
syndicated loan contract, or the construction and
operation contract is cancelled or terminated.

For the above-mentioned trust contract, the Group entrusts the trustees to execute fund control,

property right management, financing loan repayment, self-raising funds, and necessary expenses and expenditures incurred by the trust relationship.

  • (IV) Please refer to Note 19 for the information on the reclassification of inventory to investment property due to changes in the purpose of use.

  • (V) Total operating costs for 2020 and 2019 included inventory valuation losses (gains on recovery) in the amount of NT$(6,652) thousand and NT$634 thousand, respectively.

13. Subsidiaries

Subsidiaries included in the consolidated financial statements

The main entities included in the consolidated financial statements are as follows:

Investor
RADIUM
Investee
Ji-Shun Life Tech Co., Ltd. (Ji-Shun)
Nature of activities
Investment in and construction of joint
development projects of the Mass
Rapid Transit (MRT) system in the
Taipei metropolitan area
Proportion o f ownership
December 31,
2020
100.00%
December 31,
2019
100.00%

(Continued)

197

Investor
RADIUM

RADIUM

RADIUM

RADIUM

RADIUM

RADIUM

RADIUM

RADIUM

RADIUM

RADIUM

RADIUM

RADIUM

RADIUM

RADIUM

RADIUM

RADIUM

RADIUM

RADIUM

Titan

Ji-Shun

Jing-Jan Hldg

Jing-Jan Hldg

Jing-Jan

Clever Base

Clever Base

Clever Base

Far East

Rih-Ding Hldg

Rih-Ding Hldg

Ding-Sheng
Investee
Li-Jiang Development Co., Ltd. (Li-Jiang)

Rih Yao Development Co., Ltd. (Rih-Yao)

Radium Far East Co., Ltd. (Far East)

Titan Development And Construction Co., Ltd. (Titan)

Wan Da Tong Enterprise Co., Ltd. (Wan-Da-Tong)

Radium-Kagaya International Hotel Co., Ltd. (Kagaya)

Zhao Yao Enterprise Co., Ltd. (Zhao-Yao)

Clever Base Investments Limited (Clever Base)

Xin Xiu Ge Hotel Co., Ltd. (Xin-Xiu-Ge)

Rih Ding Water Enterprise Co., Ltd. (Rih-Ding Water)

Jing-Jan Investment Holdings Co., Ltd. (Jing-Jan Hldg)

Rih Siang Property Management Co., Ltd. (Rih-Siang )

Rih Zuan Green Energy Technology Co., Ltd. (Rih-Zuan)

LiJiang Business Consulting (Shanghai) (LiJiang)

Ding Sheng Green Energy Technology Co., Ltd.
(Ding-Sheng)

Wan Tong Digital Technology Co., Ltd. (Wan-Tong)

Rih Ding Circular Economy Investment Holdings Co., Ltd.
(Rih-Ding Hldg )

Jing Ding Green Energy Technology Co., Ltd. (Jing-Ding)

Jing-Jan Investment Holdings Co., Ltd. (Jing-Jan Hldg)

Ji Sheng Zih Chan Development Co., Ltd. (Ji-Sheng)

Jing-Jan Retail Business Co., Ltd. (Jing-Jan)

Wan Da Tong Enterprise Co., Ltd. (Wan-Da-Tong)

Jing-Jan Digital Square Co., Ltd. (Jing-Jan Digital)

Sharp China Investments Limited (Sharp China)

Rih Ding Investments Limited (Rih Ding Investments)

Kai Chuang International Limited (Kai Chuang)

Prit Biotech Co., Ltd. (PRIT)

Rih Ding Water Enterprise Co., Ltd. (Rih-Ding Water)

Ding-Sheng Green Energy Technology Co., Ltd.
(Ding-Sheng)

Jing Ding Green Energy Technology Co., Ltd. (Jing-Ding)
Nature of activities
Investment in and construction of joint
development projects of the Mass
Rapid Transit (MRT) system in the
Taipei metropolitan area
Housing and building development and
rental
Housing and building development and
rental
Civil construction
Development of the T9 land in the
dedicated area of the Taipei Main
Station
Hot spring hotel
Housing and building development and
rental
Investment and management consulting
Regular hotel
Investment in and construction and
operation of public works construction
Investment
Housing and building development and
rental
Energy Technical Services
Business and corporate management
consulting services
Energy Technical Services
Retail
Investment
Energy Technical Services
Investment
Housing and building development and
rental
Shopping mall business
Development of the T9 land in the
dedicated area of the Taipei Main
Station
Retail
Investment and management consulting
Investment and management consulting
Investment and management consulting
Biotechnology and cosmetic manufacturing
Investment in and construction and
operation of public works construction
Energy Technical Services
Energy Technical Services
Proportion o f ownership
December 31,
2020
100.00%
100.00%
99.93%
100.00%
28.35%
100.00%
100.00%
100.00%
100.00%
-
61.06%
100.00%
90.00%
100.00%
-
90.00%
100.00%
37.00%
36.80%
100.00%
75.00%
71.65%
100.00%
-
100.00%
-
37.31%
100.00%
100.00%
33.00%
December 31,
2019
100.00%
100.00%
99.93%
100.00%
28.35%
100.00%
100.00%
100.00%
100.00%
100.00%
61.06%
100.00%
90.00%
100.00%
100.00%
90.00%
-
-
36.80%
100.00%
75.00%
71.65%
100.00%
100.00%
100.00%
100.00%
37.31%
-
-
-
  • Note : 1. The Group's shareholding in PRIT is 37.31%. Because the Group’s directors account for more than half of PRIT’s board members, and have the substantive ability to lead its relevant activities, it is classified as a subsidiary.

  • Ding-Sheng was established on January 4, 2019, Wan-Tong on May 23, 2019, and Rih-Ding Hldg on March 5, 2020, all of which were approved by and registered with the Taipei City Government. Jing-Ding was established on September 18, 2020, and approved by and registered with the Central Region Office, Ministry of Economic Affairs.

  • Kai Chuang’s deregistration was completed on April 8, 2020, Sharp China’s on April 17, 2020, and Wan-Da-Tong (Xiamen)’s on November 22, 2019.

  • Sharp China sold 100% of its equity in LiJiang to the Company on December 12, 2019.

  • The Company’s board of directors resolved to adjust the organizational structure on April 6, 2020. Rih-Ding Hldg issued new shares and obtained 100% of the Company’s shares in Rih-Ding Water and Ding-Sheng through share swap arrangements, and the record date of share swap was May 8, 2020.

14. Other assets

Other assets
Long-term receivables
Others
Current
Non-current
December 31,2020
$ 9,089,289

343,209
$ 9,432,498
$ 238,493

9,194,005
December 31,2019








$ 6,814,139
488,541
$ 7,302,680
$ 371,311
6,931,369

198

December 31,2020
$ 9,432,498
December 31,2019 December 31,2019
$ 7,302,680

Please refer to Note 33 for information on the Group’s pledge.

15. Investments accounted for using equity method

Investments accounted for using equity method
Associates that are not individually
material
Unlisted company
JingYang Apartment Building
Management and Maintenance
Co., Ltd.
December 31,2020
$ 10,003
December 31,2019
$ 6,441

The Group's ownership interest and percentage of voting rights in the associates at the end of the reporting period are as follows:

reporting period are as follows:
Companyname
Jing Yang Apartment Building
Management and Maintenance Co.,
Ltd.
December 31,2020
49%
December 31,2019
49%

Aggregate information of associates that are not individually material:

The Group’s Share of:
Profit from continuing operations
Total comprehensive income for the
year
2020
$ 3,562
$ 3,562
2019


$ 4,164
$ 4,164

The share of profits and losses and other comprehensive income of the associates accounted for

using the equity method in 2020 and 2019 were recognized based on the associates’ financial statements that have been audited by CPAs for the same periods.

16. Joint operation

  • (I) Some of the Titan’s projects are under joint contracts, with a joint operation model adopted to jointly form an operating unit and set up accounting records independently. As of December 31, 2020, its joint contractors are as follows:

Fu-Jou JV project

Titan and New Asia Construction & Development Corp. (hereinafter referred to as New Asia)

jointly took on the Company’s Fu-Jou affordable housing project for the construction at a total contract price of $19,982,319 thousand (before tax). The ratio of the project in the joint contract between both parties was 30% for Titan and 70% for New Asia, for which both parties signed an

agreement accordingly.

(II) The aggregate financial information on the joint operations recognized by the Group using the proportionate consolidation method is as follows:

Current Assets
Current Liabilities
December 31,2020
$ 282,465
$ 23,744
December 31,2019 December 31,2019


$ 463,228
$ 233,492

199

Other gains and losses

2020
$ 28,986
2019
$ 42

17. Property, plant and equipment

(I) Assets used by the Group

Cost
Balance at January
1, 2020

Additions
Disposals
Effects of foreign
currency
exchange
differences
Transfers
Transfers from
investment
properties
Transfers from
prepayments for
equipment
Transfers to
operating
expenses

Balance at
December 31,
2020

Accumulated
depreciation and
impairment
Balance at January
1, 2020

Depreciation
expenses
Disposals
Transfers from
investment
properties
Effects of foreign
currency
exchange
differences

Balance at
December 31,
2020

Carrying amounts
at December 31,
2020
Land Buildings Transportation
equipment
Transportation
equipment
Office
equipment
$ 294,746

26,424
(
19,358 )
(
2 )

979

-

420

-


$ 303,209

$ 230,540

23,764
(
14,987 )

-
(
2)


$ 239,315


$ 63,894

Other
equipment

Property
under
construction
Total Total






$3,285,878

-

-

-
-
50,941
-
-

$3,336,819

$ 19,927

-

-

-
-

$ 19,927

$3,316,892
$7,862,127
172,013
(
2,787 )
-
39,329
27,491
-

-
$8,098,173
$2,084,757
258,810
(
784 )
4,754

-
$2,347,537
$5,750,636

(



(


$ 11,038
383
1,646 )
-
-
-
-
-
$ 290,694

18,363
(
1,242 )

-

15,226

-

-
(
1,677)

$ 321,364

$ 177,657

11,651
(
1,228 )

-

-

$ 188,080

$ 133,284
$ 69,003

1,128

-

-
(
55,534 )

-

-

-
$ 14,597
$ -

-

-

-

-
$ -
$ 14,597












$11,813,486
218,311
(
25,033 )
(
2 )
-
78,432
420
(
1,677)
$12,083,937
$ 9,775
$ 10,163
435
1,646 )
-
-
$2,523,044
294,660
(
18,645 )
4,754
(
2)
$2,803,811
$9,280,126
$ 8,952
$ 823 $9,280,126

200

Cost
Balance at January
1, 2019

Adjustments on
initial application
of IFRS 16

Balance at January
1 , 2019(restated)
Additions

Disposals
Effects of foreign
currency
exchange
differences
Transfers
Transfers from
inventories
Transfers to
inventories

Transfers to
investment
properties

Transfers to
operating
expenses

Balance at
December 31,
2019

Accumulated
depreciation and
impairment
Balance at January
1, 2019

Adjustments on
initial application
of IFRS 16

Balance at January
1 , 2019(restated)
Depreciation
expenses
Disposals
Transfers to
inventories
Transfers to
investment
properties
Effects of foreign
currency
exchange
differences

Balance at
December 31,
2019

Carrying amounts
at December 31,
2019
Land Buildings
Transportation
equipment

Transportation
equipment
Office
equipment
Other
equipment

Property
under
construction
Total Total
$1,797,646

-

1,797,646
1,790,266
-

-
-

1,352
(
38,220 )
( 265,166 )

-

$3,285,878

$ 19,927


-


19,927

-

-

-

-


-

$ 19,927

$3,265,951
$8,397,458

-
8,397,458

28,955
(
14,306 )
-
102,191
2,091
(
60,549 )
( 593,713 )

-
$7,862,127
$1,984,142

-
1,984,142
260,150
(
14,346 )
(
10,346 )
( 134,843 )

-
$2,084,757
$5,777,370





(









(




$ 11,414
-

11,414
749
1,125 )
-
-
-
-
-
-

$ 11,038

$ 10,330
-

10,330
958
1,125 )
-
-
-

$ 10,163

$ 875
$ 284,950
(
1,148)

283,802

12,612
(
1,620 )
(
23 )
(
25 )

-

-

-

-

$ 294,746

$ 211,516
(
574)

210,942

21,175
(
1,557 )

-

-
(
20)

$ 230,540

$ 64,206
$ 275,316


-

275,316

18,696

(
1,644 )

-

25


-

-

-
(
1,699)

$ 290,694

$ 169,561


-

169,561

8,983
(
887 )

-

-

-

$ 177,657

$ 113,037
$ 2,000

-
2,000
169,194

-
-
( 102,191 )
-
-
-

-
$ 69,003
$ -

-
-
-

-
-
-

-
$ -
$ 69,003


$10,768,784
(
1,148)
10,767,636
2,020,472
(
18,695 )
(
23 )
-
3,443
(
98,769 )
( 858,879 )
(
1,699)
$11,813,486
$2,395,476
(
574)
2,394,902
291,266
(
17,915 )
(
10,346 )
( 134,843 )
(
20)
$2,523,044
$9,290,442
$9,290,442

201

The Group’s property, plant and equipment are depreciated on a straight-line basis based on the number of useful lives below:

number of useful lives below:
Buildings
Transportation equipment
Office equipment
Machinery and equipment
Other equipment
Assets leased under operating leases
Cost
Balance at January 1, 2020
Balance at December 31, 2020
Accumulated depreciation
Balance at January 1, 2020
Depreciation expenses
Balance at December 31, 2020
Carrying amounts at December 31,
2020
Cost
Balance at January 1, 2019
Balance at December 31, 2019
Accumulated depreciation
Balance at January 1, 2019
Depreciation expenses
Balance at December 31, 2019
Carrying amounts at December 31,
2019
Assets used by the
company
3–50 years
2–6 years
1–16 years
-
1–15 years
Assets leased under
operatingleases
-
-
-
20 years
-
Machinery and
equipment











$ 120,618
$ 120,618
$ 11,559
6,031
$ 17,590
$ 103,028
$ 120,618
$ 120,618
$ 5,528
6,031
$ 11,559
$ 109,059

(II) Assets leased under operating leases

The Group leases out machinery and equipment under operating leases for a lease term of 20 years. At the end of the lease term, the lessee has no preferential right to purchase the asset.

(III) As of December 31, 2020 and 2019, the accumulated impairment of the property, plant and equipment, through the assessment of their recoverable amounts based on their net fair values was both NT$53,366 thousand. The Group determines the recoverable amount of property, plant and equipment based on the fair value less disposal costs. The relevant fair value is determined under the comparative method. The main assumptions include the estimated selling price, which belongs to the Level 2 fair value measurement.

  • (IV) The major components of the Group’s buildings mainly include the above-ground structures and interior and exterior decoration, etc., and are depreciated according to their useful lives of 3–50 years.

  • (V) For the amount of property, plant and equipment pledged by the Group, please refer to Note 33.

202

(VI) As of December 31, 2020 and 2019, the Group’s buildings and land were held in trust in order to obtain financing from financial institutions and fulfill its business contracts. Please refer to Note 12 for the trust registration status of the T9, the Fu-Jou, and the Youth Social Housing projects. The rest of the trust registrations is as follows:

Project name Trustee Trust period Buildings and landin King's Town From July 27, 2009 to July 31, 2024 the fourth section of Bank Co., Zhongxiao East Ltd. Road and relevant income

For the above-mentioned trust contract, the Group entrusts the trustees to execute fund control, property right management, financing loan repayment, and necessary expenses and expenditures incurred by the trust relationship.

18. Lease arrangements

  • (I) Right-of-use assets
Right-of-use assets
Carrying amounts
Land
Buildings
Machinery and equipment
Office equipment
Transportation equipment
Other assets
Additions to right-of-use assets
Depreciation expenses on right-of-use
assets
Land
Buildings
Machinery and equipment
Office equipment
Transportation equipment
Other assets
December 31,2020
$ 887,203
40,667
126
1,165
10,599

832
$ 940,592
2020
$ 9,815
$ 25,886
8,696
360
400
5,410

403
$ 41,155
December 31,2019




$ 911,497
49,246
486
1,564
7,864
299
$ 970,956
2019






$ 8,795
$ 25,796
8,634
360
400
3,682
207
$ 39,079

The superficies and buildings leased by the Group are subleased to others in the form of operating leases. The relevant right-of-use assets are listed as investment property. Please refer to Note 19 for details. The above-mentioned amount of right-of-use assets does not include right-of-use assets that meet the definition of investment property.

203

(II) Lease liabilities

Lease liabilities
Carrying amounts
Current
Non-current
December 31,2020
$ 198,659
$ 2,191,691
December 31,2019


$ 207,696
$ 2,337,031

Range of discount rate for lease liabilities was as follows:

Land
Buildings
Machinery and equipment
Office equipment
Transportation equipment
Other assets
December 31,2020
2.490%~2.970%
1.500%~3.000%
2.321%~4.826%
2.622%~3.000%
1.500%~3.080%
1.500%~2.622%
December 31,2019
2.490%~2.970%
2.360%~3.000%
2.321%~4.826%
2.622%~3.000%
2.321%~3.080%
2.622%

(III) Material lease-in activities and terms

The Group has leased certain equipment over lease terms of 1 to 6 years. These lease agreements do not contain terms for lease renewal or right of first refusal.

The Group has also leased certain land and buildings for factories, offices, and shopping malls, with the lease terms ranging from 1.5 to 64 years. For the lease of the land located in R.O.C., it is agreed to adjust the lease payment according to the assessed land value every year. The Group does not have preferential right to acquire the land and buildings leased at the end of the lease term.

The Group did not have significant new lease contracts for the years ended December 31, 2020 and 2019. In 2020, due to the COVID-19 pandemic that severely affected the market economy, government agencies, including the National Property Administration, Ministry of Finance, the Taipei City Public Transportation Office, the Urban and Rural Development Bureau, New Taipei City, and the Taipei City Police Department provided rent relief programs. The above-mentioned lessors agreed to unconditionally reduce the amount of rents or postpone the collection of the rents due until the end of 2020.

(IV) Sublease

The Group’s sublease transactions have been detailed in Notes 11 and 19.

(V) Other lease information

Other lease information
Expenses relating to short-term lease
expenses
Total cash outflow for leases
2020
$ 10,599
($ 239,560 )
2019


$ 18,249
($ 250,429 )

The Group has leased certain office equipment which qualifies for short-term leases and certain equipment which qualifies for low-value asset leases. The Group has elected to apply the recognition exemption for said equipment and, thus, did not recognize the right-of-use assets and lease liabilities of said leases.

204

19. Investment properties

Investment properties
Cost
Balance at January 1, 2020

Remeasurement of IFRS
Disposals
Transfers to finance lease receivables
Transfers from bulidings and land held
for sale

Transfers from right-of-use assets
Transfers to property, plant and
equipment

Balance at December 31, 2020

Accumulated depreciation and
impairment
Balance at January 1, 2020

Depreciation expenses
Disposals
Reversal of impairment losses

Transfers to finance lease receivables
Transfers from bulidings and land held
for sale
Transfers from right-of-use assets
Transfers to property, plant and
equipment

Balance at December 31, 2020

Carrying amounts at December 31, 2020
Cost
Balance at January 1, 2019

Effect of retrospective application of
IFRS 16

Balance (after restatement) as of January
1 , 2019
Additions
Transfers to finance lease receivables
Transfers to property to be developed

Transfers from buildings and land held
for sale
Transfers from property, plant and
equipment
Transfers to right-of-use assets

Balance at December 31, 2019

Accumulated depreciation and
impairment
Balance at January 1, 2019

Adjustments on initial application of
IFRS 16

Balance at January 1 , 2019(restated)
Depreciation expenses
Reversal of impairment losses

Transfers to finance lease receivables
Transfers toproperty to be developed

Transfers to buildings and land held for
sale

Transfersfrom property, plant and
equipment
Transfers to right-of-use assets

Balance at December 31, 2019

Carrying amounts at December 31, 2019
Completed Investment
Properties
$ 15,251,993

-
-

-

$ 46,857

-
(
78,432)

$ 15,220,418

$ 1,943,442

461,194
-

(
5,700 )
-

22,915
-
(
4,754)

$ 2,417,097

$ 12,803,321

$ 14,508,436


-

14,508,436
160,586
-

(
293,550 )
17,642
858,879

-

$ 15,251,993

$ 1,489,935


-

1,489,935
441,248
(
1,206 )
-

(
112,327 )
(
9,051 )
134,843

-

$ 1,943,442

$ 13,308,551
Right-of-use Assets
$ 2,700,484

122
(
21,942 )
(
100,478 )
$ -

915

-

$ 2,579,101

$ 151,600

135,274
(
20,450 )

-

(
32,784 )
-
23

-

$ 233,663

$ 2,345,438

$ -


2,767,942

2,767,942
7,349
(
72,848 )

-

-
-
(
1,959)

$ 2,700,484

$ -


-

-
161,007

-
(
9,376 )

-

-

-
(
31)

$ 151,600

$ 2,548,884
Total


(


(
(




(




(
(
(



(
(




(

(





(

(




(


(


(
(

(


(
(
(
(




(
(
(



(
(
(
(
(

$ 17,952,477
122

21,942 )

100,478 )
$ 46,857
915

78,432)
$ 17,799,519
$ 2,095,042
596,468

20,450 )

5,700 )

32,784 )
22,915
23

4,754)
$ 2,650,760
$ 15,148,759
$ 14,508,436
2,767,942
17,276,378
167,935

72,848 )

293,550 )
17,642
858,879

1,959)
$ 17,952,477
$ 1,489,935
-
1,489,935
602,255

1,206 )

9,376 )

112,327 )

9,051 )
134,843

31)
$ 2,095,042
$ 15,857,435

205

(I) For the right-of-use asset in the investment properties, it is the superficies and buildings subleased by
the Group to others in the form of operating leases.
(II) The fair value of the Group’scompletedinvestment property as of December 31, 2020 and 2019, was
NT$22,100,597thousand and NT$22,192,704 thousand, respectively. The fair value is based on the
appraisals conducted by independent appraisers Wei-Hsin Chin, Liang-An Chi, Shih-Ming Wang, and
Wen-Che Tsai, who are not related parties, at the dates. Said appraisals were conducted using the
comparative method, the income approach, and the land development analysis method.
(III) The Group’s investment properties (major components mainly include structures and decoration work)
is depreciated using the straight-line method based on the useful lives of 3–50 years.
(IV) For the amount of investment properties pledged by the Group, please refer to Note 33.
(V) Based on the results of the appraisal report in 2020 and 2019, the Group estimated the recoverable
amount of finished investment properties, and recognized NT$5,700 thousand and NT$1,206
thousand for gains on reversal in 2020 and 2019, respectively, under other gains and losses. As of
December 31, 2020 and 2019, the accumulated impairment of the investment properties, through the
assessment of their recoverable amounts based on their net fair values was NT$239,488 thousand and
NT$ 220,313 thousand, respectively. The Group determines the recoverable amount of the finished
investment properties based on the fair value less disposal costs. The relevant fair value is determined
under the comparative method. The main assumptions include the estimated selling price, which
belongs to the Level 2 fair value measurement.
(VI) On December 31, 2020 and 2019, the Group’s investment properties and the rent claims of investment
properties were held in trust in order to obtain financing from financial institutions. Please refer to
Note 17 for the trust registration of the buildings and land in the fourth section of Zhongxiao East
Road, and Note 12 for the trust registration status of the T9, the Fu-Jou, and the Youth Social Housing
projects.
(VII) The lease terms for the lease out of investment properties range from 1 to 20 years. When the lessee
exercises the right to renew a lease, it is agreed that the rent will be adjusted according to the market
level. At the end of the lease term, the lessee has no preferential right to purchase the investment
properties. In addition to fixed lease payments, the lease contract also stipulates that the lessee shall
pay variable lease payments based on a specific percentage of its revenue.
(VIII) The total amount of lease payments that will be received in the future for leasing out investment
properties under operating leases in 2020 is as follows:
Year 1
Year 2
Year 3
Year 4
Year 5
Year 6 onwards
December 31,2020
$ 669,893
570,455
456,457
407,786
402,855

1,912,805
$ 4,420,251
December 31,2019 December 31,2019




$ 693,208
633,806
542,687
443,616
405,124
2,310,385
$ 5,028,826

206

20. Intangible assets

Cost
Balance at January 1, 2020

Additions

Disposals

Reclassified

Balance at December 31, 2020
Accumulated amortization and
impairment
Balance at January 1, 2020

Disposals

Amortization expenses

Reclassified

Balance at December 31, 2020
Carrying amounts at December
31, 2020

Cost
Balance at January 1, 2019

Additions

Reclassified

Balance at December 31, 2019
Accumulated amortization and
impairment
Balance at January 1, 2019

Amortization expenses

Balance at December 31, 2019
Carrying amounts at December
31, 2019
Concessions
$ 3,901,907
-
-
307,285

$ 4,209,192

$ 699,603
-
109,582
-

$ 809,185

$ 3,400,007

$ 3,363,092
-
538,815

$ 3,901,907

$ 605,275
94,328

$ 699,603

$ 3,202,304
Computer
softwares
$ 105,616
22,379

88,711 )
-

$ 39,284

$ 89,909

88,711 )
9,121
-

$ 10,319

$ 28,965

$ 89,456
16,160
-

$ 105,616

$ 82,060
7,849

$ 89,909

$ 15,707
Others

$ 24,804
16

25,047 )
6,155

$ 5,928



$ 24,703

25,047 )
692
1,365

$ 1,713


$ 4,215



$ 24,804
-
-

$ 24,804



$ 24,687
16

$ 24,703


$ 101
Total




















(



(













(



(














(





(

















$ 4,032,327
22,395

113,758 )
313,440
$ 4,254,404
$ 814,215

113,758 )
119,395
1,365
$ 821,217
$ 3,433,187
$ 3,477,352
16,160
538,815
$ 4,032,327
$ 712,022
102,193
$ 814,215
$ 3,218,112

The above-mentioned intangible assets with finite useful lives are amortized on a straight-line basis

based on the following useful lives:

ollowing useful lives:
Concessions 10–44 years
Computer software 1–10 years
Trademark 9–10 years
Patent right 3–20 years

For the amount of intangible assets pledged by the Group to secure borrowings, please refer to Note 33.

21. Goodwill

The Company acquired 100% of the equity of Xin-Xiu-Ge in July 2021, and recognized the

difference between the purchase price and the net assets obtained in goodwill. The balance on December 31, 2020 and 2019 was both NT$36,288 thousand.

22. Borrowings

  • (I) Short-term borrowings

207

Secured borrowings
Bank lans
Unsecured borrowings
Bank lans
December 31,2020
$ 3,581,168

753,614
$ 4,334,782
December 31,2019 December 31,2019




$ 2,388,882
1,046,171
$ 3,435,053

The interest rate range of short-term borrowings as of December 31, 2020 and 2019 was

1.23%~3.07% and 1.33%~3.57%, respectively. Please refer to Note 33 for the collateral pledged for the above-mentioned borrowings.

(II) Short-term bills payable

Short-term bills payable
Guarantee or acceptance institutions
Taiwan Cooperative Bills Finance
Corporation
Dah Chung Bills Finance Corp.
International Bills Finance
Corporation
Entie Bank
Less: Discount on short-term bills
payable
December 31,2020
$ 200,000
60,000
-
-
(
676)
$ 259,324
December 31,2019

(

(
$ 705,200
60,000
1,404,400
950,000

3,176)
$ 3,116,424

The interest rate range of short-term bills payable as of December 31, 2020 and 2019 was

1.36%~2.10% and 0.58%~2.127%, respectively. Please refer to Note 33 for the collateral pledged for the above-mentioned short-term bills payable.

(III) Long-term borrowings

Long-term borrowings
Secured borrowings
Syndicated loan project I led by Mega
International Commercial Bank
Syndicated loan project led by Bank
of Taiwan
Syndicated loan project II led by
Mega International Commercial
Bank
Syndicated loan project led by CTBC
Bank
Syndicated loan project led by
Taiwan Cooperative Bank
Other borrowings from banks
Unsecured borrowings
Other borrowings from banks
Deduction in long-term borrowings
from banks - arrangement fee
Less: Current portion of long-term
borrowings and bonds payable
Add: Deduction in long-term
borrowings due within one
operating cycle - arrangement
fee
Long-term borrowings
December 31,2020
$ 5,299,290
2,425,000
1,872,000
656,466
429,010
14,860,555
328,211
(
58,416 )
(
2,207,624 )

10,637
$ 23,615,129
December 31,2019

(
(


(
(

$ 4,669,280
2,500,000
1,920,374
1,856,584
753,130
12,970,281
290,066

51,985 )

2,485,414 )
5,208
$ 22,427,524

208

The interest rate range of long-term borrowings as of December 31, 2020 and 2019 was 1.508%~3.414% and 1.5%~3.25%, respectively.

The syndicated loan project I led by Mega International Commercial Bank includes 12 banks. Rih-Ding Water promises that its debt ratio shall not exceed 200% from 2018 to 2019, 160% from 2020 to 2023, and 130% from 2024 to 2027, and the solvency ratio shall not be less than 120% from 2018 to 2027 at the end of each year during the credit period.

The syndicated loan project led by Bank of Taiwan includes five banks.

The syndicated loan project II led by Mega International Commercial Bank includes seven banks. Rih-Siang promises that its current ratio shall not be lower than 100% and debt ratio shall not be higher than 250% during the credit period.

The syndicated loan project led by CTBC Bank includes four banks.

The syndicated loan project led by Taiwan Cooperative Bank is taken out by Wan-Da-Tong and the group of banks in the syndicated loan involved in the T9 project and includes 15 banks.

Wan-Da-Tong promises that the proportion of shareholders’ equity in total assets shall not be less than 30% during the credit period, and the interest coverage ratio shall not be less than 300% in each fiscal year starting from 2012.

Please refer to Note 33 for the collateral pledged for the above-mentioned borrowings.

23. Bonds payable

Bonds payable
Secured domestic bonds December 31,2020
$ 5,500,000
December 31,2019
$ 2,500,000

The Group issued the first domestic secured ordinary bonds on September 14, 2017. The main

conditions for the issue are as follows:

  • (I) Total amount of issue: NT$1,000,000 thousand.

  • (II) Price: The bonds are issued in full by face value, each with a face value of NT$1,000 thousand.

  • (III) Coupon interest rate and method of repayment of principal and interest: Annual interest rate is 1.02% with repayment of principal in a lump sum upon maturity.

  • (IV) Duration: 5 years (September 14, 2017 to September 14, 2022).

  • (V) Guarantee method: Taiwan Cooperative Bank is entrusted to guarantee the bonds in accordance with the guarantee contract.

The Group issued the second domestic secured ordinary bonds on November 23, 2017. The main

conditions for the issue are as follows:

  • (I) Total amount of issue: NT$500,000 thousand.

  • (II) Price: The bonds are issued in full by face value, each with a face value of NT$1,000 thousand.

  • (III) Coupon interest rate and method of repayment of principal and interest: Annual interest rate is 1.02% with repayment of principal in a lump sum upon maturity.

  • (IV) Duration: 5 years (November 23, 2017 to November 23, 2022).

  • (V) Guarantee method: Taiwan Business Bank is entrusted to guarantee the bonds in accordance with the guarantee contract.

The Group issued the first domestic secured ordinary bonds on July 1, 2019. The main conditions for the issue are as follows:

209

  • (I) Total amount of issue: NT$1,000,000 thousand.

  • (II) Price: The bonds are issued in full by face value, each with a face value of NT$1,000 thousand.

  • (III) Coupon interest rate and method of repayment of principal and interest: Annual interest rate is 0.80% with repayment of principal in a lump sum upon maturity.

  • (IV) Duration: 5 years (July 1, 2019 to July 1, 2024).

  • (V) Guarantee method: Taiwan Cooperative Bank is entrusted to guarantee the bonds in accordance with the guarantee contract.

  • The Group issued the first domestic secured ordinary bonds on June 1, 2020. The main conditions

  • for the issue are as follows:

  • (I) Total amount of issue: NT$1,000,000 thousand.

  • (II) Price: The bonds are issued in full by face value, each with a face value of NT$1,000 thousand.

  • (III) Coupon interest rate and method of repayment of principal and interest: Annual interest rate is 0.68% with repayment of principal in a lump sum upon maturity.

  • (IV) Duration: 5 years (June 1, 2020 to June 1, 2025).

  • (V) Guarantee method: First Commercial Bank is entrusted to guarantee the bonds in accordance with the guarantee contract.

  • The Group issued the second domestic secured ordinary bonds on July 1, 2020. The main conditions

  • for the issue are as follows:

  • (I) Total amount of issue: NT$1,000,000 thousand.

  • (II) Price: The bonds are issued in full by face value, each with a face value of NT$1,000 thousand.

  • (III) Coupon interest rate and method of repayment of principal and interest: Annual interest rate is 0.65% with repayment of principal in a lump sum upon maturity.

  • (IV) Duration: 5 years (July 1, 2020 to July 1, 2025).

  • (V) Guarantee method: First Commercial Bank is entrusted to guarantee the bonds in accordance with the guarantee contract.

The Group issued the third domestic secured ordinary bonds on December 29, 2020. The main conditions for the issue are as follows:

  • (I) Total amount of issue: NT$1,000,000 thousand.

  • (II) Price: The bonds are issued in full by face value, each with a face value of NT$1,000 thousand.

  • (III) Coupon interest rate and method of repayment of principal and interest: Annual interest rate is 0.55% with repayment of principal in a lump sum upon maturity.

  • (IV) Duration: 5 years (December 29, 2020 to December 29, 2025).

  • (V) Guarantee method: Taiwan Business Bank is entrusted to guarantee the bonds in accordance with the guarantee contract.

  • Provisions

Provisions
Non-current
Warranties (I)
Contractual obligation to restore service
concession (II)
December 31,2020
$ 257,370

52,586
$ 309,956
December 31,2019




$ 259,351
51,929
$ 311,280

210

  • (I) The provisions for warranty is the present value of the best estimate of the future outflow of economic benefits caused by the warranty obligation made by the management of the Group according to the sales contract. This estimate is based on historical warranty experience, and is adjusted in consideration of new raw materials, process changes, or other factors that affect product quality.

  • (II) The contractual obligation to restore service concession arising from the contractual obligation for the maintenance or restoration of the infrastructure before it is returned to the grantor and for the various types of payments collected by the government in accordance with the law, which are is specifically stated in the service concession arrangement, is the best estimate of the expenditure required to settle the obligation at the end of the reporting period.

25. Maturity analysis of assets and liabilities

The assets and liabilities related to the Group’s construction business is classified as current or

non-current according to the operating cycle. The relevant amounts recognized are based on the amounts expected to be recovered or repaid within one year and more than one year after the end of the reporting period., which are listed below:

period., which are listed below:
Assets
Financial assets at
amortized cost -current
Notes receivable and trade
receivables
Contract assets - current
Bulidings and land held
for sale
Property under
development
Property to be developed
Refundable deposits -
current
Other current assets
Liabilities
Short-term borrowings
Short-term bills payable
Contract liabilities - current
Current portion of
long-term borrowings
and bonds payable
Guarantee deposits received
(shown as other current
liabilities)
Construction warranty
reserve (shown as other
current liabilities)
December 31,2020
Within 1year
$ 71,306
$ 32,540
$ 353
$ 6,103,284
$ 845,318
$ -
$ 245,734
$ 160
$ 1,733,768
$ 199,448
$ 216,162
$ 589,510
$ 106,038
$ 24,293
More than 1year
$ 400
$ -
$ 57,993
$ -
$ 856,562
$ 724,831
$ -
$ -
$ 42,000
$ -
$ 6,800
$ -
$ 10,713
$ 58,600
Total







































$ 71,706
$ 32,540
$ 58,346
$ 6,103,284
$ 1,701,880
$ 724,831
$ 245,734
$ 160
$ 1,775,768
$ 199,448
$ 222,962
$ 589,510
$ 116,751
$ 82,893

211

Assets
Financial assets at
amortized cost -current
Notes receivable and trade
receivables
Contract assets - current
Bulidings and land held for
sale
Property under
development
Property to be developed
Refundable deposits -
current
Other current assets
Liabilities
Short-term borrowings
Short-term bills payable
Contract liabilities - current
Current portion of
long-term borrowings
and bonds payable
Guarantee deposits received
(shown as other current
liabilities)
Construction warranty
reserve (shown as other
current liabilities)
December 31,2019
Within 1year
$ 45,345
$ 125,762
$ 266,221
$ 7,614,851
$ 405,640
$ -
$ 336,729
$ 190
$ 1,978,657
$ 119,600
$ 645,840
$ 60,000
$ 41,342
$ 17,576
More than 1year
$ 400
$ -
$ 150
$ -
$ 804,278
$ 668,025
$ 32,157
$ -
$ 114,800
$ -
$ -
$ -
$ 10,508
$ 79,548
Total







































$ 45,745
$ 125,762
$ 266,371
$ 7,614,851
$ 1,209,918
$ 668,025
$ 368,886
$ 190
$ 2,093,457
$ 119,600
$ 645,840
$ 60,000
$ 51,850
$ 97,124

26. Retiremen benefit plans

(I) Defined contribution plans

The Group has adopted a pension plan under the Labor Pension Act (LPA), which is a

state-managed defined contribution plan. Under the LPA, the Group makes monthly contributions to

employees’ individual pension accounts of the Bureau of Labor Insurance at 6% of monthly salaries and wages.

(II) Defined benefit plans

The pension system adopted by RADIUM and Titan in the Group in accordance with the Labor Standards Act of R.O.C. is a state-managed defined benefit pension plan. The payment for employee pensions is calculated based on the length of service and the average salary in the 6 months prior to the approved retirement date. Such companies contribute pensions at 2% of the total monthly employee salaries, which are deposited by the Pension Fund Monitoring Committee in the pension account with the Bank of Taiwan in the name of the committee. Before the end of each year, if the balance in the pension account assessed is inadequate to pay for the retirement benefits for employees who meet the retirement requirements in the following year, the Company will contribute an amount to make up for the difference in a lump sum by the end of March of the following year. The pension

212

fund is managed by the Bureau of Labor Funds, Ministry of Labor; the Group has no right to influence the investment management strategy.

The amounts included in the consolidated balance sheets in respect of the Group’s defined benefit

plans are as follows:

plans are as follows:
Present value of defined benefit
obligations
Fair value of plan asset
Insufficiency in contribution
Net defined benefit liability
December 31,2020
$ 31,658
(
16,146)

15,512
$ 15,512
December 31,2019

(


(

$ 30,827

15,057)
15,770
$ 15,770

Changes in net defined benefit liabilities are as follows:

January 1, 2019

Service cost
Current service cost

Past service cost - effect of plan
curtailment

Net interest expense (income)

Recognized in profit or loss

Remeasurement
Return on plan asset (excluding
amounts included in the net
interest)

Actuarial losses - changes in
demographic assumptions

Actuarial losses - changes in
financial assumptions

Actuarial gains - experience
adjustments

Recognized in other comprehensive
income

Contributions from the employer

December 31, 2019

Service cost
Current service cost

Net interest expense (income)

Recognized in profit or loss

Remeasurement
Return on plan asset (excluding
amounts included in the net
interest)

Actuarial losses - changes in
demographic assumptions

Actuarial losses - changes in
financial assumptions

Actuarial gains - experience
adjustments

Recognized in other comprehensive
income
Present value of
defined benefit
obligations
$ 33,220

68

(
313 )

294


49

$ -

17

(
1,929 )
(
530)

(
2,442)


-

30,827

65


201


266

-

14

963

(
412)


565
Fair value of plan
asset
( $ 13,991 )
-

-

(
127)

(
127)

( $ 501 )
-

-


-

(
501)

(
438)

(
15,057 )
-

(
99)

(
99)

(
503 )
-

-


-

(
503)
Net defined
benefit liability
Net defined
benefit liability

(



(
(
(



(
(
(
(
(

(
(
(
(
(
(

(

(

(
(
(
(
(
(


(
(
$ 19,229
68

313 )
167
78)
$ 501 )
17

1,929 )
530)
2,943)
438)
15,770
65
102
167

503 )
14
963
412)
62

(Continued)

213

Contributions from the employer

December 31, 2020
Present value of
defined benefit
obligations
$ -

$ 31,658
Fair value of plan
asset
($ 487)

($ 16,146)
Net defined
benefit liability
Net defined
benefit liability

(
(
(
$ 487)
$ 15,512

Due to the pension plans under the Labor Standards Act, the Group is exposed to the following risks:

  1. Investment risk: The Bureau invests labor pension funds in domestic (foreign) equity securities, debt securities, and bank deposits on its own use and through agencies entrusted. However, the income from the Group’s amount allocated to plan assets is calculated based on the interest rate not lower than the local bank's interest rate for 2-year time deposits.

  2. Interest risk: A decrease in the interest rate in the government bonds/corporate bonds will increase the present value of the defined benefit obligation; however, the return on the debt investment through the plan assets will also increase, and the increases will partially offset the effect of the net defined benefit liability.

  3. Salary risk: The present value of the defined benefit obligation is calculated with reference to the future salaries of the participants in the plan. As such, an increase in the salary of the participants in the plan will increase the present value of the defined benefit obligation.

The actuarial valuations of the present value of the defined benefit obligation were carried out by

qualified actuaries. The critical assumptions made on the measurement date are as follows:

Discount rate
Expected rate of salary increase
Employee turnover rate
December 31,2020
0.18%-0.30%
2.00%
0.54%-0.84%
December 31,2019
0.60%-0.70%
2.00%
0.47%-0.84%

If each of the critical actuarial assumptions is subject to reasonably possible changes, when all other assumptions remain unchanged, the amounts by which the present value of the defined benefit obligation would increase (decrease) are as follows:

Discount rate
0.25% increase
0.25% decrease
Expected rate of salary increase
0.25% increase
0.25% decrease
Employee turnover rate
110% increase
90% decrease
December 31,2020
($ 600)
$ 618
$ 606
($ 591)
$ -
$ -
December 31,2019 December 31,2019
(


(

(


(
(
$ 629)
$ 650
$ 640
$ 623)
$ 2)
$ 2

214

As actuarial assumptions may be correlated, it is unlikely that only a single assumption would occur in isolation of one another, so the sensitivity analysis above may not reflect the actual changes in the present value of the defined benefit obligation.

The expected contributions to the
plan for the following year
The weighted average duration of the
defined benefit obligation
December 31,2020
$ 585
6.5 years
December 31,2019 December 31,2019
$ 603
7 years
27.
(I)
Equity

Share capital
Authorized shares (in thousands)
Authorized capital
Issued and paid shares (in thousands)
Issued capital
December 31,2020

950,000
$ 9,500,000

900,095
$ 9,000,946
December 31,2019 December 31,2019






950,000
$ 9,500,000
912,308
$ 9,123,076

The ordinary shares issued, with a par value of NT$10 per share, are entitled to one voting right per share and to the right to receive dividends.

The Company passed the resolution at the shareholders’ meeting on June 24, 2019 to conduct issuance of share dividends from the earnings for NT$178,884 thousands, and issue 17,888 thousands new shares. The issuance of share dividends from the earnings was approved and entered into force by the Securities and Futures Bureau, FSC, on July 4, 2019, and the board of directors resolved to set the record date of the capital increase on August 14, 2019.

The Company’s board of directors passed the resolution on June 24, 2020 to repurchase 12,213 thousand treasury shares, and to conduct the cancellation and change registration for the capital reduction in accordance with the law, with July 8, 2020 as the record date for capital reduction. (II) Capital surplus

Capital surplus
Additional paid in capital
Difference between consideration and
carrying amount of subsidiaries
acquired or disposed
Retirement of treasury share
December 31,2020
$ 1,240,379
59,494

7,970
$ 1,307,843
December 31,2019




$ 1,240,379
59,494
-
$ 1,299,873

Such capital surplus may be used to offset a deficit; in addition, when the Company has no deficit, such capital surplus may be distributed as cash dividends or transferred to share capital (limited to a certain percentage of the Company’s capital surplus). If there is no cash inflow from the capital surplus, it can only be used to offset the deficit.

(III) Retained earnings and dividends policy

In accordance with the Company's Articles of Incorporation regarding earnings allocation, when there are earnings in the Company's annual final accounts, the earnings shall be allocated in the following order:

215

  1. Pay taxes.

  2. Offset the deficits from prior years.

  3. Set aside 10% of the balance for legal reserve. Where such legal reserve amounts to the total paid-in capital, this provision shall not apply.

  4. Set aside or reverse the special reserve when necessary in accordance with the law.

  5. With any remaining balance after deducting the amounts in 1–4., together with the accumulated earnings from prior years, the board of directors shall consider the Company's financial position and draft a proposal for distributing dividends to shareholders. The proposal will be submitted it to the shareholders' meeting for a resolution.

For information on the distribution of the employee compensation and remuneration of directors and supervisors, please refer to Note 29 regarding employee compensation and remuneration of directors and supervisors.

The life cycle of the Company's industry is at a developed and stable stage. After considering the Company's earnings, future capital needs, and development plans, the Company's dividends will be distributed in both stocks and cash. Of them, the cash dividends distributed shall not be less than 20% of the total dividends distributed for the year. However, if the cash dividends are less than NT$0.1 (inclusive) per share, the dividends may be fully distributed in stock.

The Company set aside and reversed a special reserve in accordance with the Rule No. 1010012865, Rule No. 1010047490 issued by the FSC, and the directive, entitled “Questions and Answers for Special Reserves Appropriated Following Adoption of IFRSs”.

Appropriation of earnings to legal reserve shall be made until the reserve equals the Company’s paid-in capital. Legal reserves may be used to offset the deficit. If the Company has no deficit and the legal reserve has exceeded 25% of the Company’s paid-in capital, the excess may be transferred to share capital or distributed in cash.

The earnings distribution proposals for 2019 and 2018 approved in the shareholders’ meetings on May 18, 2020, and June 24, 2019, respectively, are as follows:

Legal reserve
Special reserves
Cash dividends
Stock dividends
Cash dividends per share (NT$)
Stock dividends per share (NT$)
2019
$ 40,673
$ 1,026)
$ 547,385
$ -
$ 0.6
$ -
2018

(








$ 179,986
$ 4,360
$ 715,535
$ 178,884
$ 0.8
$ 0.2

The 2020 earnings distribution proposal put forth by the Company’s board of directors on March 26, 2021 is as follows:

26, 2021 is as follows:
Legal reserve
Special reserves
Cash dividends
Cash dividends per share (NT$)
2020

(

$ 62,263
$ 1,945)
$ 558,058
$ 0.62

216

The 2020 earnings distribution proposal has yet to be resolved by the shareholders' meeting scheduled to be held on June 25, 2021.

  • (IV) Treasury shares
(IV) Treasury shares ry shares
28.
(I)
Purpose of Buy-back
Shares Cancelled (in
thousands of shares)
Number of shares at January 1, 2020
-
Increase during the year
12,213
Decrease during the year
(
12,213)
Number of shares at December 31, 2020

-
Revenue
2020
2019
Revenue from customer contracts
Construction contract revenue
$ 4,029,003
$ 3,390,034
Shopping mall revenue
992,187
1,039,246
Hotel service revenue
276,939
301,235
Other operating revenue

730,464

656,411

6,028,593

5,386,926
Rental income
Investment properties (Note 19)
Variable lease payments that do
not depend on an index or
a rate
10,363
105,562
Other lease payments
618,241
685,460
Other operating lease (Note 17)
Variable lease payments that
do not depend on an index
or a rate
106,561
116,282
Other lease payments

8,574

31,115

743,739

938,419
$ 6,772,332
$ 6,325,345

Contract balance
December 31,2020 December 31,2019
January1,2019
Trade receivables (Note 10)
$ 440,680
$ 636,358
$ 642,830
Long-term receivables (Note 14) $ 9,089,289
$ 6,814,139
$ 6,209,991
Contract assets
Construction of properties $ 58,346
$ 266,371
$ 267,339
Contract assets - current

58,346

266,371

267,339
Service concession

964,115

1,350,377

170,346
Contract assets -
non-current

964,115

1,350,377

170,346
$ 1,022,461
$ 1,616,748
$ 437,685

Contract liabilities
Construction of properties $ - $ 17,544 $ -
Sale of properties

222,962
628,296
1,205,820
Sale of merchandise

177,013
150,098
146,870
Customer loyalty programs
10,298

11,793

7,302
Contract liabilities - current $ 410,273
$ 807,731
$ 1,359,992
Purpose of Buy-back
2020
(
-
12,213
12,213

-






31,2019
$ 3,390,034
1,039,246
301,235
656,411
5,386,926
105,562
685,460
116,282
31,115
938,419
$ 6,325,345
January1,2019









$ 636,358

$ 6,814,139

$ 266,371

266,371

1,350,377

1,350,377

$ 1,616,748


$ 17,544
628,296
150,098
11,793

$ 807,731









$ 642,830
$ 6,209,991
$ 267,339
267,339
170,346
170,346
$ 437,685
$ -
1,205,820
146,870
7,302
$ 1,359,992

217

The change in contract assets and liabilities is mainly due to the difference between the point of meeting the performance obligation and the time of payment by the customer.

The contract liabilities at the beginning of the year recognized as revenue for the current year is as follows:

as follows:
Contract liabilities at the beginning of
the year
Sale of properties
Sale of merchandise
Customer loyalty programs
2020
$ 47,495
75,408
11,793
$ 134,696
2019




$ 242,615
71,806
7,302
$ 321,723

The credit risk management adopted by the Group for contract assets is the same as that for trade receivables, please refer to Note 10.

  • (II) Assets related to contract costs
Assets related to contract costs
Current
Incremental costs of obtaining
contracts
Disaggregation of revenue
2020
December 31,2020
$ 47,022
December 31,2019
$ -

(III) Disaggregation of revenue

2020

Type of
merchandise or
service
Construction
revenue

Shopping mall
revenue
Hotel service
revenue
Others

Reportable segment
Construction
$ 2,084,479
-
-

27,968

$ 2,112,447

Shopping
mall business
$ -

992,187

-

271,552

$ 1,263,739
Sewage
treatment
$ 1,944,524

-

-

264,767

$ 2,209,291
Others
$ -

-

276,939

166,177

$ 443,116
Total


















$ 4,029,003

992,187

276,939

730,464
$ 6,028,593

218

2019

2019
Construction
Type of
merchandise or
service
Construction
revenue
$ 1,394,115
Shopping mall
revenue
-
Hotel service
revenue
-
Others

-

$ 1,394,115

29.
Net profit
(I)
Interest income
Bank deposits
Financial assets at amortized
cost
Long-term receivables
Others
(II)
Other income
Dividend income
Others
(III)
Other gains and losses
Net foreign exchange gains (losses)
Gains on disposals of investments
Losses on disposals of property, plant
and equipment
Net gains on financial assets at
FVTPL
Reversal of impairment loss on
non-financial assets
Losses on sublease of right-of-use
assets
Other expenditures
Reportable segment

Shopping
mall business
$ -
1,039,246

-

243,162

$ 1,282,408

$
$ $
$ ( $
(
(
(
($
Others
$ -

-

301,235

187,022

$ 488,257

$
$ $
$ $ (
(
(
($
Total









$ 3,390,034
1,039,246

301,235

656,411
$ 5,386,926
2019


$ 3,959
1,677
500,216
2,876
508,728
2020


$ 5,953
1,806
401,095
2,296
411,150
2019
$ $


$ 588
849,953
850,541
2020


$ -
603,019
603,019
2019
$ $
(
(
(
(
(
$
196 )
-
2,163 )
144
5,700
47,099 )
4,832)
48,446)

(
(
(
(
$
40
356
673 )
492
1,206
18,182 )
16,460)
33,221)
$ $

219

(IV) Finance costs

Finance costs
Interest on bank loans
Interest on lease liabilities
Others
Less: Amounts included in the cost of
qualifying assets
2020
$ 728,983
64,381
33,322
61,459)
$ 765,227
2019

(

(
$ 751,839
68,472
21,997
48,424)
$ 793,884

Relevant information on capitalization of interest is as follows:

Capitalized interest amount
Capitalized rate
(V)
Depreciation and amortization
An analysis of depreciation expenses
by function
Operating costs
Operating expenses
An analysis of amortization expenses
by function
Operating costs
Operating expenses
(VI)
Employee benefits expense
Post-employment benefits (Note 26)
Defined contribution plan
Defined benefit plans
Other employee benefits
Total employee benefits expenses
An analysis by function
Operating costs
Operating expenses
2020
$ 61,459
0.72~3.0021%
2020
$ 587,733
350,581
$ 938,314
$ 52,211
67,184
$ 119,395
2020
$ 28,915
167
751,222
$ 780,304
$ 147,362
632,942
$ 780,304
2019
$ 48,424
2.04~2.88%
2019










$ 563,468
375,163
$ 938,631
$ 36,506
74,224
$ 110,730
2019






(




$ 27,852

78 )
730,137
$ 757,911
$ 160,270
597,641
$ 757,911

220

(VII) Employee compensation and remuneration of directors and supervisors

If the Company records a profit in the year, it shall allocate no less than 0.1% of the balance for employee compensation, which shall be distributed in stock or cash as resolved by of the board of directors; the Company may allocate no more than 1% of said profit for the remuneration of directors as resolved by of the board of directors. The proposals for employee compensation and directors’ remuneration shall be reported to the shareholders’ meeting.

Where there is an accumulated loss, the profit shall be reserved to make up for the loss and the remuneration to employees and directors shall be provided in proportion in accordance with the aforementioned amount. The Company carries out the transfer of treasury shares to employees, employee stock options, employee remuneration, employee subscription of new shares, and restricted stock awards to employees of controlling or subordinate companies who meet certain conditions. These conditions are determined by the board of directors.

The Company's board of directors met on March 26, 2021 and March 20, 2020 and passed the proposal for employee compensation and the remuneration of directors and supervisors for 2020 and 2019, respectively, as detailed below:

2019, respectively, as detailed below:
Compensation of employee
Remuneration of directors and
supervisors
2020
Cash
$ 7,200
5,000
2019
Cash
$ 4,800
3,300

If there is change in the amount in the annual consolidated financial statements on the date of release, it will be treated as a change in accounting estimates and will be adjusted and accounted for in the next year.

The employee compensation distributed as resolved by the board of directors on March 20, 2020 and April 22, 2019, and the amounts recognized in the financial statements are as follows:

Amounts approved in the
board of directors’s
meeting
Amount recognized in the
annual consolidated
financial statements
2019
Employee
compensation
Remuneration of
directors and
supervisors
$ 4,800
$ 3,300

$ 4,800
$ 3,300
2019
Employee
compensation
Remuneration of
directors and
supervisors
$ 4,800
$ 3,300

$ 4,800
$ 3,300
2018 2018 2018
Employee
compensation
$ 4,800

$ 4,800
Employee
compensation
$ 9,100

$ 7,925
Remuneration of
directors and
supervisors




$ 7,500
$ 7,500

The difference above is adjusted to the profit or loss for 2019.

For the information on the Company's employee compensation and the remuneration of directors and supervisors for 2020 and 2019 as resolved by the board resolutions, please visit the Market Observatory Post System (MOPS) of the Taiwan Stock Exchange.

221

30. Income tax

(I) Income tax recognized in profit or loss

Major components of tax expenses are as follows:

Tax currently payable
In respect of the current year
Adjustments for prior year
Deferred tax
In respect of the current year
Income tax expense recognized in
profit or loss
2020
$ 132,513

10,720 )
212,580
$ 334,373
2019

(


(

$ 190,502

449 )

146,185
$ 336,238

The Group’s reconciliation between the accounting income and the current income tax expense is as follows:

as follows:
Profit before income tax
Income tax expense calculated at the
statutory rate (20%)
Nondeductible expenses in
determining taxable income
Tax-exempt income
Temporary difference
Loss carryforwards that cannot be
retained
Unrecognized loss carryforwards
Investment tax credits used in the
current period
Loss carryforwards used in the
current period
Income tax on unappropriated
earnings
Land value increment tax
Adjustments for prior years’ tax
Income tax expense recognized in
profit or loss
2020
$ 1,001,658
$ 200,332
59,762

255,426 )
160,227
6,787
151,859

951 )
-
1,992
20,511
10,720)
$ 334,373
2019


(
(
(


(
(
(
(

$ 802,575
$ 160,515
107,601

354,817 )

120,412 )
160,398
361,716

18,027 )

5,972 )
38,403
6,384
449
$ 336,238

(II) Deferred tax assets and liabilities

Changes in deferred tax assets and liabilities are as follows:

2020

2020
Deferred tax assets
Temporary difference
Unrealized gross
profit
Reserve for
construction warranty
Openingbalance
$ 29,570
15,235
Recognized in profit
or loss
( $ 879 )
(
388 )
Closingbalance
$ 28,691
14,847

(Continued)

222

Others
Loss carryforwards
Deferred tax liabilities
Temporary difference
2019
Deferred tax assets
Temporary difference
Unrealized gross
profit
Reserve for
construction warranty
Others
Loss carryforwards
Deferred tax liabilities
Temporary difference
Openingbalance
$ 40,374

154,957
$ 240,136
$ 497,229
Openingbalance
$ 30,438
16,410
18,972

141,516
$ 207,336
$ 318,244
Recognized in profit
or loss
( $ 7,784 )

11,403
$ 2,352
$ 214,932
Recognized in profit
or loss
( $ 868 )
(
1,175 )
21,402

13,441
$ 32,800
$ 178,985
Closingbalance Closingbalance
$ 32,590

166,360
$ 242,488
$ 712,161
Closingbalance



(
(





$ 29,570
15,235
40,374
154,957
$ 240,136
$ 497,229

(III) Deductible temporary differences, unused loss carryforwards, and unused investment tax credits for deferred tax assets not recognized in the consolidated balance sheet

Loss carryforwards
Deductible temporary difference
Investment tax credits
Major infrastructure projects
December 31,2020
$ 13,040,831
$ 2,104,664
$ 541,961
December 31,2019 December 31,2019




$ 12,970,225
$ 1,128,979
$ 668,744

(IV) Information on unused investment tax credits, loss carryforwards, and tax exemptions

As of December 31, 2020, the relevant information on investment tax credits is as follows:

Company
name
RADIUM
RADIUM
Legal basis
The Regulations Governing
Application of Investment
Tax Credits to Private
Institutions Participating
in Public Infrastructure
Projects

The Regulations Governing
Application of Investment
Tax Credits to Private
Institutions Participating
in Public Infrastructure
Projects
Item
Investment in major
infrastructure project
Investment in major
infrastructure project
Balance before
reduction
$ 57,200
$ 80,000
Final year for
deduction

2022
2024

(Continued)

223

Company
name
Rih-Ding
Water

Rih-Ding
Water

Rih-Ding
Water

Rih-Ding
Water
Legal basis
The Regulations Governing
Application of Investment
Tax Credits to Private
Institutions Participating
in Public Infrastructure
Projects

The Regulations Governing
Application of Investment
Tax Credits to Private
Institutions Participating
in Public Infrastructure
Projects

The Regulations Governing
Application of Investment
Tax Credits to Private
Institutions Participating
in Public Infrastructure
Projects

The Regulations Governing
Application of Investment
Tax Credits to Private
Institutions Participating
in Public Infrastructure
Projects
Item
Major infrastructure
project

Major infrastructure
project

Major infrastructure
project

Major infrastructure
project
Balance before
reduction
$ 137,944
$ 6,514
$ 144,527
$ 115,776
Final year for
deduction



2021
2022
2023
2024

As of December 31, 2020, the relevant information on loss carryforwards is as follows:

Balance before
deduction
$ 388,027
599,265
3,810,307
198,194
397,222
529,540
2,286,289
5,014,406
299,846
349,533
$ 13,872,629
Finalyear for deduction

2021
2022
2023
2024
2025
2026
2027
2028
2029
2030

(V) Income tax approval

The profit-seeking enterprise income tax returns filed by the Company up to 2017 have been

approved by the tax collection authority.

31. Earnings per share

Earnings per share
Basic earnings per share
Diluted earnings per share
2020
$ 0.69
$ 0.69
Unit: NT$ per share
2019


$ 0.45
$ 0.45

The earnings and the weighted average number of ordinary shares used to calculate the earnings per share are as follows:

224

Net Profit for the Year

Net Profit for the Year
Profit for the year attributable to owners
of the Company
Number of shares
Weighted average number of ordinary
shares used in the computation of
basic earnings per share
Effect of potentially dilutive ordinary
shares:
Compensation of employees
Weighted average number of ordinary
shares used in the computation of
diluted earnings per share
2020
2019
$ 622,688
$ 406,731
Unit: In thousand of shares
2020
2019
903,349
912,308

739

619

904,088

912,927

If the Company can settle the compensation to employees in cash or shares, the Company assumes the entire amount of the compensation would be settled in shares and the resulting potential shares are included in the weighted average number of shares outstanding used in the computation of diluted earnings per share if the effect is dilutive. Such a dilutive effect of the potential shares is included in the computation of diluted earnings per share until the shareholders resolve the number of shares to be distributed to employees at their meeting in the following year.

32. Related Party Transactions

Balances and transactions between RADIUM and its subsidiaries have been eliminated on consolidation and are not disclosed in this note. The transactions between the Group and other related parties are disclosed as follows.

  • (I) Related party name and relationship
Related party name and relationship
Relatedpartyname
Jing-Yang Apartment Building Management and
Maintenance Co., Ltd.
Radium Foundation
Lin Rong Shian
Lin Loong-Huan
Golden Century Co., Ltd.
Ri-Jun Investment Co., Ltd.
Jun-An Construction Development Co., Ltd.
Changxin Investment Development Co., Ltd.
Lee White Corporation
Jing-Kang Development Investment Co., Ltd.
Chic Stuff Incorporated
Ding-Sheng Digital Life Co., Ltd.
Jin-Hua-Tai Investment Co., Ltd.
You Wan Yin
Relationshipwith the Group
Associate
Substantive related party
Substantive related party
Substantive related party
Substantive related party
Substantive related party
Substantive related party
Substantive related party
Substantive related party
Substantive related party
Substantive related party
Substantive related party
Substantive related party
Substantive related party

(Continued)

225

Relatedpartyname
Lin Chiu Jun Sung
K. C. Chou
Shen Tung Sheng
Jim Lee
Relationshipwith the Group
Substantive related party
Substantive related party
Substantive related party
Substantive related party
  • (II) Transactions with other related parties
1. Property under development - land
2019
Relatedpartycategory/name
Lin Rong Shian
Nature ofproject
Land
Amount paid in the
currentperiod
Amount paid in the
currentperiod
$ 782,000

Compared with general non-related party transactions, there is no significant difference.

  1. Contract liabilities

As of December 31, 2020 and 2019, the total contract price (including tax) of the property sold by the Group to the substantive related parties was NT$18,640 thousands and NT$0, respectively. The contract liabilities as of December 31, 2020 and 2019 were NT$1,843 thousands and NT$0, respectively.

==> picture [411 x 296] intentionally omitted <==

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

3. Disposal of property, plant and equipment
Proceeds from disposal Gains on disposal
Related party
category/name 2020 2019 2020 2019
Substantive related party $ 38 $ - $ 38 $ -
4. Lease-in arrangements
Acquisition of investment properties - right-of-use assets
Related party category/name 2020 2019
Payments for investment
properties - right-of-use
assets
Substantive related party $ - $ 6,370
Related party
Account title category/name December 31, 2020 December 31, 2019
Lease liabilities [Substantive related ]
party $ 2,122 $ 4,012
Related party category/name 2020 2019
Interest expenses
Substantive related party $ 82 $ 141
----- End of picture text -----

226

  1. Lease-out arrangements

Operating lease

The Group leases out property to substantive related parties under operating leases, and there is no significant difference compared with general non-related party transactions. As of December 31, 2020 and 2019, the total amount of lease payments that would be received in the future was both NT$0. The rental income recognized for 2020 and 2019 was NT$863 thousands and NT$857 thousands, respectively.

  1. Operating expenses

The amount of property management services provided by associates in 2020 and 2019 to the Group was NT$18,140 thousands and NT$28,170 thousands, respectively.

In 2020 and 2019, the Group’s donation to substantive related parties because of construction projects was in the amount of NT$5,182 thousands and NT$4,783 thousands, respectively, mainly for the actual participation in social welfare activities and sponsoring the overall development of the communities of the Group’s various construction projects. 7. Others

  • (1) As of December 31, 2020 and 2019, the related parties provided the assets below as

collateral for the Group’s loans and guarantees:

Relatedpartycategory/name
Substantive related party
Lin Rong Shian et al.
December 31,2020
Securities
December 31,2019
Securities and bonds
under repurchase
agreement
  • (2) The Group applied to banks for financing, short-term bills payable, and performance guarantee, with the substantive related party Lin Rong Shian et al. as the joint guarantors.

  • (III) Remuneration of key management personnel

Remuneration of key management personnel
Short-term employee benefits
Post-employment benefits
Total
2020
$ 68,422
1,048
$ 69,470
2019




$ 78,310
1,224
$ 79,534

The remuneration of directors and key management personnel is proposed by the remuneration committee in accordance with individual performance and the Company’s profitability, and then submitted to the board of directors for discussion and decision. For detailed information on the total remuneration paid to the above-mentioned key management personnel, please refer to the annual report of the shareholders’ meeting.

227

33. Pledged assets

The assets below have been provided as collateral for the issue of performance bonds, bank loans,

short-term bills payable, and gift certificates:

short-term bills payable, and gift certificates:
Financial assets at amortized cost
-current
Financial assets at amortized cost
-non-current
Bulidings and land held for sale
Property to be developed
Property under development
Right-of-use assets - cost of land
Investment properties - right-of-use
assets
Intangible assets
Investment properties
Property, plant and equipment
December 31,2020
$ 376,356
2,629,129
5,920,529
701,062
856,562
887,203
2,183,303
2,020,097
12,587,881

8,801,708
$ 36,963,830
December 31,2019




$ 784,197
1,299,948
3,495,635
644,255
804,278
911,296
1,949,082
2,082,563
13,080,226
8,931,931
$ 33,983,411

34. Significant Commitments and Contingencies

Except for other notes, the significant commitments and contingencies of the Group at the end of the reporting period are as follows:

  • (I) As of December 31, 2020 and 2019, the Group entered into contracts for procurement of construction materials with a number of suppliers. The total contract price and the payments made are listed as follows:
follows:
Total contract price
Payments already made (Note)
December 31,2020
$ 11,208,460
4,038,677
December 31,2019
$ 6,598,372
3,295,495

Note: Recognized under accounts of property under development, unfinished construction, and prepayments.

  • (II) As of December 31, 2020 and 2019, the guarantee bills issued by the Group for contracting projects were NT$1,422,012 thousand and NT$1,382,012 thousand, respectively.

  • (III) In December 2001, RADIUM signed an Investment Agreement of the Xindian Depot Joint Development , Xindian Line (MRT) with the Taipei City Government. Both parties discussed matters related to the joint development (Mehas Project) at the Xindian factory base of the Xindian Line of the MRT system. It was agreed that the Taipei City Government and other landlords would provide the land, and RADIUM would invest in the construction of residential buildings, offices, and shopping malls. On December 31, 2020 and 2019, the amount of the performance bond paid by RADIUM using certificates of time deposits was both NT$118,703 thousand.

  • (IV) In December 2009, RADIUM signed the Land Development Investment Agreement for Daqiao Elementary Station, Xinzhuang Line (MRT). It was agreed that the Taipei City Government and other landlords would provide the land and RADIUM would invest in the construction of buildings. RADIUM and each landlord shall allocate the rights and interests in accordance with the agreed

228

method. As of December 31, 2020 and 2019, the amount of the performance bond paid by RADIUM 's using certificates of time deposits was both NT$22,005 thousand.

  • (V) RADIUM won the bid for the " District 1 and District 2 Land Tender for Fu-Jou Affordable Housing Project Investment Plan " in September 2011. As of December 31, 2020 and 2019, the amount of the performance bond paid by the Company's using certificates of time deposits was both NT$29,877 thousand.

Some of the buyers of RADIUM’s first-floor units of the Fu-Jou Affordable Housing Project in Banciao filed a lawsuit for the termination of the sale and purchase contract. The Company has reached a settlement with most of the buyers who filed a lawsuit. There is currently only one lawsuit (one buyer) still on trial in the court of first instance. In addition, some buyers filed lawsuits claiming that RADIUM failed to issue a notice of the delivery the housing project in time and that they requested deferral of interest accrued, except for five cases that have been affirmed by the court of second instance (the Company won two cases while winning part of the other three cases) and one case that RADIUM reach the settlement in the second-instance trial, there are three more cases still on trail in the third-instance court.

  • (VI) RADIUM and Ji-Shun and the Taichung City Government signed the” The Land Development Project of WuRi WenXin BeiTun Line G6 and G8a Station of TaiChung Mass Rapid Transit Systems” in December 2020. As of December 31, 2020, RADIUM has paid the performance bond for the Taichung City Government Wenxin Chongde Station (G6) and Wenxin Yinghua Station (G8a) project in the amount of NT$5,165thousand and NT$4,087thousand, respectively. The performance guaranties issued by Mega International Commercial Bank as Ji-Shun’s performance bonds for the Wenxin Chongde Station (G6) and Wenxin Yinghua Station (G8a) are in the amounts of NT$46,485 thousand and NT$36,779 thousand, respectively.

  • (VII) Originally, the Jun-An Construction Development Co., Ltd. was the investor, and Titan was the partner (hereinafter referred to as the investment team). They signed the joint development investment contract for the "Joint Development Project of the land of Muzha Station, Muzha Line (MRT)" (hereinafter referred to as the “joint development investment contract”) with the Department of Rapid Transit Systems, Taipei City Government. It was agreed that the investment team would invest in the construction of residential buildings, and after completion, each of both parties would share the buildings and land in an agreed proportion. Subsequently, Ji-Shun and Jun-An Construction Development Co., Ltd. signed an agreement on the transfer of rights and obligations in the Muzha project in October 2005, It was agreed that the rights and obligations of Jun-An Construction Development Co., Ltd. in relation to the aforementioned joint development investment contract shall be generally assumed by Ji-Shun. As of December 31, 2020 and 2019, Jun-An Construction Development Co., Ltd. and Ji-Shun

  • had paid a total of NT$8,050 thousand for the guarantee and warranty bond in accordance with the provisions of the joint development investment contract.

  • (VIII) In February 2020, Titan signed an agreement for the " Urban Renewal Project for the Old Dormitory Area East of Kaohsiung Railway Station " with the Taiwan Railways Administration, Ministry of Transportation and Communications, to carry out urban renewal-related operations within the scope of

229

the unit to be renewed by way of rights transfer. As of December 31, 2020, the performance guaranty issued by Mega International Commercial Bank as Titan’s performance bonds was in the amount of NT$200,000 thousand.

(IX) In April 2014, Ji-Shun and Hsueh-Wen Lu and others agreed that landlords, including Hsueh-Wen Lu, would provide land, and Ji-Shun would provide funds to construct buildings for the “Joint Construction Project of Land in Qingsheng Section, Zhongli District". Ji-Shun and local landlords allocated the rights and interests in the agreed manner.

On December 31, 2020 and 2019, Ji-Shun had paid a performance bond of NT$250,000 thousand to the landlords in accordance with the contract.

(X) In December 2004, Wan-Da-Tong signed the "Development and Operation Contract for the T9 Land in the Dedicated Area of the Taipei Main Station" (hereinafter referred to as “development and operation contract”) with the Taipei City Government, the Taiwan Railways Administration, Ministry of Transportation and Communications, and the Department of Rapid Transit Systems, Taipei City Government. According to the Act for Promotion of Private Participation in Infrastructure Projects, the development and operation of the Taipei Main Station's dedicated area for T9 land are conducted in the model of "build-operate-transfer (BOT)”.

In January 2005, Wan-Da-Tong additionally signed the "Contract for Establishment of T9 Land Superficies in the Dedicated Area of the Taipei Main Station" (hereinafter referred to as the Contract for Establishment of Superficies) with the Taipei City Government and the Taiwan Railways Administration, Ministry of Transportation and Communications. The duration of the superficies is 50 years. When the Contract for Establishment of Superficies is terminated, the "Development and Operation Contract will be terminated at the same time.

The term "development and operation" includes investment, design, construction, operation, management, and maintenance of the base, the objects on the ground, and its ancillary facilities and equipment, as well as the design, construction, management, and maintenance of the landscape of the base and the objects on the ground.

The two contracts above stipulate that from 2006 to the expiration of the development and operation contract period, the proportion of shareholders' equity at the end of each fiscal year to Wan-Da-Tong’s total assets shall not be less than 15%.

(XI) Ji-Sheng signed a money trust contract with King's Town Bank Co., Ltd. regarding a residential/office assets financing project for the project for the development of the T9 land in the dedicated area of the Taipei Main Station. In order to fulfill its commitment to the financing bank, Ji-Sheng shall honor its commitment to entering the market and purchasing regular use right in an auction procedure in the case of non-performing loans, and meet its commitment to the financing bank. The contract period is from date of signing the contract to June 30, 2030. However, if Ji-Sheng’s loan to King's Town Bank Co., Ltd. has not been repaid by the maturity date, Ji-Sheng shall extend the contract until the completion of the financing settlement. On December 31, 2020 and 2019, the deposit balance of the trust account in accordance with the agreement was NT$68,948 thousand and NT$68,999 thousand, respectively.

230

(XII) Rih-Yao and the Taipei City Government signed the "Contract for Establishment of Superficies for
the City Government-owned Land, Sub-section 2, Fuxing Section, Daan District, Taipei City,"
(hereinafter referred to as the “Contract for Establishment of Superficies”) in October 2010. The
duration of the superficies is 50 years from the date of registration of the establishment of superficies.
As of December 31, 2020 and 2019, the amount of the performance guaranty issued by Shin Kong
Commercial Bank Co., Ltd. as the performance bond was both NT$50,000 thousand.
(XIII) Rih-Yao has leased buildings to Home Hotel since August 14, 2013. However, Home Hotel stated that
due to the impact of the COVID-19 pandemic, there was an imbalance in its operating income and
expenditure. Since May 2020, it has not paid rents to Rih-Yao. Both parties failed to negotiate the rent
adjustment. Home Hotel has successively filed two applications for provisional disposition, requesting
the court to order Rih-Yao to prohibit Rih-Yao from presenting for payment for checks dated between
May and July 2020 and August and December 2020. The Taiwan Taipei District Court approved the
applications and implemented them accordingly. Rih-Yao has filed and interlocutory appeal against
the rulings on the two provisional dispositions above, and it is currently on trial in the Supreme Court.
In addition, Home Hotel filed a request to the court for a discretionary reduction of the rents from
March to December 2020, and a further request for a discretionary reduction of the rents from January
to December 2021, which is currently on trial in the Taiwan Taipei District Court.
(XIV) Zhao-Yao signed the "Contract for Establishment of Superficies for the State-owned Non-Public
Land" with Northern Region Office, National Property Administration in January 2011, and the
duration of the superficies is 50 years from the date of signing the contract.
(XV) In October 2012, Rih-Ding Water signed an investment contract on the " Build-Operate-Transfer
(BOT) Project for Taoyuan City Taoyuan District Sewage System " (hereinafter referred to as the
"Investment Contract") with the Taoyuan City Government. Rih-Ding Water handles matters related
to the construction of sewage system in the Taoyuan area in the BOT model in accordance with the
Act for Promotion of Private Participation in Infrastructure Projects. The project license period is 35
years in total from the day following the signing of the Investment Contract.
In addition, Rih-Ding Water signed the “Contract for Establishment of Superficies for the
Build-Operate-Transfer (BOT) Project for Taoyuan City Taoyuan District Sewage System” with the
Taoyuan City Government in October 2012 (hereinafter referred to as "Contract for Establishment of
Superficies"). The duration of the superficies is from the completion date of the establishment of the
superficies to the maturity date of the license period of the Investment Contract. The scope of
Rih-Ding Water’s business during the license period is the construction of a sewage system and the
treatment of the sewerage under the project, as well as the operation, maintenance, renewal, and
additions of the sewage system.
On December 31, 2020 and 2019, the performance guaranty issued by the Mega International
Commercial Bank as a performance bond for Rih-Ding Water was both in the amount of NT$321,000
thousand, and the amount of the performance bond paid using the certificates of time deposit was
NT$3,344 thousand.
(XVI) Rih-Siang signed the "Construction and Operation Contract for the New Taipei City Youth Housing
BOT Project"(hereinafter referred to as the "Construction and Operation Contract") with the Urban

231

and Rural Development Bureau, New Taipei City, in May 2013. Rih-Siang has invested in and constructed the youth housing projects in New Taipei City in the BOT model according to the Act for Promotion of Private Participation in Infrastructure Projects. The Construction and Operation Contract period is 70 years from the date of signing the contract. The Construction and Operation Contract stipulates that Rih-Siang shall be responsible for the planning, design, construction, and operation management of the land for the New Taipei City youth housing BOT project, and for appropriate repair, maintenance, renewal, and additions of relevant facilities and equipment of the New Taipei City youth housing BOT project, while stipulating that at least 70% of the total floor area of the building shall be used as residential units for rental.

In addition, Rih-Siang signed the "Contract for Establishment of Superficies for the New Taipei City Youth Housing BOT Project” with the Urban and Rural Development Bureau, New Taipei City, in May 2013. The duration of the superficies is from the completion date of the establishment of the superficies to the maturity date of the termination of the Construction and Operation Contract.

As of December 31, 2020 and 2019, the performance guaranties issued by Mega International Commercial Bank as Rih-Siang’s performance bonds were in the amounts of NT$50,000 thousand and NT$62,350 thousand, respectively.

In order to reduce the pressure of amortization and repayment of principal, Rih-Siang, still with financing needs, requested Mega International Commercial Bank to reorganize a syndicated loan with the borrowing facility of NT$1,982,350 thousand in December 2019 with the loan period from January 15, 2020 to January 15, 2027, a total of 7 years. After the first installment of the principal was repaid on July 15, 2020, the principal is amortized and repaid in 7 installments thereafter with 6 months as a payment term.

  • (XVII) Rih-Zuan has signed a power purchase contract with Taiwan Power Company. The contract will be terminated on the day of 20 years from the day when the generator sets are connected in parallel for the first time. Except for the sale of electricity to the Taiwan Power Company in bulk according to the regulations, Rih-Zuan shall not privately sell the electricity generated by its renewable energy system to others.

  • (XVIII) In September 2020, Jing-Ding signed an investment contract on the "Build-Operate-Transfer (BOT) Project of Resource Processing Center in Changhua Coastal Industrial Park by Industrial Development Bureau, Ministry of Economic Affairs" (hereinafter referred to as the investment contract) with the Industrial Development Bureau, Ministry of Economic Affairs. Jing-Ding handles matters related to the construction of the Resource Processing Center in Changhua Coastal Industrial Park in the BOT model in accordance with the Act for Promotion of Private Participation in Infrastructure Projects. The project license period is 24 years from the date of signing this investment contract, that is 2 years for the environmental assessment and the construction period, respectively, and 20 years for the operation period.

35. Capital management

The Group must maintain a large amount of capital to meet the needs for new construction projects and other relevant projects. Therefore, the Group’s capital management aims to ensure that it has the

232

necessary financial resources and operating plans to support the needs for working capital, capital expenditures, debt repayment, and dividend payments required for the next operating cycle.

In order to meet the capital needs during the construction period, the Group responds to the needs with loans from financial institutions and its own funds, resulting in a debt ratio that is relatively higher than the general industry level. However, after the completion of the construction project, handover of the project, and repayment of loans from financial institutions, the debt ratio will decrease significantly. In order to avoid the potential market risk arising from the Company's over-reliance on the borrowings from financial institutions, and to appropriately control the Company's interest expenses, the Group will use financing devices in the capital market in a timely manner to adjust the debt ratio and the proportions of the capital structure.

36. Financial instruments

  • (I) Fair value—financial instruments not at fair value

The Group’s management believes that the carrying amount of the Group’s financial assets and liabilities measured not at fair value is close to their fair value.

  • (II) Fair value—financial instruments at fair value on a recurring basis

  • Fair value hierarchy

December 31, 2020

December 31, 2020
Financial assets at FVTPL
Fund beneficiary certificates
Financial assets at FVTOCI
Investment in equity instruments
-Unlisted common share

December 31, 2019
Financial assets at FVTPL
Fund beneficiary certificates
Financial assets at FVTOCI
Investment in equity instruments
-Unlisted common share
Level 1
$ 12,940

$ -

Level 1
$ 9,795

$ -
Level 2
$ -

$ -

Level 2
$ -

$ -
Level 3

$ -




$ 58,795

Level 3

$ -




$ 56,297
Total









$ 12,940
$ 58,795
Total









$ 9,795
$ 56,297

There were no transfers between Level 1 and Level 2 fair value measurements in 2020 and 2019.

  1. Valuation techniques and inputs applied for Level 3 fair value measurement

Domestic unlisted equity investment is based on the asset method to evaluate the total value of individual assets and individual liabilities covered by the target in the valuation to reflect the overall value of a company or business. Significant unobservable inputs include liquidity discounts. When these unobservable inputs decrease, the fair value of such investments will increase.

233

(III) Categories of financial instruments

Categories of financial instruments
Financial assets
Financial assets at FVTPL
Mandatorily at FVTPL
Financial assets at amortized cost
(Note 1)
Financial assets at FVTOCI
Investment in equity instruments
Other financial assets - current
Financial liability
Guarantee deposits received (Note 2)
Amortized cost (Note 3)
December 31,2020
$ 12,940
16,773,296
58,795
160
354,346
40,125,841
December 31,2019
$ 9,795
14,007,753
56,297
190
308,994
38,957,791

Note 1: The balances include financial assets measured at amortized cost, which comprise cash and cash equivalents, investment in debt instruments, notes receivable, trade receivables, other receivables, long-term receivables, and refundable deposits.

  • Note 2: The balances include guarantee deposits received recognized in other current liabilities and non-current liabilities.

Note 3: The balances include financial liabilities measured at amortized cost, which comprise short-term borrowings, short-term bills payable, notes payable, trade payable, other payables, current portion of long-term borrowings and bonds payable, bonds payable, and long-term borrowings.

  • (IV) Financial risk management objective and policies

The Group's main financial instruments include investments in equity and debt instruments, trade receivables, trade payable, bonds payable, and borrowings. The Group's financial management department provides services to various business units, coordinates the operations in the domestic and international financial markets, and supervises and manages the financial risks related to the Group's operations through the internal reports on risk exposure analyses based on the degree and breadth of risks. These risks include market risk, credit risk, and liquidity risk.

  1. Market risk

The main financial risk for the Group’s operating activities are the risk of changes in interest rates. Because the entities in the Group borrow funds at fixed and floating interest rates at the same time, leading to exposure to the interest rate risk. The Group manages interest rate risk by maintaining an appropriate combination of fixed and floating interest rates. The Group regularly evaluates hedging activities to align them with the interest rate view and established risk preferences to ensure that the most cost-effective hedging strategy is adopted.

The carrying amounts of the financial assets and financial liabilities of the Group exposed to the interest rate risk at the end of the reporting period are as follows:

234

Fair value interest rate risk
Financial assets
Financial liability
Cash flow interest rate risk
Financial assets
Financial liability
December 31,2020
$ 433,582
9,456,584
6,251,527
26,449,638
December 31,2019
$ 1,216,763
8,755,066
4,817,563
25,204,141

Sensitivity analysis

The sensitivity analysis below is determined based on the exposure to the interest rate risk of derivative and non-derivative instruments at the end of the reporting period. For liabilities with floating interest rates, the analysis method is based on the assumption that the amount of liabilities outstanding at the end of the year is outstanding throughout the reporting period. The sensitivity to a 100-basis point change in interest rate is used when reporting the interest rate risk internally to key management personnel and also represents the management’s assessment of the reasonably possible change in interest rates.

If the interest rate increased by 100 basis points and all other variables remain unchanged, the Group’s net income before tax for 2020 and 2019 would have decreased by NT$201,981 thousands and NT$203,866 thousands, respectively, mainly because of the variable interest rate of the Group’s borrowings.

The Group’s sensitivity to interest rates declined during the current period, mainly due to the increase in asset instruments at variable interest rates.

  1. Credit risk

The Group’s main potential credit risk arise from financial products, such as cash in banks, notes receivable, and trade receivables. The Group’s cash is deposited in different financial institutions, and the transaction counterparties are financial institutions with good credit ratings, so it is expected that no significant credit risk will arise. The Group controls the credit risk exposed to each financial institution, and believes that it believes that there is no significant credit risk of concentration of its cash certain banks. In order to reduce the credit risk of trade receivables, the Group continuously evaluates customers’ financial position, and regularly evaluates the possibility of the recovery of trade receivables and provides allowances for bad debts, so the possibility of occurrence of the credit risk is extremely low. Liquidity risk

The Group manages and maintains sufficient cash and cash equivalents to support its operations and mitigate the impact of cash flow fluctuations. The management of the Group monitors the use of the bank financing facilities and ensures compliance with the terms of the borrowing terms.

As of December 31, 2020 and 2019, the undrawn financing facilities (including financing projects) of the Group were NT$5,385,952 thousands and NT$3,279,268 thousands, respectively.

235

Liquidity and interest rate risk tables for non-derivative financial liabilities

The remaining contractual maturity analysis of non-derivative financial liabilities was based on the earliest date at which the Group might be required to repay and was compiled based on the undiscounted cash flows of financial liabilities (including principal and estimated interest). Therefore, the bank borrowings with a repayment on demand clause were included in the earliest time period in the table below, regardless of the probability of exercise of the right by banks. The maturity analysis of other non-derivative financial liabilities was compiled in accordance with the agreed repayment date.

For interest cash flows paid at floating interest rates, the undiscounted amount of interest is derived from the yield curve at the end of the year.

December 31, 2020

December 31, 2020
Non-derivative
financial liabilities
Non-interest-bearing
liabilities
Lease liabilities
Floating interest rate
instruments
Fixed interest rate
instruments
On demand or
less than 1
month
1–3 months
3 months to 1
year
1-5years
Over 5years


$ 1,763,384
18,266
707,530

60,000
$ 2,549,180



$ 495,911
35,920
1,103,090

200,000

$ 1,834,921




$ 1,080,972

159,690
4,272,884
-

$ 5,513,546




$ 900,334

569,219
14,592,096
6,800,000

$22,861,649




$ 142,360
2,514,412
7,257,967

977,500
$10,892,239

Further information on the analysis of lease liabilities maturity is as follows:

Less than 1
Year
1-5years
5-10years 10-15years
Lease
liabilities
$ 213,876
$ 569,219
$ 446,465
$ 428,042
December 31, 2019
On demand or
less than 1
month
1–3 months
3 months to 1
year
Non-derivative
financial liabilities
Non-interest-bearing
liabilities
$ 1,016,530
$ 1,141,273 $ 2,258,182
Lease liabilities
20,615
40,962
178,555
Floating interest rate
instruments
84,416
452,396 5,261,182
Fixed interest rate
instruments
1,814,400
1,305,200

-

$ 2,935,961
$ 2,939,831
$ 7,697,919
Less than 1
Year
Less than 1
Year
Less than 1
Year
1-5years
1-5years
1-5years
5-10years 5-10years 5-10years 10-15years 10-15years 15-20years
Over 20
years
$ 428,042
1-5years
$ 1,211,863
Over 5years


Non-derivative
financial liabilities
Non-interest-bearing
liabilities
Lease liabilities
Floating interest rate
instruments
Fixed interest rate
instruments


$ 1,016,530
20,615
84,416
1,814,400
$ 2,935,961


$ 1,141,273
40,962
452,396
1,305,200

$ 2,939,831




$ 2,258,182

178,555
5,261,182
-

$ 7,697,919




$ 536,429

684,484
14,877,908
4,240,000

$20,338,821




$ 161,166
2,861,573
5,980,225

-
$ 9,002,964

Further information on the analysis of lease liabilities maturity is as follows:

Lease
liabilities
Less than 1
Year
Less than 1
Year
1-5years
5-10years 10-15years 10-15years 15-20years
$ 427,378
Over 20
years
$ 240,132
$ 684,484
$ 454,062
$ 427,378
$ 1,552,755

236

37. Other matters

Affected by the global pandemic of COVID-19 in the first half of 2020, the domestic measures launched, such as pandemic prevention and control, social distancing, and restrictions on sightseeing, caused a sharp drop in the demand for shopping mall retail, hotel accommodation, etc., and caused the operating revenue of the Group’s relevant operating segments declined in the first half of 2020. However, as the domestic pandemic situation slowed down from June 2020, the government gradually launched preferential policies, which in turn boosted the demand for shopping mall retail and hotel accommodation in the second half of 2020. The operating revenue of the Group’s relevant operating segments has recovered to the previous level since third quarter of 2020.

With the introduction of the COVID-19 vaccines, it will help restore normal economic activities, and international trade is also expected to return to a normal growth trajectory. The Group will continue to observe and keep abreast of relevant risks, and adjust its operating strategies at any time, with a view to minimizing the impact of the pandemic.

In response to the impact of the pandemic, the Group has taken the following actions:

  • (I) Adjustment to business strategy

During the pandemic prevention period, the Group reduced costs and expenses based on

operating conditions, and flexibly adjusted its marketing strategies based on the main consumer groups and the pandemic situation in order to achieve stable growth.

  • (II) Fundraising strategy

In the first half of the year, the Group’s application for relief loans from the Ministry of Economic Affairs and the Tourism Bureau, Ministry of Transportation and Communications, was approved, which facilitated the turnover of working capital.

(III) Government relief measures

In response to the government's relief program, the Group has applied for various government subsidies, including paycheck subsidy, working capital subsidy, interest rate subsidy, rent subsidy, and tax deduction.

38. Additional Disclosures

  • (I) Information on significant transactions and (II) Information on investees:

  • Financing provided to others: Table 1.

  • Endorsements/Guarantees provided: Table 2.

  • Marketable securities held at the end of period: Table 3.

  • Marketable securities acquired or disposed of at costs or prices at least NT$300 million or 20% of the paid-in capital: Table 4.

  • Acquisition of individual real estate at costs of at least NT$300 million or 20% of the paid-in capital: None.

  • Disposal of individual real estate at costs of at least NT$300 million or 20% of the paid-in capital: Table 5.

  • Total purchases from or sales to related parties amounting to at least NT$100 million or 20% of the paid-in capital: Table 6.

237

  1. Receivables from related parties amounting to at least NT$100 million or 20% of the paid-in capital: Table 7.

  2. Trading in derivative instruments: None.

  3. Intercompany relationships and significant intercompany transactions: Table 8.

  4. Information on investees: Table 9.

  5. (III) Information on investments in Mainland China

  6. Information on any investee in mainland China, showing the name, principal business activities, paid-in capital, method of investment, inward and outward remittance of funds, ownership percentage, current income or loss and investment income or loss recognized, carrying amount of the investment at the end of the period, repatriations of investment income, and limit on the amount of investment in the mainland China area: Table 10.

  7. Any of the following significant transactions with investees in mainland China, either directly or indirectly through a third party, and their prices, payment terms, and unrealized gains or losses: None.

  8. (IV) Information on major shareholders: List of all shareholders with ownership of 5 percent or greater showing the names and the number of shares and percentage of ownership held by each shareholder. (Table 11)

39. Segments Information

The Group’s information reported to the chief operating decision-maker for resource allocation and segment performance assessment focuses on types of goods or services delivered or provided. The Group’s reportable segments for 2020 and 2019 are as follows:

Construction: Contracting builders to build buildings for sales or engaging in civil engineering business.

Leasing: Housing and building development and rental.

Shopping mall business: Operating shopping mall business.

Sewage treatment: Operating sewage treatment business.

Others: Transit station business, hotel business, investment business, energy technology services, biotechnology business, and cosmetics business.

  • (I) Segment revenues and results

The following is an analysis of the Group’s revenue and results by the reportable segments.


Revenue from external
customers

Inter-segment revenue

Segment revenue

Segment profit or loss

Interest expenses
General income and
expense, net
Profit before income
tax
2020
Construction Leasing Shopping mall
business
Sewage
treatment
Others Adjusted and
write-off
Total



$ 2,112,447
1,442,329

$ 3,554,776

$ 655,976



$ 619,313

624,787

$ 1,244,100

($ 40,344)



$ 1,360,686

846

$ 1,361,532

$ 251,912



$ 2,209,291

-

$ 2,209,291

$ 1,099,121



$ 470,595

28,632

$ 499,227

($ 100,295)



$ -
(2,096,594)

($ 2,096,594)

$ 70,029



$ 6,772,332

-
$ 6,772,332
$ 1,936,399
(
403,882 )
(
530,859)
$ 1,001,658

238


Revenue from external
customers

Inter-segment revenue

Segment revenue

Segment profit or loss

Interest expenses
General income and
expense, net
Profit before income
tax
2019
Construction Leasing Shopping mall
business
Sewage
treatment
Others Adjusted and
write-off
Total



$ 1,394,115
1,678,501

$ 3,072,616

$ 490,610



$ 782,931

617,530

$ 1,400,461

$ 46,797



$ 1,388,178

2,308

$ 1,390,486

$ 296,482



$ 2,222,146

-

$ 2,222,146

$ 912,978



$ 537,975

16,937

$ 554,912

($ 96,520)



$ -
(2,315,276)

($ 2,315,276)

$ 77,405



$ 6,325,345

-
$ 6,325,345
$ 1,727,752
(
346,357 )
(
578,820)
$ 802,575

Segment gains refer to the profits earned by each segment, excluding administrative expenses

and interest expenses that cannot be attributed. This is the measure reported to the chief operating

decision-maker for resource allocation and assessment of segment performance.

  • (II) Geographical information

The Group’s foreign operations are not material.

  • (III) Revenue from major products and services: None.

239

Table 1

Radium Life Tech Co., Ltd. and Subsidiaries

Financing Provided to Others For the Year ended December 31, 2020

(InThousands of New Taiwan Dollars, unless stated otherwise)

No. Lender Borrower Financial
Statement
Account
Related Party
Status
Maximum Balance
for the Period
Closing Balance Amount Drawn Interest Rate Range Nature of
Financing
Transaction
Amount
Reasons for
Necessity of
Short-term
Financing
Loss Allowance Collateral Collateral Limit of Financing
to Individual
Borrower (Note 1)
Total Limit of
Financing
Provided (Note 1)
Name Value
1
1
1
1
1
1
1
2
2
2
3
3
3
3
3
3
4
5
5
Titan Development and
Construction Co., Ltd.
Titan Development and
Construction Co., Ltd.
Titan Development and
Construction Co., Ltd.
Titan Development and
Construction Co., Ltd.
Titan Development and
Construction Co., Ltd.
Titan Development and
Construction Co., Ltd.
Titan Development and
Construction Co., Ltd.
Radium Far East Co.,
Ltd.
Radium Far East Co.,
Ltd.
Radium Far East Co.,
Ltd.
Jing-Jan Investment
Holdings Co., Ltd.
Jing-Jan Investment
Holdings Co., Ltd.
Jing-Jan Investment
Holdings Co., Ltd.
Jing-Jan Investment
Holdings Co., Ltd.
Jing-Jan Investment
Holdings Co., Ltd.
Jing-Jan Investment
Holdings Co., Ltd.
Li Chiang Development
Co., Ltd.
Rih Siang Property
Management Co., Ltd.
Rih Siang Property
Management Co., Ltd.

Zhao Yao Enterprise Co.,
Ltd.

Radium-Kagaya
International Hotel
Co., Ltd.

Ji Shun Life Tech Co.,
Ltd.

Rih Yao Development
Co., Ltd.

CLEVER BASE
INVESTMENTS
LIMITED

Wan Da Tong Enterprise
Co., Ltd.

Radium Life Tech Co.,
Ltd.
Radium-Kagaya
International Hotel
Zhao Yao Enterprise Co.,
Ltd.
Wan Da Tong Enterprise
Co., Ltd.
Ji Shun Life Tech Co.,
Ltd.
Rih Ding Water
Enterprise Co., Ltd.
Rih Siang Property
Management Co., Ltd.
Rih Zuan Green Energy
Technology Co., Ltd.
Zhao Yao Enterprise Co.,
Ltd.
Radium Life Tech Co.,
Ltd.
Radium Life Tech Co.,
Ltd.

Rih Yao Development
Co., Ltd.

Ji Shun Life Tech Co.,
Ltd.
Other receivables
from related
parties
Other receivables
from related
parties
Other receivables
from related
parties
Other receivables
from related
parties
Other receivables
from related
parties
Other receivables
from related
parties
Other receivables
from related
parties
Other receivables
from related
parties
Other receivables
from related
parties
Other receivables
from related
parties
Other receivables
from related
parties
Other receivables
from related
parties

Other receivables
from related
parties
Other receivables
from related
parties
Other receivables
from related
parties
Other receivables
from related
parties
Other receivables
from related
parties
Other receivables
from related
parties
Other receivables
from related
parties
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
$ 100,000
20,000
100,000
30,000
2,000
330,000
180,000
20,000
10,000
80,000
150,000
150,000
100,000
20,000
100,000
400,000
130,000
50,000
260,000
$ -
20,000
100,000
-
-
240,000
180,000
-
10,000
60,000
150,000
150,000
-
20,000
100,000
340,000
130,000
50,000
120,000
$ -
-
-
-
-
110,000
180,000
-
10,000
60,000
-
-
-
15,000
60,000
340,000
110,000
50,000
60,000
2.3500%~5.3500%
2.3500%~5.3500%
2.3500%~5.3500%
2.6000%~2.8950%
2.6000%
2.6000%~5.3500%
5.3500%
2.9880%~3.2880%
2.9880%~3.2880%
2.9880%~3.2880%
0.7550%~1.0350%
0.7550%
1.0350%
0.7550%
0.7550%
0.7550%~1.0350%
2.5000%~2.6000%
2.6797%~2.9440%
2.4343%~3.0500%
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
$ -
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Operating
capital
Operating
capital
Operating
capital
Operating
capital
Operating
capital
Operating
capital
Operating
capital
Operating
capital
Operating
capital
Operating
capital
Operating
capital
Operating
capital
Operating
capital
Operating
capital
Operating
capital
Operating
capital
Operating
capital
Operating
capital
Operating
capital
$ -
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
None
None
None
None
None
None
None
None
None
None
None
None
None
None
None
None
None
None
None
$ -
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
$ 764,933
764,933
764,933
764,933
764,933
764,933
764,933
175,957
175,957
175,957
2,299,875
2,299,875
2,299,875
2,299,875
2,299,875
2,299,875
208,072
772,920
772,920
$ 764,933
764,933
764,933
764,933
764,933
764,933
764,933
175,957
175,957
175,957
2,299,875
2,299,875
2,299,875
2,299,875
2,299,875
2,299,875
208,072
772,920
772,920

(Continued)

240

No. Lender Borrower Financial
Statement
Account
Related Party
Status
Maximum Balance
for the Period
Closing Balance Amount Drawn Interest Rate Range Nature of
Financing
Transaction
Amount
Reasons for
Necessity of
Short-term
Financing
Loss Allowance Collateral Collateral Limit of Financing
to Individual
Borrower (Note 1)
Total Limit of
Financing
Provided (Note 1)
Name Value
5
6
7
Rih Siang Property
Management Co., Ltd.
Ji Sheng Zih Chan
Development Co.,
Ltd.
Prit Biotech Co., Ltd.

Wan Da Tong Enterprise
Co., Ltd.
Rih Yao Development
Co., Ltd.
Wan Da Tong Enterprise
Co., Ltd.
Other receivables
from related
parties
Other receivables
from related
parties
Other receivables
from related
parties
Yes
Yes
Yes
120,000
10,000
70,000
120,000
10,000
70,000
120,000
10,000
70,000
2.4343%~3.0500%
0.2253%~0.5207%
1.2550%
Short-term
financing
Short-term
financing
Short-term
financing
-
-
-
Operating
capital
Operating
capital
Operating
capital
-
-
-
None
None
None
-
-
-
772,920
32,684
70,796
772,920
32,684
70,796

Note 1: The Company’s and its subsidiaries’ cumulative balance of financing provided and the total amount of financing provided to the same borrower shall not exceed 40% of the net worth of each company as stated in most recent financial statements verified by CPAs. Note 2: The transactions above have been written off in accordance with regulations when the consolidated financial statements were prepared.

241

Table 2

Radium Life Tech Co., Ltd. and Subsidiaries

Endorsements/Guarantees Provided

For the Year ended December 31, 2020

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

No. Company Name PartyEndorsed/Guaranteed PartyEndorsed/Guaranteed Limit of
Endorsement/Guara
ntee for Single
Enterprise (Note 1)
Maximum
Endorsement/Guara
ntee Balance for
Current Period
Balance of
Endorsement/Guara
ntee, End of Period
Amount Drawn Endorsement/Gu
arantee Amount
with Assets
Pledged
Ratio of
Cumulative
Endorsement/Guara
ntee to Net Equity
of the Latest
Financial Statement
(%)

Upper Limit of
Endorsement/Gu
arantee Amount
(Note 2)
Endorsement/
Guarantee by
Parent to
Subsidiary
Endorsement/
Guarantee by
Subsidiary to
Parent
Endorsement/
Guarantee to
Entity in
Mainland
China
Company name Relationship
0
0
0
0
0
0
0
0
0
0
1
1
2
3
4
5
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Ji-Shun Life Tech Co., Ltd.
Ji-Shun Life Tech Co., Ltd.
Xin Xiu Ge Hotel Co., Ltd.
Titan Development and
Construction Co., Ltd.
Jing-Jan Investment Holding
Co., Ltd.
Li Chiang Development Co.,
Ltd.
Radium-Kagaya International Hotel Co.,
Ltd.
Xin Xiu Ge Hotel Co., Ltd.
Rih Yao Development Co., Ltd.
Titan Development and Construction Co.,
Ltd.
Zhao Yao Enterprise Co., Ltd.
Rih Siang Property Management Co., Ltd.
Ji Shun Life Tech Co., Ltd.
Rih Ding Water Enterprise Co., Ltd.
Wan Da Tong Enterprise Co., Ltd.
Rih Zuan Green Energy Technology Co.,
Ltd.
Ji Sheng Zih Chan Development Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Subsidiary in which at least
50% of equity is held
Subsidiary in which at least
50% of equity is held
Subsidiary in which at least
50% of equity is held
Subsidiary in which at least
50% of equity is held
Subsidiary in which at least
50% of equity is held
Subsidiary in which at least
50% of equity is held
Subsidiary in which at least
50% of equity is held
Subsidiary in which at least
50% of equity is held
Subsidiary in which at least
50% of consolidated
equity is held
Subsidiary in which at least
50% of equity is held
Subsidiary in which at least
50% of equity is held
Parent company in which at
least 50% of equity is held
Parent company in which at
least 50% of equity is held
Parent company in which at
least 50% of equity is held
Parent company in which at
least 50% of equity is held
Parent company in which at
least 50% of equityis held
$ 35,109,413
35,109,413
35,109,413
35,109,413
35,109,413
35,109,413
35,109,413
35,109,413
35,109,413
35,109,413
2,147,010
2,147,010
134,995
5,736,997
17,249,063
1,560,541
$ 80,000
176,000
904,250
1,453,500
1,896,000
4,882,350
2,297,865
7,310,000
815,130
85,000
134,000
310,000
240,000
1,266,000
3,135,000
100,000
$ 80,000
88,000
904,250
1,169,000
1,836,000
1,982,350
2,297,865
7,310,000
799,380
58,000
134,000
-
120,000

1,066,000
3,135,000
50,000
$ 80,000
88,000
904,250
1,169,000
1,836,000
1,982,350
2,297,865
7,310,000
799,380
58,000
134,000
-
120,000
1,066,000
3,135,000
50,000
$ -
-
-
650,000
-
-
-
-
-
-
82,187
-
493
186,000
2,880,000
-
0.68%
0.75%
7.73%
9.99%
15.69%
16.94%
19.63%
62.46%
6.83%
0.50%
18.72%
-
266.68%
55.74%
54.42%
9.61%
$ 70,218,826
70,218,826
70,218,826
70,218,826
70,218,826
70,218,826
70,218,826
70,218,826
70,218,826
70,218,826
4,294,019
4,294,019
269,989
11,473,994
34,498,126
3,121,083
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
N
N
N
N
N
N
N
N
N
N
N
N
N
N
N
N
N
Y
Y
Y
Y
Y
N
N
N
N
N
N
N
N
N
N
N
N
N
N
N
N

Note 1: The amount of the Company's or its subsidiaries' endorsements/guarantees to a single enterprise is limited to 3 times the net worth of each company as stated in most recent financial statements verified by CPAs. Note 2: The total amount of endorsements/guarantees by the Company or its subsidiaries is limited to not more than 6 times the net worth of each company as stated in most recent financial statements verified by CPAs.

242

Table 3

Radium Life Tech Co., Ltd. and Subsidiaries

Marketable Securities Held at the End of Period

December 31, 2020

(InThousands of New Taiwan Dollars, unless stated otherwise)

Company Type and Name of Marketable Securities Relationship with Securities
Issuer
Financial Statement Account End of Period End of Period Remarks
Number of Shares or
Units(in Thousands)
Carrying Amount Shareholding
Ratio(%)
Fair Value
Radium Life Tech Co., Ltd.
Titan Development and
Construction Co., Ltd.
PritBiotech Co., Ltd.
PritBiotech Co., Ltd.
PritBiotech Co., Ltd.
Radium Far East Co., Ltd.
Radium Life Tech Co., Ltd.
Ji Shun Life Tech Co., Ltd.
Jing-Jan Retail Business
Co., Ltd.
Stock
Linkou Recreation Enterprise Co., Ltd.
Stock
Xantia Corporation
Stock
Tsinghua Life Technology Co., Ltd.
Stock
Deyang Biotechnology Venture Capital Co.,
Ltd.
Stock
Shih Jui Biotech Corp. Ltd.
Stock
Mega Growth Venture Capital Co., Ltd.
Fund
TCB US Short Duration High Yield Bond
Fund
Fund
Mega Danish Covered Mortgage Bond Index
Fund
Fund
Taiwan Business Bank Eastspring
Investments India Bond Fund
None
None
None
None
None
None
None
None
None
Financial assets at FVTOCI -
non-current
Financial assets at FVTOCI -
non-current
Financial assets at FVTOCI -
non-current
Financial assets at FVTOCI -
non-current
Financial assets at FVTOCI -
non-current
Financial assets at FVTOCI -
non-current
Financial assets at FVTPL -
current
Financial assets at FVTPL -
current
Financial assets at FVTPL -
current
-
55
3
118
50
5,000
300
500
500
$ 5,100
-
145
1,250
-
52,300
2,969
5,006
4,965
-
0.07%
2.50%
3.70%
16.67%
3.94%
-
-
-
$ 5,100
-
145
1,250
-
52,300
2,969
5,006
4,965

Note 1: Refer to Tables 9 and 10 for the information on subsidiaries and associates.

243

Table 4

Radium Life Tech Co., Ltd. and Subsidiaries

Marketable Securities Acquired or disposed of at Costs or Prices at Least NT$300 Million or 20% of the Paid-in Capital For the Year ended December 31, 2020

(In Thousands of New Taiwan Dollars, unless stated otherwise)

Company Name Type and Name
of Marketable
Securities
Financial
Statement Account

Counterpart
y
Relation-s
hip
BeginningBalance BeginningBalance Acquisition Acquisition Disposal Disposal Disposal Others Others Ending Balance
Number of
Shares (in
Thousands)
Amount Number of
Shares (in
Thousands)
Amount Number of
Shares (in
Thousands)
Amount Carrying
Amount
Gain(Loss) on
Disposal
Number of
Shares (in
Thousands)
Amount Number of
Shares (in
Thousands)
Amount
Titan
Development
and
Construction
Co., Ltd.
Jing-Jan
Investment
Holdings Co.,
Ltd.
Radium Life Tech
Co., Ltd.
Radium Life Tech
Co., Ltd.
Radium Life Tech
Co., Ltd.
Bills
International
Bills Finance
Corporation -
bills under
repurchase
agreement
Bills
International
Bills Finance
Corporation -
bills under
repurchase
agreement
Stock
Rih-Ding
Circular
Economy
Investment
Holding Co.,
Ltd.
Stock
Ding-Sheng
Green
Energy
Technology
Co., Ltd.
Stock
Rih-Ding Water
Enterprise
Co., Ltd.

Financial assets at
amortized cost
-current

Financial assets at
amortized cost
-current
Investments
accounted for
the equity
method
Investments
accounted for
the equity
method
Investments
accounted for
the equity
method
None
None
Rih-Ding
Circular
Economy
Investme
nt
Holding
Co., Ltd.
Rih-Ding
Circular
Economy
Investme
nt
Holding
Co., Ltd.
Rih-Ding
Circular
Economy
Investme
nt
Holding
Co.,Ltd.
None
None

Subsidiary

Subsidiary

Subsidiary
-
-

-

5,000

355,940
$ 345,000
-
-
50,122
4,466,864
-
-
63,500
-
-
$ 4,390,000
735,000
5,097,197
(Notes 2 & 5)
-
-

-

-
-
5,000
421,640
$ 4,735,000
735,000
-
-
-
$ 4,735,000

735,000
-

49,913
(Note 2)
4,747,699
(Note 2)
$ -

-
-

-

-
-
-
-
-
65,700
(Note 4)
$ -
-
616,777
(Note 3)
(
209 )
(Note 3)

280,835
(Note 3)

-

-

63,500


-

-
$ -

-
5,713,974

-

-

Note 1: The securities mentioned in this table refer to stocks, bills, beneficiary certificates, and securities derived from the items above.

Note 2: The Company’s board of directors resolved to adjust the organizational structure on April 6, 2020. Rih-Ding Hldg issued new shares and obtained 100% of the Company’s shares in Rih-Ding Water and Ding-Sheng through share swap arrangements, and the record date of share swap was May 8, 2020.

Note 3: It is the share of comprehensive income recognized by the Company using the equity method and the effect of IFRS16.

Note 4: This is the stock dividends distributed by investees in the current period.

Note 5: It is for capital stock in the amount of NT$299,585 thousand for incorporation.

Note 6: Note 2: The investments under equity method above have been written off in accordance with regulations when the consolidated financial statements were prepared.

244

Table 5

Radium Life Tech Co., Ltd. and Subsidiaries

Disposal of Individual Real Estate at Costs of at Least NT$300 Million or 20% of the Paid-in Capital

For the Year ended December 31, 2020

(In Thousands of New Taiwan Dollars, unless stated otherwise)

Seller Property Event Date Original
Acquisition
Date
Carrying Amount Transaction Amount Collection Gain(Loss) on
Disposal
Counterparty Relationship Purpose of
Disposal
Price Reference Terms
Radium Life Tech Co.,
Ltd.
5F, No. 157 as
well as 5F ,
5F-1, 5F-2,
No. 159,
Zhongyang
Road, Xindian
District, New
Taipei City
2020.12.14 2013.12.11 $ 1,238,099 $ 2,363,428 Received $ 1,125,329
(Note 1)
Jing-Jan Retail
Business Co.,
Ltd
Sub-subsidiary To effectively sell
assets and
increase
working
capital
The value appraised
by a real estate
appraiser’s office
and market
conditions are
adopted as a
reference
None

Note 1: It is recognized in deferred credits - gains between associates.

Note 2: The transactions above have been written off in accordance with regulations when the consolidated financial statements were prepared.

245

Table 6

Radium Life Tech Co., Ltd. and Subsidiaries

Total Purchases from or Sales to Related Parties Amounting to at Least NT$100 Million or 20% of the Paid-in Capital For the Year ended December 31, 2020

(Unit: NTD thousand, unless stated otherwise)

Buyer/Seller Related Party Relationship Transaction D etails (Note 1) Abnormal Trancaction Note/Trade Receiv ables (Payable) Note
Purchase/Sale Amount
% of Total Payment Terms Unit Price Payment Terms Ending Balance
% of Total
Titan Development and
Construction Co., Ltd.
Titan Development and
Construction Co., Ltd.
Wan Da Tong Enterprise Co.,
Ltd.
Rih Ding Water Enterprise Co.,
Ltd.
Rih Ding Water Enterprise Co.,
Ltd.
Ji Shun Life Tech Co., Ltd.
Ding Sheng Green Energy
Technology Co., Ltd.
Rih Ding Water Enterprise Co.,
Ltd.
Ji Shun Life Tech Co., Ltd.
Jing-Jan Retail Business Co., Ltd,
Ding Sheng Green Energy
Technology Co., Ltd.
Titan Development and
Construction Co., Ltd.
Titan Development and
Construction Co., Ltd.
Rih Ding Water Enterprise Co.,
Ltd.
Associate
Associate
Associate
Associate
Associate
Associate
Associate
Sales
Sales
Sales
Construction costs
Construction costs
Construction costs
Sales
( $ 838,061 )
(
403,006 )
(
501,161 )

348,289

911,852

299,884
(
420,143 )
(
55.89% )
(
26.88% )
(
60.94% )
27.63%
72.33%
100%
(
100% )
As agreed in contract
As agreed in contract
As agreed in contract
As agreed in contract
As agreed in contract
As agreed in contract
As agreed in contract
-
-
-
-
-
-
-






$ 373,821
-
2,014
(
92,864 )
(
663,437 )
(
99,752 )
74,243
81.08%
-
34.81%
(
12.28% )
(
87.72% )
(
100% )
100%

Note 1: Since there was no relevant identical transaction to follow for the unit price of purchases from and sales to related parties, the transaction conditions were negotiated and determined by both parties. Note 2: The transactions above have been written off in accordance with regulations when the consolidated financial statements were prepared.

246

Table 7

Radium Life Tech Co., Ltd. and Subsidiaries

Receivables from Related Parties Amounting to at Least NT$100 million or 20% of the Paid-in Capital December 31, 2020

(Unit: NTD thousand, unless stated otherwise)

Company Name Name of Counterparty Relationship Balance of Receivables
from Related Parties
Turnover
Rate
Overdu e Amounts Received
Subsequent Period
Allowance for
Impairment Loss
Note
Amount
Actions Taken
Titan Development and Construction Co., Ltd.
Titan Development and Construction Co., Ltd.
Titan Development and Construction Co., Ltd.
Li Chiang Development Co., Ltd.
Rih Siang Property Management Co., Ltd.
Jing-Jan Investment Holding Co., Ltd.
Radium Life Tech Co., Ltd.
Rih Ding Water Enterprise Co., Ltd.
Wan Da Tong Enterprise Co., Ltd.
Radium Life Tech Co., Ltd.
Wan Da Tong Enterprise Co., Ltd.
Radium Life Tech Co., Ltd.
Parent company
Associate
Associate
Parent company
Associate
Parent company
$ 180,000
373,821
110,000
110,000
120,000
340,000
-
3.37
-
-
-
-
$ -
-
-
-
-
-





$ -
142,673
-
-
-
-
$ -
-
-
-
-
-
As of January 31, 2021 (Note 1)
As of January 31, 2021
As of January 31, 2021 (Note 1)
As of January 31, 2021 (Note 1)
As of January 31, 2021 (Note 1)
As of January 31, 2021 (Note 1)

Note 1: Other receivables.

Note 2: The transactions above have been written off in accordance with regulations when the consolidated financial statements were prepared.

247

Table 8

Radium Life Tech Co., Ltd. and Subsidiaries

Intercompany Relationships and Significant Intercompany Transactions For The Year Ended December, 2020

(Amounts in Thousands of New Taiwan Dollars)

No.
(Note 1)
Company Name Counterparty Relationship
(Note 2)
Transaction Details Transaction Details
Financial Statement Accounts Amount Payment Terms % of Consolidated
Revenue or Total Assets
(Note 3)
0
0
0
0
0
0
1
1
1
1
1
1
1
1
1
1
1
1
2
2
2
2
2
3
3
3
3
4
5
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Titan Development and Construction Co., Ltd.
Titan Development and Construction Co., Ltd.
Titan Development and Construction Co., Ltd.
Titan Development and Construction Co., Ltd.
Titan Development and Construction Co., Ltd.
Titan Development and Construction Co., Ltd.
Titan Development and Construction Co., Ltd.
Titan Development and Construction Co., Ltd.
Titan Development and Construction Co., Ltd.
Titan Development and Construction Co., Ltd.
Titan Development and Construction Co., Ltd.
Titan Development and Construction Co., Ltd.
Wan Da Tong Enterprise Co., Ltd.
Wan Da Tong Enterprise Co., Ltd.
Wan Da Tong Enterprise Co., Ltd.
Wan Da Tong Enterprise Co., Ltd.
Wan Da Tong Enterprise Co., Ltd.
Rih Siang Property Management Co., Ltd.
Rih Siang Property Management Co., Ltd.
Rih Siang Property Management Co., Ltd.
Rih Siang Property Management Co., Ltd.
JiShun Life Tech Co., Ltd.
Radium-Kagaya International Hotel Co.,Ltd.
Titan Development and Construction Co.,
Ltd.
Titan Development and Construction Co.,
Ltd.
Titan Development and Construction Co.,
Ltd.
Li Chiang Development Co., Ltd.
Jing-Jan Investment Holding Co., Ltd.
Radium-Kagaya International Hotel Co.,
Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Rih Ding Water Enterprise Co., Ltd.
Rih Ding Water Enterprise Co., Ltd.
Rih Ding Water Enterprise Co., Ltd.
Rih Ding Water Enterprise Co., Ltd.
Ji Shun Life Tech Co., Ltd.
Ji Shun Life Tech Co., Ltd.
Ji Shun Life Tech Co., Ltd.
Wan Da Tong Enterprise Co., Ltd.
Radium Life Tech Co., Ltd.
Titan Development and Construction Co.,
Ltd.
Jing-Jan Retail Business Co.,
Radium Far East Co., Ltd.
Prit Biotech Co., Ltd.
Ji Shun Life Tech Co., Ltd.
Wan Da Tong Enterprise Co., Ltd.
Rih Yao Development Co., Ltd.
Titan Development and Construction Co.,
Ltd.
Titan Development and Construction Co.,
Ltd.
Radium Life Tech Co.,Ltd.

1

1

1
1
1
1
2
2
2
2
3
3
3
3
3
3
3
3
2

3
3
3
3
3
3
3

3

3
2
Buildings
Buildings and land held for Sale
Completed investment properties
Other payables to related parties
Other payables to related parties
Rental revenue
Rrade receivable from related parties
Other receivables from related parties
Other operating revenue
Contract assets - current
Operating revenue
Operating costs
Trade receivable from related parties
Contract assets - current
Operating revenue
Operating costs
Contract assets - current
Other receivables from related parties
Buildings
Buildings
Rental revenue
Other payables to related parties
Other payables to related parties
Other receivables from related parties
Other receivables from related parties
Other receivables from related parties
Completed investment properties
Property under development
Lease liabilities to relatedparties
$ 91,532
113,928
89,531
110,000
340,000
60,000
76,956
180,000
77,149
229,641
838,061
888,932
373,821
289,616
403,006
400,441
99,752
110,000
124,905
109,306
501,161
60,000
70,000
60,000
120,000
50,000
280,875
634,269
196,899
General transaction conditions
General transaction conditions
General transaction conditions
General transaction conditions
General transaction conditions
General transaction conditions
General transaction conditions
General transaction conditions
General transaction conditions
General transaction conditions
General transaction conditions
General transaction conditions
General transaction conditions
General transaction conditions
General transaction conditions
General transaction conditions
General transaction conditions
General transaction conditions
General transaction conditions
General transaction conditions
General transaction conditions
General transaction conditions
General transaction conditions
General transaction conditions
General transaction conditions
General transaction conditions
General transaction conditions
General transaction conditions
General transaction conditions
0.16%
0.20%
0.16%
0.19%
0.60%
0.89%
1.14%
0.32%
0.14%
0.40%
12.37%
13.13%
0.66%
0.51%
5.95%
5.91%
0.18%
0.19%
0.22%
0.19%
7.40%
0.11%
0.12%
0.11%
0.21%
0.09%
0.49%
1.12%
0.35%

(Continued)

248

No.
(Note 1)
Transaction Company Counterparty Relations with
Counterparty
(Note 2)
Transaction Details Transaction Details
Account Amount Transaction Conditions Proportion to Total
Consolidated Revenue
or Total Assets %
(Note 3)
6
6
6
7
7
7
7
8
Jing-Jan Retail Business Co.,
Jing-Jan Retail Business Co.,
Jing-Jan Retail Business Co.,
Ding-Sheng Green Energy Technology Co., Ltd.
Ding-Sheng Green Energy Technology Co., Ltd.
Ding-Sheng Green Energy Technology Co., Ltd.
Ding-Sheng Green Energy Technology Co., Ltd.
Jing-Jan Investment HoldingCo.,Ltd.
Wan Da Tong Enterprise Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Rih Ding Water Enterprise Co., Ltd.
Rih Ding Water Enterprise Co., Ltd.
Rih Ding Water Enterprise Co., Ltd.
Rih Ding Water Enterprise Co., Ltd.
Zhao-Yao Business Co.,Ltd.
3
2
2
3
3
3
3
3
Lease liabilities to related parties
Investment properties
Property, plant and equipment
Trade receivable from related parties
Operating revenue
Operating costs
Other operating revenue
Other receivables from relatedparties
$ 3,710,604
225,402
899,927
74,243
355,575
341,474
64,568
60,000
General transaction conditions
General transaction conditions
General transaction conditions
General transaction conditions
General transaction conditions
General transaction conditions
General transaction conditions
General transaction conditions
6.53%
0.40%
1.58%
0.13%
5.25%
5.04%
0.95%
0.11%

Note 1: The information on transactions between the parent company and its subsidiaries shall be indicated in the No. column as follows:

1. The parent company is coded “0”.

  1. The subsidiaries are coded sequentially beginning from “1” by each individual company.

  2. Note 2: There are three types of relations with the transaction company, just enter the code:

  3. Parent to subsidiary

  4. Subsidiary to parent.

  5. Between subsidiaries.

  6. Note 3: Regarding the proportion of transaction amount to the total consolidated revenue or assets, if it is recognized in the balance sheet account, it is shown with the closing balance as a percentage of the total consolidated assets; if it is in the profit or loss account, it is shown with the cumulative amount throughout the period as a percentage of the consolidated total revenue.

  7. Note 4: Significant transactions between the parent and subsidiaries with an amount of NT$50 million or more are listed in this table.

  8. Note 5: The transactions above have been written off in accordance with regulations when the consolidated financial statements were prepared.

249

Table 9

Radium Life Tech Co., Ltd. and Subsidiaries

Information of Investees

For the Year ended December 31, 2020

(InThousands of New Taiwan Dollars, unless stated otherwise)

Investor Company Investee Company Location Main Businesses and
Products
Original Investment Amount Original Investment Amount Asof December 31,2020 Asof December 31,2020 Asof December 31,2020 Net Income(Loss) of
the Investee
Share of Proft (Loss)
Note
December 31,2020 December 31,2019 Number of Shares (in
Thousands)
Percentage (%) Carrying Amount
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Ji Shun Life Tech Co., Ltd.
Li Chiang Development Co.,
Ltd.
Rih Yao Development Co.,
Ltd.
Radium Far East Co., Ltd.
Titan Development and
Construction Co., Ltd.
Wan Da Tong Enterprise Co.,
Ltd.
Radium-Kagaya International
Hotel Co., Ltd.
Zhao Yao Enterprise Co., Ltd.
CLEVER BASE
INVESTMENTS
LIMITED
Xin xiu ge Hotel Co., Ltd.
Rih Ding Water Enterprise
Co., Ltd.
Jing-Jan Investment Holding
Co., Ltd.
Rih Siang Property
Management Co., Ltd.
Ri Zuan Green Energy
Technology Co., Ltd.
Ding Sheng Green Energy
TechnologyCo.,Ltd.
13F, No. 209, Section 1, Civic Boulevard,
Taipei City
13F, No. 209, Section 1, Civic Boulevard,
Taipei City
13F, No. 209, Section 1, Civic Boulevard,
Taipei City
5F–2, No. 270, Section 4, Zhongxiao East
Road, Taipei City
5F–2, No. 270, Section 4, Zhongxiao East
Road, Taipei City
13F, No. 209, Section 1, Civic Boulevard,
Taipei City
No. 236, Guangming Road, Beitou
District, Taipei City, Taiwan
3F-11F. No. 23, Lane 27, Section 4,
Ren'ai Road, Daan District, Taipei
City; No. 25, 3F-11F. No. 25, Lane 27,
Section 4, Ren'ai Road, Daan District,
Taipei City; 2F-14F. No. 27Lane 27,
Section 4, Ren'ai Road, Daan District,
Taipei City
Vistra Corporate Services Contre, Ground
Floor NPF Building, Beach Road,
Asia , Samoa
No. 238, Guangming Road, Beitou
District, Taipei City, Taiwan
No. 177, Section 1, Fuhua Road, Luzhu
District, Taoyuan City
13F, No. 209, Section 1, Civic Boulevard,
Taipei City
14F, No. 209, Section 1, Civic Boulevard,
Taipei City
14F, No. 209, Section 1, Civic Boulevard,
Taipei City
14F, No. 209, Section 1, Civic Boulevard,
Taipei City
Housing and Building
Development and
Rental
Housing and Building
Development and
Rental
Housing and Building
Development and
Rental
Housing and Building
Development and
Rental
Civil engineering and
construction
Housing and Building
Development and
Rental
Hot spring hotel

Housing and Building
Development and
Rental
Investment
Regular hotel
Sewage Treatment
Investment
Housing and Building
Development and
Rental
Energy Technical
Services
Energy Technical
Services
$ 318,000
1,000,000
950,000
1,113,455
968,650
1,248,666
953,363
2,350,000
USD
2,080
421,500
-
3,039,339
2,300,000
40,500
-
$ 75,000
1,000,000
950,000
1,113,455
968,650
1,248,666
953,363
2,350,000
USD
2,080
421,500
2,790,000
3,039,339
2,300,000
40,500
50,000
70,000
100,000
95,000
38,773
120,000
148,000
15,000
235,000
2,080
125
-
91,590
230,000
4,050
-
100.00%
100.00%
100.00%
99.93%
100.00%
28.35%
100.00%
100.00%
100.00%
100.00%
-
61.06%
100.00%
90.00%
-
$ 716,492
520,180
748,458
624,249
1,249,678
1,760,682
114,907
1,463,779
5,434
324,423
-
3,602,643
1,932,299
42,089
-
( $ 56,102 )
(
44,928 )
(
47,664 )
(
7,993 )
122,342
227,048
(
18,103 )
(
118,654 )
(
1,438 )
(
4,028 )
879,241
315,675
(
27,747 )
282
20,355
( $ 54,845 )
(
44,928 )
(
47,665 )
(
7,987 )
138,814
64,195
(
16,511 )
(
118,654 )
(
1,438 )
(
4,533 )
280,835
233,588
(
27,760 )

376
(
209 )
Subsidiary (Note 1)
Subsidiary (Note 1)
Subsidiary (Note 1)
Subsidiary (Notes 1 & 2)
Subsidiary (Note 1)
Subsidiary (Notes 1 & 3)
Subsidiary (Note 1)
Subsidiary (Note 1)
Subsidiary (Note 1)
Subsidiary (Note 1)
Sub-subsidiary (Notes 1 &
8)
Subsidiary (Notes 1 & 11)
Subsidiary (Note 1)
Subsidiary (Note 1)
Sub-subsidiary (Notes 1 &
8)

(Continued)

250

Investor Company Investee Company Location Main Businesses and
Products
Original Investment Amount Original Investment Amount As of December 31,2020 of December 31,2020 Net Income( Loss) of
the Investee
Share of Profitt (Loss) Note
December 31,2020 December 31,2019 Number of Shares (in
Thousands)
Percentage (%) Carrying Amount
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Titan Development and
Construction Co., Ltd.
Ji Shun Life Tech Co., Ltd.
Ji Shun Life Tech Co., Ltd.
Jing-Jan Investment Holding
Co., Ltd.
Jing-Jan Investment Holding
Co., Ltd.
Jing-Jan Retail Business Co.,
CLEVER BASE
INVESTMENTS
LIMITED
CLEVER BASE
INVESTMENTS
LIMITED
CLEVER BASE
INVESTMENTS
LIMITED
Radium Far East Co., Ltd.
Rih-Ding Circular Economy
Investment Holding Co.,
Ltd.
Rih-Ding Circular Economy
Investment Holding Co.,
Ltd.
Ding Sheng Green Energy
TechnologyCo.,Ltd.
Wan Tong Digital Technology
Co., Ltd.
Rih-Ding Circular Economy
Investment Holding Co.,
Ltd.
Jing Ding Green Energy
Technology Co., Ltd.
Jing-Jan Investment Holding
Co., Ltd.
Ji-Sheng Zih Chan
Development Co., Ltd.
Jing Yang Apartment Building
Management and
Maintenance Co., Ltd.
Jing-Jan Retail Business Co.,
Wan-Da-Tong Enterprise Co.,
Ltd.
Jing-Jan Digital Square Co.,
Ltd.
SHARP CHINA
INVESTMENTS
LIMITED
Rih Ding Investments Limited
Kai Chuang International
Limited.
Prit Biotech Co., Ltd.
Rih Ding Water Enterprise
Co., Ltd.
Ding Sheng Green Energy
Technology Co., Ltd.
Jing Ding Green Energy
TechnologyCo.,Ltd.
14F, No. 209, Section 1, Civic Boulevard,
Taipei City
14F, No. 209, Section 1, Civic Boulevard,
Datong District, Taipei City
No. 76, Pinghe 1st Street, Changhua City,
Changhua County
13F, No. 209, Section 1, Civic Boulevard,
Taipei City
13F, No. 209, Section 1, Civic Boulevard,
Taipei City
1F, No. 106, Section 6, Roosevelt Road,
Wenshan District, Taipei City
No. 1, Section 1, Chengde Road, Taipei
City
13F, No. 209, Section 1, Civic Boulevard,
Taipei City
4F No. 1, Section 1, Chengde Road,
Datong District, Taipei City
Vistra Corporate Services Contre, Ground
Floor NPF Building, Beach Road,
Asia , Samoa
15/F., BOC Group Life Assurance Tower,
136 Des Voeux Road Central, Central,
Hong Kong
The Grand Pavilion Commercial Centre,
Oleander Way, 802 West Bay Road,
P.O. Box 32052, Grand Cayman
KY1-1208, Cayman Islands
3F-1, No.50, Lane 462, Gongyi Road,
Zhunan Town, Miaoli County
No. 177, Section 1, Fuhua Road, Luzhu
District, Taoyuan City
14F, No. 209, Section 1, Civic Boulevard,
Taipei City
No. 76, Pinghe 1st Street, Changhua City,
Changhua County
Retail
Investment
Energy Technical
Services
Investment
Housing and Building
Development and
Rental
Condominium buildings
management service
Shopping mall business
Housing and Building
Development and
Rental
Retail
Investment
Investment
Investment
Biotechnology and
cosmetic
manufacturing
Sewage Treatment
Energy Technical
Services
Energy Technical
Services
$ 27,000
5,097,197
7,400
1,832,017
87,000
9,800

509,201
4,295,288
50,000
-
USD
30
-
90,000
5,027,699
49,913
6,600
$ 27,000
-
-
1,832,017
87,000
9,800
509,201
4,295,288
50,000
USD
2,010
USD
30
USD
40
90,000
-
-
-
2,700
63,500
740
55,195
8,700
980
45,001
374,015
2,000
-
30
-
9,000
449,640
5,000
660
90.00%
100.00%
37.00%
36.80%
100.00%
49.00%
75.00%
71.65%
100.00%
-
100.00%
-
37.31%
100.00%
100.00%
33.00%
$ 8,477
5,713,974
7,200
2,115,885
81,711
10,003
866,125
4,449,836
17,131
-
170
-
78,495
5,626,105
70,475
6,421
( $ 13,198 )
616,777
(
541 )
315,675
(
476 )
7,270
203,214
227,048
553
(
352 )
(
68 )
-
(
18,360 )
879,241
20,355
(
541 )
( $ 11,878 )
616,777
(
200 )
116,157
(
476 )
3,562
152,415
162,675
553
(
352 )
(
68 )
-
(
6,850 )
598,406
20,564
(
179 )
Subsidiary (Note 1)
Subsidiary (Note 1)
Subsidiary (Notes 1 & 9)
Subsidiary (Notes 1 & 9)
Sub-subsidiary (Note 12)
(Note 1)
Sub-subsidiary (Note 1)
Subsidiary (Note 1)
Sub-subsidiary (Note 1)
Sub-subsidiary (Notes 1 &
7)
Sub-subsidiary (Note 1)
Sub-subsidiary (Notes 1 &
6)
Sub-subsidiary (Notes 1 &
10)
Sub-subsidiary (Notes 1 &
8)
Sub-subsidiary (Notes 1 &
8)
Subsidiary (Notes 1 & 9)

Note 1: It is calculated based on the investees’ financial statements audited by CPAs for the same period and the Company's shareholding ratio.

Note 2: The accumulated impairment of NT$155,686 thousand has not yet been deducted from the carrying amount.

  • Note 3: The unrealized gains between associates of NT$163,927 thousand has not yet been deducted from the carrying amount.

Note 4: Information on investees in mainland China is detailed in Table 10.

Note 5: Except for Jing Yang, the securities held above have been written off in accordance with regulations when the consolidated financial statements were prepared.

Note 6: The deregistration of Kai Chuang International Limited. was completed on April 8, 2020.

Note 7: The deregistration of Sharp China Investments Limited was completed on April 17, 2020.

Note 8: The Company’s board of directors resolved to adjust the organizational structure on April 6, 2020. Rih-Ding Hldg issued new shares and obtained 100% of the Company’s shares in Rih-Ding Water and Ding-Sheng through share swap arrangements, and the record date of share swap was May 8, 2020.

Note 9: Jing-Ding was established on September 18, 2020, and the establishment was approved by and registered with the Central Region Office, Ministry of Economic Affairs.

  • Note 10: The accumulated impairment of NT$12,460 thousand has not yet been deducted from the carrying amount.

Note 11: The unrealized gains between associates of NT$1,125,329 thousand has not yet been deducted from the carrying amount.

  • Note 12: The unrealized gains between associates of NT$143,454 thousand has not yet been deducted from the carrying amount.

251

Table 10

Radium Life Tech Co., Ltd. and Subsidiaries

INFORMATION ON INVESTMENTS IN MAINLAND CHINA

For the Year ended December 31, 2020

(InThousands of New Taiwan Dollars, unless stated otherwise)

Investee Company Main Businesses and
Products
Main Businesses and
Products
Paid-In Capital Method of
Investments
Accumulated Outward
Remittance for
Investment from
Taiwan as of January
1,2020
Accumulated Outward
Remittance for
Investment from
Taiwan as of January
1,2020

Remittance of Funds

Remittance of Funds
Accumulated Outward
Remittance for
Investment from
Taiwan as of
December31,2020
Net Income (Loss) of
the Investee
% Ownershipof Direct
or Indirect Investment

Investment
Gain (Loss)
Carrying Amount as of
December31,2020

Accumulated
Repatriation of
Investment Income as
of December31,2020
Outward Inward
LiJiang Business Consulting
(Shanghai) Linited.
Business and Corporate
Management Consulting
Services
$ 52,288
(
US$1,700,000 )
Note 1(1) $ 52,288
(
US$1,700,000 )
$ -
$ - $ 52,288
(
US$1,700,000 )
( $ 1,905 ) 100% ( $ 1,905 )
(2)B
$ 2,959 $ -
Upper Limit on the Amount of InvestmentsStipulated by the
Investment Commission,MOEA
$ 7,021,882
Note (5)
Accumulated Outward Remittance
for Investments in Mainland China as of December31,2020
Investment Amount Authorized
bythe Investment Commission, MOEA
Upper Limit on the Amount of InvestmentsStipulated by the
Investment Commission,MOEA
NT$56,848 (US$1,840,000) NT$52,688 (US$1,850,000)
(Note 4)
$ 7,021,882
Note (5)

Note 1: Investment methods are divided into the following three types, just enter the code:

(1) Direct investment in mainland China.

(2) Indirect investment in mainland China through third-region companies. (3) Other methods. Note 2: In the field “Investment Gains/Losses Recognized for Current Period” (1) If it is under preparation and there is no investment gain or loss, it shall be indicated.

(2) The recognition basis of investment gains and losses is divided into the following three types, which shall be indicated. A. Financial statements audited and attested by any international accounting firms with partnership with any accounting firm of the Republic of China.

B. Financial statements audited and attested by CPAs appointed by the parent company in Taiwan.

C. Others.

Note 3: The relevant figures in this table shall be presented in New Taiwan dollars.

Note 4: The exchange rate is based on the average spot buying/selling exchange rate of the Bank of Taiwan on December 31, 2020. In addition, the limit approved by the Investment Commission is in foreign currency, and the investment amount had not exceeded the limit as of the current period. Note 5: It is 60% of the net equity of the Company. Note 6: The deregistration of Wan-Da-Tong (Xiamen) Enterprise Co., Ltd. was completed on November 22, 2019, and its registered capital of US$140,000 was not remitted back to Taiwan due to losses.

252

Table 11

Radium Life Tech Co., Ltd.

Information on Major Shareholders December 31, 2020

Name of Major Shareholder Shares Shares
Number of Shares Percentage of
Ownership (%)
Rong Shian Lin
CTBC Bank Co., Ltd. In custody for Verivia PCC
Golden Century Co., Ltd.
DingShengDigital Life Co.,Ltd.
111,682,177
82,131,547
58,223,051
49,260,000
12.40%
9.12%
6.46%
5.47%
  • Note 1: The major shareholders in this table are shareholders holding at least 5% of the ordinary and preference shares (including treasury shares) with dematerialized registration and delivery completed on the last business day of the quarter calculated by the Taiwan Depository & Clearing Corporation. The share capital recorded in the Company's consolidated financial statements and the number of shares actually delivered by the Company with the dematerialized registration completed may differ due to different calculation bases.

  • Note 2: For the information above, where a shareholder transfers the shares to a trust, the trustor’s individual account opened by the trustee shall be disclosed. As for the insider declaration of the ownership percentage over 10% in accordance with the Securities and Exchange Act, including the shares on hand and those being put in the trust, and the right to use the trust asset, please refer to the declaration information on MOPS.

  • 253 -

Independent Auditor’s Report

The Board of Directors and Shareholders Radium Life Tech Co., Ltd.,

Opinion

We have audited the accompanying parent company only balance sheet of Radium Life Tech Co., Ltd. (the “Company”) as of December 31, 2020 and 2019, and the relevant parent company only statements of comprehensive income, changes in equity and cash flows for the years then ended, and relevant 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 accompanying parent company only financial position of the Company as of December 31, 2020 and 2019, and its parent company only financial performance and its parent company only cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for opinion

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

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the parent company only financial statements for the year ended December 31, 2020. These matters were addressed in the context of our audit of the parent company only financial statements as a whole, and in forming our opinion thereon, we do not provide a separate opinion on these matters.

Key audit matters for the Company’s parent company only financial statements for the year ended December 31, 2020 are stated as follows:

Valuation of property inventories

As shown in Note 12 to the parent company only financial statements, as of December 31, 2020, the property in the inventory category of the parent company only balance sheet (including property under development, property to

  • 254 -

be developed, and buildings and land held for sale) totaled NT$7,529,522 thousand, accounting for 21% of the parent company only total assets; therefore, it is material. As the allowance for inventory valuation loss of relevant property involves significant judgments on accounting estimates and other important judgments by the management, the relevant details are as described in Note 5 to the parent company only financial statements, so we have listed it as a key audit matter.

The audit procedures performed by us for the valuation of property inventories include:

  1. The amount of property under development recognized is NT$843,886 thousand, accounting for about 11% of the total inventories. We have obtained relevant information on the estimated remaining cost of the property under development, and sampled the basis for such estimates; calculated the expected total revenue based on the recent transaction prices near the property under development from a selling price disclosure website, and compared them with the sum of the property under development and the estimated remaining investment costs recognized in the account.

  2. The portion of the property to be developed and the buildings and land held for sale recognized is NT$6,685,636 thousand, which accounts for about 89% of the total inventories, and we have obtained the net realizable value and impairment assessment data calculated by the Company for the above-mentioned property inventories and reviewed whether the assessment results were reasonable.

Responsibilities of Management and Those Charged with Governancefor the Parent Company Only financial statements

Managemant is responsible for the preparation and fair presentation of the parent company only financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and for such internal control as management determines is necessary to enable the preparation of parent company only financial statements thay 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 the Audit Committee) are responsible for overseeingthe 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 aboutwhether the parent company only financial statements as a whole are free from material misstatement, whether due tofraud or error, and to issue an auditors' report that includes our opinion. Reasonable assurance is a high-level assurance but is not a guarantee that an audit conducted in accordance with the auditing standards generally accepted in the Republic of China will always detect a material misstatement when it exists. Misstatement can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of the users taken on the basis of these parent company only financial statements.

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

  • 255 -

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

  • 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 the management.

  • Conclude on the appropriateness of the management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the 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 and appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision, and performance of the group audit. We remain solely responsible for our audit opinion.

We communicated 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 identified during our audit.

We also provided those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicated 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 determined those matters that were of most significance in the audit of parent company only financial statements for the year ended December 31, 2020 and are therefore the key audit matters. We describe these matters in our auditors' report unless law or regulations 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.

  • 256 -

The engagement partners on the audit resulting in this independent auditors’ report are Gung, Jerry and Liu, Walter.

Gung, Jerry

Liu, Walter

Deloitte & Touche Taipei, Taiwan Republic of China March 26, 2021

Notice to Readers

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

For the convenience of readers, the independent auditors’ report and the accompanying consolidated financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors’ report and consolidated financial statements shall prevail.

  • 257 -

Radium Life Tech Co., Ltd.

PARENT COMPANY ONLY BALANCE SHEETS

DECEMBER 31, 2020 AND 2019

(In Thousands of New Taiwan Dollars)

ASSETS
CURRENT ASSETS
Cash and cash equivalents (Notes 4 & 6)
Financial assets at fair value through profit or loss - current (Notes 4 & 7)
Financial assets at amortized cost - current (Notes 4, 9, 21 & 29)
Notes receivable, net (Notes 4, 10 & 21)
Trade receivables, net (Notes 4, 10, 21 & 24)
Trade receivables from related parties, net (Notes 4 & 28)
Finance lease receivables, net (Notes 4 & 11)
Other receivables (Note 4)
Other receivables from related parties (Note 28)
Current tax assets (Note 4)
Inventories (Notes 4, 5, 12, 21, 28 & 29)
Prepayments (Notes 13 & 29)
Refundable deposits -current (Note 21)
Other current assets (Note 13)
Total current assets
NON-CURRENT ASSETS
Financial assets at fair value through other comprehensive income - non-current
(Notes 4 & 8)
Financial assets at amortized cost - non-current (Notes 4, 9 & 29)
Investments accounted for using equity method (Notes 4, 14 & 29)
Property, plant and equipment (Notes 4, 15 & 29)
Right-of-use assets (Notes 4 and 16)
Investment properties, net (Notes 4, 17 & 29)
Intangible assets (Note 4)
Refundable deposits - non-current
Finance lease receivables - non-current, net (Notes 4 & 11)
Total non-current assets
TOTAL
LIABILITIES AND EQUITY
CURRENT LIABILITIES (Note 21)
Short-term borrowings (Notes 18 & 29)
Short-term bills payable (Notes 18 & 29)
Contract liabilities - current (Notes 4, 21, 24 & 28)
Trade payables
Trade payables to related parties (Note 28)
Other payables
Other payables to related partiess (Note 28)
Current tax liabilities
Lease liabilities - current (Notes 4 ,16 & 28)
Current portion of long-term borrowings and bonds payable (Notes 18, 19, 21 &
29)
Other current liabilities (Note 21)
Total current liabilities
NON-CURRENT LIABILITIES
Bonds payable (Note 19)
Long-term borrowings (Notes 18 & 29)
Provisions - non-current (Notes 4 & 20)
Lease liabilities - non-current (Notes 4 ,16 & 28)
Net defined benefit liabilities - non-current (Notes 4 and 22)
Guarantee deposits received
Total non-current liabilities
Total liabilities
EQUITY (Note 23)
Share capital
Ordinary shares
Capital surplus
Retained earnings
Legal reserve
Special reserve
Unappropriated earnings
Total retained earnings
Total other equity
Total equity
TOTAL
December 31,2020 December 31,2020
4
-
-
-
-
-
-
-
-
-
21
-
1
-
26
-
6
49
-
-
19
-
-
-
74
100
7
-
-
-
1
4
2
-
1
4
-
19
15
32
1
-
-
-
48
67
25
4
1
-
3
4
-
33
100
December 31,2019 December 31,2019
Amount
$ 1,267,661
2,969
8,424
-
30,426
5,250
22,193
11,756
275
3,761
7,529,522
136,396
190,854
4,081

9,213,568

5,100
2,248,075
17,392,981
109,474
3,441
6,631,013
7,186
21,001
45,284

26,463,555

$ 35,677,123

$ 2,494,605
-
51,569
42,135
306,597
1,517,572
630,568
863
104,663
1,434,443
56,079

6,639,094

5,500,000
11,379,405
257,370
172,011
8,660
17,446

17,334,892

23,973,986

9,000,946

1,307,843

220,659
3,334
1,170,269

1,394,262

86

11,703,137

$ 35,677,123
Amount
$ 655,763
-
30,040
2,528
124,284
7,311
19,117
11,279
1
3,761
8,983,851
165,128
266,764
120,421

10,390,248

5,100
1,040,728
17,432,714
111,699
17,562
8,205,183
4,335
12,733
46,632

26,876,686

$ 37,266,934

$ 1,315,485
2,936,884
621,153
74,355
1,050,889
1,496,999
501,270
17,783
128,829
1,665,187
93,730

9,902,564

2,500,000
12,563,607
259,351
277,296
9,133
16,347

15,625,734

25,528,298

9,123,076

1,299,873

179,986
4,360
1,134,675

1,319,021


3,334)

11,738,636

$ 37,266,934


















































(

















2
-
-
-
-
-
-
-
-
-
24
1
1
-
28
-
3
47
-
-
22
-
-
-
72
100
4
8
2
-
3
4
1
-
-
4
-
26
7
34
-
1
-
-
42
68
24
4
1
-
3
4
-
32
100

The accompanying notes are an integral part of the parent company only financial statements.

  • 258 -

Radium Life Tech Co., Ltd.

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME

FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019

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

TOTAL OPERATION REVENUE
(Notes 4, 24 & 28)


TOTAL OPERATING COSTS
(Notes 4, 12 & 25)


GROSS PROFIT


OPERATING EXPENSES (Note
25 & 28)
Selling and marketing expenses
General and administrative
expenses

Total operating expenses


LOSS FROM OPERATIONS


NON-OPERATING INCOME
AND EXPENSES (Notes 25 &
28)
Interest income

Other income

Other gains and losses

Finance costs

Share of profit or loss of
subsidiaries, associates
and joint ventures
accounted for using equity
method

Total non-operating
income and
expenses


PROFIT BEFORE INCOME TAX

INCOME TAX EXPENSE (Notes 4
& 26)


NET PROFIT FOR THE YEAR
2020
100

82)


18



15 )
32)

47)


29)


-
34

2 )

19 )
47

60


31

1)


30
2019
Amount
$ 2,115,392

1,735,482)


379,910



310,674 )
681,612)

992,286)


612,376)


3,532
713,404

50,550 )

406,979 )
996,072

1,255,479


643,103

20,415)


622,688
Amount
$ 1,475,855

1,237,464)


238,391



169,679 )
736,146)

905,825)


667,434)


4,728
422,474

19,595 )

387,449 )
1,077,635

1,097,793


430,359

23,628)


406,731


(



(
(
(

(



(
(





(



(



(
(
(

(



(
(





(



(



(
(
(

(



(
(





(



(



(
(
(

(



(
(





(

100
84)
16

11 )
50)
61)
45)
-
28

1 )

26 )
73
74
29
1)
28

(Continued)

  • 259 -
OTHER COMPREHENSIVE
INCOME /(LOSS)
Items that will not be
reclassified subsequently
to profit or loss
Remeasurement of
defined benefit plans
Remeasurement of
defined benefit
plans, associates and
joint ventures
accounted for using
equity method

Unrealized gain/(loss)
from investments in
equity instruments
measured at fair
value through other
comprehensive
income, associates
and joint ventures
accounted for using
equity method

Items that may be reclassified
subsequently to profit or
loss
Exchange differences
on translating the
financial statements
of foreign operations
Other comprehensive
income for the year,
net of income tax


TOTAL COMPREHENSIVE
INCOME FOR THE YEAR


EARNINGS PER SHARE (Note
27)
Basic

Diluted
2020
-
-
-
-

-


30



2019
Amount
$ 185

247 )
3,365
55

3,358


$ 626,046


$ 0.69

$ 0.69
Amount
$ 774
2,169
1,179
153)

3,969


$ 410,700


$ 0.45

$ 0.45

(



















(














-
-
-
-
-
28

The accompanying notes are an integral part of the parent company only financial statements.

  • 260 -

Radium Life Tech Co., Ltd.

PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019

(In Thousands of New Taiwan Dollars)

BALANCE AT JANUARY 1, 2019

Effect of retrospective application and retrospective
restatement
BALANCE AFTER RESTATEMENT AS OF JANUARY
1 , 2019
Appropriation of 2018 earnings
Legal reserve appropriated
Special reserve appropriated
Cash dividends distributed by the company
Stock dividends distributed by the company
Net income in 2019
Other comprehensive income in 2019, net of income tax

Total comprehensive income in 2019

Difference between consideration and carrying amount of
subsidiaries acquired or disposed
BALANCE AT DECEMBER 31, 2019
Appropriation of 2019 earnings
Legal reserve appropriated
Cash dividends distributed by the company
Reversal of special reserve
Net income in 2020
Other comprehensive income in 2020, net of income tax

Total comprehensive income in 2020

Retirement of treasury share

BALANCE AT DECEMBER 31, 2020
ShareCapital
OrdinaryShares
$ 8,944,192


-

8,944,192
-
-
-
178,884
-

-


-


-

9,123,076
-
-
-
-

-


-

(
122,130)

$ 9,000,946
Capital Surplus
$ 1,299,578


-

1,299,578
-
-
-
-
-

-


-


295

1,299,873
-
-
-
-

-


-


7,970

$ 1,307,843
Retained Earnings
Unappropriated
Earnings
$ 1,799,863


4,198

1,804,061

(
179,986 )
(
4,360 )
(
715,535 )
(
178,884 )
406,731

2,943


409,674

(
295)

1,134,675

(
40,673 )
(
547,385 )

1,026
622,688
(
62)


622,626


-

$ 1,170,269
Other Equity
Exchange
Differences on
Translating the
Financial
Statements of
Foreign Operations
Unrealized
Gain/(loss) on
Financial Assets at
Fair Value Through
Other
Comprehensive
Income
( $ 1,291 ) ( $ 3,069 )

-

-

(
1,291 ) (
3,069 )

-
-

-
-

-
-


-
-
-
-
(
153)

1,179

(
153)

1,179


-

-

(
1,444 ) (
1,890 )

-
-

-
-

-
-
-
-

55

3,365


55

3,365


-

-

($ 1,389)
$ 1,475
Other Equity
Exchange
Differences on
Translating the
Financial
Statements of
Foreign Operations
Unrealized
Gain/(loss) on
Financial Assets at
Fair Value Through
Other
Comprehensive
Income
( $ 1,291 ) ( $ 3,069 )

-

-

(
1,291 ) (
3,069 )

-
-

-
-

-
-


-
-
-
-
(
153)

1,179

(
153)

1,179


-

-

(
1,444 ) (
1,890 )

-
-

-
-

-
-
-
-

55

3,365


55

3,365


-

-

($ 1,389)
$ 1,475
Total Equity
Exchange
Differences on
Translating the
Financial
Statements of
Foreign Operations
( $ 1,291 )

-

(
1,291 )

-

-

-

-
-
(
153)

(
153)


-

(
1,444 )

-

-
-
-

55


55


-

($ 1,389)
Legal Reserve
$ -

-

-
179,986
-
-
-
-
-

-

-

179,986
40,673
-
-

-
-

-

-

$ 220,659
Special Reserves
$ -


-

-
-

4,360

-

-

-

-


-


-

4,360
-

-

(
1,026 )
-

-


-


-

$ 3,334







(





















(





(
(
(
(


(
(
(

(


(

(




(
(

(





(
(

(



(






(




(


(
$ 12,039,273
4,198

12,043,471
-
-

715,535 )
-
406,731
3,969
410,700
-

11,738,636
-

547,385 )
-
622,688
3,358
626,046
114,160)
$ 11,703,137

The accompanying notes are an integral part of the parent company only financial statements.

  • 261 -

Radium Life Tech Co., Ltd.

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019

(In Thousands of New Taiwan Dollars)

CASH FLOWS FROM OPERATING ACTIVITES
Profit before income tax

Adjustments for:
Depreciation expenses

Amortization expenses

Net loss (gain) on financial assets or
liabilities at fair value through profit
or loss

Interest expenses

Interest income

Share of profit of subsidiaries,
associates, and joint ventures

Gains on disposals of property, plant
and equipment

Gains on disposals of investments

Reversal of impairment loss on
non-financial assets

Realized gain on transactions with
subsidiaries, associates and joint
ventures

Other non-cash items

Changes in operating assets and liabilities
Financial assets mandatorily classified
as at fair value through profit or loss
Contract assets

Notes receivable

Trade receivables

Trade receivables from related parties

Other receivables

Other receivables from related parties

Inventories

Prepayments

Other current assets

Incremental costs of obtaining a
contract

Contract liabilities

Notes payable

Notes payable to related parties
2020
$ 643,103

290,124

5,154

31

406,979

(
3,532 )

(
996,072 )

-

-

(
7,502 )

(
5,026 )

47,999

(
3,000 )

-

2,528

93,858

2,061

80

(
274 )

1,458,491

28,732

116,340

-

(
569,584 )

-

-
2019
$ 430,359
315,192
5,843
(
72 )
387,449
(
4,728 )
(
1,077,635 )
(
1 )
(
79 )
(
784 )
(
4,954 )
17,981
151
1,975
(
772 )
(
38,708 )
774
2,415
1,427
221,194
102,024
(
2,122 )
80,999
(
584,667 )
(
626,938 )
(
268,341 )

(Continued)

  • 262 -
Trade payables

Trade payables to related parties

Other payables

Other payables to related parties

Other current liabilities

Other operating liabilities

Cash generated from(used in) operations

Interest received

Interest paid

Income tax paid

Net cash i generated from(used in)
operating activities


CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of financial assets at amortized cost
Proceeds from sale of financial assets at
amortized cost

Acquisition of investments accounted for
using equity method

Payments for property, plant and equipment

Proceeds from disposal of property, plant and
equipment

Decrease in refundable deposits

Decrease in other receivablesfrom related
parties

Payments for intangible assets

Proceeds from disposal of investment
properties

Decrease in finance lease receivables

Dividends received from investments
accounted for using equity method

Net cash generated from(used in)
investing activities


CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from short-term borrowings

Repayments of short-term borrowings

Proceeds from short-term bills payable

Decrease in short-term bills payable

Proceeds from issuance of bonds

Repayments of bond payables

Proceeds from long-term borrowings

Repayments of long-term borrowings

Proceeds from guarantee deposits received

Increase in other payables to related parties

Repayment of the principal portion of lease
liabilities
2020
$ 32,220 )


744,292 )

14,040


702 )


38,146 )

1,981)

707,189

2,975


395,099 )

37,335)

277,730



1,207,347 )

21,616


549,985 )


2,542 )

-

67,642

-


8,005 )

2,363,428

17,731

468,660

1,171,198


1,179,120

-

-


2,936,884 )

3,000,000

-

-


1,420,293 )

1,594

130,000


129,022 )
2019
(
(
(
(
(
(
(

(
(
(
(


(
(
(
(
(
(
(
(
(
(
(
(
(
(
(
(

(
(
(
(
$ 189,315 )

100,309 )

11,583 )
923

16,940 )
1,977)

1,361,219 )
4,492

390,903 )
5,845)
1,753,475)

186,715 )
-

2,635,424 )

2,995 )
1
22,610
425,000

5,632 )
-
11,034
532,308
1,839,813)
-

79,515 )
1,613,466
-
1,000,000

300,000 )
1,053,119
-
3,179
110,000

130,059 )

(Continued)

  • 263 -
Dividends paid to owners of the Company

Payments for transaction costs attributable to
treasury shares

Net cash generated from(used in)
financing activities


NET INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS


CASH AND CASH EQUIVALENTS AT THE
BEGINNING OF THE YEAR


CASH AND CASH EQUIVALENTS AT THE END
OF THE YEAR
2020
$ 547,385 )

114,160)

837,030)


611,898


655,763


$ 1,267,661
2019
(
(
(

(


(

$ 715,535 )
-
2,554,655

1,038,633 )
1,694,396
$ 655,763

The accompanying notes are an integral part of the parent company only financial statements.

  • 264 -

RADIUM LIFE TECH CO., LTD.

NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

1. Organization and Operations

Radium Life Tech Co., Ltd. (the “Company”) was incorporated in the Republic of China on March 26, 1982, its main business includes:

  • (I) Commissioning construction companies to build public housing projects and commercial buildings for rental and sale.

  • (II) Commissioned by the industrial competent authorities of the government to engage in development, lease, sale, and management of industrial zones.

The Company’s shares have been listed on the Taiwan Stock Exchange (TWSE) since December 2000.

The parent company only financial statements are presented in New Taiwan Dollar, the Company’s functional currency.

  1. Date and Procedures for Approval of the Financial Report

The parent company only financial statements were approved by the board of directors and authorized for release on March 26, 2021.

  1. Application of Newly Issued and Amended Standards and Interpretations

  2. (I) Initial application of the amendments to the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) (collectively, the “IFRSs”) endorsed and issued into effect by the Financial Supervisory Commission (FSC)

Except for the following, the application of the amendments to the IFRSs endorsed and issued into effect by the FSC will not have a material impact on the Company’s accounting policies Amendments to IAS 1 and IAS 8 "Definition of Materiality”

The Company adopted the amendments starting from January 1, 2020. The threshold of

materiality that could influence users has been changed to “could reasonably be expected to influence”. Accordingly, disclosures in the parent company only financial statements do not include immaterial information that may obscure material information.

Since the first-time application of the aforementioned amendments, there has been no material impact on all assets, liabilities, and equity on January 1, 2020.

  • 265 -

(II) The IFRSs endorsed by the Financial Supervisory Commission (FSC) for application starting from 2021

2021
New/Revised/Amended Standards and Interpretations
Amendments to IFRS 4 " Extension of the Temporary
Exemption from Applying IFRS 9"
Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4, and IFRS 16 -
“Interest Rate Benchmark Reform - Phase 2”
Effective Date Announced by
IASB
Effective immediately upon
promulgation by the IASB
January 1, 2021

Except for the above impact, as of the date the parent company only financial statements were authorized for issue, the Company is continuously assessing the possible impact that the application of other standards and interpretations will have on the Company’s financial position and financial performance and will disclose the relevant impact when the assessment is completed.

(III) New IFRSs in issue but not yet endorsed and issued into effect by the FSC

New/Revised/Amended Standards and Interpretations
“Annual Improvement to IFRS Standards 2018-2020”
Amendment to IFRS 3 - "Reference to the Conceptual
Framework"
Amendments to IFRS 10 and IAS 28 "Sale or Contribution of
Assets between an Investor and its Associate or Joint
Venture"
IFRS 17 “Insurance Contracts”
Amendments to IFRS 17
Amendments to IAS 1 “Classification of Liabilities as Current
or Non-current”
Amendments to IAS 1 “Disclosure of Accounting Policies”
Amendments to IAS 8 “Definition of Accounting Estimates”
Amendments to IAS 16 “Property, Plant and Equipment -
Proceeds before Intended Use”
Amendments to IAS 37 “ Onerous Contracts - Cost of Fulfilling
a Contract
Effective Date Issued by IASB
(Note 1)
January 1, 2022 (Note 2)
January 1, 2022 (Note 3)
To be determined
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2023 (Note 4)
January 1, 2023 (Note 5)
January 1, 2022 (Note 6)
January 1, 2022 (Note 7)

Note 1: Unless stated otherwise, the new/revised/amended standards and interpretations above are effective for annual reporting periods beginning on or after their respective effective dates. Note 2: The amendments to IFRS 9 will be applied prospectively to modifications and exchanges of financial liabilities that occur on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IAS 41 “Agriculture” will be applied prospectively to the fair value measurements on or after the annual reporting period beginning on or after January 1, 2022. The amendments to IFRS 1 “First-time Adoption of IFRSs” will be applied retrospectively for annual reporting period beginning on or after January 1, 2022. Note 3: The amendment applies to business combination with the acquisition date is on or after the beginning of the annual reporting period beginning on or after January 1, 2022. Note 4: The amendment will be applies prospectively for annual reporting period beginning on or after January 1, 2023. Note 5: The amendments are applicable to changes in accounting estimates and changes in accounting policies that occur on or after the beginning of the annual reporting period beginning on or after January 1, 2023.

  • 266 -

Note 6: The amendments are applicable to property, plant and equipment that are brought to the location and condition necessary for them to be capable of operating in the manner intended by management on or after January 1, 2021.

Note 7: The amendments are applicable to contracts for which the entity has not yet fulfilled all its obligations on January 1, 2022.

Except for the above impact, as of the date the parent company only financial statements were authorized for issue, the Company is continuously assessing the possible impact that the application of other standards and interpretations will have on the Company’s financial position and financial performance and will disclose the relevant impact when the assessment is completed.

4. Summary of Significant Accounting Policies

  • (I) Statement of compliance

The parent company only financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

  • (II) Basis of preparation

The parent company only financial statements have been prepared on the historical cost basis except for the financial instruments measured at fair value, and net defined benefit liabilities, which are measured at the present value of the defined benefit obligation less the fair value of plan assets.

The fair value measurements, which are grouped into Levels 1 to 3 based on the degree to which the fair value measurement inputs are observable and based on the significance of the inputs to the fair value measurement in its entirety, are described as follows:

  1. Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities;

  2. Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for an asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices); and

  3. Level 3 inputs are unobservable inputs for an asset or liability.

When the Company prepared the parent company only financial statements, it adopted equity method to account for its investments in subsidiaries. In order to enable the amounts of the profit or loss for the year, other comprehensive income, and equity for the year in the parent company only financial statements to be the same as the ones attributable to the owners of the Company in its consolidated financial statements, regarding the differences arising from accounting treatments between the parent company only basis and the consolidation basis, adjustments were made to the investments accounted for using the equity method, the share of profit or loss on subsidiaries, associates, and joint ventures using the equity method, the share of other comprehensive income of subsidiaries, associates, and joint ventures using the equity method, as well as relevant equity items, as appropriate, in the parent company only financial statements.

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  • (III) Classification of current and non-current assets and liabilities

Current assets include:

  • 1) Assets held primarily for the purpose of trading;

  • 2) Assets expected to be realized within 12 months after the reporting period; and

  • 3) Cash and cash equivalents unless the asset is restricted from being exchanged or used to settle a liability for at least 12 months after the reporting period.

  • Current liabilities include:

  • 1) Liabilities held primarily for the purpose of trading;

  • 2) Liabilities due to be settled within 12 months after the reporting period, even if an agreement to refinance, or to reschedule payments, on a long-term basis is completed after the reporting period and before the consolidated financial statements are authorized for issue; and

  • 3) Liabilities for which the Group does not have an unconditional right to defer settlement for at least 12 months after the reporting period. Terms of a liability that could, at the option of the counterparty, result in its settlement by the issue of equity instruments do not affect its classification.

Assets and liabilities that are not classified as current are classified as non-current.

As the Company is engaged in construction projects and commissioning of construction companies to build buildings or plants for sale, its operating cycle is longer than one year. Therefore, the assets and liabilities related to construction, building, and sales projects are classified with the operating cycle as the standard for current and non-current.

  • (IV) Foreign currencies

When the Company’s financial statements are prepared, transactions in currencies other than the Company’s functional currency (i.e. foreign currencies) are recognized at the rates of exchange prevailing on the transaction dates.

At the end of each reporting period, monetary items denominated in foreign currencies are translated at the rates prevailing on that date. Exchange differences on monetary items arising from settlement or translation are recognized in profit or loss in the period in which they arise.

Non-monetary items measured at fair value that are denominated in foreign currencies are translated at the rates prevailing on the date when the fair value was determined. The resulting exchange difference is recognized in profit or loss. For items whose changes in fair value are recognized in other comprehensive income, the resulting exchange difference is recognized in other comprehensive income.

Non-monetary items measured at historical cost that are denominated in foreign currencies are translated at the rates of exchange prevailing on the transaction dates and are not retranslated. When the parent company onlyfinancial statements are prepared, the assets and liabilities of the Company’s foreign operations (including subsidiaries, associates, joint ventures, or branches that operate in countries or adopt the functional currencies different from the Company) are translated into New Taiwan dollar at the rates of exchange prevailing at the end of each reporting period. Income and expense items are translated at the average exchange rates for the period. The resulting currency exchange differences are recognized in other comprehensive income.

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Where the Company disposes of all the equity of a foreign operation, or disposes of part of the equity of the foreign operation’s subsidiary and loses control over it, or the retained interests after disposal of the foreign operation’s joint arrangements or associates are a financial asset and treated based on the accounting policies applicable to financial instruments, all accumulated exchange differences related to the foreign operation will be reclassified to profit or loss.

Where the partial disposal of a subsidiary of a foreign operation does not result in the loss of control, the accumulated exchange differences are included in the equity transaction in proportion for calculation, and are not recognized in profit or loss. In the case of any other partial disposal of a foreign operation, the accumulated exchange differences will be reclassified to profit or loss in proportion to the disposal.

(V) Inventories

Inventories include property under development, property to be developed, and buildings and land held for sale. The value of inventories is determined based on the cost or net realizable value, whichever is lower. The comparison of the cost and net realizable value is based on individual items except for inventories of the same category. The net realizable value is the estimated selling price, less the estimated cost of completion and the estimated costs necessary to make the sale. The actual construction cost of the property inventories is reclassified to the annual operating costs in line with the recognition principle of property sales revenue.

For a contract where a land owner provides land for construction of buildings by a property developer in exchange for a certain percentage of the buildings, no exchange gain or loss is recognized if the buildings acquired are classified as properties held for sale. Revenue is recognized when the properties held for sale are sold to third parties.

(VI) Investment in subsidiaries

The Company adopts the equity method to account for its investments in subsidiaries. A subsidiary is an entity (including special purpose entity) that is controlled by the Company. Under the equity method, investments are initially recognized at cost and adjusted thereafter to recognize the Company’s share of the profit or loss and other comprehensive income of its subsidiaries. In addition, changes in the Company's other equity interest of its subsidiaries are recognized based on its ownership percentage.

Changes in the Company’s ownership interests in subsidiaries that do not result in the Group losing control over the subsidiaries are accounted for as equity transactions. Any difference between the carrying amount of an investment and the fair value of the consideration paid or received is recognized directly in equity.

When the Company’s share of losses on a subsidiary exceeds its equity in said subsidiary (which includes any carrying amount of the investment accounted for by the equity method and long-term equity that, in substance, forms part of the Company’s net investment in said subsidiary), the Company continues recognizing its share of further losses.

The amount of the acquisition cost in excess of the Company’s share of the net fair value of the identifiable assets and liabilities of a subsidiary that constitutes the business on the acquisition date is classified as goodwill, which is included in the book value of the investment and cannot be amortized.

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The amount of the Company’s share of the net fair value of the identifiable assets and liabilities of a subsidiary that constitutes the business on the acquisition date in excess of the amount of the acquisition cost is classified as current income.

When the Company assesses the impairment, it considers the cash-generating unit as a whole in the financial statements and compares its recoverable amount with the carrying amount. If the recoverable amount of an asset increases subsequently, the reversal of the impairment loss shall be recognized in gains, but the carrying amount of the asset after the reversal of the impairment loss shall not exceed the carrying amount of the asset less amortization without impairment loss recognized. The impairment loss attributable to goodwill shall not be reversed in subsequent periods.

When the Company loses control over a subsidiary, it measures its remaining investment in said subsidiary based on the fair value on the day when the control is lost. The fair value of the remaining investment and the difference between any disposal price and the carrying amount of the investment on the day when the control is lost are recognized in profit or loss for the period. In addition, all amounts recognized in other comprehensive income related to said subsidiary are accounted for on the same basis as the one adopted for the Company's direct disposal of the relevant assets or liabilities.

The unrealized profit or loss on downstream transactions between the Company and its subsidiaries are eliminated in the parent company only financial statements. Profit or loss on downstream and lateral transactions between the Company and its subsidiaries is recognized in the parent company only financial statements only to the extent that it does not affect the Company's interests in the subsidiaries.

(VII) Property, plant and equipment

Property, plant and equipment are initially recognized at cost and subsequently measured at cost less accumulated depreciation and accumulated impairment loss.

Property, plant and equipment under construction are recognized at cost less accumulated impairment loss. The cost shall include professional service expenses and the borrowing costs eligible for capitalization. Such assets are classified into appropriate property, plant and equipment categories upon completion and reaching the status of intended use, and the depreciation will begin.

Except for self-owned land, which is not depreciated, each significant component of the

remaining property, plant and equipment is depreciated separately on a straight-line basis within their useful lives. The Company conducts at least one annual review at the end of each year to assess the estimated useful life, residual value, and depreciation methods, and applies the effect of changes in applicable accounting estimates prospectively.

When derecognizing an item of property, plant and equipment, the difference between the net disposal proceeds and the carrying amount of the asset shall be recognized in loss or profit. (VIII) Investment properties

Investment properties refers to properties held for the purpose of earning rents or capital appreciation or both (including properties and right-of-use assets thereof that meet the definition of investment properties and are in the process of construction). Investment properties also include land held for a currently undetermined future use.

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Self-owned investment properties are initially measured at cost (including transaction cost), and subsequently measured at cost less accumulated depreciation and accumulated impairment losses.

The investment properties acquired through lease are initially measured at cost (including the originally measured amount of the lease liabilities, the lease payments paid before the lease commencement date, the original direct cost, and the estimated cost of restoring the underlying asset, less the lease incentives received), and subsequently measured at cost less accumulated depreciation and accumulated impairment losses, and the remeasurement of the lease liability is adjusted.

All investment properties are depreciated on a straight-line basis.

Investment properties under construction are recognized at the cost less the accumulated impairment losses. The cost shall include professional service expenses and the borrowing costs eligible for capitalization. Such assets begin to be depreciated when they reach the status of intended use.

Investment properties are reclassified to inventories based on the carrying amount at the time when they are planned to be sold and cease being leased out.

The properties recognized in inventories are reclassified to investment properties based on the carrying amount at the time of establishment of an operating lease for rental.

When investment properties are derecognized, the difference between the net disposal price and the carrying amount of the asset is recognized in profit or loss.

(IX) Intangible assets The cost of computer software is mainly amortized on a straight-line basis over a period of 1 to 10 years. (X) Assets related to contract costs The sales commission for property sales and the sellingservice fee paid to agents under exclusive sale agreements of the property held for sale only occur when any customer contract is closed, and the amount is recognized in the incremental cost of obtaining the contract within the recoverable amount and reclassified when the property is completed and transferred to the customer. However, for the incremental cost of obtaining a contract that is expected to be amortized within one year, the Company chose not to capitalize it.

(XI) Impairment of assets related to property, plant and equipment, right-of-use assets, intangible assets (excluding goodwill), and assets related to contract costs The Company assesses if there are any signs of possible impairment in property, plant, and equipment as well as right-of-use and intangible assets (excluding goodwill) at the end of each reporting period. If there is any sign of impairment, an estimate is made of its recoverable amount. If it is not possible to determine the recoverable amount of an individual asset, the Company estimates the recoverable amount of the cash-generating unit (CGU) to which the asset belongs. Corporate assets are allocated to the smallest CGUs on a reasonable and consistent basis. Intangible assets with indefinite useful lives and not yet available for use are tested for impairment at least annually and whenever there is a indication that the assets may be impaired. The recoverable amount is the fair value less cost of sales or its value in use, whichever is higher. If the recoverable amount of an individual asset or a CGU is lower than its carrying amount, the

  • 271 -

carrying amount is reduced to the recoverable amount, and the impairment loss is recognized in profit or loss.

The inventory, property, plant and equipment, and intangible assets related to customer contracts are first recognized as impairment in accordance with the inventory impairment standards and the standards above. Then, the carrying amount of the assets related to contract cost in excess of the expected amount of consideration received for the provision of the relevant goods or services less the direct relevant costs is recognized as an impairment loss. Subsequently, the carrying amount of the assets related to contract cost is included in the CGU to which they belong to perform impairment assessment of the CGU.

When the impairment loss is subsequently reversed, the carrying amount of the asset, the CGU, or the asset related to contract cost is increased to the revised recoverable amount, provided that the increased carrying amount shall not exceed the carrying amount (less amortization or depreciation) of the asset, CGU, or the asset related to contract cost which was not recognized in impairment loss in prior years; the reversal of the impairment loss is recognized in profit or loss.

(XII) Financial instruments

Financial assets and financial liabilities shall be recognized in the parent company onlybalance sheet when the Company becomes a party to the contractual provisions of the instruments.

Financial assets and financial liabilities not at fair value through profit or loss are measured at fair value plus transaction costs directly attributable to the acquisition or issuance of financial assets or financial liabilities. The transaction costs directly attributable to the acquisition or issuance of financial assets or financial liabilities at fair value through profit or loss is immediately recognized in profit or loss.

1) Financial assets

Regular trading of financial assets shall be recognized and derecognized in accordance with trade date accounting.

  • (1) Measurement types

Financial assets held by the Company are those measured at fair value through profit or loss (FVTPL) and at amortized cost, as well as investments in equity instruments measured at fair value through other comprehensive income (FVTOCI). A. Financial assets at FVTPL

Financial assets at FVTPL are those mandatorily measured at FVTPL,

including investments in equity instrument that the Company has not designated to measure at FVTOCI, and debt instruments that are not eligible to be classified as measured at amortized cost or at FVTOCI.

Financial assets measured at FVTPL are measured at fair value, and the gains or losses arising from remeasurement are recognized in profit or loss. Please refer to Note 32 for the method of determining the fair value.

  • B. Financial assets at amortized cost

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When the Company's investments in financial assets meet the following two conditions simultaneously, they are classified as financial assets measured at amortized cost:

  • a. Held under a certain business model, of which the objective is to collect contractual cash flows by holding the financial assets; and

  • b. The cash flows on specific dates specified in the contractual terms are solely payments of the principal and interest on the principal amount outstanding.

After initial recognition, such assets (including cash and cash equivalents, notes receivable, trade receivables, other receivables measured at amortized cost, and refundable deposits) are measured at the amortized cost of the total carrying amount determined by the effective interest method less any impairment loss, and any foreign currency exchange gains or losses are recognized in profit or loss.

Except for the following two cases, interest revenue is calculated by multiplying the effective interest rate by the total carrying amount of financial assets:

  • a. For purchased or originated credit-impaired financial asset, interest revenue is calculated by multiplying the credit-adjusted effective interest rate by the amortized cost of the financial asset.

  • b. For financial asset that is not purchased or originated credit-impaired but subsequently becomes credit impaired, interest revenue is calculated by multiplying the effective interest rate from the next reporting period after the credit impairment by the amortized cost of the financial asset.

Cash equivalents include time deposits and short-term bills that are highly liquid and readily convertible into a fixed amount of cash at any time within 3 months from the date of acquisition while featuring little risk of value changes, which are used to meet short-term cash commitments

  • C. Investments in equity instruments at FVTOCI

On initial recognition, the Company may make an irrevocable election to designate as at FVTOCI the investments in equity instruments that are not held for trading and the ones that are not recognized by an acquirer in a business combination or with the contingent consideration.

Investments in an equity instrument measured at FVTOCI are measured at fair value, and any subsequent fair value changes are recognized in other comprehensive income and accumulated in other equity. Upon disposal of investments, cumulative gain or loss is directly transferred to retained earnings and are not reclassified to profit or loss.

Dividends of investments in equity instruments measured at FVTOCI are recognized in profit or loss when the Company's right to receive dividends is established unless such dividends clearly represent the recovery of a part of the investment cost.

  • 273 -

(2) Impairment of financial assets and contract assets

The Company assesses the impairment loss of financial assets measured at amortized cost (including trade receivables), and contract assets based on the expected credit loss at the end of each reporting period.

Trade receivables and contract assets are recognized in loss allowance based on the lifetime expected credit losses (ECLs). Other financial assets are first assessed based on whether the credit risk has increased significantly since the initial recognition. If there is no significant increase in the risk, a loss allowance is recognized at an amount equal to 12-month ECLs. If the risks have increased significantly, a loss allowance is recognized at an amount equal to lifetime ECLs.

The ECLs refer to the weighted average credit loss with the risk of default as the weight. The 12-month ECLs represent the ECLs from possible defaults of a financial instrument within 12 months after the reporting date. The lifetime ECLs represent the ECLs from all possible defaults in a financial instrument over the expected life of a financial instrument.

For the purpose of internal credit risk management, the Company, without considering the collateral held, determines that the following situations represent defaults in the financial assets:

  • A. Internal or external information indicates that it is impossible for the debtor to settle the debt.

  • B. It is overdue for more than 90 days, unless there is reasonable and corroborative information showing that a default date postponed is more appropriate.

The Company recognizes an impairment loss for all financial assets with a corresponding downward adjustment to their carrying amount through a loss allowance account. However, the loss allowance for investment in debt instruments measured at FVTOCI is recognized in other comprehensive income without a downward adjustment to the carrying amount.

(3) Derecognition of financial assets

The Company derecognizes a financial asset when the contractual rights to the cash inflow from the financial asset expire or when it transfers the financial assets and substantially all the risks and rewards of ownership of the asset to another party.

On derecognition of a financial asset at amortized cost in its entirety, the difference between the asset’s carrying amount and the consideration received is recognized in profit or loss. When derecognizing an investment in equity instrument at FVTOC in its entirety, the cumulative profit or loss is transferred directly to retained earnings and is not reclassified to profit or loss.

  • 2) Equity instrument

Debt and equity instruments issued by the Company are classified as either financial liabilities or equity in accordance with the substance of the contractual arrangements and the definitions of financial liabilities and equity instruments.

  • 274 -

Equity instruments issued by the Company are recognized at the proceeds received, net of the cost of direct issue.

The repurchase of the Company’s own equity instruments is recognized in and deducted directly from equity. The purchase, sale, issuance, or cancellation of the Company’s own equity instruments is not recognized in profit or loss.

  • 3) Financial liability

  • (1) Subsequent measurement

All financial liabilities are measured at amortized cost in the effective interest method.

  • (2) Derecognition of financial liabilities

The difference between the carrying amount of the financial liability derecognized and the consideration paid, including any non-cash assets transferred or liabilities

assumed, is recognized in profit or loss.

(XIII) Provisions

The amount recognized in provision is based on the risk and uncertainty of the obligation, and is the best estimate of the expenditure required to settle the obligation at the end of each reporting period. The provisions are measured at the discounted value of the cash flow estimated to settle the obligation.

Warranty

The warranty obligation to ensure that products conform to the agreed specifications is based on

the management's best estimate of the expenditure required to settle the Company’s obligation, and is recognized when relevant products are recognized in revenue.

  • (XIV) Revenue recognition

After the Company identifies its performance obligations in contracts with customers, it allocates the transaction priceto each performance obligation in the contracts and recognizes revenue when performance obligations are satisfied.

Construction revenue

For the property sales within the normal business scope, the fixed transaction price is received in installments and recognized as a contract liability. After considering the major financial components, revenue is recognized when each property is completed and delivered to the buyer.

(XV) Leasing

The Company assesses whether a contract belongs to (or contains) a lease on the date of establishment of the contract.

  • 1) The Company as lessor

Where almost all the risks and rewards attached to the ownership of an asset are transferred to the lessee in lease terms, such leases are classified as finance leases. All other leases are classified as operating leases.

When the Company subleases the right-of-use assets, the right-of-use assets (not the

underlying asset) are used to determine the classification of the sublease. However, if the main

  • 275 -

lease is a short-term lease for which the recognition exemption applies to the Company, the sublease is classified as an operating lease.

Under finance leases, lease payments include fixed payments, substantive fixed payments, and fines for lease termination that has been reflected in the lease term, less lease incentives that shall be paid. The net lease investment is measured by the sum of the present value of the lease payment receivable and the unguaranteed residual value plus the initial direct cost and presented as financial lease receivable. Finance lease income is allocated to each accounting period to reflect the fixed rate of return on the Company's net investment outstanding in respect of leases.

Under operating leases, lease payments less lease incentives are recognized in income on a straight-line basis over the relevant lease terms. The initial direct cost incurred in obtaining an operating lease is added to the carrying amount of the underlying asset and recognized as expenses on a straight-line basis over the lease term. The lease negotiation with each lessee is handled as a new lease from the effective date of the lease modification.

2)

The variable rent in a lease arrangement that is not dependent on the index or rate is recognized in income in the period in which it is incurred. The Company as lessee

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

A right-of-use asset is initially measured at cost (including the initial measured amount of lease liabilities, the amount of lease payments made to the lessor less lease incentives received prior to the inception of a lease, initial direct costs, and the estimated costs of restoring underlying assets), and subsequently measured at cost less accumulated depreciation and accumulated impairment and adjusted for any remeasurement of the lease liabilities. Right-of-use assets, except those that meet the definition of investment properties, are presented on a separate line in the parent company only balance sheets. For the recognition and measurement of right-of-use assets that meet the definition of investment properties, please refer to (VIII) for the accounting policies for investment properties.

Right-of-use assets are depreciated on a straight-line basis from the lease commencement date to the expiration of the useful life or the expiration of the lease term, whichever is earlier. The lease liabilities are initially measured at the present value of the lease payment (including fixed payments, in-substance fixed payments, and fines for lease termination that has been reflected in the lease term, less lease incentives received). If the interest rate implicit in a lease can be easily determined, the lease payment is discounted at such an interest rate. If the interest rate cannot be easily determined, the lessee's incremental borrowing rate applies.

Subsequently, lease liabilities are measured at the amortized cost using the effective interest rate method, and interest expense is amortized over the lease term. If changes in the lease term, the expected payment under the residual value guarantee, the evaluation of the

  • 276 -

underlying asset purchase options, or the index or rate used to determine the lease payment over the lease term lead to changes in future lease payments, the Company remeasure the lease liabilities with a corresponding adjustment to the right-of-use assets. However, if the carrying amount of the right-of-use assets has been reduced to zero, the remaining remeasurement amount is recognized in profit or loss. For lease modifications that are not treated as a separate lease, remeasurement of the lease liabilities due to the reduced scope of the lease is to reduce the right-of-use assets, and to recognize the profit or loss of the partial or full termination of the lease; the remeasurement of the lease liabilities due to other modifications is to adjust the right-of-use assets. Lease liabilities are presented on a separate line in the parent company only balance sheets.

(XVI) Borrowing costs

Borrowing costs directly attributable to an acquisition, construction, or production of qualifying assets are added to the cost of said assets, until such time as the assets are substantially ready for their intended use or sale.

For specific borrowings, if the investment income earned by making a temporary investment before the capital expenditure that meets the requirements is incurred, it is deducted from the borrowing costs that meet the capitalization conditions.

Other than that which is stated above, all other borrowing costs are recognized in profit or loss in the period in which they are incurred.

(XVII) Employee benefits

1) Short-term employee benefits

Relevant liabilities for short-term employee benefits are measured by the non-discounted amount expected to be paid in exchange for employee services.

2) Retirement benefits

Payments to defined contribution retirement benefit plans are recognized as expenses when employees have rendered services entitling them to the contributions.

The defined benefit cost under the defined benefit retirement benefit plan (including service cost, net interest, and remeasurement) is calculated based on the projected unit credit method. The service cost (including the service costs for the current period and the past service cost) and the net interest on the net defined benefit liabilities (assets) are recognized in employee benefit expenses as they occur. The remeasurement (including actuarial gains and losses, effect of changes in assets limits, and the return on plan assets, net of interest) is recognized in other comprehensive income and listed in retained earnings when it occurs, and will not be reclassified to profit or loss subsequently.

The net defined benefit liabilities (assets) are the deficit (surplus) of the defined benefit retirement benefit plan. The net defined benefit assets may not exceed the present value of any refunds from the plan or reductions in future contributions to the plan.

(XVIII) Income tax

The income tax expense represents the sum of the tax currently payable and deferred tax.

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1) Current tax

According to the Income Tax Law in the ROC, an additional tax on unappropriated earnings is provided for in the year the shareholders approve to retain earnings.

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

2) Deferred tax

Deferred income tax is calculated based on the temporary differences between the

carrying amount of assets and liabilities and the corresponding tax bases used in the computation of taxable income.

Deferred income tax liabilities are generally recognized for all taxable temporary differences, and deferred tax assets are recognized when there are likely to be taxable income to deduct temporary differences, loss carryforwards, or income tax credit arising from investment.

The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable income will be available to allow all or part of the asset to be recovered. A previously unrecognized deferred tax asset is also reviewed at the end of each reporting period, and its carrying amount will be increased as it has become probable that future taxable income will allow all or part of the asset to be recovered.

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

3) Current and deferred tax

Current and deferred taxes are recognized in profit or loss, except when they relate to items that are recognized in other comprehensive income or directly in equity; in which case, the current and deferred taxes are recognized in other comprehensive income or directly in equity, respectively.

5. Critical Accounting Judgements and Key Sources of Estimation Uncertainty

In the application of the Company’s accounting policies, the management is required to make

judgments, estimations, and assumptions about the relevant information that is not readily accessible from other sources based on historical experience and other relevant factors. Actual results may differ from these estimates.

The management will constantly review the estimates and basic assumptions. If a revision of an estimate only affects the current period, it shall be recognized in the period in which the revision occurs. If a revision of an accounting estimate affects the current period and future periods, it shall be recognized in the period in which the revision occurs and future periods.

  • 278 -

Key Sources of Estimation Uncertainty

Inventories impairment

The net realizable value of inventories is the estimated selling price in the ordinary course of business, less the estimated cost of completion and the estimated costs necessary to make the sale. These estimates are based on current market conditions and historical sales experience in similar products. Changes in market conditions may materially affect the results of these estimates.

6. Cash and cash equivalents

Cash and cash equivalents
Cash
Checking accounts and demand deposits
Foreign currency deposits
Cash in transit
December 31,2020
$ 1,748
1,262,338
3,575

-
$ 1,267,661
December 31,2019




$ 1,661
650,491
3,609
2
$ 655,763

7. Financial assets at FVTPL

Financial assets at FVTPL
Current
Mandatorily measured at FVTPL
Non-derivative financial assets s
Fund beneficiary certificates
December 31,2020
$ 2,969
December 31,2019
$ -

Please refer to Note 25(2) for the gains or losses on financial assets at FVTPL.

8. Financial assets at FVTOCI

Investments in equity instruments at FVTOCI

Investments in equity instruments at FVTOCI
Non-current
Domestic unlisted shares
December 31,2020
$ 5,100
December 31,2019
$ 5,100

The Company invests in the above-mentioned unlisted stocks for medium- to long-term strategic purposes, and expects to make profits through long-term investments. The Company’s management believes that recognizing the short-term fluctuations in the fair value of such investments in profit or loss is not consistent with the aforementioned long-term investment plan. Therefore, the management elected to designate these investments in equity instruments as at FVTOCI.

9.

Financial assets at amortized cost

Financial assets at amortized cost
Current
Domestic investments
Other financial assets
Non-current
Domestic investments
Other financial assets
December 31,2020
$ 8,424
$ 2,248,075
December 31,2019


$ 30,040
$ 1,040,728

(I) Other financial assets are restricted assets, such as reserve accounts for bank deposits and trust account.

  • 279 -

  • (II) Please refer to Note 29 for information relating to investments in financial assets at amortized cost pledged.

10. Notes receivable and trade receivables

Notes receivable and trade receivables
Notes receivable
At amortized cost
Gross carrying amount
Less:Loss allowance
Trade receivables
At amortized cost
Gross carrying amount
Less:Loss allowance
December 31,2020
$ -

-
$ -
$ 30,426

-
$ 30,426
December 31,2019










$ 2,528
-
$ 2,528
$ 124,284
-
$ 124,284

Trade receivables

When determining the recoverability of accounts receivable, the Company considers the changes in the credit quality of trade receivables during the period from the original credit date to the time it is presented in the balance sheet. Based on the historical experience, except for the counterparty of a transaction is any government agency or bank credit card center with great credit quality, in principle, the Company adopts individual evaluation and a simplified approach as in IFRS 9 to recognize loss allowance for trade receivables based on the lifetime expected credit losses. The lifetime expected credit losses are based on each customer’s past default history, current financial position, and industrial economic situation, as well as the industry outlook. Based on the Company’s historical experience in credit losses, the loss patterns of different customers are significantly different, the expected credit loss rate is calculated based on the trade receivables of individual customers.

If there is evidence that a counterparty is facing serious financial difficulties and the Company cannot reasonably expect to recover the amount, e.g., the counterparty is in liquidation, the Company will directly write off the relevant trade receivables, but will continue to try to collect the receivable. The recovered amount is recognized in profit or loss.

All the Company's trade receivables as of December 31, 2020 and 2019 are not past due.

11. Finance lease receivables

Finance lease receivables
Undiscounted lease payments
Year 1
Year 2
Year 3
Year 4
Year 5
Less: Unearned finance income
Lease payments receivable
Net investment in leases presented as
December 31,2020
$ 23,490
27,256
18,672
221

-
69,639
(
2,162)

67,477
$ 67,477
December 31,2019


(



(

$ 20,622
19,371
19,144
9,647
28
68,812
3,063)
65,749
$ 65,749
  • 280 -

December 31, 2020

December 31, 2019

finance lease receivables

. The Company measures the loss allowance for the finance lease receivable based on the lifetime expected credit losses. As of the end of the reporting period, there were no overdue finance lease receivable. At the same time, considering the past default history of each counterparty, the future development of the underlying lease industry, and the value of the collateral, the Company believed that the finance lease receivable above was not impaired.

12. Inventories

Inventories
Property under development
Property to be developed
Buildings and land held for sale
December 31,2020
$ 843,886
497,981

6,187,655
$ 7,529,522
December 31,2019




$ 804,278
494,092
7,685,481
$ 8,983,851

Property under development

Estimated
Project name completionyear December 31,2020 December 31,2019
Sanzhi Project - East Side 2022
$
843,886
$
804,278
Property to be developed
Project name December 31,2020 December 31,2019
Subsection 1, Wenquan Section, Beitou
District $ 316,758 $ 312,869
Sanzhi Project - West Side 181,223 181,223
$ 497,981 $ 494,092

Buildings and land held for sale

Buildings and land held for sale
Project name
Fu-Jou project
Daqiaotou Project
Badu Project
Xidian Project
Others
December 31,2020
$ 4,832,747
1,245,381
29,773
40,735

39,019
$ 6,187,655
December 31,2019




$ 4,981,230
2,503,610
83,836
77,786
39,019
$ 7,685,481

(I) As of December 31, 2020 and 2019, it was expected that the inventory recovered after more than 12 months would be NT$1,341,867 thousand and NT$1,298,370 thousand respectively.

(II) Please refer to Note 29 for information on the Company’s amount of inventories pledged.

  • 281 -

  • (III) To enable the construction projects and construction to proceed and the completed construction projects to be delivered smoothly, the Company’s registration of the trust of construction in progress is as follows:

as follows:
Project name
Fu-Jou project
Daqiaotou Project
Sanzhi Project –
East & West
Side
Trustee
Hezhong Construction
Management Co., Ltd.
CTBC Bank
Baoguo Construction
Management Co., Ltd.
Trustperiod
From October 24, 2018 to the date when the
units on the second floor and above of this
affordable housing project have been
successfully sold and the property rights are
transferred and registered to buyers. In
October 2019, the purpose of the trust was
achieved, so the trust contract was
terminated.
From August 8, 2014 to the date when all the
buildings in this project are completed, the
user license is obtained, and the first
registration of the ownership of the buildings
is completed, and the registration of
mortgage pledged to a group of banks is
completed, or the debt is fully paid off. The
creditor's rights of the group of banks, the
manager, and the arranger in the syndicated
loan to the Company under the syndicated
loan contract were fully repaid; the purpose
of the trust was achieved in August 2019, so
the trust contract was terminated.
It started from December 30, 2019, the project
was completed, and the first-time
registration of ownership was completed.

For the above-mentioned trust contract, the Company entrusts the trustees to execute fund control, property right management, financing loan repayment, self-raising funds, and necessary expenses and expenditures incurred by the trust relationship.

  • (IV) Please refer to Note 17 for the information on the reclassification of inventory to investment property due to changes in the purpose of use.

  • (V) The inventory-related cost of sales in 2020 and 2019 was NT$1,512,087 thousand and NT$1,037,209 thousand respectively. The cost of sales included gains on inventory value recoveries of NT$7,502 thousand and NT$784 thousand, respectively. The recovery in the net realizable value of inventories in 2020 was due to the increase in the selling price of the inventories in the market.

  • 282 -

13. Prepayments and other assets

Prepayments and other assets
Overpaid sales tax
Others
Prepayments
Other assets - current
December 31,2020
$ 15,321

125,156
$ 140,477
$ 136,396

4,081
$ 140,477
December 31,2019










$ 57,937
227,612
$ 285,549
$ 165,128
120,421
$ 285,549
  1. Investments accounted for using equity method
Investments in subsidiaries
Unlisted company
Ji Shun Life Tech Co., Ltd.
(Ji-Shun)
Li Chiang Development Co., Ltd.
(Li-Chiang)
Rih Yao DevelopmentRih Yao
Development Co., Ltd. (Rih
-Yao)
Radium Far East Co., Ltd. (Far
East)
Titan Development and
Construction Co., Ltd. (Titan)
Wan Da Tong Enterprise Co., Ltd.
(Wan-Da-Tong)
Radium-Kagaya International Hotel
Co., Ltd. (KaGaYa)
Zhao Yao EnterpriseZhao Yao
Enterprise Co., Ltd. (Zhao-Yao)
Clever Base Investments Limited
(Clever Base)
Xin Xiu Ge Hotel Co., Ltd. Co.,
Ltd. (Xin-Xiu-Ge)
Jing-Jan Investment Holdings Co.,
Ltd. (Jing-Jan Hldg)
Rih Siang Property Management
Co., Ltd. (Rih-Siang)
Rih Zuan Green Energy Technology
Co., Ltd. (Rih-Zuan)
Wan Tong Digital Technology Co.,
Ltd. (Wan-Tong)
LiJiang Business
Consulting(Shanghai). (LiJiang)
December 31,2020
$ 716,492
520,180
748,458
624,249
1,249,678
1,760,682
114,907
1,463,779
5,434
324,423
3,602,643
1,932,299
42,089
8,477
2,959
December 31,2019
$ 528,337
565,108
796,123
628,871
1,281,111
1,772,186
131,418
1,582,433
6,856
328,956
3,583,376
1,960,059
50,353
20,355
4,825
(Continued)
  • 283 -
Rih-Ding Circular Economy
Investment Holdings Co., Ltd.
(Rih-Ding Hldg)
Jing Ding Green Energy Technology
Co., Ltd. (Jing-Ding)
Rih Ding Water Enterprise Co., Ltd.
(Rih-Ding Water)
Ding Sheng Green Energy
Technology Co.,
Ltd.(Ding-Sheng)
Less: Unrealized gain from affiliate
Less: Accumulated impairment
December 31,2020
$ 5,713,974
7,200
-
-
(
1,289,256 )
(
155,686)
$ 17,392,981
December 31,2019 December 31,2019

(
(

(
(
$ -
-
4,466,864
50,122

168,953 )
155,686)
$ 17,432,714

The Company's ownership interest and percentage of voting rights in the subsidiaries at the end of the reporting periodare as follows:

the reporting periodare as follows:
Unlisted company
Ji-Shun
Li- Chiang
Rih-Yao
Far East
Titan
Wan-Da-Tong
KaGaYa
Zhao-Yao
Clever Base
Xin-Xiu-Ge
Jing-Jan Hldg
Rih-Siang
Rih-Zuan
Wan-Tong
LiJiang
Rih-Ding Hldg
Jing-Ding
Rih-Ding Water
Ding-Sheng
December 31,2020
100.00%
100.00%
100.00%
99.93%
100.00%
28.35%
100.00%
100.00%
100.00%
100.00%
61.06%
100.00%
90.00%
90.00%
100.00%
100.00%
37.00%
-
-
December 31,2019
100.00%
100.00%
100.00%
99.93%
100.00%
28.35%
100.00%
100.00%
100.00%
100.00%
61.06%
100.00%
90.00%
90.00%
100.00%
-
-
100.00%
100.00%

The Company’s shareholding in Wan-Da-Tong is 28.35%. Since the remaining 71.65% of the shares are held by Jing-Jan Hldg, and Titan holds 36.80% of the shares of Jing-Jan Hldg, it is judged that the Company is able to exercise significant influence over Wan-Da-Tong, so it is classified as a subsidiary.

The Company’s shareholding in Jing-Ding is 37.00%. Because Ding-Sheng holds 33.00% of its shares, and Rih-Ding Hldg holds 100.00% of Ding-Sheng’s shares, it is judged that the Company is able to exercise significant influence over Jing-Ding, so it is classified as a subsidiary.

  • 284 -

The share of profits and losses and other comprehensive income of the subsidiaries accounted for using the equity method in 2020 and 2019 were recognized based on the subsidiaries’ financial statements that have been audited by CPAs for the same periods.

As of December 31, 2020 and 2019, the accumulated impairment of the investment under the equity method by the Company was both NT$155,686 thousand.

Ding-Sheng was established on January 4, 2019, Wan-Tong on May 23, 2019, and Rih-Ding Hldg on March 5, 2020, all of which were approved by and registered with the Taipei City Government. Jing-Ding was established on September 18, 2020, and approved by and registered with the Central Region Office, Ministry of Economic Affairs.

The investee Clever Base is recognized by the Company under the equity method. Clever Base’s investee Sharp China recognized under the equity method sold 100% of its equity in LiJiang (Shanghai) to the Company on December 12, 2019.

The Company’s board of directors resolved to adjust the organizational structure on April 6, 2020. Rih-Ding Hldg issued new shares and obtained 100% of the Company’s shares in Rih-Ding Water and Ding-Sheng through share swap arrangements, and the record date of share swap was May 8, 2020.

For the amount of investments accounted for using equity method pledged by the Company to secure borrowings, please refer to Note 29.

15. Property, plant and equipment

(I) Assets used by the company

Cost
Balance at January 1,
2020

Additions

Balance at December
31, 2020

Accumulated
depreciation and
impairment
Balance at January 1,
2020

Depreciation expenses
Balance at December
31, 2020

Carrying amount at
December 31, 2020

Cost
Balance at January 1,
2019

Additions
Disposals
Transfers to investment
properties

Balance at December
31, 2019
Freehold
Land

$ 47,750

-

$ 47,750

$ -

-

$ -

$ 47,750

$ 129,666
-
-
81,916)

$ 47,750
Buildings
$ 83,418

-

$ 83,418

$ 26,162

2,597

$ 28,759

$ 54,659

$ 226,049

-

-
142,631)

$ 83,418

Transportati
-on
Equipment
$ 1,302

-

$ 1,302

$ 1,172

41

$ 1,213

$ 89

$ 2,304

-
(
1,002 )

-

$ 1,302

Office
Equipment
$ 35,085

943

$ 36,028

$ 29,190

1,905

$ 31,095

$ 4,933

$ 32,528

2,557

-

-

$ 35,085

Other
Equipment
$ 15,229

1,599

$ 16,828

$ 14,561

224

$ 14,785

$ 2,043

$ 14,791

438

-

-

$ 15,229
Total








(










(






















$ 182,784

2,542
$ 185,326
$ 71,085

4,767
$ 75,852
$ 109,474
$ 405,338

2,995
(
1,002 )
(224,547)
$ 182,784
(Continued)
  • 285 -
Accumulated
depreciation and
impairment
Balance at January 1,
2019

Depreciation expenses
Disposals
Transfers to investment
properties

Balance at December
31, 2019

Carrying amount at
December 31, 2019
Freehold
Land
$ -

-
-

-

$ -

$ 47,750
Buildings
and
Structures
$ 84,830

5,151

-
63,819)

$ 26,162

$ 57,256

Transportati
on
Equipment
$ 2,133

41
(
1,002 )

-

$ 1,172

$ 130

Office
Equipment
$ 27,209

1,981

-

-

$ 29,190

$ 5,895
Other
Equipment
$ 14,428

133

-

-

$ 14,561

$ 668

Total







(











$ 128,600

7,306
(
1,002 )
(63,819)
$ 71,085
$ 111,699

Depreciation expenses of the property, plant and equipment are calculated on a straight-line basis over their estimated useful lives as shown in the following:

mated useful lives as shown in the following:
Buildings 10-50 years
Transportation equipment 5 years
Office equipment 3-10 years
Other equipment 1-8 years
  • (II) As of December 31, 2020 and 2019, the accumulated impairment of the property, plant and equipment, through the assessment of their recoverable amounts based on their net fair values was both NT$19,569 thousand.

  • (III) For the amount of property, plant and equipment pledged by the Company as collateral for borrowings, please refer to Note 29.

  • Lease arrangements

  • (I) Right-of-use assets

Right-of-use assets
Carrying amount
Buildings
Transportation equipment
Additions to right-of-use assets
Depreciation charge for right-of-use
assets
Buildings
Transportation equipment
December 31,2020
$ -

3,441
$ 3,441
2020
$ 1,616
$ 13,045

2,087
$ 15,132
December 31,2019




$ 13,045
4,517
$ 17,562
2019






$ 4,955
$ 13,045
1,311
$ 14,356

The above-mentioned amount of right-of-use assets does not include right-of-use assets that meet the definition of investment properties.

  • 286 -

(II) Lease liabilities

Lease liabilities
Carrying amount
Current
Non-current
December 31,2020
$ 104,663
$ 172,011
December 31,2019


$ 128,829
$ 277,296

Range of discount rate for lease liabilities is as follows:

Buildings
Transportation equipment
December 31,2020
2.72%
2.15%-2.72%
December 31,2019
2.72%
2.72%
  • (III) Material lease-in activities and terms

The Company has leased several buildings for offices over a lease terms of 2 years. The

Company has also leased certain transportation equipment over a lease term of 3 years. The Company does not have preferential right to acquire the buildings leased at the end of the lease term. (IV) Sublease

The Company’s sublease transactions has been detailed in Notes 11 and 17.

(V) Other lease information

Other lease information
Expenses relating to short-term leases
Total cash outflow of leases
2020
$ 4,910
$ 143,363 )
2019

(

(
$ 11,598
$ 154,541 )

The Company has leased certain office equipment which qualifies for short-term leases and certain equipment which qualifies for low-value asset leases. The Company has elected to apply the recognition exemption for said equipment and, thus, did not recognize the right-of-use assets and lease liabilities of said leases.

17. Investment properties

Investment properties
Cost
Balance at January 1, 2020

Disposals

Transfers to finance lease
receivables

Transfers to buildings and land held
for sale

Transfers from buildings and land
held for sale

Transfers from finance lease
receivable

Balance at December 31, 2020
Completed
Investment
Properties

$ 8,841,981


1,480,924 )
-


91,894 )
118,149

-

$ 7,387,312
Right-of-use Assets
$ 406,913

(
21,943 )
(
117,924 )
-

-


17,446

$ 284,492
Total

(
(


(
(


(
(
(

$ 9,248,894

1,502,867 )

117,924 )

91,894 )
118,149
17,446
$ 7,671,804

(Continued)

  • 287 -
Accumulated depreciation and
impairment
Balance at January 1, 2020

Depreciation expenses

Disposals

Transfers to finance lease
receivables

Transfers to buildings and land held
for sale

Transfers from buildings and land
held for sale

Balance at December 31, 2020

Carrying amount at December 31,
2020

Cost
Balance at January 1, 2019

Adjustments on initial application
of IFRS 16

Balance at January 1 ,
2019(restated)

Additions

Transfers to finance lease
receivables

Transfers to property to be
developed

Transfers to buildings and land held
for sale

Transfers from buildings and land
held for sale

Transfers from property, plant and
equipment

Transfers from finance lease
receivables

Balance at December 31, 2019
Completed
Investment
Properties

$ 947,739

190,605


242,825 )
-


1,960 )
24,875

$ 918,434

$ 6,468,878

$ 9,020,029

-

9,020,029

-

-


293,550 )

113,998 )
4,953

224,547

-

$ 8,841,981
Right-of-use Assets
$ 95,972

79,620

(
20,451 )
(
32,784 )
-


-

$ 122,357

$ 162,135

$ -


472,411

472,411

7,349

(
75,065 )
-

-

-

-


2,218

$ 406,913
Total

(
(





(
(


(
(





(


(
(
(





(
(
(

$ 1,043,711
270,225

263,276 )

32,784 )

1,960 )
24,875
$ 1,040,791
$ 6,631,013
$ 9,020,029
472,411
9,492,440
7,349

75,065 )

293,550 )

113,998 )
4,953
224,547
2,218
$ 9,248,894

(Continued)

  • 288 -
Accumulated depreciation and
impairment
Balance at January 1, 2019

Adjustments on initial application
of IFRS 16

Balance at January 1 ,
2019(restated)

Depreciation expenses

Transfers to finance lease
receivables

Transfers to property to be
developed

Transfers to buildings and land held
for sale

Transfers from property, plant and
equipment

Balance at December 31, 2019

Carrying amount at December 31,
2019
Completed
Investment
Properties

$ 824,885

-

824,885

188,183

-


112,327 )

16,821 )
63,819

$ 947,739

$ 7,894,242
Right-of-use Assets
$ -


-

-

105,347

(
9,375 )
-

-


-

$ 95,972

$ 310,941
Total


(
(




(




(
(
(


$ 824,885
-
824,885
293,530

9,375 )

112,327 )

16,821 )
63,819
$ 1,043,711
$ 8,205,183
  • (I) For the right-of-use assets in the investment properties, it is the buildings subleased by the Company to others in the form of operating leases.

  • (II) The fair value of the investment properties finished by the Company as of December 31, 2020 and 2019 was NT$10,182,917thousand and NT$12,385,734 thousand, respectively. The fair value was based on the appraisals conducted by independent appraisers Wei-Hsin Chin, Liang-An Chi, and Wen-Che Tsai, who were not related parties, at the dates. Said appraisals were conducted using the comparative method, the income approach, and the land development analysis method.

  • (III) The major components of the Company’s investment properties mainly include the above-ground structures and interior and exterior decoration, etc., and are depreciated according to their useful lives of 10–50 years.

  • (IV) For the amount of investment properties pledged by the Company, please refer to Note 29.

  • (V) As of December 31, 2020 and 2019, the Company’s buildings and land were held in trust in order to obtain financing from financial institutions. The trust registration is as follows:

Project name Trustee Trust period Buildings and landin King's Town From July 27, 2009 to July 31, 2024. the fourth section of Bank Co., Ltd. Zhongxiao East Road and relevant income

For the above-mentioned trust contract, the Company entrusts the trustees to execute fund control, property right management, financing loan repayment, and necessary expenses and expenditures incurred by the trust relationship.

  • (VI) As of December 31, 2020 and 2019, the accumulated impairment of the investment properties, through the assessment of their recoverable amounts based on their net fair values was NT$94,412

  • 289 -

thousand and NT$69,537 thousand respectively. The Company determines the recoverable amount of the finished investment properties based on the fair value less disposal costs. The relevant fair value is determined under the comparative method. The main assumptions include the estimated selling price, which belongs to the Level 2 fair value measurement.

  • (VII) The lease terms for the lease out of investment properties range from 1 to 18 years. When the lessee exercises the right to renew a lease, it is agreed that the rent will be adjusted according to the market level. At the end of the lease term, the lessee has no preferential right to purchase the investment properties. In addition to fixed lease payments, the lease contract also stipulates that the lessee shall pay variable lease payments based on a specific percentage of its revenue.

  • (VIII) The total amount of lease payments that will be received in the future for leasing out investment properties under operating leases is as follows:

Year 1
Year 2
Year 3
Year 4
Year 5
Year 6 onwards
December 31,2020
$ 145,880
140,682
86,160
32,205
5,956

29,863
$ 440,746
December 31,2019 December 31,2019




$ 142,601
146,613
142,010
87,790
34,030

45,889
$ 598,933
  1. Borrowings

  2. (I) Short-term borrowings

Short-term borrowings
Secured borrowings
Bank loans
Unsecured borrowings
Bank loanss
December 31,2020
$ 1,887,250

607,355
$ 2,494,605
December 31,2019




$ 539,972
775,513
$ 1,315,485

The interest rate range of short-term borrowings as of December 31, 2020 and 2019 was

2.00%–3.07% and 1.33%–3.57%, respectively. Please refer to Note 29 for the collateral pledged for the above-mentioned borrowings.

  • (II) Short-term bills payable
Short-term bills payable
Guarantee or acceptance institutions
International Bills Finance
Corporation
Taiwan Cooperative Bills Finance
Corporation
Entie Bank
Less: Discount on short-term bills
payable
December 31,2020
$ -
-

-
-

-
$ -
December 31,2019





(
$ 1,404,400
585,200
950,000
2,939,600
2,716)
$ 2,936,884

The interest rate range of short-term bills payable as of December 31, 2019 was 0.58%–1.55%. Please refer to Note 29 for the collateral pledged for the above-mentioned short-term bills payable.

  • 290 -

(III) Long-term borrowings

Long-term borrowings
Secured borrowings
Syndicated loan project led by Bank
of Taiwan
Syndicated loan project led by CTBC
Bank
Other borrowings
Unsecured borrowings
Other borrowings from banks
Less: Deduction in long-term
borrowings – syndicated loan
expense
Less: Current portion of long-term
borrowings and bonds payable
Add: Current portion of deduction in
long-term borrowing -
syndicated loan expense
Long-term borrowings
December 31,2020
$ 2,425,000
656,466
9,481,895
263,150
(
12,663 )
(
1,437,443 )

3,000
$ 11,379,405
December 31,2019

(
(


(
(

$ 2,500,000
1,856,584
9,615,990
274,230

18,010 )

1,665,187 )
-
$ 12,563,607

The interest rate range of long-term borrowings as of December 31, 2020 and 2019 was

1.54%–2.93% and 1.50%–3.25%, respectively. The syndicated loan project led by Bank of Taiwan includes five banks. The syndicated loan project led by CTBC Bank includes four banks. Please refer to Note 29 for the collateral pledged for the above-mentioned borrowings.

19. Bonds payable

Bonds payable
Secured domestic bonds December 31,2020
$ 5,500,000
December 31,2019
$ 2,500,000

The Company issued the first domestic secured ordinary bonds on September 14, 2017. The main conditions for the issue are as follows:

  • (I) Total amount of issue: NT$1,000,000 thousand.

  • (II) Price: The bonds are issued in full by face value, each with a face value of NT$1,000 thousand.

  • (III) Coupon interest rate and method of repayment of principal and interest: Annual interest rate is 1.02% with repayment of principal in a lump sum upon maturity.

  • (IV) Duration: 5 years (September 14, 2017 to September 14, 2022).

  • (V) Guarantee method: Taiwan Cooperative Bank is entrusted to guarantee the bonds in accordance with the guarantee contract.

The Company issued the second domestic secured ordinary bonds on November 23, 2017. The main conditions for the issue are as follows:

  • (I) Total amount of issue: NT$500,000 thousand.

  • (II) Price: The bonds are issued in full by face value, each with a face value of NT$1,000 thousand.

  • (III) Coupon interest rate and method of repayment of principal and interest: Annual interest rate is 1.02% with repayment of principal in a lump sum upon maturity.

  • (IV) Duration: 5 years (November 23, 2017 to November 23, 2022).

  • (V) Guarantee method: Taiwan Business Bank is entrusted to guarantee the bonds in accordance with the guarantee contract.

  • 291 -

The Company issued the first domestic secured ordinary bonds on July 1, 2019. The main conditions for the issue are as follows:

  • (I) Total amount of issue: NT$1,000,000 thousand.

  • (II) Price: The bonds are issued in full by face value, each with a face value of NT$1,000 thousand.

  • (III) Coupon interest rate and method of repayment of principal and interest: Annual interest rate is 0.80% with repayment of principal in a lump sum upon maturity.

  • (IV) Duration: 5 years (July 1, 2019 to July 1, 2024).

  • (V) Guarantee method: Taiwan Cooperative Bank is entrusted to guarantee the bonds in accordance with the guarantee contract.

The Company issued the first domestic secured ordinary bonds on June 1, 2020. The main

conditions for the issue are as follows:

  • (I) Total amount of issue: NT$1,000,000 thousand.

  • (II) Price: The bonds are issued in full by face value, each with a face value of NT$1,000 thousand.

  • (III) Coupon interest rate and method of repayment of principal and interest: Annual interest rate is 0.68% with repayment of principal in a lump sum upon maturity.

  • (IV) Duration: 5 years (June 1, 2020 to June 1, 2025).

  • (V) Guarantee method: First Commercial Bank is entrusted to guarantee the bonds in accordance with the guarantee contract.

The Company issued the second domestic secured ordinary bonds on July 1, 2020. The main

conditions for the issue are as follows:

  • (I) Total amount of issue: NT$1,000,000 thousand.

  • (II) Price: The bonds are issued in full by face value, each with a face value of NT$1,000 thousand.

  • (III) Coupon interest rate and method of repayment of principal and interest: Annual interest rate is 0.65% with repayment of principal in a lump sum upon maturity.

  • (IV) Duration: 5 years (July 1, 2020 to July 1, 2025).

  • (V) Guarantee method: First Commercial Bank is entrusted to guarantee the bonds in accordance with the guarantee contract.

The Company issued the third domestic secured ordinary bonds on December 29, 2020. The

main conditions for the issue are as follows:

  • (I) Total amount of issue: NT$1,000,000 thousand.

  • (II) Price: The bonds are issued in full by face value, each with a face value of NT$1,000 thousand.

  • (III) Coupon interest rate and method of repayment of principal and interest: Annual interest rate is 0.55% with repayment of principal in a lump sum upon maturity.

  • (IV) Duration: 5 years (December 29, 2020 to December 29, 2025).

  • (V) Guarantee method: Taiwan Business Bank is entrusted to guarantee the bonds in accordance with the guarantee contract.

  • 292 -

20. Provisions

Non-current Warranties

December 31, 2020 December 31, 2019 $ 257,370 $ 259,351

The provisions for warranty is the present value of the best estimate of the future outflow of economic benefits caused by the warranty obligation made by the management of the Company according to the sales contract, This estimate is based on historical warranty experience, and is adjusted in consideration of new materials, process changes, or other factors that affect product quality. 21. Maturity analysis of assets and liabilities

The assets and liabilities related to the Company’s construction business is classified as current or non-current according to the operating cycle. The relevant amounts recognized are based on the amounts expected to be recovered or repaid within one year and more than one year after the end of the reporting period, which are listed below:

period, which are listed below:
Assets
Financial assets at amortized
cost -current
Notes receivable and trade
receivables
Buildings and land held for sale
Land held for construction site
Land held for construction site
Refundable deposits - current
Liabilities
Contract liabilities - current
Guarantee deposits received
(shown as other current
liabilities)
Current portion of long-term
borrowings and bonds
payable
Assets
Financial assets at amortized
cost -current
Notes receivable and trade
receivables
Buildings and land held for sale
Land held for construction site
Land held for construction site
Refundable deposits - current
Liabilities
Contract liabilities - current
Guarantee deposits received
(shown as other current
liabilities)
December 31,2020
Within 1year
$ 8,423
$ 22,269
$ 6,187,655
$ -
$ -
$ 190,854
$ 44,769
$ 516
$ 479,510
Total
















$ 8,423
$ 22,269
$ 6,187,655
$ 843,886
$ 497,981
$ 190,854
$ 51,569
$ 516
$ 479,510
Within 1year
$ 5
$ 121,001
$ 7,685,481
$ -
$ -
$ 266,764
$ 621,153
$ 21
More than 1year
$ -
$ -
$ -
$ 804,278
$ 494,092
$ -
$ -
$ -
Total





















$ 5
$ 121,001
$ 7,685,481
$ 804,278
$ 494,092
$ 266,764
$ 621,153
$ 21
  1. Retiremen benefit plans (I) Defined contribution plans

  2. 293 -

The Company has adopted a pension plan under the Labor Pension Act (LPA), which is a state-managed defined contribution plan. Under the LPA, the Company makes monthly contributions to employees’ individual pension accounts of the Bureau of Labor Insurance at 6% of monthly salaries and wages.

(II) Defined benefit plans

The pension system adopted by the Company in accordance with the Labor Standards Act of R.O.C. is a state-managed defined benefit pension plan. The payment for employee pensions is calculated based on the length of service and the average salary in the 6 months prior to the approved retirement date. The Company contributes pensions at 2% of the total monthly employee salaries, which are deposited by the Pension Fund Monitoring Committee in the pension account with the Bank of Taiwan in the name of the committee. Before the end of each year, if the balance in the pension account assessed is inadequate to pay for the retirement benefits for employees who meet the retirement requirements in the following year, the Company will contribute an amount to make up for the difference in a lump sum by the end of March of the following year. The pension fund is managed by the Bureau of Labor Funds, Ministry of Labor; the Company has no right to influence the investment management strategy.

The amounts included in the parent company only balance sheets in respect of the Company’s defined benefit plans are as follows:

defined benefit plans are as follows:
Present value of defined benefit
obligation
Fair value of plan asset
Insufficiency in contribution
Net defined benefit liabilities
December 31,2020
$ 20,381
(
11,721)

8,660
$ 8,660
December 31,2019

(


(

$ 20,004
10,871)
9,133
$ 9,133

Changes in net defined benefit liabilities are as follows:

Balance at January 1, 2019

Service cost
Current service cost

Net interest expense (income)

Recognized in profit or loss

Remeasurement
Return on plan assets
(excluding amounts
included in net interest)
Actuarial gain - changes in
financial assumptions
Actuarial loss - changes in
demographic
assumptions
Actuarial loss - experience
adjustments
Recognized in other
comprehensive income
Present value of the
defined benefit
obligation
$ 20,160

68


199


267

-

(
1,369 )

18


928

(
423)
Fair value of the
plan assets
($ 10,053)

-

(
100)

(
100)

(
351 )

-

-


-

(
351)
Net defined benefit
liabilities
Net defined benefit
liabilities



(

(
(
(
(
(

(



(
(

(
$ 10,107
68
99
167

351 )

1,369 )
18
928
774)
(Continued)
  • 294 -

Contributions from the
employer
Balance at December 31, 2019
Service cost
Current service cost

Net interest expense (income)

Recognized in profit or loss

Remeasurement
Return on plan assets
(excluding amounts
included in net interest)
Actuarial loss - changes in
financial assumptions
Actuarial gain - experience
adjustments
Recognized in other
comprehensive income
Contributions from the
employer
Balance at December 31, 2020
Present value of the
defined benefit
obligation
$ -

$ 20,004

Present value of the
defined benefit
obligation
$ 65


139


204

-

696

(
523)


173


-

$ 20,381
Fair value of the
plan assets
($ 367)

($ 10,871)

Fair value of the
plan assets
$ -

(
76)

(
76)

(
358 )

-


-

(
358)

(
416)

($ 11,721)
Net defined benefit
liabilities
($ 367)
$ 9,133
Net defined benefit
liabilities
Net defined benefit
liabilities
($ 367)
$ 9,133
Net defined benefit
liabilities



(



(
(
(

(
(
(



(
(
(
(
$ 65
63
128

358 )
696
523)
185)
416)
$ 8,660

Due to the pension plans under the Labor Standards Act, the Company is exposed to the following risks:

  1. Investment risk: The Bureau invests labor pension funds in domestic (foreign) equity securities, debt securities, and bank deposits on its own use and through agencies entrusted. However, the income from the Company’s amount allocated to plan assets is calculated based on the interest rate not lower than the local bank's interest rate for 2-year time deposits.

  2. Interest risk: A decrease in the interest rate in the government bonds/corporate bonds will increase the present value of the defined benefit obligation; however, the return on the debt investment through the plan assets will also increase, and the increases will partially offset the effect of the net defined benefit liability.

  3. Salary risk: The present value of the defined benefit obligation is calculated with reference to the future salaries of the participants in the plan. As such, an increase in the salary of the participants in the plan will increase the present value of the defined benefit obligation.

The actuarial valuations of the present value of the defined benefit obligation were carried out by

qualified actuaries. The critical assumptions made on the measurement date are as follows:

Discount rate
Expected rate of salary increase
Turnover rate
December 31,2020
0.30%
2.00%
0.54%
December 31,2019
0.70%
2.00%
0.47%
  • 295 -

If each of the critical actuarial assumptions is subject to reasonably possible changes, when all other assumptions remain unchanged, the amounts by which the present value of the defined benefit obligation would increase (decrease) are as follows:

Discount rate
0.25% increase
0.25% decrease
Expected rate of salary increase
0.25% increase
0.25% decrease
Turnover rate
110% increase
90% decrease
December 31,2020
($ 439)
$ 453
$ 445
($ 433)
$ -
$ -
December 31,2019 December 31,2019
(


(

(


(

$ 473)
$ 489
$ 481
$ 468)
$ -
$ -

As actuarial assumptions may be correlated, it is unlikely that only a single assumption would

occur in isolation of one another, so the sensitivity analysis above may not reflect the actual changes in the present value of the defined benefit obligation.

23.
(I)
Expected contributions to the plans for the
next year
Average duration of the defined benefit
obligation
Equity
Share capital
Authorized shares (in thousands)
Authorized capital
Issued and paid shares (in thousands)
Issued capital
December 31,2020
$ 366
8 years
December 31,2020

950,000
$ 9,500,000

900,095
$ 9,000,946
December 31,2019 December 31,2019
$ 392
9 years
December 31,2019






950,000
$ 9,500,000
912,308
$ 9,123,076

The ordinary shares issued, with a par value of NT$10 per share, are entitled to one voting right per share and to the right to receive dividends.

The Company passed the resolution at the shareholders’ meeting on June 24, 2019 to conduct issuance of share dividends from the earnings for NT$178,884 thousand, and issue 17,888 thousand new shares. The issuance of share dividends fromthe earnings was approved and entered into force by the Securities and Futures Bureau, FSC, on July 4, 2019, and the board of directors resolved to set the record date of the capital increase on August 14, 2019.

The Company’s board of directors passed the resolution on June 24, 2020 to repurchase 12,213 thousand treasury shares, and to conduct the cancellation and change registration for the capital reduction in accordance with the law, with July 8, 2020 as the record date for capital reduction.

(II) Capital surplus

Capital surplus
Additional paid in capital
Difference between consideration and
carrying amount of subsidiaries
acquired or disposed
Retirement of treasury share
December 31,2020
$ 1,240,379
59,494

7,970
$ 1,307,843
December 31,2019




$ 1,240,379
59,494
-
$ 1,299,873
  • 296 -

Such capital surplus may be used to offset a deficit; in addition, when the Company has no deficit, such capital surplus may be distributed as cash dividends or transferred to share capital (limited to a certain percentage of the Company’s capital surplus). If there is no cash inflow from the capital surplus, it can only be used to offset the deficit.

(III)

Retained earnings and dividends policy

In accordance with the Company's Articles of Incorporation regarding earnings allocation, when there are earnings in the Company's annual final accounts, the earnings shall be allocated in the following order:

  • 1) Pay taxes.

  • 2) Offset the deficits from prior years.

  • 3) Set aside 10% of the balance for legal reserve. Where such legal reserve amounts to the total paid-in capital, this provision shall not apply.

  • 4) Set aside or reverse the special reserve when necessary in accordance with the law.

  • 5) With any remaining balance after deducting the amounts in 1.–4., together with the accumulated earnings from prior years, the board of directors shall consider the Company's financial position and draft a proposal for distributing dividends to shareholders. The proposal will be submitted it to the shareholders' meeting for a resolution.

For information on the distribution of the employee compensation and remuneration of directors and supervisors, please refer to Note 25(6) regarding employee compensation and remuneration of directors and supervisors.

The life cycle of the Company's industry is at a developed and stable stage. After considering the Company's earnings, future capital needs, and development plans, the Company's dividends will be distributed in both stocks and cash. Of them, the cash dividends distributed shall not be less than 20% of the total dividends distributed for the year. However, if the cash dividends are less than NT$0.1 (inclusive) per share, the dividends may be fully distributed in stock.

The Company set aside and reversed a special reserve in accordance with the Rule No. 1010012865, Rule No. 1010047490 issued by the FSC, and the directive, entitled “Questions and Answers for Special Reserves Appropriated Following Adoption of IFRSs”.

Appropriation of earnings to legal reserve shall be made until the reserve equals the Company’s paid-in capital. Legal reserves may be used to offset the deficit. If the Company has no deficit and the legal reserve has exceeded 25% of the Company’s paid-in capital, the excess may be transferred to share capital or distributed in cash.

The earnings distribution proposals for 2019 and 2018 approved in the shareholders’ meetings on May 18, 2020, and June 24, 2019, respectively, are as follows:

Legal reserve
Special reserve
Cash dividends
Share dividends
Cash dividends per share (NT$)
Share dividends per share (NT$)
2019
$ 40,673
$ 1,026)
$ 547,385
$ -
$ 0.6
$ -
2018

(








$ 179,986
$ 4,360
$ 715,535
$ 178,884
$ 0.8
$ 0.2
  • 297 -

The 2020 earnings distribution proposal put forth by the Company’s board of directors on March 26, 2021 is as follows:

26, 2021 is as follows:
Legal reserve
Special reserve
Cash dividends
Cash dividends per share (NT$)
2020

(

$ 62,263
$ 1,945)
$ 558,058
$ 0.62

The 2020 earnings distribution proposal has yet to be resolved by the shareholders' meeting scheduled to be held on June 25, 2021.

(IV) Treasury shares

ry shares
Purpose of Buy-back
Number of shares at January 1, 2020
Increase during the year
Decrease during the year
Number of shares at December 31, 2020
Shares Cancelled (in
thousands of shares)
(
-
12,213
12,213)
-
24. Revenue
Revenue from contracts with customers
Construction contract revenue
Rental income
Investment properties (Note 17)
Variable lease payments that do
not depend on an index or a
rate
Other lease payments
2020
$ 1,941,042
7
174,343
174,350
$ 2,115,392
2019






$ 1,330,458
2,061
143,336
145,397
$ 1,475,855
(I)
Contract balance

Trade receivables (Note 10)

Contract assets - current
Sale of properties

Contract liabilities - current
Sale of properties
December 31,2020
$ 30,426

$ -

$ 51,569
December 31,2019
$ 124,284

$ -

$ 621,153
January1,2019 January1,2019






$ 85,576
$ 1,975
$ 1,205,820

The change in contract assets and liabilities is mainly due to the difference between the point of meeting the performance obligation and the time of payment by the customer.

  • 298 -

The contract liabilities at the beginning of the year recognized as revenue for the current year is as follows:

as follows:
From contract liabilities at the start of
the year
Sale of properties
2020
$ 47,495
2019
$ 242,615

The credit risk management adopted by the Company for contract assets is the same as that for trade receivables, please refer to Note 10.

25. Net profit

  • (I) Interest income
Interest income
Bank deposits
Net investments in leases
Others
2020
$ 1,786
1,723
23
$ 3,532
2019




$ 2,371
1,346
1,011
$ 4,728

(II) Other gains and losses

(II)
Other gains and losses
Gains on disposals of property, plant
and equipment
Gains on disposals of investments
Net foreign exchange losses
Net gains(losses) on financial assets
at fair value through profit or loss
Others
(III)
Finance costs
Interest on bank loans
Interest on lease liabilities
Others
Less: Amounts included in the cost
of qualifying assets
2020
$ -
-

201 )

31 )
50,318)
$ 50,550)
2020
$ 371,885
9,431
35,768
10,105)
$ 406,979
2019

(
(
(
(

(
(
(
$ 1
79

95 )
72
19,652)
$ 19,595)
2019

(

(
$ 384,908
12,884
30,354
40,697)
$ 387,449
Relevant information on capitalization of interest is as follows:
2020
Capitalized interest amount
$ 10,105
Capitalization rate
0.72%~2.04%
2019
$ 40,697
2.04%~2.88%
  • 299 -

(IV) Depreciation and amortization

(IV)
Depreciation and amortization
An analysis of depreciation by
function
Operating costs
Operating expenses
An analysis of amortization by
function
Operating costs
Operating expenses
(V)
Employee benefits expense
Post-employment benefits (Note 22)
Defined contribution plans
Defined benefit plans
Other employee benefits
Total employee benefits expenses
An analysis of employee benefits
expense by function
Total operating costs
Operating expenses
2020
$ 186,169
103,955
$ 290,124
$ -
5,154
$ 5,154
2020
$ 7,486
128
218,912
$ 226,526
$ -
226,526
$ 226,526
2019










$ 160,904
154,288
$ 315,192
$ -
5,843
$ 5,843
2019










$ 7,594
167
213,229
$ 220,990
$ 4,260
216,730
$ 220,990

(VI) Employee compensation and remuneration of directors and supervisors

If the Company records a profit in the year, it shall allocate no less than 0.1% of the balance for employee compensation, which shall be distributed in stock or cash as resolved by of the board of directors; the Company may allocate no more than 1% of said profit for the remuneration of directors as resolved by of the board of directors. The proposals for employee compensation and directors’ remuneration shall be reported to the shareholders’ meeting.

Where there is an accumulated loss, the profit shall be reserved to make up for the loss and the remuneration to employees and directors shall be provided in proportion in accordance with the aforementioned amount. The Company carries out the transfer of treasury shares to employees, employee stock options, employee remuneration, employee subscription of new shares, and restricted stock awards to employees of controlling or subordinate companies who meet certain conditions. These conditions are determined by the board of directors.

  • 300 -

The Company's board of directors met on March 26, 2021 and March 20, 2020 and passed the proposal for employee compensation and the remuneration of directors and supervisors for 2020 and 2019, respectively, as detailed below:

2019, respectively, as detailed below:
Compensation of employees
Remuneration of directors and
supervisors
2020
Cash
$ 7,200
5,000
2019
Cash
$ 4,800
3,300

If there is change in the amount in the annual standalone financial statements on the date of release, it will be treated as a change in accounting estimates and will be adjusted and accounted for in the next year.

The employee compensation distributed as resolved by the board of directors on March 20, 2020 and April 22, 2019, and the amounts recognized in the financial statements are as follows:

Amounts approved in the
board of directors’
meeting
Amounts recognized in the
annual financial
statements
2019
Compensation of
employees
Remuneration of
directors and
supervisors
$ 4,800
$ 3,300

$ 4,800
$ 3,300
2019
Compensation of
employees
Remuneration of
directors and
supervisors
$ 4,800
$ 3,300

$ 4,800
$ 3,300
2018 2018 2018
Compensation of
employees
$ 4,800

$ 4,800
Compensation of
employees
$ 9,100

$ 7,925
Remuneration of
directors and
supervisors




$ 7,500
$ 7,500

The difference above is adjusted to the profit or loss for 2019.

For the information on the Company's employee compensation and the remuneration of directors and supervisors for 2020 and 2019 as resolved by the board resolutions, please visit the Market Observatory Post System (MOPS) of the Taiwan Stock Exchange.

26. Income tax

(I) Income tax recognized in profit or loss

Major components of income tax expenses are as follows:

Tax currently payable
In respect of the current year
Adjustments for prior year
Income tax expense recognized in
profit or loss
2020
$ 21,451
1,036)
$ 20,415
2019

(


$ 23,628
-
$ 23,628

The Company’s reconciliation between the accounting income and the current income tax

expense is as follows:

  • 301 -
Profit before income tax
Income tax expense calculated at the
statutory rate (20%)
Nondeductible expense in
determining taxable income
Tax- exempt income
Deductible temporary differences
Income tax on unappropriated
earnings
Investment tax credits
Land value increment tax
Adjustments for prior year’s tax
Loss carryforwards that cannot be
retained
Income tax expense recognized in
profit or loss
2020
$ 643,103
$ 128,621
59,176

442,218 )
148,614
1,879

939 )
20,511

1,036 )
105,807
$ 20,415
2019


(
(
(



(
(
(

$ 430,359
$ 86,072
104,280

245,557 )

105,193 )
36,055

18,027 )
5,600
-
160,398
$ 23,628

(II) Deductible temporary differences, unused loss carryforwards, and unused investment tax credits for deferred tax assets not recognized in the parent company only balance sheet

Loss carryforwards
Deductible temporary difference
Investment tax credits
Major infrastructure projects
December 31,2020
$ 10,184,178
$ 2,065,882
$ 137,200
December 31,2019 December 31,2019




$ 10,184,178
$ 1,090,477
$ 161,973

(III) Information on unused investment tax credits, loss carryforwards, and tax exemptions

As of the end of 2020, the relevant information on income tax credits is as follows:

Legal basis
Act for Promotion of Private
Participation in Infrastructure
Projects

Act for Promotion of Private
Participation in Infrastructure
Projects
Item
Investment in major
infrastructure
projects

Investment in major
infrastructure
projects
Balance before
reduction
Balance before
reduction
Final year for
deduction
2022
2024



$ 57,200
$ 80,000

As of the end of 2020, the relevant information on loss carryforwards:

end of 2020, the relevant information on loss carryforwards:
Balance before
deduction
$ 370,947
$ 3,456,070
$ 1,874,106
$ 4,483,055
Finalyear for deduction



2022
2023
2027
2028

(IV) Income tax approval

The profit-seeking enterprise income tax returns filed by the Company up to 2017 have been approved by the tax collection authority.

  • 302 -

27. Earnings per share

Earnings per share
Basic earnings per share
Diluted earnings per share
2020
$ 0.69
$ 0.69
Unit: NT$ per share
2019
$ 0.45
$ 0.45


The earnings and the weighted average number of ordinary shares used to calculate the earnings per share are as follows:

Net profit for the year

Net profit for the year
Net profit in the computation of basic
earnings per share
Number of shares
Weighted average number of ordinary shares
used in computation of basic earnings per
share
Effect of potentially dilutive ordinary shares:
Compensation of employees
Weighted average number of ordinary shares
used in the computation of diluted earnings
per share
2020
2019
$ 622,688
$ 406,731
Unit: In thousand of shares
2020
2019
903,349
912,308
739

619
904,088

912,927

If the Company can settle the compensation to employees in cash or shares, the Company assumes the entire amount of the compensation would be settled in shares and the resulting potential shares are included in the weighted average number of shares outstanding used in the computation of diluted earnings per share if the effect is dilutive. Such a dilutive effect of the potential shares is included in the computation of diluted earnings per share until the shareholders resolve the number of shares to be

distributed to employees at their meeting in the following year.

28. Related Party Transactions

Except as disclosed in other notes, the transactions between the Company and related parties are as follows:

(I) Related party name and relationship

Related party name and relationship
Relatedpartyname
Joint operations of Titan and New Asia Construction & Development
Corp. (hereinafter referred to as Joint Control and Operation of Fu-Jou
Project in Banqiao)
Joint operations of Titan and CTCI Smart Engineering Corporation
KaGaYa
Ji-Shun
Titan
Far East
Xin-Xiu-Ge
Wan-Da-Tong
Li-Chiang
Zhao-Yao
Rih-Yao
Jing-JanHldg
Rih-Siang
Rih-Zuan
Wan-Tong
Jing-Ding
Relationshipwith the Company
Joint operator
Joint operator
Subsidiaries
Subsidiaries
Subsidiaries
Subsidiaries
Subsidiaries
Subsidiaries
Subsidiaries
Subsidiaries
Subsidiaries
Subsidiaries
Subsidiaries
Subsidiaries
Subsidiaries
Subsidiaries
  • 303 -

(Continued)

Relatedpartyname
Rih-Ding Hldg
Ding-Sheng
Ji Sheng Zih Chan Development Co., Ltd.
Jing-Jan Retail Business Co., Ltd. (Jing-Jan)
Jing-Jan Digital Square Co., Ltd.
PritBiotech Co., Ltd. (Prit)
Jing-Yang Apartment Building Management and Maintenance Co., Ltd.
Radium Foundation
Lin Rong Shian
Lin Loong-Huan
Golden Century Co., Ltd.
Ri-Jun Investment Co., Ltd.
Jun-An Construction Development Co., Ltd.
Changxin Investment Development Co., Ltd.
Lee White Corporation
Jing-Kang Development Investment Co., Ltd.
Chic Stuff Incorporated
Ding-Sheng Digital Life Co., Ltd.
Jin-Hua-Tai Investment Co., Ltd.
K. C. Chou
Relationshipwith the Company
Subsidiaries
Sub-subsidiary
Sub-subsidiary
Sub-subsidiary
Sub-subsidiary
Sub-subsidiary
Associate
Substantive related party
Substantive related party
Substantive related party
Substantive related party
Substantive related party
Substantive related party
Substantive related party
Substantive related party
Substantive related party
Substantive related party
Substantive related party
Substantive related party
Substantive related party

(II)

  • Transactions With Related Parties

  • 1) Property under development - land

nsactions With Related Parties
Property under development - land
2019
Relatedpartycategory/name
Lin Rong Shian
Nature ofproject
Land
Amount paid in the
currentperiod
$ 782,000

Compared with general non-related party transactions, there is no significant difference.

  • 2) Property under development - outsourcing of projects and property under construction

2020

2020
Relatedpartycategory/name
Titan
Nature ofproject
Construction project
Amount paid in the
currentperiod
$ 5,417
  • 3) Consultant fee income (shown as other income and reduction of expense accounts)
Relatedpartycategory/name
Subsidiaries
Sub-subsidiary
2020
$ 48,108
8,801
$ 56,909
2019




$ 40,055
4,026
$ 44,081
  • 4) Operating expenses - property management and consultancy services
Relatedpartycategory/name
Subsidiaries
Associates
Operating expenses - donation
Relatedpartycategory/name
Substantive related party
2020
$ 4,459
8,414
$ 12,873
2020
$ 5,182
2019




$ 4,298
24,820
$ 29,118
2019
$ 4,783
  • 5) Operating expenses - donation

  • 304 -

6) Operating expenses - rent expense

Operating expenses - rent expense
Relatedpartycategory/name
Sub-subsidiary

Selling and marketing expenses - miscellaneous
Relatedpartycategory/name
Titan
2020
$ 176
expense
2020
$ 77,149
2019
$ 114
2019
$ -
  • 7) Selling and marketing expenses - miscellaneous expense

  • 8) Other income and deferred credits - gains between associates

2020

2020
Item
Project
management
income

Revenue from
payment and
collection
services

Gains on
disposals of
investment
property
Related party
category/nam
e
Wan-Da-Ton
g

Wan-Da-Ton
g
Jing-Jan
Retail

Amount
$ 322,000
2,111
1,125,329

$ 1,449,440
Realized
gains for the
year
$ 4,993

33
-

$ 5,026
Unrealized
gains
$ 162,859

1,068
1,125,329

$ 1,289,256
Basis for
recognition of
unrealized
gains
Sales rate and
progress of
T9 project
Sales rate and
progress of
T9 project
Disposal of
shopping
mall in
MEHAS
Project

2019

9) Item
Related party
category/nam
e
Amount
Realized
gains in
currentperiod
Project
management
income
Wan-Da-Ton
g
$ 322,000 $ 4,922
Revenue from
payment and
collection
services
Wan-Da-Ton
g

2,111

32

$ 324,111
$ 4,954

Trade receivables from related parties
Relatedpartycategory/name
December 31,2020
KaGaYa
$ 5,250
Item
Related party
category/nam
e
Amount
Realized
gains in
currentperiod
Project
management
income
Wan-Da-Ton
g
$ 322,000 $ 4,922
Revenue from
payment and
collection
services
Wan-Da-Ton
g

2,111

32

$ 324,111
$ 4,954

Trade receivables from related parties
Relatedpartycategory/name
December 31,2020
KaGaYa
$ 5,250
Item
Related party
category/nam
e
Amount
Realized
gains in
currentperiod
Project
management
income
Wan-Da-Ton
g
$ 322,000 $ 4,922
Revenue from
payment and
collection
services
Wan-Da-Ton
g

2,111

32

$ 324,111
$ 4,954

Trade receivables from related parties
Relatedpartycategory/name
December 31,2020
KaGaYa
$ 5,250
Unrealized
gains
Basis for
recognition of
unrealized
gains
$ 167,852 Sales rate and
progress of
T9 project
1,101
Sales rate and
progress of
T9 project
$ 168,953
December 31,2019
$ 7,311
Unrealized
gains
Basis for
recognition of
unrealized
gains
$ 167,852 Sales rate and
progress of
T9 project
1,101
Sales rate and
progress of
T9 project
$ 168,953
December 31,2019
$ 7,311
Unrealized
gains
Basis for
recognition of
unrealized
gains
$ 167,852 Sales rate and
progress of
T9 project
1,101
Sales rate and
progress of
T9 project
$ 168,953
December 31,2019
$ 7,311
Basis for
recognition of
unrealized
gains


$ 5,250 $ 7,311

10) Other receivables from related parties (excluding loans to related parties and contract assets)

Relatedpartycategory/name
Subsidiaries
December 31,2020
$ 275
December 31,2019 December 31,2019
$ 1
  • 305 -

11) Trade payables to related parties

Trade payables to related parties
Relatedpartycategory/name
Titan
Joint Control and Operation of
Fu-Jou Project in Banqiao
Joint operator
December 31,2020
$ 306,597
-
-
$ 306,597
December 31,2019


$ 262,112
763,115
25,662
$ 1,050,889
12)
13)
Other payables to related parties (excluding borrowings from related parties)
Relatedpartycategory/name
December 31,2020
December 31,2019
Subsidiaries
$ 211
$ 1,177
Sub-subsidiary
302
2
Associates

55

91
$ 568
$ 1,270
Lease-in arrangements
Acquisition of right-of-use assets
Relatedpartycategory/name
2020
2019
Right-of-use assets
Subsidiaries
$ -
$ 26,091
Lease liabilities
Subsidiaries
$ -
$ 13,223
Interest expenses
Substantive related party
$ 196
$ 550
Acquisition of investment properties-right-of-use assets
Relatedpartycategory/name
2020
2019
Investment property-right-of-use
assets
Substantive related party
$ -
$ 6,370
Account title
Related party
category/name
December 31,2020 December 31,2019
Lease liabilities
Substantive related
party

$ 2,122

$ 4,012
Relatedpartycategory/name
2020
2019
Interest expenses
Substantive related party
$ 82
$ 141
Other payables to related parties (excluding borrowings from related parties)
Relatedpartycategory/name
December 31,2020
December 31,2019
Subsidiaries
$ 211
$ 1,177
Sub-subsidiary
302
2
Associates

55

91
$ 568
$ 1,270
Lease-in arrangements
Acquisition of right-of-use assets
Relatedpartycategory/name
2020
2019
Right-of-use assets
Subsidiaries
$ -
$ 26,091
Lease liabilities
Subsidiaries
$ -
$ 13,223
Interest expenses
Substantive related party
$ 196
$ 550
Acquisition of investment properties-right-of-use assets
Relatedpartycategory/name
2020
2019
Investment property-right-of-use
assets
Substantive related party
$ -
$ 6,370
Account title
Related party
category/name
December 31,2020 December 31,2019
Lease liabilities
Substantive related
party

$ 2,122

$ 4,012
Relatedpartycategory/name
2020
2019
Interest expenses
Substantive related party
$ 82
$ 141
Other payables to related parties (excluding borrowings from related parties)
Relatedpartycategory/name
December 31,2020
December 31,2019
Subsidiaries
$ 211
$ 1,177
Sub-subsidiary
302
2
Associates

55

91
$ 568
$ 1,270
Lease-in arrangements
Acquisition of right-of-use assets
Relatedpartycategory/name
2020
2019
Right-of-use assets
Subsidiaries
$ -
$ 26,091
Lease liabilities
Subsidiaries
$ -
$ 13,223
Interest expenses
Substantive related party
$ 196
$ 550
Acquisition of investment properties-right-of-use assets
Relatedpartycategory/name
2020
2019
Investment property-right-of-use
assets
Substantive related party
$ -
$ 6,370
Account title
Related party
category/name
December 31,2020 December 31,2019
Lease liabilities
Substantive related
party

$ 2,122

$ 4,012
Relatedpartycategory/name
2020
2019
Interest expenses
Substantive related party
$ 82
$ 141
Other payables to related parties (excluding borrowings from related parties)
Relatedpartycategory/name
December 31,2020
December 31,2019
Subsidiaries
$ 211
$ 1,177
Sub-subsidiary
302
2
Associates

55

91
$ 568
$ 1,270
Lease-in arrangements
Acquisition of right-of-use assets
Relatedpartycategory/name
2020
2019
Right-of-use assets
Subsidiaries
$ -
$ 26,091
Lease liabilities
Subsidiaries
$ -
$ 13,223
Interest expenses
Substantive related party
$ 196
$ 550
Acquisition of investment properties-right-of-use assets
Relatedpartycategory/name
2020
2019
Investment property-right-of-use
assets
Substantive related party
$ -
$ 6,370
Account title
Related party
category/name
December 31,2020 December 31,2019
Lease liabilities
Substantive related
party

$ 2,122

$ 4,012
Relatedpartycategory/name
2020
2019
Interest expenses
Substantive related party
$ 82
$ 141
Other payables to related parties (excluding borrowings from related parties)
Relatedpartycategory/name
December 31,2020
December 31,2019
Subsidiaries
$ 211
$ 1,177
Sub-subsidiary
302
2
Associates

55

91
$ 568
$ 1,270
Lease-in arrangements
Acquisition of right-of-use assets
Relatedpartycategory/name
2020
2019
Right-of-use assets
Subsidiaries
$ -
$ 26,091
Lease liabilities
Subsidiaries
$ -
$ 13,223
Interest expenses
Substantive related party
$ 196
$ 550
Acquisition of investment properties-right-of-use assets
Relatedpartycategory/name
2020
2019
Investment property-right-of-use
assets
Substantive related party
$ -
$ 6,370
Account title
Related party
category/name
December 31,2020 December 31,2019
Lease liabilities
Substantive related
party

$ 2,122

$ 4,012
Relatedpartycategory/name
2020
2019
Interest expenses
Substantive related party
$ 82
$ 141
Other payables to related parties (excluding borrowings from related parties)
Relatedpartycategory/name
December 31,2020
December 31,2019
Subsidiaries
$ 211
$ 1,177
Sub-subsidiary
302
2
Associates

55

91
$ 568
$ 1,270
Lease-in arrangements
Acquisition of right-of-use assets
Relatedpartycategory/name
2020
2019
Right-of-use assets
Subsidiaries
$ -
$ 26,091
Lease liabilities
Subsidiaries
$ -
$ 13,223
Interest expenses
Substantive related party
$ 196
$ 550
Acquisition of investment properties-right-of-use assets
Relatedpartycategory/name
2020
2019
Investment property-right-of-use
assets
Substantive related party
$ -
$ 6,370
Account title
Related party
category/name
December 31,2020 December 31,2019
Lease liabilities
Substantive related
party

$ 2,122

$ 4,012
Relatedpartycategory/name
2020
2019
Interest expenses
Substantive related party
$ 82
$ 141
Other payables to related parties (excluding borrowings from related parties)
Relatedpartycategory/name
December 31,2020
December 31,2019
Subsidiaries
$ 211
$ 1,177
Sub-subsidiary
302
2
Associates

55

91
$ 568
$ 1,270
Lease-in arrangements
Acquisition of right-of-use assets
Relatedpartycategory/name
2020
2019
Right-of-use assets
Subsidiaries
$ -
$ 26,091
Lease liabilities
Subsidiaries
$ -
$ 13,223
Interest expenses
Substantive related party
$ 196
$ 550
Acquisition of investment properties-right-of-use assets
Relatedpartycategory/name
2020
2019
Investment property-right-of-use
assets
Substantive related party
$ -
$ 6,370
Account title
Related party
category/name
December 31,2020 December 31,2019
Lease liabilities
Substantive related
party

$ 2,122

$ 4,012
Relatedpartycategory/name
2020
2019
Interest expenses
Substantive related party
$ 82
$ 141


$ 1,177
2
91
$ 1,270
2019


$ 26,091
$ 13,223
$ 550
2019

Relatedpartycategory/name
Investment property-right-of-use
assets
Substantive related party

Account title
Related party
category/name
Lease liabilities
Substantive related
party
Relatedpartycategory/name
Interest expenses
Substantive related party
$ $ 6,370
December 31,2019
$ 4,012
2019
$
141
  • 306 -

14) Lease-out arrangements

Operating lease

Operating lease
Related party
category/name
KaGaYa

Jing-Jan

Subsidiaries

Sub-subsidiary

Substantive related party
2020 % of the
account
balance
34
19
4
-
1

58
2019
Amount
$ 60,000
32,720
6,807
777
863

$ 101,167
Amount
$ 62,061
-
7,937
680
857

$ 71,535
% of the
account
balance






43
-
5
-
1
49

Compared with general non-related party transactions, there is no significant difference in the lease transactions between the Company and its related parties.

15) Others

  • (1) As of December 31, 2020 and 2019, the related parties provided the assets below as collateral for the Company’s loans and guarantees:
Relatedpartycategory/name
Substantive related party
Rong Shian Lin et al.
Subsidiaries
December 31,2020
Securities
Buildings and land in
Beitou District,
Taipei City, and
securities
December 31,2019
Securities and bonds
under repurchase
agreement
Buildings and land in
Beitou District,
Taipei City,
securities, bonds
under repurchase
agreement, and time
deposits
  • (2) The Company applied to banks for borrowings, short-term bills payable, and performance guarantee, with subsidiaries and substantive related party Lin Rong Shian et al. as the joint guarantors.

  • (3) As of December 31, 2020, KaGaYa issued a guarantee note of NT$60,000 thousand for

leasing a hot spring hotel from the Company.

  • 16) Bonds payable

The Company's first private placement of domestic unsecured ordinary bonds on July 8, 2016 was acquired by Jing-Jan Retail and a sub-subsidiary in the amount of NT$203,000 thousand and NT$97,000 thousand respectively. The main conditions for the issue are as follows:

  • (1) Total amount of issue: NT$300,000 thousand.

  • (2) Price: The bonds are issued in full by face value, each with a face value of NT$1,000 thousand.

  • (3) Interest rate: 3% per annum.

  • (4) Duration: 3 years (July 8, 2016 to July 8, 2019).

  • (5) The Company has redeemed the bonds on July 8, 2019.

  • 307 -

The Company paid NT$4,636 thousand for interest to related parties due to the issue of the above-mentioned bonds in 2019.

(III) Disposal of investment properties

Relatedpartycategory/name
Jing-Jan
Proceeds
2020
2019
$ 2,363,428
$ -
Proceeds
2020
2019
$ 2,363,428
$ -
Gain on disposal(Note) Gain on disposal(Note) Gain on disposal(Note)
2020
$ 2,363,428
2020
$ 1,125,329
2019
$ -

Note: It is recognized in deferred credits - gains between associates.

  • (IV) Loans to related parties (recognized in Other receivables from related parties)
Relatedpartycategory/name
Interest income
Zhao-Yao
2020
$ -
2019
$ 998

On December 31, 2019, the Company provided short-term loans to its subsidiaries. The interest

rate was 3.57%, which was close to the market interest rate. The loans to subsidiaries in 2019 were unsecured ones.

  • (V) Borrowings from related parties (recognized in other payables - related parties)
Relatedpartycategory/name
Jing-Jan Hldg
Titan
Li-Chiang
Relatedpartycategory/name
Interest expenses
Jing-Jan Hldg
Li-Chiang
Titan
Jing-Jan
Subsidiaries
December 31,2020
$ 340,000
180,000

110,000
$ 630,000
2020
$ 2,370
2,305
187
-

4
$ 4,866
December 31,2019 December 31,2019




$ 400,000
-
100,000
$ 500,000
2019




$ 3,481
1,329
621
776
5
$ 6,212

The borrowing interest rate of the Company's borrowings from related parties is equivalent to the market interest rate. All borrowings from related parties are unsecured ones.

  • (VI) Endorsements and Guarantees

Endorsements and guarantees provided by the Company

Relatedpartycategory/name
Subsidiaries
Amount of guarantees
Actual amount borrowed
December 31,2020
$ 16,524,845
$ 16,524,845
December 31,2019 December 31,2019


$ 18,325,520
$ 18,325,520
  • 308 -

Endorsement s and Guarantees given by related parties

Relatedpartycategory/name
Subsidiaries
Amount of guarantees
Actual amount borrowed
December 31,2020
$ 4,371,000
$ 4,371,000
December 31,2019 December 31,2019


$ 3,941,000
$ 3,941,000

(VII) Remuneration of key management personnel

The remuneration of directors and other key management personnel in 2020 and 2019 is as

follows

follows
Short-term employee benefits
Post-employment benefits
Total
2020
$ 52,255
1,048
$ 53,303
2019




$ 62,630
1,224
$ 63,854

The remuneration of directors and key management personnel is proposed by the remuneration committee in accordance with individual performance and the Company’s profitability, and then submitted to the board of directors for discussion and decision. For detailed information on the total remuneration paid to the above-mentioned key management personnel, please refer to the annual report of the shareholders’ meeting.

29. Pledged assets

The assets below have been provided as collateral for the escrow, bank loans, and short-term bills payable:

payable:
Financial assets at amortized cost
-current
Financial assets at amortized cost
-non-current
Buildings and land held for sale
Property to be developed
Property under development
Investment properties
Property, plant and equipment
Investments accounted for using equity
method
December 31,2020
$ 8,424
2,248,075
6,027,294
497,981
843,886
6,253,436
100,058

8,368,093
$ 24,347,247
December 31,2019




$ 30,040
1,040,728
3,588,468
494,092
804,278
7,678,798
102,615
8,420,428
$ 22,159,447

30. Significant Commitments and Contingencies

Except for other notes, the significant commitments and contingencies of the Company at the end of the reporting period are as follows:

(I) In December 2001, the Company signed an Investment Agreement of the Xindian Depot Joint Development, Xindian Line (MRT) with the Taipei City Government. Both parties discussed matters related to the joint development (Mehas Project) at the Xindian factory base of the Xindian Line of the MRT system. It was agreed that the Taipei City Government and other landlords would provide the land, and the Company would invest in the construction of residential buildings, offices, and

  • 309 -

shopping malls. On December 31, 2020 and 2019, the amount of the performance bond paid by the Company using certificates of time deposits was both NT$118,703 thousand.

  • (II) In December 2009, the Company signed the Land Development Investment Agreement for Daqiao Elementary Station, Xinzhuang Line (MRT). It was agreed that the Taipei City Government and other landlords would provide the land and the Company would invest in the construction of buildings. The Company and each landlord shall allocate the rights and interests in accordance with the agreed method. As of December 31, 2020 and 2019, the amount of the performance bond paid by the Company's using certificates of time deposits was both NT$22,005 thousand.

  • (III) The Company won the bid for the " District 1 and District 2 Land Tender for Fu-Jou Affordable Housing Project Investment Plan " in September 2011. As of December 31, 2020 and 2019, the amount of the performance bond paid by the Company's using certificates of time deposits was both NT$29,877 thousand.

Some of the buyers of the Company’s first-floor units of the Fu-Jou Affordable Housing Project in Banciao filed a lawsuit for the termination of the sale and purchase contract. The Company has reached a settlement with most of the buyers who filed a lawsuit. There is currently only one lawsuit (one buyer) still on trial in the court of first instance. In addition, some buyers filed lawsuits claiming that the Company failed to issue a notice of the delivery the housing project in time and that they requested deferral of interest accrued, except for five cases that have been affirmed by the court of second instance (the Company won two cases while winning part of the other three cases) and one case that the Company reach the settlement in the second-instance trial, there are three more cases still on trial in the third-instance court.

  • (IV) The Company and Ji-Shun and the Taichung City Government signed the” The Land Development Project of WuRi WenXin BeiTun Line G6 and G8a Station of TaiChung Mass Rapid Transit Systems” in December 2020. As of December 31, 2020, the Company has paid the performance bond for the Taichung City Government Wenxin Chongde Station (G6) and Wenxin Yinghua Station (G8a) project in the amount of NT$5,165 thousand and NT$4,087 thousand, respectively.

  • (V) As of December 31, 2020, the Company entered into a construction contract with Titan for the construction of buildings. The total contract price was NT$43,619 thousand, and the unpaid amount was NT$38,202 thousand.

31. Capital management

The Company must maintain a large amount of capital to meet the needs for new construction projects and other relevant projects. Therefore, the Company’s capital management aims to ensure that it has the necessary financial resources and operating plans to support the needs for working capital, capital expenditures, debt repayment, and dividend payments required for the next operating cycle.

In order to meet the capital needs during the construction period, the Company responds to the needs with loans from financial institutions and its own funds, resulting in a debt ratio that is relatively higher than the general industry level. However, after the completion of the construction project, handover of the project, and repayment of loans from financial institutions, the debt ratio will decrease significantly. In order to avoid the potential market risk arising from the Company's over-reliance on the borrowings from financial institutions, and to appropriately control the Company's interest expenses, the Company will use

  • 310 -

financing devices in the capital market in a timely manner to adjust the debt ratio and the proportions of the capital structure.

32. Financial instruments

  • (I) Fair value—financial instruments not at fair value

The Company’s management believes that the carrying amount of the Company’s financial

assets and liabilities measured not at fair value is close to their fair value.

  • (II) Fair value—financial instruments at fair value on a recurring basis

  • 1) Fair value hierarchy

December 31, 2020

==> picture [382 x 194] intentionally omitted <==

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

Level 1 Level 2 Level 3 Total
Financial assets at FVTPL
Fund beneficiary
certificates $ 2,969 $ - $ - $ 2,969
Financial assets at FVTOCI
Investment in equity
instruments
-Domestic unlisted
shares $ - $ - $ 5,100 $ 5,100
December 31, 2019
Level 1 Level 2 Level 3 Total
Financial assets at FVTOCI
Investment in equity
instruments
Domestic unlisted
shares $ - $ - $ 5,100 $ 5,100
----- End of picture text -----

There were no transfers between Level 1 and Level 2 fair value measurements as of December 31, 2020 and 2019.

  • 2) Valuation techniques and inputs applied for Level 3 fair value measurement

Domestic unlisted equity investment is based on the asset method to evaluate the total value of individual assets and individual liabilities covered by the target in the valuation to reflect the overall value of a company or business. Significant unobservable inputs include liquidity discounts. When these unobservable inputs decrease, the fair value of such investments will increase.

(III) Categories of financial instruments

Categories of financial instruments
Financial assets
Financial assets at FVTPL
Mandatorily at FVTPL
Financial assets at amortized cost (Note 1)
Financial assets at FVTOCI
Investment in equity instruments
Financial liabilities
Guarantee deposits received (Note 2)
Financial liabilities at amortized cost
(Note 3)
December 31,2020
$ 2,969
3,783,722
5,100
17,962
23,305,325
December 31,2019
$ -
2,151,431
5,100
16,368
24,104,676
  • 311 -

Note 1: The balances include financial assets measured at amortized cost, which comprise cash and cash equivalents, notes receivable, trade receivables, other receivables, and refundable deposits.

Note 2: The balances include guarantee deposits received recognized in other current liabilities and non-current liabilities.

Note 3: The balances include financial liabilities measured at amortized cost, which comprise short-term borrowings, short-term bills payable, notes payable, accounts payable, other payables, long-term liabilities due within 1 year or 1 operating cycle, bonds payable, and long-term borrowings.

  • (IV) Financial risk management objective and policies

The Company's main financial instruments include investments in equity and debt instruments, trade receivables, accounts payable, bonds payable, and borrowings. The Company's financial management department provides services to various business units, coordinates the operations in the domestic and international financial markets, and supervises and manages the financial risks related to the Company's operations through the internal reports on risk exposure analyses based on the degree and breadth of risks. These risks include market risk, credit risk, and liquidity risk.

  • 1) Market risk

The main financial risk for the Company’s operating activities are the risk of changes in interest rates. Because the entities in the Company borrow funds at fixed and floating interest rates at the same time, leading to exposure to the interest rate risk. The Company manages interest rate risk by maintaining an appropriate combination of fixed and floating interest rates. The Company regularly evaluates hedging activities to align them with the interest rate view and established risk preferences to ensure that the most cost-effective hedging strategy is adopted.

The carrying amounts of the financial assets and financial liabilities of the Company exposed to the interest rate risk at the end of the reporting period are as follows:

Fair value interest rate risk
-Financial assets
-Financial liabilities
Cash flow interest rate risk
-Financial assets
-Financial liabilities
December 31,2020
$ 140,753
6,119,855
3,549,971
15,318,598
December 31,2019
$ 231,625
7,175,525
1,757,152
14,305,639

Sensitivity analysis

The sensitivity analysis below is determined based on the exposure to the interest rate risk of derivative and non-derivative instruments at the end of the year. For liabilities with floating interest rates, the analysis method is based on the assumption that the amount of liabilities outstanding at the end of the year is outstanding throughout the reporting period. The sensitivity to a 100-basis point change in interest rate is used when reporting the interest rate

risk internally to key management personnel and also represents the management’s assessment of the reasonably possible change in interest rates.

  • 312 -

If the interest rate increased by 100 basis points and all other variables remain unchanged, the Company’s net income before tax for 2020 and 2019 would have decreased by NT$117,686 thousand and NT$125,485 thousand, respectively, mainly because of the variable interest rate of the Company’s borrowings.

The Company’s sensitivity to interest rates rose during the current period, mainly due to the increase in liabilities at variable interest rates.

  • 2) Credit risk

  • 3)

The Company’s main potential credit risk arise from financial products, such as cash in banks, notes receivable, and trade receivables. The Company’s cash is deposited in different financial institutions, and the transaction counterparties are financial institutions with good credit ratings, so it is expected that no significant credit risk will arise. The Company controls the credit risk exposed to each financial institution, and believes that it believes that there is no significant credit risk of concentration of its cash certain banks. In order to reduce the credit risk of trade receivables, the Company continuously evaluates customers’ financial position, and regularly evaluates the possibility of the recovery of trade receivables and provides allowances for bad debts, so the possibility of occurrence of the credit risk is extremely low. Liquidity risk

The Company manages and maintains sufficient cash and cash equivalents to support its operations and mitigate the impact of cash flow fluctuations. The management of the Company monitors the use of the bank financing facilities and ensures compliance with the terms of the borrowing terms.

As of December 31, 2020 and 2019, the undrawn financing facilities (including financing projects) of the Company were NT$2,652,400 thousand and NT$360,028 thousand, respectively.

Liquidity and interest rate risk tables for non-derivative financial liabilities

The remaining contractual maturity analysis of non-derivative financial liabilities was based on the earliest date at which the Company might be required to repay and was compiled based on the undiscounted cash flows of financial liabilities (including principal and estimated interest). Therefore, the bank borrowings with a repayment on demand clause were included in the earliest time period in the table below, regardless of the probability of exercise of the right by banks. The maturity analysis of other non-derivative financial liabilities was compiled in accordance with the agreed repayment date.

For interest cash flows paid at floating interest rates, the undiscounted amount of interest is derived from the yield curve at the end of year.

  • 313 -

December 31, 2020

Non-derivative
financial
liabilities
Non-interest-beari
ng liabilities
Lease liabilities
Variable interest
rate liabilities
Fixed interest rate
liabilities
On demand or
less than 1
month
$ 123,633
9,643
603,250

-

$ 736,526
1–3 months
$ 3,913

18,695

694,062

-

$ 716,670
3 months to 1
year
$ 853,293

82,535
2,785,226

-

$ 3,721,054
1-5years

$ 825,465

176,138
10,715,213
6,120,000

$17,836,816
Over 5years


















$ 120

-

534,000

-
$ 534,120

Further information on the analysis of lease liabilities maturity is as follows:

Less than 1
Year
1-5years
5-10years 10-15years
Lease
liabilities
$ 110,873
$ 176,138
$ -
$ -
December 31, 2019
Repayment on
demand or
less than 1
month
1–3 months
3 months–1
year
Non-derivative
financial
liabilities
Non-interest-beari
ng liabilities
$ 66,246 $ 30,088 $ 1,993,353
Lease liabilities
11,986
23,748
102,512
Variable interest
rate liabilities
69,042
336,756 3,074,875
Fixed interest rate
liabilities
1,754,400
1,185,200

-

$ 1,901,674
$ 1,575,792
$ 5,170,740
Less than 1
Year
Less than 1
Year
1-5years
5-10years 5-10years 10-15years 10-15years 10-15years 15-20years
Over 20
years
$ $ - $ -
Over 5years

Non-derivative
financial
liabilities
Non-interest-beari
ng liabilities
Lease liabilities
Variable interest
rate liabilities
Fixed interest rate
liabilities














$ -

-

-

-
$ -

Further information on the analysis of lease liabilities maturity is as follows:

Lease
liabilities
Less than 1
Year
Less than 1
Year
1-5years
5-10years 10-15years 10-15years 15-20years
$ -
Over 20
years
$ 138,246
$ 287,665
$ -
$ -
$ -

33. Separately disclosed items

  • (I) Information on significant transactions in the current year and (II) Information on investees:

  • 1) Financing provided to others: Table 1.

  • 2) Endorsements/Guarantees provided: Table 2.

  • 3) Marketable securities held at the end of period: Table 3.

  • 4) Marketable securities acquired or disposed of at costs or prices at least NT$300 million or 20% of the paid-in capital: Table 4.

  • 5) Acquisition of individual real estate at costs of at least NT$300 million or 20% of the paid-in capital: None.

  • 314 -

  • 6) Disposal of individual real estate at costs of at least NT$300 million or 20% of the paid-in capital: Table 5.

  • 7) Total purchases from or sales to related parties amounting to at least NT$100 million or 20% of the paid-in capital: Table 6.

  • 8) Receivables from related parties amounting to at least NT$100 million or 20% of the paid-in capital: Table 7.

  • 9) Trading in derivative instruments: None.

  • 10) Information on investees: Table 8.

  • (III) Information on investments in Mainland China

  • 1) Information on any investee in mainland China, showing the name, principal business activities, paid-in capital, method of investment, inward and outward remittance of funds, ownership percentage, current income or loss and investment income or loss recognized, carrying amount of the investment at the end of the period, repatriations of investment income, and limit on the amount of investment in the mainland China area: Table 9.

  • 2) Any of the following significant transactions with investees in mainland China, either directly or indirectly through a third party, and their prices, payment terms, and unrealized gains or losses: None.

  • (IV) Information of major shareholders: List of all shareholders with ownership of 5 percent or greater showing the names and the number of shares and percentage of ownership held by each shareholder: Table 10.

  • 315 -

Table 1

Radium Life Tech Co., Ltd. and Investees

Financing Provided to Others

For the Year ended December 31, 2020

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

No. Lender Borrower Financial
Statement
Account
Related Party Highest Balance
for the Period
Ending Balance Actual Amount
Borrowed
Interest Rate Nature of
Financing
Business
Transaction
Amount
Reasons for
Short-term
Financing
Allowance for
Impairment Loss
Collateral Collateral Financing Limit
for Each
Borrower (Note 1)

Aggregate
Financing Limit
(Note 1)
Item Value
1
1
1
1
1
1
1
2
2
2
3
3
3
3
3
3
4
5
5
Titan Development and
Construction Co., Ltd.
Titan Development and
Construction Co., Ltd.
Titan Development and
Construction Co., Ltd.
Titan Development and
Construction Co., Ltd.
Titan Development and
Construction Co., Ltd.
Titan Development and
Construction Co., Ltd.
Titan Development and
Construction Co., Ltd.
Radium Far East Co.,
Ltd.
Radium Far East Co.,
Ltd.
Radium Far East Co.,
Ltd.
Jing-Jan Investment
Holdings Co., Ltd.
Jing-Jan Investment
Holdings Co., Ltd.
Jing-Jan Investment
Holdings Co., Ltd.
Jing-Jan Investment
Holdings Co., Ltd.
Jing-Jan Investment
Holdings Co., Ltd.
Jing-Jan Investment
Holdings Co., Ltd.
Li Chiang Development
Co., Ltd.
Rih Siang Property
Management Co., Ltd.
Rih Siang Property
Management Co., Ltd.

Zhao Yao Enterprise Co.,
Ltd.

lRadium-Kagaya
International Hotel
Co., Ltd.

Ji Shun Life Tech Co.,
Ltd.

Rih Yao Development
Co., Ltd.

CLEVER BASE
INVESTMENTS
LIMITED

Wan Da Tong Enterprise
Co., Ltd.

Radium Life Tech Co.,
Ltd.
Radium-Kagaya
International Hotel
Co., Ltd.
Zhao-Yao Enterprise Co.,
Ltd.
Wan Da Tong Enterprise
Co., Ltd.
Ji Shun Life Tech Co.,
Ltd.
Rih Ding Water
Enterprise Co., Ltd.
Rih Siang Property
Management Co., Ltd.
Rih Zuan Green Energy
Technology Co., Ltd.
Zhao Yao Enterprise Co.,
Ltd.
Radium Life Tech Co.,
Ltd.
Radium Life Tech Co.,
Ltd.

Rih Yao Development
Co., Ltd.

Ji Shun Life Tech Co.,
Ltd.
Other receivables
from related
parties
Other receivables
from related
parties
Other receivables
from related
parties
Other receivables
from related
parties
Other receivables
from related
parties

Other receivables
from related
parties
Other receivables
from related
parties
Other receivables
from related
parties

Other receivables
from related
parties

Other receivables
from related
parties
Other receivables
from related
parties
Other receivables
from related
parties

Other receivables
from related
parties
Other receivables
from related
parties
Other receivables
from related
parties
Other receivables
from related
parties
Other receivables
from related
parties
Other receivables
from related
parties
Other receivables
from related
parties

Yes

Yes

Yes

Yes

Yes

Yes

Yes

Yes

Yes

Yes

Yes

Yes

Yes

Yes

Yes

Yes

Yes

Yes

Yes
$ 100,000
20,000
100,000
30,000
2,000
330,000
180,000
20,000
10,000
80,000
150,000
150,000
100,000
20,000
100,000
400,000
130,000
50,000
260,000
$ -
20,000
100,000
-
-
240,000
180,000
-
10,000
60,000
150,000
150,000
-
20,000
100,000
340,000
130,000
50,000
120,000
$ -

-

-

-

-

110,000

180,000

-

10,000

60,000

-

-

-

15,000

60,000

340,000

110,000

50,000

60,000
2.3500%~5.3500%
2.3500%~5.3500%
2.3500%~5.3500%
2.6000%~2.8950%
2.6000%
2.6000%~5.3500%
5.3500%
2.9880%~3.2880%
2.9880%~3.2880%
2.9880%~3.2880%
0.7550%~1.0350%
0.7550%
1.0350%
0.7550%
0.7550%
0.7550%~1.0350%
2.5000%~2.6000%
2.6797%~2.9440%
2.4343%~3.0500%
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
$ -
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Operating capital
Operating capital
Operating capital
Operating capital
Operating capital
Operating capital
Operating capital
Operating capital
Operating capital
Operating capital
Operating capital
Operating capital
Operating capital
Operating capital
Operating capital
Operating capital
Operating capital
Operating capital
Operating capital
$ -
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
None
None
None
None
None
None
None
None
None
None
None
None
None
None
None
None
None
None
None
$ -
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
$ 764,933

764,933

764,933

764,933

764,933

764,933

764,933

175,957

175,957

175,957

2,299,875

2,299,875

2,299,875

2,299,875

2,299,875

2,299,875

208,072

772,920

772,920
$ 764,933
764,933
764,933
764,933
764,933
764,933
764,933
175,957
175,957
175,957
2,299,875
2,299,875
2,299,875
2,299,875
2,299,875
2,299,875
208,072
772,920
772,920

(Continued)

  • 316 -
No. Lender Borrower Financial
Statement
Account
Related Party
Status
Maximum
Balance for the
Period
Closing Balance Amount Drawn Interest Rate Range Nature of
Financing
Transaction
Amount
Reasons for
Necessity of
Short-term
Financing
Loss Allowance Collateral Collateral Limit of
Financing to
Individual
Borrower(Note 1)
Total Limit of
Financing
Provided (Note 1)
Name Value
5
6
7
Rih Siang Property
Management Co., Ltd.
Ji Sheng Zih Chan
Development Co.,
Ltd.
PritBiotech
Co., Ltd.

Wan Da Tong Enterprise
Co., Ltd.
Rih Yao Development
Co., Ltd.
Wan Da Tong Enterprise
Co., Ltd.

Other receivables
from related
parties
Other receivables
from related
parties

Other receivables
from related
parties

Yes

Yes

Yes
$ 120,000
10,000
70,000
$ 120,000
10,000
70,000
$ 120,000

10,000

70,000
2.4343%~3.0500%
0.2253%~0.5207%
1.2550%
Short-term
financing
Short-term
financing
Short-term
financing
$ -
-
-
Operating capital
Operating capital
Operating capital
$ -
-
-
None
None
None
$ -
-
-
$ 772,920

32,684

70,796
$ 772,920
32,684
70,796

Note 1: The Company’s and its subsidiaries’ cumulative balance of financing provided and the total amount of financing provided to the same borrower shall not exceed 40% of the net worth of each company as stated in most recent financial statements verified by CPAs.

  • 317 -

Table 2

Radium Life Tech Co., Ltd. and Investees

Endorsements/Guarantees Provided

For the Year ended December 31, 2020

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

No. Endorser/Guarantor Endorsee/Guarantee Endorsee/Guarantee Limit on
Endorsement/
Guarantee Given on
Behalf of Each Party
Maximum Amount
Endorsed/
Guaranteed During
the Period
Outstanding
Endorsement/
Guarantee at the End
of the Period
Actual Amount
Borrowed
Amount Endorsed/
Guaranteed by
Collateral
Ratio of Accumulated
Endorsement/Guarant
ee to Net Equityin
Latest Financial
Statements (%)
Aggregate
Endorsement/
Guarantee Limit
(Note 2)
Endorsement/
Guarantee
Given by
Parent on
Behalf of
Subsidiaries
Endorsement/
Guarantee
Given by
Subsidiaries
on Behalf of
Parent
Endorsement/
Guarantee
Given on
Behalf of
Companies in
Mainland
China
Name Relationship
0
0
0
0
0
0
0
0
0
0
1
1
2
3
4
5
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Ji Shun Life Tech Co., Ltd.
Ji Shun Life Tech Co., Ltd.
Xin Xiu Ge Hotel Co., Ltd.Xin
Xiu Ge Hotel Co., Ltd.
Titan Development and
Construction Co., Ltd.
Jing-Jan Investment Holdings Co.,
Ltd.
Li Chiang Development Co., Ltd.
Radium-Kagaya International
HotelRadium-Kagaya
International Hotel
Co., Ltd.
Xin Xiu Ge Hotel Co., Ltd.Xin
Xiu Ge Hotel Co., Ltd.
Rih Yao Development Co., Ltd.
Titan Development and
Construction Co., Ltd.
Zhao Yao Enterprise Co., Ltd.
Rih Siang Property
Management Co., Ltd.
Ji Shun Life Tech Co., Ltd.
Rih Ding Water Enterprise Co.,
Ltd.
Wan Da Tong Enterprise Co.,
Ltd.
Rih Zuan Green Energy
Technology Co., Ltd.
Ji Sheng Zih Chan
Development Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Subsidiary in which at least
50% of equity is held
Subsidiary in which at least
50% of equity is held
Subsidiary in which at least
50% of equity is held
Subsidiary in which at least
50% of equity is held
Subsidiary in which at least
50% of equity is held
Subsidiary in which at least
50% of equity is held
Subsidiary in which at least
50% of equity is held
Subsidiary in which at least
50% of equity is held
Subsidiary in which at least
50% of consolidated
equity is held
Subsidiary in which at least
50% of equity is held
Subsidiary in which at least
50% of equity is held
Parent company in which at
least 50% of equity is held
Parent company in which at
least 50% of equity is held
Parent company in which at
least 50% of equity is held
Parent company in which at
least 50% of equity is held
Parent company in which at
least 50% of equityis held
$ 35,109,413
35,109,413
35,109,413
35,109,413
35,109,413
35,109,413
35,109,413
35,109,413
35,109,413
35,109,413
2,147,010

2,147,010

134,995

5,736,997

17,249,063

1,560,541
$ 80,000
176,000
904,250
1,453,500
1,896,000
4,882,350
2,297,865
7,310,000
815,130
85,000
134,000
310,000
240,000
1,266,000
3,135,000
100,000
$ 80,000
88,000
904,250
1,169,000
1,836,000
1,982,350
2,297,865
7,310,000
799,380
58,000
134,000
-
120,000
1,066,000
3,135,000
50,000
$ 80,000
88,000
904,250
1,169,000
1,836,000
1,982,350
2,297,865
7,310,000
799,380
58,000
134,000
-
120,000
1,066,000
3,135,000
50,000
$ -
-
-
650,000
-
-
-
-
-
-
82,187
-
493
186,000
2,880,000
-
0.68%
0.75%
7.73%
9.99%
15.69%
16.94%
19.63%
62.46%
6.83%
0.50%
18.72%
-
266.68%
55.74%
54.42%
9.61%
$ 70,218,826
70,218,826
70,218,826
70,218,826
70,218,826
70,218,826
70,218,826
70,218,826
70,218,826
70,218,826
4,294,019
4,294,019
269,989
11,473,994
34,498,126
3,121,083
Y
Y
Y
Y
Y
Y
Y
Y
Y
Y
N
N
N
N
N
N
N
N
N
N
N
N
N
N
N
N
N
Y
Y
Y
Y
Y
N
N
N
N
N
N
N
N
N
N
N
N
N
N
N
N

Note 1: The amount of the Company's or its subsidiaries' endorsements/guarantees to a single enterprise is limited to 3 times the net worth of each company as stated in most recent financial statements verified by CPAs.

Note 2: The total amount of endorsements/guarantees by the Company or its subsidiaries is limited to not more than 6 times the net worth of each company as stated in most recent financial statements verified by CPAs.

  • 318 -

Table 3

Radium Life Tech Co., Ltd. and Investees

Marketable Securities Held

December 31, 2020

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Holding Company Name Type and Name of Marketable Securities Relationship with the Holding
Company
Financial Statement Account December 31,2020 December 31,2020 Note
Number of Shares or
Units(in Thousands)
Carrying Amount Percentage of
Ownership (%)
Fair Value
Radium Life Tech Co., Ltd.
Titan Development and
Construction Co., Ltd.
PritBiotech Co., Ltd.
PritBiotech Co., Ltd.
PritBiotech Co., Ltd.
Radium Far East Co., Ltd.
Radium Life Tech Co., Ltd.
Ji Shun Life Tech Co., Ltd.
Jing-Jan Retail Business
Co., Ltd.
Stock
Linkou Recreation Enterprise Co., Ltd.
Stock
Xantia Corporation
Stock
Tsinghua Life Technology Co., Ltd.
Stock
Deyang Biotechnology Venture Capital Co.,
Ltd.
Stock
Shih Jui Biotech Corp. Ltd.
Stock
Mega Growth Venture Capital Co., Ltd.
Fund
TCB US Short Duration High Yield Bond
Fund
Fund
Mega Danish Covered Mortgage Bond Index
Fund
Fund
Taiwan Business Bank Eastspring
Investments India Bond Fund
None
None
None
None
None
None
None
None
None
Financial assets at FVTOCI
- Non-current
Financial assets at FVTOCI
- Non-current
Financial assets at FVTOCI
- Non-current
Financial assets at FVTOCI
- Non-current
Financial assets at FVTOCI
- Non-current
Financial assets at FVTOCI
- Non-current
Financial assets at FVTPL -
current
Financial assets at FVTPL -
current
Financial assets at FVTPL -
current
-
55
3
118
50
5,000
300
500
500
$ 5,100
-
145
1,250
-
52,300
2,969
5,006
4,965
-
0.07%
2.50%
3.70%
16.67%
3.94%
-
-
-
$ 5,100
-
145
1,250
-
52,300
2,969
5,006
4,965

Note 1: Refer to Tables 8 and 9 for the information on subsidiaries and associates.

  • 319 -

Table 4

Radium Life Tech Co., Ltd. and Its Investees

Marketable Securities Acquired or Sold at Costs or Prices at Least NT$300 Million or 20% of the Paid-in Capital For the Year ended December 31, 2020

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Company Name Type and Name
of Marketable
Securities
Financial
Statement Account

Counterpart
y
Relationsh
ip
BeginningBalance BeginningBalance Acquisition Acquisition Disposal Disposal Disposal Others Others Ending Balance
Number of
Shares (in
Thousands)
Amount Number of
Shares (in
Thousands)
Amount Number of
Shares (in
Thousands)
Amount Carrying
Amount
Gains/Losses
on Disposal
Number of
Shares (in
Thousands)
Amount Number of
Shares (in
Thousands)
Amount
Titan
Development
and
Construction
Co., Ltd.
Jing-Jan
Investment
Holding Co.,
Ltd.
Radium Life Tech
Co., Ltd.
Radium Life Tech
Co., Ltd.
Radium Life Tech
Co., Ltd.
Bills
International
Bills Finance
Corporation -
bills under
repurchase
agreement
Bills
International
Bills Finance
Corporation -
bills under
repurchase
agreement
Stock
Rih Ding
Circular
Economy
Investment
Holding Co.,
Ltd.
Stock
Ding Sheng
Green
Energy
Technology
Co., Ltd.
Stock
Rih Ding Water
Enterprise
Co.,
Ltd.

Financial assets at
amortized cost
-current

Financial assets at
amortized cost
-current
Investments
accounted for
the equity
method
Investments
accounted for
the equity
method
Investments
accounted for
the equity
method
None
None
Rih-Ding
Circular
Economy
Investme
nt
Holding
Co., Ltd.
Rih-Ding
Circular
Economy
Investme
nt
Holding
Co., Ltd.
Rih-Ding
Circular
Economy
Investme
nt
Holding
Co.,Ltd.
None
None

Subsidiary

Subsidiary

Subsidiary
-
-

-

5,000

355,940
$ 345,000
-
-
50,122
4,466,864
-
-
63,500
-
-
$ 4,390,000
735,000
5,097,197
(Notes 2 & 5)
-
-

-

-
-
5,000
421,640
$ 4,735,000
735,000
-
-
-
$ 4,735,000

735,000
-

49,913
(Note 2)
4,747,699
(Note 2)
$ -

-
-

-

-
-
-
-
-
65,700
(Note 4)
$ -
-
616,777
(Note 3)
(
209)
(Note 3)

280,835
(Note 3)

-

-

63,500

-

-
$ -

-
5,713,974

-

-

Note 1: The securities mentioned in this table refer to stocks, bills, beneficiary certificates, and securities derived from the items above.

Note 2: The Company’s board of directors resolved to adjust the organizational structure on April 6, 2020. Rih-Ding Hldg issued new shares and obtained 100% of the Company’s shares in Rih-Ding Water and Ding-Sheng through share swap arrangements, and the record date of share swap was May 8, 2020.

Note 3: It is the share of comprehensive income recognized by the Company using the equity method and the effect of IFRS16.

Note 4: This is the stock dividends distributed by investees in the current period.

Note 5: It is for capital stock in the amount of NT$299,585 thousand for incorporation.

  • 320 -

Table 5

Radium Life Tech Co., Ltd. and Its Investees

Disposal of Individual Property at Costs of at Least NT$300 Million or 20% of the Paid-in Capital

For the Year ended December 31, 2020

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Seller Property Event Date Original
Acquisition
Date
Carrying Amount Transaction Amount Collection Gain(Loss) on Disposal Counterparty Relationship Purpose of
Disposal
Price Reference Terms
Radium Life Tech Co.,
Ltd.
5F, No. 157 as
well as 5F ,
5F-1, 5F-2, No.
159, Zhongyang
Road, Xindian
District, New
Taipei City
2020.12.14 2013.12.11 $ 1,238,099 $ 2,363,428 Received $1,125,329 (Note) Jing-Jan Retail
Business Co.,
Sub-subsidiary To effectively sell
assets and
increase
working
capital
The value appraised
by a real estate
appraiser’s office
and market
conditions are
adopted as a
reference
None

Note: It is recognized in deferred credits - gains between associates.

  • 321 -

Table 6

Radium Life Tech Co., Ltd. and Its Investees

Total Purchases from or Sales to Related Parties Amounting to at Least NT$100 Million or 20% of the Paid-in Capital For the Year ended December 31, 2020

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Buyer/Seller Related Party Relationship Transaction Details (Note 1) Abnormal Trancaction Note/Trade receiv ables (Payable) Note
Purchase/Sale Amount
% of Total Payment Terms Unit Price Payment Terms Ending Balance
% of Total
Titan Development and
Construction Co., Ltd.
Titan Development and
Construction Co., Ltd.
Wan Da Tong Enterprise Co.,
Ltd.
Rih Ding Water Enterprise Co.,
Ltd.
Rih Ding Water Enterprise Co.,
Ltd.
Ji Shun Life Tech Co., Ltd.
Ding Sheng Green Energy
Technology Co., Ltd.
Rih Ding Water Enterprise Co.,
Ltd.
Ji Shun Life Tech Co., Ltd.
Jing-Jan Retail Business Co.,
Ding Sheng Green Energy
Technology Co., Ltd.
Titan Development and
Construction Co., Ltd.
Titan Development and
Construction Co., Ltd.
Rih Ding Water Enterprise Co.,
Ltd.
Associate
Associate
Associate
Associate
Associate
Associate
Associate
Sales
Sales
Sales
Construction costs
Construction costs
Construction costs
( $ 838,061 )
(
403,006 )
(
501,161 )

348,289

911,852

299,884
(
420,143 )
(
55.89% )
(
26.88% )
(
60.94% )
27.63%
72.33%
100%
(
100% )
As agreed in contract
As agreed in contract
As agreed in contract
As agreed in contract
As agreed in contract
As agreed in contract
As agreed in contract
-
-
-
-
-
-
-






$ 373,821
-
2,014
(
92,864 )
(
663,437 )
(
99,752 )
74,243
81.08%
-
34.81%
(
12.28% )
(
87.72% )
(
100% )
100%

Note 1: Since there was no relevant identical transaction to follow for the unit price of purchases from and sales to related parties, the transaction conditions were negotiated and determined by both parties.

  • 322 -

Table 7

Radium Life Tech Co., Ltd. and Its Investees

Receivables from Related Parties Amounting to at Least NT$100 million or 20% of the Paid-in Capital December 31, 2020

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Company Name Name of Counterparty Relationship Balance of Receivables
from Related Parties
Turnover
Rate
Overdu e Amounts Received
Subsequent Period
Allowance for
Impairment Loss
Note
Amount
Actions Taken
Titan Development and Construction Co., Ltd.
Titan Development and Construction Co., Ltd.
Titan Development and Construction Co., Ltd.
Li Chiang Development Co., Ltd.
Rih Siang Property Management Co., Ltd.
Jing-Jan Investment Holding Co., Ltd.
Radium Life Tech Co., Ltd.
Rih Ding Water Enterprise Co., Ltd.
Wan Da Tong Enterprise Co., Ltd.
Radium Life Tech Co., Ltd.
Wan Da Tong Enterprise Co., Ltd.
Radium Life Tech Co., Ltd.
Parent company
Associate
Associate
Parent company
Associate
Parent company
$ 180,000
373,821
110,000
110,000
120,000
340,000
-
3.37
-
-
-
-
$ -
-
-
-
-
-





$ -
142,673
-
-
-
-
$ -
-
-
-
-
-
As of January 31, 2021 (Note 1)
As of January 31, 2021
As of January 31, 2021 (Note 1)
As of January 31, 2021 (Note 1)
As of January 31, 2021 (Note 1)
As of January 31, 2021 (Note 1)

Note 1: Other receivables.

  • 323 -

Table 8

Radium Life Tech Co., Ltd. and Its Investees

Information on Name and Location of Investees

For the Year ended December 31, 2020

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

InvestorCompany InvesteeCompany Location Main Businesses and
Products
Original Investment Amount Original Investment Amount As of December 31,2020 of December 31,2020 Net Income(Loss) of
the Investee
Share of Proft (Loss) Note
December 31,2020 December 31,2019 Number of Shares
(in Thousands)
Percentage
(%)
Carrying Amount
Radium Life Tech Co.,
Ltd.
Radium Life Tech Co.,
Ltd.
Radium Life Tech Co.,
Ltd.
Radium Life Tech Co.,
Ltd.
Radium Life Tech Co.,
Ltd.
Radium Life Tech Co.,
Ltd.
Radium Life Tech Co.,
Ltd.
Radium Life Tech Co.,
Ltd.
Radium Life Tech Co.,
Ltd.
Radium Life Tech Co.,
Ltd.
Radium Life Tech Co.,
Ltd.
Radium Life Tech Co.,
Ltd.
Radium Life Tech Co.,
Ltd.
Radium Life Tech Co.,
Ltd.
Radium Life Tech Co.,
Ltd.
Ji Shun Life Tech Co., Ltd.
Li Chiang Development
Co., Ltd.
Rih Yao Development Co.,
Ltd.
Radium Far East Co., Ltd.
Titan Development and
Construction Co., Ltd.
Wan Da Tong Enterprise
Co., Ltd.
Radium-Kagaya
International Hotel Co.,
Ltd.
Zhao Yao Enterprise Co.,
Ltd.
CLEVER BASE
INVESTMENTS
LIMITED
Xin Xiu Ge Hotel Co., Ltd.
Rih Ding Water Enterprise
Co., Ltd.
Jing-Jan Investment
Holding Co., Ltd.
Rih Siang Property
Management Co., Ltd.
Rih Zuan Green Energy
Technology Co., Ltd.
Ding Sheng Green Energy
TechnologyCo.,Ltd.
13F, No. 209, Section 1, Civic
Boulevard, Taipei City
13F, No. 209, Section 1, Civic
Boulevard, Taipei City
13F, No. 209, Section 1, Civic
Boulevard, Taipei City
5F–2, No. 270, Section 4, Zhongxiao
East Road, Taipei City
5F–2, No. 270, Section 4, Zhongxiao
East Road, Taipei City
13F, No. 209, Section 1, Civic
Boulevard, Taipei City
No. 236, Guangming Road, Beitou
District, Taipei City, Taiwan
3F-11F. No. 23, Lane 27, Section 4,
Ren'ai Road, Daan District, Taipei
City; No. 25, 3F-11F. No. 25,
Lane 27, Section 4, Ren'ai Road,
Daan District, Taipei City;
2F-14F. No. 237 Lane 27, Section
4, Ren'ai Road, Daan District,
Taipei City
Vistra Corporate Services Contre,
Ground Floor NPF Building,
Beach Road, Asia , Samoa
No. 238, Guangming Road, Beitou
District, Taipei City, Taiwan
No. 177, Section 1, Fuhua Road,
Luzhu District, Taoyuan City
13F, No. 209, Section 1, Civic
Boulevard, Taipei City
14F, No. 209, Section 1, Civic
Boulevard, Taipei City
14F, No. 209, Section 1, Civic
Boulevard, Taipei City
14F, No. 209, Section 1, Civic
Boulevard,Taipei City
Housing and
Building
Development and
Rental
Housing and
Building
Development and
Rental
Housing and
Building
Development and
Rental
Housing and
Building
Development and
Rental
Civil engineering and
construction
Housing and
Building
Development and
Rental
Hot spring hotel
Housing and
Building
Development and
Rental
Investment
Regular hotel
Sewage Treatment
Investment
Housing and
Building
Development and
Rental
Energy Technical
Services
Energy Technical
Services
$ 318,000
1,000,000
950,000
1,113,455
968,650
1,248,666
953,363
2,350,000
USD
2,080
421,500
-
3,039,339
2,300,000
40,500
-
$ 75,000
1,000,000
950,000
1,113,455
968,650
1,248,666
953,363
2,350,000
USD
2,080
421,500
2,790,000
3,039,339
2,300,000
40,500
50,000
70,000
100,000
95,000
38,773
120,000
148,000
15,000
235,000
2,080
125
-
91,590
230,000
4,050
-
100.00%
100.00%
100.00%
99.93%
100.00%
28.35%
100.00%
100.00%
100.00%
100.00%
-
61.06%
100.00%
90.00%
-
$ 716,492
520,180
748,458
624,249
1,249,678
1,760,682
114,907
1,463,779
5,434
324,423
-
3,602,643
1,932,299
42,089
-
( $ 56,102 )
(
44,928 )
(
47,664 )
(
7,993 )
122,342
227,048
(
18,103 )
(
118,654 )
(
1,438 )
(
4,028 )
879,241
315,675
(
27,747 )
282
20,355
( $ 54,845 )
(
44,928 )
(
47,665 )
(
7,987 )
138,814
64,195
(
16,511 )
(
118,654 )
(
1,438 )
(
4,533 )
280,835
233,588
(
27,760 )
376
(
209 )
Subsidiary (Note 1)
Subsidiary (Note 1)
Subsidiary (Note 1)
Subsidiary (Notes 1 & 2)
Subsidiary (Note 1)
Subsidiary (Notes 1 & 3)
Subsidiary (Note 1)
Subsidiary (Note 1)
Subsidiary (Note 1)
Subsidiary (Note 1)
Sub-subsidiary (Notes 1
& 8)
Subsidiary (Notes 1 &
11)
Subsidiary (Note 1)
Subsidiary (Note 1)
Sub-subsidiary (Notes 1
& 8)

(Continued)

  • 324 -
Investor Company Investee Company Location Main Businesses and
Products
Original Investment Amount Original Investment Amount As of December 31,2020 of December 31,2020 Net Income(Loss) of
the Investee
Share of Proft (Loss)
Note
December 31,2020 December 31,2019 Number of Shares (in
Thousands)
Percentage (%) Carrying Amount
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Radium Life Tech Co., Ltd.
Titan Development and
Construction Co., Ltd.
Ji Shun Life Tech Co., Ltd.
Ji Shun Life Tech Co., Ltd.
Jing-Jan Investment Holding
Co., Ltd.
Jing-Jan Investment Holding
Co., Ltd.
Jing-Jan Retail Business Co.,
CLEVER BASE
INVESTMENTS
LIMITED
CLEVER BASE
INVESTMENTS
LIMITED
CLEVER BASE
INVESTMENTS
LIMITED
Radium Far East Co., Ltd.
Rih Ding Circular Economy
Investment Holding Co.,
Ltd.
Rih Ding Circular Economy
Investment Holding Co.,
Ltd.
Ding Sheng Green Energy
TechnologyCo.,Ltd.
Wan Tong Digital Technology
Co., Ltd.
Rih Ding Circular Economy
Investment Holding Co.,
Ltd.
Jing Ding Green Energy
Technology Co., Ltd.
Jing-Jan Investment Holding
Co., Ltd.
Ji Sheng Zih Chan
Development Co., Ltd.
Jing-Yang Apartment Building
Management and
Maintenance Co., Ltd.
Jing-Jan Retail Business Co.,
Wan Da Tong Enterprise Co.,
Ltd.
Jing-Jan Digital Square Co.,
Ltd.
SHARP CHINA
INVESTMENTS
LIMITED
Rih Ding Investments Limited
Kai Chuang International
Limited.
Prit Biotech Co., Ltd.
Rih Ding Water Enterprise
Co., Ltd.
Ding Sheng Green Energy
Technology Co., Ltd.
Jing Ding Green Energy
TechnologyCo.,Ltd.
14F, No. 209, Section 1, Civic Boulevard,
Taipei City
14F, No. 209, Section 1, Civic Boulevard,
Datong District, Taipei City
No. 76, Pinghe 1st Street, Changhua City,
Changhua County
13F, No. 209, Section 1, Civic Boulevard,
Taipei City
13F, No. 209, Section 1, Civic Boulevard,
Taipei City
1F, No. 106, Section 6, Roosevelt Road,
Wenshan District, Taipei City
No. 1, Section 1, Chengde Road, Taipei
City
13F, No. 209, Section 1, Civic Boulevard,
Taipei City
4F No. 1, Section 1, Chengde Road,
Datong District, Taipei City
Vistra Corporate Services Contre, Ground
Floor NPF Building, Beach Road,
Asia , Samoa
15/F., BOC Group Life Assurance Tower,
136 Des Voeux Road Central, Central,
Hong Kong
The Grand Pavilion Commercial Centre,
Oleander Way, 802 West Bay Road,
P.O. Box 32052, Grand Cayman
KY1-1208, Cayman Islands
3F-1, No.50, Lane 462, Gongyi Road,
Zhunan Town, Miaoli County
No. 177, Section 1, Fuhua Road, Luzhu
District, Taoyuan City
14F, No. 209, Section 1, Civic Boulevard,
Taipei City
No. 76, Pinghe 1st Street, Changhua City,
Changhua County
Retail
Investment
Energy Technical
Services
Investment
Housing and Building
Development and
Rental
Condominium buildings
management service
Shopping mall business
Housing and Building
Development and
Rental
Retail
Investment
Investment
Investment
Biotechnology and
cosmetic
manufacturing
Sewage Treatment
Energy Technical
Services
Energy Technical
Services
$ 27,000
5,097,197
7,400
1,832,017
87,000
9,800

509,201
4,295,288
50,000
-
USD
30
-
90,000
5,027,699
49,913
6,600
$ 27,000
-
-
1,832,017
87,000
9,800
509,201
4,295,288
50,000
USD
2,010
USD
30
USD
40
90,000
-
-
-
2,700
63,500
740
55,195
8,700
980
45,001
374,015
2,000
-
30
-
9,000
449,640
5,000
660
90.00%
100.00%
37.00%
36.80%
100.00%
49.00%
75.00%
71.65%
100.00%
-
100.00%
-
37.31%
100.00%
100.00%
33.00%
$ 8,477
5,713,974
7,200
2,115,885
81,711
10,003
866,125
4,449,836
17,131
-
170
-
78,495
5,626,105
70,475
6,421
( $ 13,198 )
616,777
(
541 )
315,675
(
476 )
7,270
203,214
227,048
553
(
352 )
(
68 )
-
(
18,360 )
879,241
20,355
(
541 )
( $ 11,878 )
616,777
(
200 )
116,157
(
476 )
3,562
152,415
162,675
553
(
352 )
(
68 )
-
(
6,850 )
598,406
20,564
(
179 )
Subsidiary (Note 1)
Subsidiary (Note 1)
Subsidiary (Notes 1 & 9)
Subsidiary (Notes 1 & 12)
Sub-subsidiary (Note 1)
(Note 1)
Sub-subsidiary (Note 1)
Subsidiary (Note 1)
Sub-subsidiary (Note 1)
Sub-subsidiary (Notes 1 &
7)
Sub-subsidiary (Note 1)
Sub-subsidiary (Notes 1 &
6)
Sub-subsidiary (Notes 1 &
10)
Sub-subsidiary (Notes 1 &
8)
Sub-subsidiary (Notes 1 &
8)
Subsidiary (Notes 1 & 9)
  • Note 1: It is calculated based on the investees’ financial statements audited by CPAs for the same period and the Company's shareholding ratio.

  • Note 2: The accumulated impairment of NT$155,686 thousand has not yet been deducted from the carrying amount.

  • Note 3: The unrealized gains between associates of NT$163,927 thousand has not yet been deducted from the carrying amount.

  • Note 4: Information on investees in mainland China is detailed in Table 9.

  • Note 5: Except for Jing-Yang Apartment Building Management and Maintenance Co., Ltd., the securities held above have been written off in accordance with regulations when the consolidated financial statements were prepared.

  • Note 6: The deregistration of Kai-Chuang International Limited. was completed on April 8, 2020.

  • Note 7: The deregistration of Sharp China Investments Limited was completed on April 17, 2020.

Note 8: The Company’s board of directors resolved to adjust the organizational structure on April 6, 2020. Rih-Ding Hldg issued new shares and obtained 100% of the Company’s shares in Rih-Ding Water and Ding-Sheng through share swap arrangements, and the record date of share swap was May 8, 2020.

Note 9: Jing-Ding was established on September 18, 2020, and the establishment was approved by and registered with the Central Region Office, Ministry of Economic Affairs.

Note 10: The accumulated impairment of NT$12,460 thousand has not yet been deducted from the carrying amount.

Note 11: The unrealized gains between associates of NT$1,125,329 thousand has not yet been deducted from the carrying amount.

  • Note 12: The unrealized gains between associates of NT$143,454 thousand has not yet been deducted from the carrying amount.

  • 325 -

Table 9

Radium Life Tech Co., Ltd. and Its Investees

Information on investments in Mainland China

For the Year ended December 31, 2020

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Investee Company Main Businesses and Products Main Businesses and Products Paid-In Capital Method of
Investments
Accumulated Outward
Remittance for
Investment from
Taiwan as of January
1,2020
Accumulated Outward
Remittance for
Investment from
Taiwan as of January
1,2020
Remittance of Funds Remittance of Funds Accumulated Outward
Remittance for
Investment from
Taiwan as of
December31,2020

Net Income (Loss) of
the Investee
% Ownership of
Direct or Indirect
Investment
Investment Gain(Loss)
(Note 2)

Carrying Amount as of
December31,2020

Accumulated
Repatriation of
Investment Income as
of December31,2020
Outward Inward
LiJiang Business Consulting
(Shanghai) Linited.
Business and Corporate
Management Consulting
Services
$ 52,288
(
US$1,700,000 )
Note 1(1) $ 52,288
(
US$1,700,000 )
$ -
$ - $ 52,288
(
US$1,700,000 )
( $ 1,905 ) 100% ( $ 1,905 )
(2)B
$ 2,959 $ -
Upper Limit on the Amount of Investments Stipulated by the
Investment Commission of MOEA
$ 7,021,882
(Note 5)
Accumulated Outward Remittance for Investments in
Mainland China as of
Investment Amount Authorized by the Investment
Commission of MOEA
Upper Limit on the Amount of Investments Stipulated by the
Investment Commission of MOEA
NT$56,848 (US$1,840,000) NT$52,688 (US$1,850,000)
(Note 4)
$ 7,021,882
(Note 5)

Note 1: Investment methods are divided into the following three types, just enter the code:

(1) Direct investment in mainland China.

(2) Indirect investment in mainland China through third-region companies.

(3) Other methods. Note 2: In the field “Investment Gains/Losses Recognized for Current Period”

(1) If it is under preparation and there is no investment gain or loss, it shall be indicated.

(2) The recognition basis of investment gains and losses is divided into the following three types, which shall be indicated.

A. Financial statements audited and attested by any international accounting firms with partnership with any accounting firm of the Republic of China.

B. Financial statements audited and attested by CPAs appointed by the parent company in Taiwan.

C. Others.

Note 3: The relevant figures in this table shall be presented in New Taiwan dollars.

Note 4: The exchange rate is based on the average spot buying/selling exchange rate of the Bank of Taiwan on December 31, 2020. In addition, the limit approved by the Investment Commission is in foreign currency, and the investment amount had not exceeded the limit as of the current period. Note 5: It is 60% of the net equity of the Company.

Note 6: The deregistration of Wan-Da-Tong (Xiamen) Enterprise Co., Ltd. was completed on November 22, 2019, and its registered capital of US$140 thousand was not remitted back to Taiwan due to losses.

  • 326 -

Table 10

Radium Life Tech Co., Ltd.

Information on Major Shareholders

December 31, 2020

Name of Major Shareholder Shares Shares
Number of Shares Percentage of
Ownership (%)
Rong Shian Lin
CTBC Bank Co., Ltd. In custody for Verivia PCC
Golden Century Co., Ltd.
Ding-ShengDigital Life Co.,Ltd.
111,682,177
82,131,547
58,223,051
49,260,000
12.40%
9.12%
6.46%
5.47%

Note 1: The major shareholders in this table are shareholders holding at least 5% of the ordinary and

preference shares (including treasury shares) with dematerialized registration and delivery completed on the last business day of the quarter calculated by the Taiwan Depository & Clearing Corporation. The share capital recorded in the Company's parent company only financial statements and the

number of shares actually delivered by the Company with the dematerialized registration completed may differ due to different calculation bases.

Note 2: For the information above, where a shareholder transfers the shares to a trust, the trustor’s individual account opened by the trustee shall be disclosed. As for the insider declaration of the ownership

percentage over 10% in accordance with the Securities and Exchange Act, including the shares on

hand and those being put in the trust, and the right to use the trust asset, please refer to the declaration

information on MOPS.

  • 327 -