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RH — Interim / Quarterly Report 2017
Nov 22, 2017
52432_rns_2017-11-22_9d272ffe-460c-4d9b-9cee-0bb85c2f206c.pdf
Interim / Quarterly Report
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Stock Code:4807
(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese)
REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES
CONSOLIDATED INTERIM FINANCIAL STATEMENTS
March 31, 2017 and 2016 (With Independent Auditors' Review Report Thereon)
The Grand Pavilion Commercial Centre, Oleander Way, 802 West Bay Address: Road, P. O. Box 32052, Grand Cayman KY1-1208, Cayman Islands Telephone: 66-24-207440-1074
÷,
The auditors' review report and the accompanying consolidated financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language auditors' report and consolidated financial statements, the Chinese
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Table of contents
$\hat{\mathcal{A}}$
J.
| Contents | Page |
|---|---|
| 1. Cover Page | 1 |
| 2. Table of Contents | $\overline{2}$ |
| 3. Independent Auditors' Review Report | 3 |
| 4. Consolidated Balance Sheets | 4 |
| 5. Consolidated Statements of Comprehensive Income | 5 |
| 6. Consolidated Statements of Changes in Equity | 6 |
| 7. Consolidated Statements of Cash Flows | 7 |
| 8. Notes to the Consolidated Interim Financial Statements | |
| Company history (1) |
8 |
| Approval date and procedures of the consolidated financial statements (2) |
8 |
| New standards, amendments and interpretations adopted (3) |
$8 - 10$ |
| Summary of significant accounting policies (4) |
$10 - 11$ |
| Significant accounting assumptions and judgments, and major sources (5) of estimation uncertainty |
12 |
| Explanation of significant accounts (6) |
$12 - 24$ |
| Related-party transactions (7) |
24 |
| (8) Pledged assets |
25 |
| Significant commitments and contingencies (9) |
25 |
| (10) Losses due to major disasters | 25 |
| (11) Subsequent events | 25 |
| $(12)$ Other | 25 |
| (13) Other disclosures | |
| (a) Information on significant transactions | $26 - 27$ |
| (b) Information on investees | 27 |
| (c) Information on investment in mainland China | 27 |
| (14) Segment information | 28 |
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要侯建業群合會計師事務府 KPMG
台北市11049信義路5段7號68樓(台北101大樓) 68F., TAIPEI 101 TOWER, No. 7, Sec. 5, Xinyi Road, Taipei City 11049, Taiwan (R.O.C.)
Telephone 電話 + 886 (2) 8101 6666 傳真 + 886 (2) 8101 6667 Fax Internet 網址 kpmg.com/tw
Independent Auditors' Review Report
To the Board of Directors Regal Holding Co., Ltd.:
We have reviewed the accompanying consolidated balance sheets of Regal Holding Co., Ltd. (the "Company") and its subsidiaries as of March 31, 2017 and 2016, and the related consolidated statements of comprehensive income, changes in equity and cash flows for the three months ended March 31, 2017 and 2016. These consolidated interim financial statements are the responsibility of the Company's management. Our responsibility is to issue a report on these consolidated interim financial statements based on our review.
We conducted our reviews in accordance with Statement on Auditing Standard 36, "Engagements to Review Financial Statements". A review consists principally of inquiries of the Company's personnel and analytical procedures applied to financial data. It is substantially less in scope than an audit in accordance with the generally accepted auditing standards, the objective of which is the expression of an opinion regarding the consolidated interim financial statements taken as a whole. Accordingly, we do not express such an opinion.
Based on our reviews, we are not aware of any material modifications that should be made to the consolidated interim financial statements referred to in the first paragraph in order for them to be in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Accounting Standard 34 "Interim Financial Reporting" endorsed by the Financial Supervisory Commission of the Republic of China.
KPMG
Taipei, Taiwan (Republic of China) May 9, 2017
Notes to Readers
The accompanying consolidated financial statements are intended only to present the consolidated statement of financial position, financial performance and its cash flows in accordance with the accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to review such consolidated financial statements are those generally accepted and applied in the Republic of China.
The auditors' review report and the accompanying consolidated financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language auditors' review report and consolidated financial statements, the Chinese version shall prevail.
As of March 31, 2017 and 2016 reviewed only not audited in accordance with the generally accepted auditing standards
REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES
March 31, 2017, December 31, 2016, and March 31, 2016 Consolidated Balance Sheets
(Expressed in Thousands of New Taiwan Dollars)
l,
| March 31, 2017 | December 31, 2016 | March 31, 2016 | March 31, 2017 | December 31, 2016 | March 31, 2016 | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Ř | Current assets: Assets |
Amount | צ | Amount | ı J $\approx$ |
Amount | ৯ | 21x | Liabilities and Equity Current liabilities: |
Amount | Amount | $s\vert$ | Amount | \$ | ||
| $\frac{8}{100}$ | Cash and cash equivalents (note 6(a)) | 49 | $\Omega$ 293,761 |
121,032 | 391,432 | $\overline{28}$ | 2100 | Short-term loans (note 6(f), 7 and 8) | 186,039 ٠Ą |
≌ | 135,750 | 5 | 238,810 | Ξ | ||
| 1150 | Notes receivable, net (note 6(b)) | 2,419 | 4,886 | 2150 | Notes payable | 2,050 | 371 | 9,818 | ||||||||
| 1170 | Trade receivables, net (note 6(b)) | 224,403 | ድ | 334,029 | g | 324,998 | 23 | $\frac{2170}{21}$ | Trade payables | 38,442 | 53,555 | 46,552 | ||||
| 1200 | Other receivables (note 6(b)) | 2,463 | 1,888 | 4,536 | 2200 | Other payables (note 6(m)) | 72,277 | 93,552 | 109,139 | œ | ||||||
| 130 k | $In$ ventories (note $6(c)$ ) | $\boldsymbol{z}$ 278,630 |
271,546 | Ä | 293,981 | $\ddot{\sim}$ | 2230 | Current tax liabilities | 52,283 | 32,278 | 93,721 | |||||
| 1470 | Other current assets | 19.617 | 17,084 | 14,306 | 2310 | Advance receipts | 547 | g | 17,276 | |||||||
| Total current assets | 818,874 | 747,998 | $\overline{6}$ | 1,034,139 | $\overline{r}$ | 2399 | Other current liabilities | 5,159 | ı | 4,618 | 10,963 | |||||
| 15 8 | Non-current assets: | Total current liabilities | 356,797 | 넹 | 321,024 | গ | 526,279 | $\frac{8}{3}$ | ||||||||
| 1600 | Property, plant and equipment (notes 6(d), 6(f) and | $\frac{8}{2}$ 311,788 |
321,620 | ని | 338,048 | $\overline{\mathbf{z}}$ | 25x | Non-Current liabilities: | ||||||||
| 1780 | Intangible assets (note 6(e)) | 13,179 | 11,870 | 13,069 | 2570 | Deferred tax liabilities | 24,914 | 24,914 | 28,928 | |||||||
| 1840 | Deferred tax assets | 19,241 | 19,655 | 15,719 | 2640 | Net defined benefit plan liabilities | 17,328 | 16,889 | 17,275 | |||||||
| 1984 | 2645 | Refundable deposits | 2,610 | 2,532 | 2,375 | |||||||||||
| Other financial assets - non-current (note 8) | ,639 | 7,383 | 7,053 | Total non-Current liabilities | 44,852 | 44,335 | 48,578 | |||||||||
| Total non-current assets | S 351,847 |
360,528 | 33 | 373,889 | 27 | 2xx | Total liabilities | 401,649 | 뇌 | 365,359 | $\mathbb{Z}$ | 574,857 | ᅴ | |||
| $\frac{1}{2}$ | Equity (note 6(j): | |||||||||||||||
| Equity attributable to owners of parent | ||||||||||||||||
| 3100 | Common stock | 339,200 | R | 339,200 | ភ | 320,000 | g | |||||||||
| 7700 | Capital surplus | 170,160 | 2 | 170,160 | 5 | 274,336 | $\mathbf{r}$ | |||||||||
| 3300 | Retained earnings | 250,177 | គ | 214,116 | $\mathbf{e}$ | 244,577 | $\mathbf{r}$ | |||||||||
| 3410 | Exchange differeenes on translation of foreign financial statements |
(53, 822) | G | (40.893) | මු | C3.470 | ටු | |||||||||
| Total equity attributable to owners of parent: | 703,715 | S | 682,583 | S | 805,437 | গ | ||||||||||
| 36 xx | Non-controlling interests | 65,357 | ۰ | 60,584 | 27,734 | |||||||||||
| 3000 | Total equity | 769,072 | S) | 743.167 | G | 833,171 | ମ | |||||||||
| $1\pi$ | Total assets | 1.170,721 | 뤸 | 1,108,526 | Ш 뤠 |
1,408,028 | 뤠 | 2-3xxx Total liabilities and equity | 1,170,721 $\frac{1}{2}$ |
읰 | 1,108,526 | 팈 | 1,408,028 | 뤸 |
See accompanying notes to financial statements.
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REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES
Consolidated Statements of Comprehensive Income
For the three months ended March 31, 2017 and 2016
(Expressed in Thousands of New Taiwan Dollars, Except for Earnings Per Common Share)
$\ddot{\phantom{1}}$
| For the three months ended March 31 | ||||||
|---|---|---|---|---|---|---|
| 2017 | 2016 | |||||
| Amount | % | Amount | ℅ | |||
| 4000 | Operating revenues (note 6(l)) | \$ | 495,291 | 100 | 684,047 | 100 |
| 5000 | Operating costs (notes 6(c), 6(d), 6(g), 6(h) and 12) | 336,529 | 68 | 491,400 | 72 | |
| 5900 | Gross profit | 158,762 | 32 | 192,647 | 28 | |
| 6000 | Operating expenses (note $6(b)$ , (d), (e), (g), (h), (m), 7 and 12): | |||||
| 6100 | Selling expenses | 15,099 | 3 | 15,848 | $\overline{2}$ | |
| 6200 | Administrative expenses | 46,796 | 9 | 44,765 | 7 | |
| 6300 | Research and development expenses | 18,173 | $\overline{4}$ | 29,179 | $\overline{4}$ | |
| Total operating expenses | 80,068 | 16 | 89,792 | 13 | ||
| 6900 | Operating income | 78,694 | 16 | 102,855 | 15 | |
| 7000 | Non-operating income and expenses (note $6(n)$ ): | |||||
| 7010 | Other income | 891 | 787 | |||
| 7020 | Other gains and losses | (6,958) | (2) | (2, 518) | ||
| 7050 | Finance costs | (1,010) | $\blacksquare$ | (1, 727) | ||
| Total non-operating income and expenses | (7,077) | (2) | (3, 458) | $\omega$ . | ||
| 7900 | Profit before tax | 71,617 | 14 | 99,397 | 15 | |
| 7950 | Less: Tax expense (note 6(i)) | 20,756 | 4 | 28,463 | $\overline{4}$ | |
| Profit | 50,861 | 10 | 70,934 | 11 | ||
| 8300 | Other comprehensive income: | |||||
| 8360 | Other components of other comprehensive income that will be reclassified to profit or loss | |||||
| 8361 | Exchange differences on translation of foreign financial statements | (16, 274) | (3) | (119) | ||
| 8399 | Income tax related to components of other comprehensive income that will be reclassified to profit or loss |
|||||
| 8300 | Other comprehensive income | (16,274) | (3) | (119) | ||
| 8500 | Total comprehensive income | s | 34,587 | 7 | 70,815 | 11 |
| Profit, attributable to: | ||||||
| 8610 | Profit, attributable to owners of parent | \$ | 36,061 | 7 | 58,814 | 9 |
| 8620 | Profit, attributable to non-controlling interests | 14,800 | 3 | 12,120 | $\overline{2}$ | |
| \$ | 50,861 | 10 | 70,934 | 11 | ||
| Comprehensive income attributable to: | ||||||
| 8710 | Comprehensive income, attributable to owners of parent | \$ | 21,132 | 4 | 59,236 | 9 |
| 8720 | Comprehensive income, attributable to non-controlling interests | 13,455 | 3 | 11,579 | $\overline{2}$ | |
| S | 34,587 | 7 | 70,815 | 11 | ||
| 9750 | Basic earnings per share (note 6(k)) Basic earnings per share |
s | 1.06 | 1.84 | ||
| 9850 | \$ | 1.06 | 1.81 | |||
| Diluted earnings per share |
$\bar{z}$
| (English Translation of Consolidated Interim Financial Statements and Report Originally Issued in Chinese) | deviewed only, not audited in accordance with generally accepted auditing standary | REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES |
|---|---|---|
Consolidated Statements of Changes in Equity
For the three months ended March 31, 2017 and 2016
l,
(Expressed in Thousands of New Taiwan Dollars)
| Equity attributable to owners of parent | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| differences on Exchange |
|||||||||
| Retained earnings | translation of | Total equity | |||||||
| Common | Capital | Legal | Unappropriated | Total retained | foreign financial | attributable to | Non-controlling | ||
| stock | surplus | reserve | retained earnings | carnings | statements | owners of parent | interests | Total equity | |
| Balance at January 1, 2016 | 320,000 | 274,33 | 185,763 | 185,763 | (33,898) | 746,201 | 34,030 | 780,231 | |
| Appropriation and distribution of retained earnings: | |||||||||
| Cash dividends | (17, 875) | (17, 875) | |||||||
| Profit | 58,814 | 58,814 | 58,814 | 12,120 | 70,934 | ||||
| Other comprehensive income | $\ddot{q}$ | $\overline{1}$ | (19) | ||||||
| Total comprehensive income | 58.814 | 58.814 | 422 | 59,236 | 1.579 | 70.815 | |||
| Balance at March 31, 2016 | 320,000 | 274.33 | 244,577 | 244,577 | (33, 476) | 805,437 | 27,734 | 833,171 | |
| Balance at January 1,2017 | 339,200 | 170,160 | 18,576 | 195,540 | 214,116 | (40, 893) | 682,583 | 60,584 | 743,167 |
| Appropriation and distribution of retained earnings: | |||||||||
| Cash dividends | (8,682) | ||||||||
| Profit | 36,061 | 36,061 | 36,061 | 14,800 | $(8,682)$ $50,861$ $(16,274)$ |
||||
| Other comprehensive income | (629) | 14,929 | (1,345) | ||||||
| Total comprehensive income | 36,061 | 36.06 | (4,929) | 21,132 | 13,455 | 34,587 | |||
| Balance at March 31, 2017 | 339,200 | 170,161 | 18,576 | 231,601 | 250,177 | (55, 822) | 703,715 | 65,357 | 769,072 |
See accompanying notes to financial statements.
(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese)
Reviewed only, not audited in accordance with generally accepted auditing standards
$\sim$
REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES
Consolidated Statements of Cash Flows
For the three months ended March 31, 2017 and 2016
(Expressed in Thousands of New Taiwan Dollars)
| For the three months ended March 31 | ||
|---|---|---|
| 2017 | 2016 | |
| Cash flows from (used in) operating activities: | ||
| Profit before tax | \$ 71,617 |
99,397 |
| Adjustments: | ||
| Adjustments to reconcile profit: | ||
| Depreciation expense | 11,243 | 11,760 |
| Amortization expense | 1,025 | 1,015 |
| Provision (reversal of provision) for bad debt expense | (1,019) | 420 |
| Interest expense | 1,010 | 1,727 |
| Interest income | (9) | (9) |
| Loss on disposal of property, plan and equipment | 1,448 | 84 |
| Total adjustments to reconcile profit | 13,698 | 14,997 |
| Changes in operating assets and liabilities: | ||
| Changes in operating assets: | ||
| Notes receivable | 2,419 | (1,966) |
| Trade receivables | 110,789 | 68,724 |
| Other receivable | (575) | (21) |
| Inventories | (7,084) | 56,582 |
| Other current assets | (2, 533) | (391) |
| Total changes in operating assets | 103,016 | 122,928 |
| Changes in operating liabilities: | ||
| Notes payable | 1,679 | (14, 808) |
| Trade payable | (15, 113) | (18, 537) |
| Other payables | (21, 455) | (1,407) |
| Advance receipts | (353) | 1,095 |
| Other current liabilities | 541 | (592) |
| Net defined benefit plan liabilities | 439 | 805 |
| Total changes in operating liabilities | (34, 262) | (33, 444) |
| Total changes in operating assets and liabilities | 68,754 | 89,484 |
| Total adjustments | 82.452 | 104,481 |
| Cash inflow generated from operations | 154,069 | 203,878 |
| Interest received | 9 | 9 |
| Interest paid | (830) | (1, 727) |
| Income taxes paid | (337) | (139) |
| Net cash flows from operating activities | 152,911 | 202,021 |
| Cash flows from investing activities: | ||
| Acquisition of property, plant and equipment | (9, 812) | (9,855) |
| Proceeds from disposal of property, plant and equipment | 179 | 297 |
| Acquisition of intangible assets | (2, 589) | (114) |
| Increase in other financial assets-non-current | (256) | (55) |
| Net cash flows from investing activities | (12, 478) | (9, 727) |
| Cash flows from financing activities: | ||
| Increase in short-term loans | 50,289 | (17,278) |
| Increase in guarantee deposits received | 78 | 117 |
| Cash dividends | (8, 682) | (17, 875) |
| Net cash flows from financing activities | 41,685 | (35,036) |
| Effect of exchange rate changes on cash and cash equivalents | (9, 389) | (1,642) |
| Net increase in eash and cash equivalents | 172,729 | 155,616 |
| Cash and cash equivalents at beginning of period | 121,032 | 235,816 |
| Cash and cash equivalents at end of period | 293,761 S. |
391,432 |
$\cdot$
$\bar{z}$
J.
(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese) As of March 31, 2017 and 2016 reviewed only, not audited in accordance with the generally accepted auditing standards
REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES
Notes to the Consolidated Interim Financial Statements
March 31, 2017 and 2016
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
(1) Company history
Regal Holding Co., Ltd. (the "Company") was established in the Cayman Islands in October 2014. The main purpose of the establishment, which resulted from organizational restructuring, was to apply for Taiwan Stock Exchange Corporation (TWSE) in the Republic of China. On December 2014, after the Company and Regal Jewelry Manufacture Co., Ltd. (RJM) swap its share to restructure the organization, the Company become the holding company of RJM. The Company obtained Emerging Stock Market registration in the Republic of China on November 28, 2016. The principal activities of RJM are designing, manufacturing and selling jewellery and gem. Please refer to note 14.
(2) Approval date and procedures of the consolidated interim financial statements:
The board of directors authorized issuance of the consolidated interim financial statements on May 9, 2017.
(3) New standards, amendments and interpretations adopted:
Impact of the International Financial Reporting Standards ("IFRSs") endorsed by the Financial $(a)$ Supervisory Commission, R.O.C. ("FSC") which have already taken effect
According to Ruling issued in year 2016, by the FSC, public entities are required to conform to the IFRSs which were issued by the International Accounting Standards Board (IASB) before January 1, 2016, and were endorsed by the FSC on January 1, 2017 in preparing their financial statements. The related new standards, interpretations and amendments are as follows:
| New, Revised or Amended Standards and Interpretations | Effective date per LASB |
|---|---|
| Amendments to IFRS 10, IFRS 12 and IAS 28 "Investment Entities: Applying the Consolidation Exception" |
January 1, 2016 |
| Amendments to IFRS 11 "Accounting for Acquisitions of Interests in Joint Operations" |
January 1, 2016 |
| IFRS 14 "Regulatory Deferral Accounts" | January 1, 2016 |
| Amendment to IAS 1 " Presentation of Financial Statements-Disclosure Initiative" |
January 1, 2016 |
| Amendments to IAS 16 and IAS 38 "Clarification of Acceptable Methods of Depreciation and Amortization" |
January 1, 2016 |
| Amendments to IAS 16 and IAS 41 "Agriculture: Bearer Plants" | January 1, 2016 |
| Amendments to IAS 19 "Defined Benefit Plans: Employee Contributions" | July 1, 2014 |
| Amendment to IAS 27 "Equity Method in Separate Financial Statements" | January 1, 2016 |
| New, Revised or Amended Standards and Interpretations | Effective date per LASB |
|---|---|
| Amendments to IAS 36 " Impairment of Non-Financial assets-Recoverable Amount Disclosures for Non Financial Assets" |
January 1, 2014 |
| Amendments to IAS 39 " Financial Instruments-Novation of Derivatives and Continuation of Hedge Accounting" |
January 1, 2014 |
| Annual Improvements to IFRSs 2010-2012 Cycle and 2011-2013 Cycle | July 1, 2014 |
| Annual Improvements to IFRSs $2012 - 2014$ Cycle | January 1, 2016 |
| IFRIC 21 "Levies" | January 1, 2014 |
The Consolidated Company assessed that the initial application of the above IFRSs would not have any material impact on the consolidated financial statements.
(b) Newly released or amended standards and interpretations not yet endorsed by the FSC
The FSC announced that the Consolidated Company should apply IFRS 9 and IFRS 15 starting January 1, 2018. As of the date, the Consolidated Company's financial statements were issued, the FSC has yet to announce the effective dates of the other IFRSs. A summary of the new standards and amendments issued by the IASB but not yet endorsed by the FSC as of the end of reporting date is as follows:
| New, Revised or Amended Standards and Interpretations | Effective date per IASB |
|---|---|
| IFRS 9 "Financial Instruments" | January 1, 2018 |
| Amendments to IFRS 10 and IAS 28 "Sale or Contribution of Assets Between an Investor and Its Associate or Joint Venture" |
Effective date to be determined by IASB |
| IFRS 15 "Revenue from Contracts with Customers" | January 1, 2018 |
| IFRS 16 "Leases" | January 1, 2019 |
| Amendment to IFRS 2 "Clarifications of Classification and Measurement of Share based Payment Transactions" |
January 1, 2018 |
| Amendment to IFRS 15 "Clarifications of IFRS 15" | January 1, 2018 |
| Amendment to IAS 7 "Disclosure Initiative" | January 1, 2017 |
| Amendment to IAS 12 "Recognition of Deferred Tax Assets for Unrealized Losses" |
January 1, 2017 |
| Amendments to IFRS 4 "Insurance Contracts" (Applicable for IFRS 9 "Financial Instruments" with IFRS 4 "Insurance Contracts") |
January 1, 2018 |
| Annual Improvements to IFRS Standards 2014–2016 Cycle: | |
| IFRS 12 "Disclosure of Interests in Other Entities" | January 1, 2017 |
| IFRS 1 "First-time Adoption of International Financial Reporting Standards" and IAS 28 "Investments in Associates and Joint Ventures" |
January 1, 2018 |
| IFRIC 22 "Foreign Currency Transactions and Advance Consideration" | January 1, 2018 |
| Effective date per | |
|---|---|
| New, Revised or Amended Standards and Interpretations | IASB |
| Amendments to IAS 40 " Transition of Investment Property" | January 1, 2018 |
The Consolidated Company is still currently determining the potential impact of the standards listed below:
Issuance / Release
| Dates | Standards or Interpretations | Content of amendment |
|---|---|---|
| May 28, 2014 | IFRS 15 "Revenue from | IFRS 15 establishes a five step model for |
| April 12, 2016 | Contracts with Customers" | recognizing revenue that applies to all contracts with customers, and will supersede IAS 18 "Revenue," IAS 11 "Construction Contracts," and a number of revenue related interpretations. |
| The amendments issued on April 12, 2016, clarify how to (i) identify performance obligations in a contract; (ii) determine whether a company is a principal or an agent; (iii) account for a license for intellectual property $(\mathbb{P})$ ; and $(iv)$ apply transition requirements. |
The Consolidated Company is evaluating the impact on its financial position and financial performance of the initial adoption of the abovementioned standards or interpretations. The results thereof will be disclosed when the Consolidated Company completes its evaluation.
Summary of significant accounting policies: $(4)$
Except the following accounting policies mentioned below, the significant accounting policies presented in the accompanying interim consolidated financial statements are consistent with those applied in the 2016 consolidated financial statements. Please refer to note 4 to the 2016 consolidated financial statements for related information.
Statement of compliance $(a)$
These interim consolidated financial statements have been prepared in accordance with the "Regulations Governing the Preparation of Financial Reports by Securities Issuers" (hereinafter referred to as the Regulations) and IAS 34 "Interim Financial Reporting" endorsed by the FSC, and do not present all the disclosures required for a complete set of annual consolidated financial statements prepared in accordance with the International Financial Reporting Standards, International Accounting Statements, IFRIC Interpretations, and SIC Interpretations endorsed by the FSC (hereinafter referred to as the IFRSs endorsed by the FSC).
(b) Basis of consolidation
The principles of preparation of the consolidated financial statements are the same as those in note 4(3) to the 2016 consolidated financial statements. Please refer to the 2016 consolidated financial statements for related information.
A list of subsidiaries in the consolidated financial statements is as follows:
| Percentage of ownership (%) | |||||
|---|---|---|---|---|---|
| Name of investor |
Name of subsidiary | Business activities |
March 31. 2017 |
December 31, 2016 |
March 31, 2016 |
| The Company | Regal Jewelry Manufacture Co Ltd.(RJM) |
Designing, manufacturing and selling jewellery and gem |
99.99% | 99.99 % | 99.99 % |
| The Company | GIO VAN GOGH (International) Jewelry Ltd.(GVG Hong Kong) |
Investment activities | 100.00 % | 100.00 % | 100.00 % |
| RJM | Regal Plating Co., Ltd.(RGP) | Plating jewellery and gem | 51.00 % | 51.00 % | 51.00 % |
| GVG Hong Kong |
Gio Van Gogh Shen Zhen Ptd Ltd. Selling jewellery and gem (GVG Shen Zhen) |
100.00 % | 100.00 % | 100.00 % |
In January 2016, GVG Hong Kong made a capital injection amounting to HKD4,000 thousands, and it was invested fully by the Company.
In March 2016, GVG Shen Zhen made a capital injection amounting to RMB3,000 thousands, and it was invested fully by the GVG Hong Kong.
All subsidiaries of the Company are included in the consolidated financial statements.
(c) Employee benefits
Pension cost for an interim period is calculated on a year-to-date basis by using the actuarially determined pension cost rate at the end of the prior fiscal year, adjusted for significant market fluctuations since that time and for significant curtailments, settlements, or other significant onetime events.
$(d)$ Income taxes
Tax expense in the interim financial statements is measured and disclosed according to paragraph B12 of IAS 34 "Interim Financial Reporting".
Income tax expense for the period is best estimated by multiplying pretax income for the interim reporting period by the effective annual tax rate as forecasted by management. This should be recognized as current tax expense.
Temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and their respective tax bases shall be measured based on the effective tax rate at the time of realization or liquidation and recognized directly in equity or other comprehensive income as tax expense.
(5) Significant accounting assumptions and judgments, and major sources of estimation uncertainty:
The preparation of the interim consolidated financial statements in conformity with IAS 34 "Interim Financial Reporting" endorsed by FSC requires management to make judgments, estimates, and assumptions that affect the application of the accounting policies and the reported amounts of assets, liabilities, income, and expenses. Actual results may differ from these estimates.
For the preparation of the interim consolidated financial statements, estimates and underlying assumptions are reviewed on an ongoing basis in conformity with the IFRSs endorsed by the FSC and are consistent with those disclosed in note 5 to the 2016 consolidated financial statements.
(6) Explanation of significant accounts:
$(a)$ Cash and cash equivalents
| March 31, 2017 |
December 31, 2016 |
March 31, 2016 |
||
|---|---|---|---|---|
| Cash | S | 1.934 | 1.829 | 675 |
| Demand deposits | 291,780 | 118,445 | 390.707 | |
| Checking deposits | 47 | 758 | 50 | |
| Cash and cash equivalents in consolidated statement of cash flows |
S | 293,761 | 121.032 | 391,432 |
Trade receivables and other receivables $(b)$
| March 31. 2017 |
December 31,2016 |
March 31. 2016 |
||
|---|---|---|---|---|
| Notes receivables | S | - | 2.419 | 4.886 |
| Trade receivables | 230,260 | 341,049 | 331,146 | |
| Other receivables | 2.463 | 1,888 | 4.536 | |
| Less: allowance for doubtful debts - trade receivables |
(5, 857) | (7,020) | (6, 148) | |
| 226.866 | 338,336 | 334.420 |
The aging analysis of trade receivables and other receivables that were past due but not impaired of the consolidated company were as follows:
| March 31, 2017 |
December 31, 2016 |
March 31, 2016 |
||
|---|---|---|---|---|
| Past due 1~90 days | 49.929 | 136,932 | 55,236 | |
| Past due 91~180 days | 939 | 783 | 23,678 | |
| S | 50,868 | 137.715 | 78,914 |
The changes in the aforementioned allowance for doubtful accounts were as follows:
| Individually assessed impairment |
Collectively assessed impairment |
Total | |
|---|---|---|---|
| January 1, 2017 | \$ 6,100 |
920 | 7,020 |
| Impairment loss recognized (reversed) | (975) | (44) | (1,019) |
| Foreign exchange loss (gain) | (125) | (19) | (144) |
| March 31, 2016 | 5,000 | 857 | 5,857 |
| January 1, 2016 | \$ 5,364 |
346 | 5,710 |
| Impairment loss recognized (reversed) | 125 | 295 | 420 |
| Foreign exchange loss (gain) | 21 | (3) | 18 |
| March 31, 2016 | 5,510 | 638 | 6,148 |
The average credit terms of sales for the Consolidated Company is 30 days to 60 days. When assessing the collectability of trade receivables, the Consolidated Company will consider any changes of trade receivables from the date the original credit term was issued to the reporting date. The impairment of trade receivables is based on individual customer's credit term, payment history and current financial position. The Consolidated Company assesses that there was no objective evidence of significant loss occurred in trade receivables and other receivables that were past due but not impaired.
Inventories $(c)$
| March 31, 2017 | |||||
|---|---|---|---|---|---|
| Cost | Allowance for loss |
Net realizable value |
|||
| Raw materials | \$ | 190.555 | 46,153 | 144,402 | |
| Work in process | 112.597 | 7,317 | 105,280 | ||
| Finished goods | 12,839 | 1,285 | 11,554 | ||
| Supplies and spare parts | 20,668 | 3,274 | 17,394 | ||
| 336,659 | 58,029 | 278,630 |
| December 31, 2016 | |||||
|---|---|---|---|---|---|
| Cost | Allowance for loss |
Net realizable value |
|||
| Raw materials | S | 186,798 | 51,732 | 135,066 | |
| Work in process | 124,581 | 18,160 | 106,421 | ||
| Finished goods | 11,619 | 1,741 | 9,878 | ||
| Supplies and spare parts | 23,503 | 3,322 | 20,181 | ||
| S | 346,501 | 74,955 | 271,546 | ||
| March 31, 2016 | |||||
| Cost | Allowance for loss |
Net realizable value |
|||
| Raw materials | S | 205,012 | 45,922 | 159,090 | |
| Work in process | 126,035 | 18,400 | 107,635 | ||
| Finished goods | 20,939 | 12,554 | 8,385 | ||
| Supplies and spare parts | 28,001 | 9,130 | 18,871 | ||
| S | 379,987 | 86,006 | 293,981 |
The changes in the aforementioned allowance for loss were as follows:
$\ddot{\phantom{a}}$
| For the three months ended March 31 | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Beginning balances | S | 74,955 | 70,725 |
| Provision for (reversal of) devaluation and obsolescence of inventory |
(15, 414) | 15,229 | |
| Foreign currency translation effects | (1,512) | 52 | |
| Year end balances | S | 58,029 | 86,006 |
In addition to the normal cost of goods sold, the following loss and revenue were other items which included in the Consolidated Company's operating costs :
| For the three months ended March 31 | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Loss (reversal gain) on physical inventory devaluation and obsolescence |
S | (15, 414) | 15,229 |
| Revenue from sale of scrap | (148) | (587) | |
| (15, 562) | 14,642 |
As of March 31, 2017, December 31, 2016, and March 31, 2016, the Consolidated Company did not pledge its inventory as collateral.
(d) Property, plant and equipment
The cost, depreciation, and impairment losses of the property, plant and equipment of the Consolidated Company in the three months ended March 31, 2017 and 2016, were as follows:
| Cost or deemed cost: | Land | Buildings | Machinery and equipment |
Transportation equipment |
Office caulpment |
Land Improvement |
Equipment to be inspected |
Total | |
|---|---|---|---|---|---|---|---|---|---|
| Balance at January 1, 2017 Addition |
2 | 158,111 | 197,794 | 270,288 | 15,329 | 100,596 | 9.323 | 751,441 | |
| 375 | 5,281 | 4 | 1,301 | 2,851 | 9,812 | ||||
| Disposals | (44) | (7.985) | (19) | (437) | (8, 483) | ||||
| Foreign currency translation effect | (3.337) | (4, 176) | (5.690) | (323) | (2.128) | (197) | (13) | (15, 864) | |
| Balance at March 31, 2017 | 154,774 | 191,949 | 261,896 | 14,991 | 99,332 | 9,126 | 2,838 | 736,906 | |
| Balance at January 1, 2016 | s. | 159,788 | 197,154 | 261,174 | 13.644 | 93,205 | 9.363 | 1,476 | 735.804 |
| Addition | 143 | 6,463 | 5 | 1,584 | 23 | 1,637 | 9,855 | ||
| Disposals | (2,706) | (449) | (3, 155) | ||||||
| Reclassification | 143 | 302 | 152 | (597) | |||||
| Foreign currency translation effect | 681 | 836 | 1,047 | 58 | 374 | 40 | (11) | 3,025 | |
| Balance at March 31, 2016 | 160,469 | 198,276 | 266,200 | 13,707 | 94,866 | 9,426 | 2,505 | 745,529 | |
| Accumulated depreciation and impairment losses: |
|||||||||
| Balance at January 1, 2017 | s | 11,964 | 211,273 | 11,074 | 80,304 | 9,206 | 429,821 | ||
| Depreciation | 2,623 | 5,886 | 389 | 2,329 | 16 | 11,243 | |||
| Disposals | (5) | (6,427) | (19) | (405) | (6, 856) | ||||
| Foreign currency translation effect | (2, 501) | (4.456) | (235) | (1,703) | (195) | (9,090) | |||
| Balance at March 31, 2017 | 118,081 | 206,276 | 11,209 | 80.525 | 9.027 | 425,118 | |||
| Balance at January 1, 2016 | s | 108,666 | 191,319 | 9,744 | 74,972 | 9,236 | 396,937 | ||
| Depreciation | 2,710 | 6,448 | 328 | 2,257 | 17 | 11,760 | |||
| Disposals | (2.343) | (431) | (2.774) | ||||||
| Foreign currency translation effect | 418 | 761 | 36 | 304 | 39 | 1,558 | |||
| Balance at March 31, 2016 | 111,794 | 199,185 | 10,108 | 77.102 | 9,292 | 407,481 | |||
| Carrying amount: | |||||||||
| Balance at January 1, 2017 | 158.111 | 79,830 | 55,015 | 4,255 | 20,292 | 117 | 321,620 | ||
| Balance at March 31, 2017 | 154,774 | 75,868 | 55,620 | 3,782 | 18,807 | 99 | 2,838 | 311,788 | |
| Balance at January 1, 2016 | 159,788 | 88,488 | 66 855 | 3.900 | 18,233 | 127 | 1,476 | 338,867 | |
| Balance at March 31, 2016 | 160,469 | 86,482 | 67,095 | 3.599 | 17,764 | 134 | 2,505 | 338,048 | |
Please refer to note 8 for the disclosure of assets pledged as collateral for short-term loans.
$(e)$ Intangible assets
The cost, amortization, and impairment losses of the intangible assets of the Consolidated Company in the three months ended March 31, 2017 and 2016, were as follows:
| Computer software |
|
|---|---|
| Costs: | |
| Balance at January 1, 2017 | \$ 41,541 |
| Additions | 2,589 |
| Foreign currency translation effect | (885) |
| Balance at March 31, 2017 | \$ 43,245 |
| Balance at January 1, 2016 | \$ 39,927 |
| Additions | 114 |
| Foreign currency translation effect | 168 |
| Balance at March 31, 2016 | \$ 40,209 |
| Amortization and impairment loss: | |
| Balance at January 1, 2017 | \$ 29,671 |
| Amortization | 1,025 |
| Foreign currency translation effect | (630) |
| Balance at March 31, 2017 | 30,066 |
| Balance at January 1, 2016 | \$ 26,031 |
| Amortization | 1,015 |
| Foreign currency translation effect | 94 |
| Balance at March 31, 2016 | 27,140 |
| Carrying amount: | |
| Balance at January 1, 2017 | 11,870 |
| Balance at March 31, 2017 | 13,179 |
| Balance at January 1, 2016 | 13,896 |
| Balance at March 31, 2016 | 13,069 |
l.
Short-term loans $(f)$
| March 31, 2017 |
December 31, 2016 |
March 31. 2016 |
|
|---|---|---|---|
| Secured loans | 186,039 | 135,750 | 238,810 |
| Unused credit lines | 1.370.487 | 1,454,335 | 1,283,145 |
| Interest rate (%) | $2.50 - 2.75$ | $2.45 - 2.50$ | $2.95 - 2.97$ |
Please refer to note 8 for the information of the collateral for loans.
(g) Operating leases
There were not any non-cancellable operating lease agreements at March 31, 2017, December 31, 2016, and March 31, 2016.
Operating lease expenses were as follows:
| For the three months ended March 31 | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Operating costs | ኔ | 35 | 38 |
| Operating expenses | 456 | 383 | |
| Total | 491 |
(h) Employee benefits - defined benefit plans
Given there was no significant volatility of the market or any significant curtailments, settlements, or other one-time events after the end of the prior fiscal year, pension cost in the interim financial statements is measured and disclosed in accordance with the pension cost determined by the actuarial report issued for the years ended December 31, 2016 and 2015.
The Consolidated Company's pension expenses recognized in profit or loss, were as follows:
| For the three months ended March 31 | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Operating costs | 520 | 489 | |
| Operating expenses | 358 | 259 | |
| S | 878 | 748 |
Income taxes $(i)$
- The Company was incorporated in the Cayman Islands, where income tax is not required to be $(i)$ paid. RJM & RGP's statutory income tax rate is 20%. GVG Hong Kong 's statutory income tax rate is 16.5%. GVG Shenzhen's statutory income tax rate is 25%.
- $(ii)$ The amounts of income tax were as follows:
| For the three months ended March 31 | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Current period | 20.756 | 28.463 |
(iii) Examination and approval
In Thailand, where RJM and RGP operates, income taxes do not require approval by the tax authority. Income taxes paid in prior years have received income tax receipts up to 2015. For GVG Hong Kong and GVG Shen Zhen had been approved by the revenue department through 2015.
Share capital and other equity $(i)$
Except for the following, there were no significant changes in the Consolidated Company's share capital and other equity for the three months ended March 31, 2017 and 2016. Please refer to the 2016 consolidated financial statements for related information
The resolution was passed during the general meeting of shareholders held on March 9, 2017 for the newly issuance of 4,240 thousand shares before applying for Taiwan Stock Exchange Corporation (TWSE) in the Republic of China. In accordance with the Company's articles of incorporation, the company shall set aside 10% of newly share amounting to 424 thousand shares for the company's employees to subscribe. If the employees give up or undersubscribe the shares, chairman of the board is authorized to appoint specific investors to subscribe. The relevant statutory procedures had been effective on April 11, 2017.
Earnings distributions for 2016 and 2015 were decided in resolutions made by the board of directors and shareholders on March 9, 2017 and May 20, 2016, respectively. The dividends distributed to shareholders were as follows:
| 2016 | 2015 | |||
|---|---|---|---|---|
| Amount per share |
Total Amount |
Amount per share |
Total Amount |
|
| Dividends distributed to shareholders: |
||||
| Cash | \$ 3.375 |
114.480 | 12.62 | 403,660 |
For year 2015, cash dividends of \$244,336 thousand dollar, with \$7.64 per share that resolved in resolution was partly distributed from capital reserve. The earnings distribution information would be available on the Market Observation Post System Website after the shareholder's meeting.
$\ddot{\phantom{a}}$
(k) Earnings per share
$\ddot{\phantom{1}}$
$\ddot{\phantom{a}}$
$(1)$
The calculation of basic and diluted earnings per share (EPS) was as follows:
| For the three months ended March 31 | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Basic EPS: | |||
| Net income attributable to common shares | 36,061 | 58,814 | |
| Weighted-average number of common shares outstanding (thousands shares) |
33,920 | 32,000 | |
| Basic EPS (New Taiwan dollars) | 1.06 | 1.84 | |
| Diluted EPS: | |||
| Net income attributable to common shares shareholders of the Company |
36,061 | 58,814 | |
| Weighted-average number of common shares outstanding (thousands shares) |
33,920 | 32,000 | |
| Potential dilutive effect on common stock (thousand shares) |
|||
| Influence of employee stock remuneration | 18 | 530 | |
| Weighted- average number of common shares outstanding-diluted (thousand shares) |
33,938 | 32,530 | |
| Diluted EPS (New Taiwan dollars) | 1.06 | 1.81 | |
| Revenue | |||
| The details of revenue were as follows: | |||
| For the three months ended March 31 |
| --------------- 2017 |
2016 | ||
|---|---|---|---|
| Sales of goods | œ ш |
495,291 | 684,047 ___ |
(m) Employee compensation and directors' and supervisors' remuneration
According to the amendment of the Company's articles of incorporation which was approved by the shareholders' meeting at May 20, 2016, no less than 1% of current-year profit income before tax excluding employee's compensation remuneration of directors and supervisors shall be distributed as employee compensation and no more than 3% of it as remuneration of directors and supervisors. However, if the Company has an accumulated deficit, the profit should be used to offset the deficit. Compensation and remuneration shall be made by way of cash but may also be made by stock or a combination thereof. The recipients of stock and cash may include the employees of the Company's affiliated companies who meet certain conditions decided by the board of directors of the Company.
The Company accrued \$416 thousands and \$3,030 thousands for employees' remuneration for the three months ended March 31, 2017 and 2016, respectively. These amounts were calculated using the Company's net income before tax without the remuneration to employees and directors for each period, multiplied by the proposed percentage which is stated under the Company's proposed Article of Incorporation. These remuneration were expensed under operating costs or expenses for each period. If there are any subsequent adjustments to the actual remuneration amounts after the annual shareholder' meeting, the adjustment will be regarded as changes in accounting estimates and will be reflected in profit or loss in the following year.
For the year ended December 31, 2016 and 2015, the remuneration to employees amounted to \$2,153 thousands and \$40,984 thousands, respectively, the remuneration to directors amounted to \$0. There was no difference from the resolution of the board of directors' meeting, the information is available on the Market Observation Post System website.
- Non-operating income and expenses $(n)$
- Other income $(i)$
The details of other income are as follows:
| For the three months ended march 31 | |||||
|---|---|---|---|---|---|
| 2017 | 2016 | ||||
| Interest Income | Q | ||||
| Rental Income | $\overline{\phantom{0}}$ | ||||
| Others | 882 | 778. | |||
| т | 891 | 787 |
(ii) Other gains and losses
The details of other gains and losses are as follows:
| For the three months ended March 31 | ||||
|---|---|---|---|---|
| 2017 | 2016 | |||
| Loss on disposal of property, plant and equipment | (1, 448) | (84) | ||
| Foreign exchange loss, net | (5,227) | (2, 434) | ||
| Others | (283) | |||
| S | (6,958) | (2,518) |
(iii) Finance cost
The details of finance cost are as follows:
| For the three months ended March 31 | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Interest expense on loans from banks | (1.010) |
$(0)$ Financial instruments
Except for the following, there was no significant change in the fair value of the financial instruments of the Consolidated Company and its exposure to credit risk, liquidity risk and market risk due from the financial instruments. Please refer to note 25 to the 2016 consolidated financial statements for related information.
Credit risk $(i)$
The Consolidated Company's trade receivable are obviously concentrated on the main customers, which amounted to \$125,367 thousands, \$203,708 thousands, \$204,960 thousands respectively, accounted for 56%, 61% and 63% of the total amount of accounts receivable as of March 31, 2017, December 31, 2016, and March 31, 2016, respectively.
(ii) Liquidity Risk
The following table shows the contractual maturity of the financial liabilities excluding the impact of estimated interest.
| Carrying amount |
Contractual cash flows |
Less than 1 vear |
1-2 years | More than 2 vears |
|
|---|---|---|---|---|---|
| March 31, 2017 | |||||
| Non-derivative financial liabilities | |||||
| Short-term bank loans | \$ 186,039 |
186,039 | 186,039 | ||
| Accruals payable | 92,318 | 92,318 | 92,318 | ||
| Refundable deposits | 2,610 | 2,610 | 2,610 | ||
| 280,967 | 280,967 | 278,357 | 2,610 | ||
| December 31, 2016 | |||||
| Non-derivative financial liabilities | |||||
| Short-term bank loans | \$ 135,750 |
135,750 | 135,750 | ||
| Accruals payable | 108,815 | 108,815 | 108,815 | ||
| Refundable deposits | 2,532 | 2,532 | 2,532 | ||
| 247,097 | 247,097 | 244,565 | 2,532 | ||
| March 31, 2016 | |||||
| Non-derivative financial liabilities | |||||
| Short-term bank loans | \$ 238,810 |
238,810 | 238,810 | ||
| Accruals payable | 101,412 | 101,412 | 101,412 | ||
| Refundable deposits | 2,375 | 2,375 | 2,375 | ||
| 342,597 | 342,597 | 340,222 | 2,375 | ||
(iii) Market risk- Currency risk
$1)$ Currency risk exposure
The Consolidated Company's significant exposure to foreign currency risk was as follows:
| March 31, 2017 | December 31, 2016 | March 31, 2016 | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Financial assets | currency (in | Foreign thousands) |
Exchange rate |
Amount | Foreign currency (in thousands) |
Exchange rate |
Amount | Foreign currency (in thousands) |
Exchange rate |
Amount | |
| Monetary items | |||||||||||
| USD | 7.961 | 30.33 | 241,457 | 5,992 | 32.25 | 193,247 | 13,708 | 32.19 | 441.260 |
$2)$ Sensitivity analysis
The Consolidated Company's exposure to foreign currency risk mainly arises from the translation of the foreign currency exchange gains and losses on cash and cash equivalents, trade and other receivables, that are denominated in foreign currency.
A 1% appreciating (depreciating) of the NTD against the USD as at March 31, 2017 and 2016, would have increased (decreased) net profit before tax for the three months ended March 31, 2017 and 2016, by \$2,415 thousand and \$4,412 thousand, respectively.
$3)$ Exchange gains and losses of monetary items
Due to the numerous type of functional currency of the Consolidated Company, the Consolidated Company disclose its exchange gains and losses of monetary items aggregately. The Company's exchange loss, including realized and unrealized, were \$5,227 thousands and \$2,434 thousands for the three months ended March 31, 2017 and 2016, respectively.
(iv) Interest rate analysis
Please refer to the notes on liquidity risk management and interest rate exposure of the Consolidated Company's financial assets and liabilities.
If the interest rate had increased / decreased by 1%, the Consolidated Company's net income before taxation would have increased / decreased by 1,860 thousands and 2,388 thousands for the three months ended March 31, 2017 and 2016 with all other variable factors remaining constant. This was mainly due to the Consolidated Company's borrowing at flexible.
- Fair Value Information $(v)$
- Categories and fair value of financial instruments $1)$
The financial assets of the Consolidated Company include cash and cash equivalents, notes receivables, trade receivables, other receivables, other financial assets - noncurrent. Financial liabilities measured at amortization cost include short-term loans, notes payable, trade payables, other payables, and refundable deposits - non-current. Since the book value of the aforementioned financial assets and liabilities is a reasonable approximation of fair value, disclosures of fair value is not required.
(p) Financial Risk Management
There were no significant changes in the objectives and policies concerning the financial risks the Consolidated Company was exposed to. Please refer to the 2016 consolidated financial statements for related information.
(q) Capital management
The purpose, policy, procedures, and summarized quantitative data of the Consolidated Company's capital management were the same as those disclosed in the 2016 consolidated financial statements. Please refer to the 2016 consolidated financial statements for related information.
(7) Related-party transactions:
Parent company and its ultimate control entity $(a)$
The company is the ultimate cortrolling of the Group.
(b) Significant transactions with related parties – Guarantee
The Consolidated Company's key management provided personal guarantee for bank loans of consolidated company without any guarantee fees.
Key management personnel compensation $(c)$
Key management personnel compensation comprised:
| For the three months ended March 31 | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Short-term employee benefits | S | 6,693 | 7.160 |
| Post-employment benefits | 1,059 | 269 | |
| 7.752 | 7.429 |
(8) Pledged assets:
The carrying amounts of pledged assets were as follows:
| Pledged assets | Object | March 31, 2017 |
December 31, 2016 |
March 31, 2016 |
|---|---|---|---|---|
| Land | Short-term loans | \$ 146,568 |
149,728 | 151.962 |
| Buildings | Short-term loans | 43,195 | 45,705 | 51,192 |
| Other financial assets (non- current) |
Electricity guarantee | 3,999 | 4.080 | 4,090 |
| \$ 193,762 |
199,513 | 207.244 |
(9) Significant commitments and contingencies:
The credit line of guarantee provided by bank were as follows:
| March 31, | December | March 31, | |
|---|---|---|---|
| 2017 | 31,2016 | 2016 | |
| Electricity guarantee | 3,769 | 3.846 | 3.855 |
(10) Losses due to major disasters: None
(11) Subsequent events: None
$(12)$ Other:
A summary of personnel costs, depreciation, depletion and amortization is as follows:
| For the three months ended March 31 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Function | 2017 | 2016 | |||||||
| Operating Operating | Operating Operating | ||||||||
| Account | cost | expenses | Total | cost | expenses | Total | |||
| Personnel costs | |||||||||
| Salaries | 113,509 | 43,209 | 156,718 | 146,373 | 54,704 | 201,077 | |||
| Health insurance | 156 | 156 | 32 | 32 | |||||
| Pension | 520 | 358 | 878 | 489 | 259 | 748 | |||
| Other personnel expense | 3,173 | 5,023 | 8,196 | 3,315 | 5,384 | 8,699 | |||
| Depreciation | 7,166 | 4,077 | 11,243 | 7,683 | 4,077 | 11,760 | |||
| Amortization | 1.025 | 1,025 | 1,015 | 1,015 |
Regal Holding Co., Ltd. and its Subsidiaries Notes to Consolidated Financial Statements
(13) Other disclosures:
Information on significant transactions: $(a)$
The following were the information on significant transactions required by the "Regulations Governing the Preparation of Financial Reports by Securities Issuers" for the Consolidate Company for the three-months ended March 31, 2017:
- $(i)$ Lending to other parties: None
- (ii) Guarantees and endorsements for other parties: None
- (iii) Information regarding securities held at the reporting date (subsidiary, associates and joint ventures not included):None
- (iv) Information regarding purchase or sale of securities for the period exceeding 300 million or 20% of the Company's paid-in capital:None
- Information on acquisition of real estate with purchase amount exceeding 300 million or 20% of the Company's paid-in $(v)$ capital:None
- (vi) Information regarding receivables from disposal of real estate exceeding 300 million or 20% of the Company's paid-in capital:None
- (vii) Information regarding related-parties purchases and/or sales exceeding 100 million or 20% of the Company's paid-in capital:
| Transactions in terms other | Note and accounts receivable | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Transaction details | than the regular terms | (pavable) | ||||||||||
| Ending balance | ||||||||||||
| of notes and | Percentage of total | |||||||||||
| Percentage of | accounts | notes and accounts | ||||||||||
| Name of | Nature of | total nurchases | Credit terms | receivable | receivable | |||||||
| company | Counternarty | relationshin | l Purchase/Sale l | Amount | (sales)(%) | (days) | Unit price | Payment terms | (payable) | (payable) | Note | |
| RGP | RJM | RJM's | Sales | (101, 451) | 199.85 within 45 days | Note i | 76,941 | 99.79 Note 2 | ||||
| subsidiarv |
Note 1: The price was calculated by the mutual negotiable prices.
Note 2: Related-party transactions have been eliminated in the preparation of the consolidated financial statements
(viii) Information regarding receivables from related-parties exceeding 100 million or 20% of the Company's paid-in capital:
| Name of | Nature of | Ending | Turnover | Overdue | Amounts received in subscaucnt |
Allowance | ||
|---|---|---|---|---|---|---|---|---|
| company | Counter-party. | relationship | balance (Note 2) | rate | Amount | Action taken | period (Note I) | for bad debts |
| RGP | IR IM | RJM' subsidiary | 76.941 | $+15$ | 36,778 | |||
| company |
Note 1: For period ended 04 May 2017.
Note 2: Related-party transactions have been eliminated in the preparation of the consolidated financial statements.
- (ix) Information regarding trading in derivative financial instruments: None
- $(x)$ Significant transactions and business relationship between the parent company and its subsidiaries for the three months ended March 31, 2017:
| Nature of | Intercompany transactions | ||||||
|---|---|---|---|---|---|---|---|
| No. | Name of company Name of counter-party | relationship | Account name | Amount | Trading terms | Percentage of the consolidated net revenue or total assets |
|
| RGP | IRJM | Sales | 101,451 The price calculation | 20.48% | |||
| is made by the consent. | |||||||
| of the both parties. | |||||||
| RGP | IR IM | Trade receivables | 76.941 Within 45 days | 6.57% |
Regal Holding Co., Ltd. and its Subsidiaries Notes to Consolidated Financial Statements
Note 1: Company numbering as follow:
1 represent RGP •
Note 2: The numbering of the relationship between transaction parties as follows:
-
Subsidiary to parent company.
-
Note 3: The account should be disclosed if the amount is over 1% of the total assets from the statement of financial position and total operating revenue from the statement of comprehensive income.
- (b) Related information on investee companies:
The following is the information on investees for the three months ended March 31, 2017 (excluding information on investees in Mainland China):
| (In Thousands of New Taiwan Dollars) | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Main | Original investment amount | Balance as of March 31, 2017 | Net income | Share of | |||||||
| Name of | Name of | Shares | Percentage of | Carring | (losses) | profits/losses of | |||||
| investor | investee | Location | businesses and products | March 31, 2017 December 31, 2016 | (thousands) | wnership | YRING | of investoe | in vestee | Note | |
| The Company | RIM | Thailand | Designing, Manufacturing and Selling | 300,000 | 300,000 | 4.549.998 | 99.99% | 711,466 | 51.899 | 51.899 Eliminate in the | |
| jewellery and gem | consolidated | ||||||||||
| l'inancial statements | |||||||||||
| The Company | GVG Hong Hong Kong | Investment Activities | 22,050 | 4.050 | 5,000,000 | 100.00% | 8,639 | (1,806) | (1,806) | ||
| Kong | |||||||||||
| RIM | IR GP | Mailand | Plating jewellery and gem- | 11.647 | 11.647 | 127,500 | 51.00 % | 63,613 | 30.205 | 15.405 |
- (c) Information on investment in mainland China:
- The names of investees in Mainland China, the main businesses and products, and other information: $(i)$
| (In Thousands of New Taiwan Dollars) | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Investment amount | Comulated | Current Shareholding | ||||||||||
| Accumulated outflow of | remitted or recovered | investment amount | profit of ratio of direct | Book value of | ||||||||
| Maior | Investment | Cumulated investment amount | remitted from | invesice | or indirect | Investment | invesiment at | Accumu-Inted | ||||
| Name of | business | Paid-in | Method | remitted from Talwan at | Taiwan at end of | company linvestment of l gains or losses | end of year | investment | ||||
| investee | oroiccl | Capital | (note 1) | beginning of period | Remittance | Recovery | period | $(note 3)$ the company $(note 2 and 3)$ (note 2 and 3) linearce remitted | ||||
| GVG (ShenSelling jewellery RMB | 4.000 | $(n = 4)$ | (note 4) | (root 4) | Inote 4) | (1.746) | 100.00 % | (1.746) | 7.361 | |||
| Zhen. | knd oem |
Notel: Investment methods are divided into the following three kinds:
(2) Invest in GVG Hong Kong, and then invest in Mainland China
(1)Invest in Mainland China directly
(3)Other methods -
- Note 2: Long-term investment at end of period and investment gains or losses have been eliminated in the preparation of the consolidated financial statements .
- Note 3: Quarter financial statement of the investee company were examined by the auditors of parent company. Those investment gains or losses end of the investment at end of period have been recognized by the equity method
Note 4 :The Company is not a Taiwan local company, so no investment amount is shown.
- (ii) Limitation on investment in Mainland China:None
- (iii) Significant inter-company transactions with the Mainland China investee company: None
(14) Segment information:
$\sim$
$\label{eq:2.1} \frac{1}{\sqrt{2}}\sum_{i=1}^n\frac{1}{\sqrt{2}}\sum_{i=1}^n\frac{1}{\sqrt{2}}\sum_{i=1}^n\frac{1}{\sqrt{2}}\sum_{i=1}^n\frac{1}{\sqrt{2}}\sum_{i=1}^n\frac{1}{\sqrt{2}}\sum_{i=1}^n\frac{1}{\sqrt{2}}\sum_{i=1}^n\frac{1}{\sqrt{2}}\sum_{i=1}^n\frac{1}{\sqrt{2}}\sum_{i=1}^n\frac{1}{\sqrt{2}}\sum_{i=1}^n\frac{1}{\sqrt{2}}\sum_{i=1}^n\frac$
$\sim 10^{-1}$
| For the three months ended March 31 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Electric plating department |
Adjustments and eliminations |
Total | |||||||
| 495,291 | |||||||||
| 101,451 | (101, 451) | ||||||||
| S | 495,138 | 101,604 | (101, 451) | 495,291 | |||||
| \$ | 41,412 | 30,205 | 71,617 | ||||||
| For the three months ended March 31 | |||||||||
| Electric plating department |
Adjustments and eliminations |
Total | |||||||
| 684,047 | |||||||||
| 78 | 74,511 | (74, 589) | |||||||
| 684,125 | 74,511 | (74, 589) | 684,047 | ||||||
| \$ \$ |
Manufacturing and Selling jewellery and gem department 495,138 Manufacturing and Selling jewellery and gem department 684,047 |
153 | 2017 2016 |
$\bar{z}$