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RH Interim / Quarterly Report 2017

Nov 22, 2017

52432_rns_2017-11-22_69b219b1-f23b-4efb-8b81-5774f87b303c.pdf

Interim / Quarterly Report

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Stock Code:4807

(English Translation of Consolidated Interim Financial Statements and Report Originally Issued in Chinese) REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES

Consolidated Interim Financial Statements

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

Address: The Grand Pavilion Commercial Centre, Oleander Way, 802 West Bay 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' review report and consolidated financial statements, the Chinese version shall prevail.

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Table of contents

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$\mathcal{A}^{\mathcal{A}}$

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
(1)
Company history
8
Approval date and procedures of the consolidated financial statements
(2)
8
New standards, amendments and interpretations adopted
(3)
$8 - 11$
(4)
Summary of significant accounting policies
$11 - 13$
Significant accounting assumptions and judgments, and major sources
(5)
of estimation uncertainty
13
Explanation of significant accounts
(6)
$14 - 30$
Related-party transactions
(7)
$30 - 31$
(8)
Pledged assets
31
(9)
Significant commitments and contingencies
31
(10) Losses due to major disasters 31
(11) Subsequent events 31
$(12)$ Other 32
(13) Other disclosures
(a) Information on significant transactions $33 - 34$
(b) Information on investees 34
(c) Information on investment in mainland China 34
(14) Segment information $35 - 36$

$\sim$ $\sim$

要侯建業解合會計師事務府 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 Fax 傳真 + 886 (2) 8101 6667 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 June 30, 2017 and 2016, and the related consolidated statements of comprehensive income, changes in equity and cash flows for the three months ended June 30, 2017 and 2016 and the six months ended June 30, 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) August 8, 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.

KPMG, a Taiwan partnership and a member firm of the KPMG network of independent memt
firms affiliated with KPMG International Cooperative ("KPMG International"), a Swiss entity.

(English Translation of Consolidated Interim Financial Statements and Report Originally Issued in Chinese)
As of June 30, 2017 and 2016 reviewed only, not audited in accordance with the generally accepted auditing standar REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES

Consolidated Balance Sheets

June 30, 2017, December 31, 2016, and June 30, 2016

(Expressed in Thousands of New Taiwan Dollars)

$\mathcal{S}$ 28 r s 51 ႜႜႜ $\frac{26}{5}$ $\mathfrak{a}$ $\equiv$ වු $\frac{38}{3}$ 4 $\frac{1}{2}$ $\Xi$
June 30, 2016 Amount 341,362 13,035 40,169 83,038 159,324 64,684 4,288 4,995 710,895 321 18,091 2,422 20,834 711.729 320,000 30,000 18,576 136,084 154,660 (29, 256) 475,404 46,730 522.134 1,253,863
$\mathbf{x}$ $\overline{5}$ S ۰ m Ν Z 4 $\overline{5}$ $\overline{15}$ $\mathbf{\hat{c}}$ $\overline{1}$ $\frac{9}{2}$ මු $\frac{1}{2}$ $\blacktriangledown$ ୍ରା $\frac{20}{20}$
December 31, 2016 Amount 135,750 $\overline{5}$ 53,555 93,552 32,278 80 4.618 321,024 24,914 16,889 2,522 44.335 365,359 339,200 170,160 18,576 195,540 214,116 (40, 893) 682,583 60,584 743,167 1,108,526
$\frac{5}{6}$ $\overline{a}$ U m $\ddot{\phantom{0}}$ N m $\Rightarrow$ $\approx$ N N n $\circ$ ص $\frac{10}{2}$
June 30, 2017 Amount 315,070 4,726 37,921 94,449 114,480 47,141 768 2,949 617.504 24,914 18,416 2.889 46,219 663.723 381,600 418,370 37,434 40,893 76.765 155,092 (43, 707) 911.355 100322 .011.677 1,675,400
Liabilities and Equity
Current liabilities:
sĄ,
Short-term loans (notes 6(g), 7 and 8)
Notes payable Trade payables Other payables (note 6(o)) Dividends payable(note 6(k)) Current tax liabilities Advance receipts Other current liabilities Total current liabilities Non-Current liabilities: Deferred tax liabilities Net defined benefit plan liabilities - non-current Refundable deposits Total non-Current liabilities Total liabilities Equity (note 6(k)): Equity attributable to owners of parent Common stock Capital surplus Retained earnings: Legal reserve Special reserve Unappropriated retained earnings Exchange differences on translation of foreign financial statements Total cquity attributable to owners of parent: Non-controlling interests (note 6(d)) Total equity 2-3xxx Total liabilities and equity
21x 2100 2150 2170 2200 2216 2230 2310 2399 25x 2570 2640 2645 2x xx $31\times$ 3100 3200 33XX 3310 3320 3350 3410 36x 3xx
$\boldsymbol{\mathcal{Z}}$ $\overline{\mathbf{c}}$ 27 F.
June 30, 2016 Amount 322,299 2,617 264,379 5,780 266,539 19,492 881.106 337,049 12,759 15,789 7.160 372,757 1.25.863
$\approx$ $\boldsymbol{z}$ 29 N $\mathbb{R}$
December 31, 2016 Amount 121,032 2,419 334,029 1,888 271,546 17,084 747,998 321,620 11,870 19,655 7,383 360,528 1,108,526
اي
ا
$\frac{8}{3}$ S, ମ୍ବ ë $\overline{a}$ $\frac{20}{2}$
June 30, 2017 Amount 633,018
Ø,
331,356 2,229 330,848 22,288 319,739 316,259 12,062 19,551 7,789 355,661 1,675,400
Current assets:
Assets
Cash and cash equivalents (note 6(a)) Notes receivable, net (note 6(b)) Trade receivables, net (note 6(b)) Other receivables (note 6(b)) Inventories (note 6(c)) Other current assets Total current assets Non-current assets: Property, plant and equipment (notes 6(e), 6(g) and S) Intangible assets (note 6(f)) Deferred tax assets Other financial assets - non-current (note 8) Total non-current assets Total assets
$\frac{1}{2}$ $\frac{8}{1}$ 150 1170 1200 130x 1470 15xx 1600 1780 1840 1984 lxx

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

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES

Consolidated Statements of Comprehensive Income

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

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

For the three months ended June 30 For the six months ended June 30
2017 2016 2017 2016
Amount Amount $\%$ Amount % Amount %
4000 Operating revenues (note 6(n)) \$ 498,803 100 597,587 100 994,094 100 1,281,634 100
5000 Operating costs (notes 6(c), 6(e), 6(h), 6(i) and 12) 336,515 67 394,164 66 673,044 68 885,564 69
5900 Gross profit 162,288 33 203,423 $\frac{34}{5}$ 321,050 32 396,070 31
6000 Operating expenses (note 6(b), (e), (f), (h), (i), (o),
7 and 12):
6100 Selling expenses 13,149 3 13,400 2 28,248 3 29,248 $\overline{c}$
6200 Administrative expenses 53,314 11 41,695 7 100,110 10 86,460 7
6300 Research and development expenses 17.038 $\overline{4}$ 22.142 4 35,211 $\overline{\mathbf{3}}$ 51,321 4
Total operating expenses 83,501 $\frac{18}{1}$ 77,237 13 163,569 16 167,029 13
6900 Operating income 78.787 $\overline{15}$ 126,186 21 157,481 16 229,041 18
7000 Non-operating income and expenses (note $6(p)$ ):
7010 Other income 2,183 773 3,074 1,560
7020 Other gains and losses (741) (185) (7,699) (1) (2,703)
7050 Finance costs (1,608) (1, 943) (2,618) $\blacksquare$ (3,670)
Total non-operating income and expenses (166) $\blacksquare$ (1, 355) $\blacksquare$ (7, 243) (1) (4, 813)
7900 Profit before tax 78.621 15 124,831 21 150,238 15 224,228 18
7950 Less: Tax expense (note $6(j)$ )
25,796 5 36,483 6 46,552 5 64,946 5
Profit 52,825 10 88,348 $\overline{15}$ 103,686 10 159,282 13
8300 Other comprehensive income:
8360
8361
8399
Other components of other comprehensive
income that will be reclassified to profit or loss
Exchange differences on translation of foreign
financial statements
Income tax related to components of other
comprehensive income that will be reclassified
13,650 3 4,275 1 (2,624) 4,156
8300 to profit or loss
Other comprehensive income
13,650 3 4,275 1 (2,624) 4,156
8500 Total comprehensive income 66,475 13 92,623 16 101,062 10 163,438 13
Profit, attributable to:
8610 Profit, attributable to owners of parent \$ 19,395 3 69,407 12 55,456 5 128,221 11
8620 Profit, attributable to non-controlling interests 33,430 7 18,941 3 48,230 5 31,061 2
52,825 10 88,348 15 103,686 10 159,282 13
Comprehensive income attributable to:
8710 Comprehensive income, attributable to owners of
parent
\$ 31,510 6 73,627 13 52,642 5 132,863 11
8720 Comprehensive income, attributable to non-
controlling interests
34.965 7 18,996 3 48,420 5 30,575 2
s 66,475 $\overline{13}$ 92,623 16 101,062 10 163,438 13
9750 Basic earnings per share (note 6(m))
Basic earnings per share
0.57 2.17 1.63 4.01
9850 Diluted earnings per share 0.57 2.15 1.63 3.96

See accompanying notes to consolidated interim financial statements.

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

Consolidated Statements of Changes in Equity

For the six months ended June 30, 2017 and 2016

(Expressed in Thousands of New Taiwan Dollars)

í
c
ׇ֚֚֬֡֡
í
Equity attributable to owners of parent
differences on
Exchange
Retained earnings translation of Total equity
Common
stock
surplus
Capital
reserve
Legal
reserve
Special
retained earnings
Unappropriated
Total retained
earnings
foreign financial
statements
attributable to
owners of parent
Non-controlling
interests
Total equity
320,000 274,336 185,763 185,763 (33,898) 746,201 34,030 780,231
18,576 (18, 576)
(159, 324) (159,324) (159, 324) (17, 875) 177,199)
336)
24,
(244,336) (244, 336)
128,221 128,221 128,221 31,061 159,282
4.642 4,642 (486) 4,156
128,22 128,22 4,642 132,863 30,575 163,438
18,576 136,084 154,660 (29, 256) 475,404 46,730 522,134
339,200 170,160 18,576 195,540 214,116 (40, 893) 682,583 60,584 743,167
18,858 (18, 858)
40,893 (40, 893)
(086/111) (114, 480) (8,682) (123, 162)
$(114,480)$
$55,456$
55,456 55,456 48,230 103,686
(2,814) (2.814) $\frac{8}{2}$ (2.624)
55,456 55,456 (2, 814) 52,642 48,420 101,062
42,400 248, 290,610 290,610
381,600 ្ក្យឡ 37,434 40,893 76,765 155,092 (43,707 911,355 100,322 11.67

Balance at January 1,2017
Appropriation and distribution of retained earnings:

Legal reserve
Special reserve
Cash dividends

Profit

Total comprehensive income
Issuance of shares for eash
Balance at June 30, 2017 Other comprehensive income

Other comprehensive income
Total comprehensive income
Balance at June 30, 2016

Profit

Balance at January 1, 2016
Appropriation and distribution of retained earnings:

Legal reserve
Cash dividends
Cash dividends from capital surplus

$\bullet$

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

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES

Consolidated Statements of Cash Flows

For the six months ended June 30, 2017 and 2016

(Expressed in Thousands of New Taiwan Dollars)

For the six months ended June 30
2017 2016
Cash flows from (used in) operating activities:
Profit before tax \$ 150,238 224,228
Adjustments:
Adjustments to reconcile profit:
Depreciation expense 22,318 23,396
Amortization expense 2,047 1,973
Provision (reversal of provision) for bad debt expense (1, 870) 780
Interest expense 2,618 3,670
Interest income (289) (257)
Compesation cost of share-based payments 254
Loss on disposal of property, plant and equipment 1,488 276
Loss on disposal of intangible assets 294
Total adjustments to reconcile profit 26,860 29,838
Changes in operating assets and liabilities:
Changes in operating assets:
Notes receivable 2,419 303
Trade receivables 4,606 129,001
Other receivable (341) (1,265)
Inventories (59, 302) 84,024
Other current assets (5,204) (5,577)
Total changes in operating assets (57.822) 206.486
Changes in operating liabilities:
Notes payable 4,355 (11, 591)
Trade payable (15, 634) (24,920)
Other payables 291 (27, 237)
Advance receipts (132) (11, 893)
Other current liabilities (1,669) (6, 560)
Net defined benefit plan liabilities 1,527 1,621
Total changes in operating liabilities (11.262) (80.580)
Total changes in operating assets and liabilities (69.084) 125,906
Total adjustments (42, 224) 155,744
Cash inflow generated from operations 108,014 379,972
Interest received 289 257
Interest paid (2,012) (3,941)
Income taxes paid (31,585) (94, 336)
Net cash flows from operating activities 74,706 281,952
Cash flows from investing activities: (19, 164)
Acquisition of property, plant and equipment (20, 381)
179
303
Proceeds from disposal of property, plant and equipment
Acquisition of intangible assets
(2, 591) (706)
Increase in other financial assets - non-current (406) (162)
Net cash flows from investing activities (23, 199) (19.729)
Cash flows from financing activities:
Increase in short-term loans 179,320 85,274
Increase in guarantee deposits received 357 164
Cash dividends (8,682) (262,211)
Proceeds from issuance of shares 290,356
Net cash flows from financing activities 461.351 (176, 773)
Effect of exchange rate changes on cash and cash equivalents (872) 1.033
Net increase in cash and cash equivalents 511,986 86,483
Cash and cash equivalents at beginning of period 121,032 235,816
Cash and cash equivalents at end of period S. 633,018 322,299

(English Translation of Consolidated Interim Financial Statements and Report Originally Issued in Chinese) As of June 30, 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

June 30, 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 to Taiwan Stock Exchange (TWSE) in the Republic of China. In 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's shares were listed on the Taiwan Stock Exchange (TWSE) on June 26, 2017. The principal activities of RJM are designing, manufacturing and selling jewelry 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 August 8, 2017.

(3) New standards, amendments and interpretations adopted:

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

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

New, Revised or Amended Standards and Interpretations Effective date
per IASB
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
Amendments to IAS 36 " Impairment of Non-Financial assets- Recoverable
Amount Disclosures for Non Financial Assets"
January 1, 2014

$\pm$ $\pm$

New, Revised or Amended Standards and Interpretations Effective date
per IASB
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 believes that the adoption of the above IFRSs would not have any material impact on its consolidated interim financial statements.

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

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

New, Revised or Amended Standards and Interpretations Effective date
per IASB
Amendment to IFRS 2 "Classification and Measurement of Share based
Payment Transactions"
January 1, 2018
Amendments to IFRS 4 "Applying IFRS 9 Financial Instruments with IFRS 4
Insurance Contracts"
January 1, 2018
IFRS 9 "Financial Instruments" January 1, 2018
IFRS 15 "Revenue from Contracts with Customers" January 1, 2018
Amendment to IAS 7 "Statement of Cash Flows -Disclosure Initiative" January 1, 2017
Amendment to LAS 12 "Income Taxes- Recognition of Deferred Tax Assets for
Unrealized Losses"
January 1, 2017
Amendments to IAS 40 "Transfers of Investment Property" January 1, 2018
Annual Improvements to IFRS Standards 2014–2016 Cycle:
Amendments to IFRS 12 January 1, 2017
Amendments to IFRS 1 and Amendments to IAS 28 January 1, 2018
IIFRIC 22 "Foreign Currency Transactions and Advance Consideration" January 1, 2018

Except for the IFRS 15 "Revenue from Contracts with Customers", the Consolidated Company believes that the adoption of the above IFRSs would not have any material impact on its consolidated interim financial statements. The extent and impact of signification changes are as follows:

IFRS 15 establishes the five-step model framework for determining whether, how much and when revenue is recognized. It replaces existing revenue recognition guidance, including IAS 18 "Revenue" and IAS 11 "Construction Contracts".

For the sale of products, revenue is currently recognized when the goods are shipped, which is taken to be the point in time at which the customer accepts the goods and the related risks and rewards of ownership transfer. Revenue is recognized at this point provided that the revenue and costs can be measured reliably, the recovery of the consideration is probable and there is no continuing management involvement with the goods.

Under IFRS 15, revenue will be recognized when a customer obtains control of the goods. After preliminary evaluation, the Consolidated Company believes there will not be a significant impact of the adoption of IFRS 15 owing to negligible difference between the point in time the related risks and rewards of ownerships of the goods transfer and the one customer obtains control of the goods.

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

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

New, Revised or Amended Standards and Interpretations Effective date
per LASB
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 16 "Leases" January 1, 2019
IFRS 17 "Insurance Contracts" January 1, 2021
IFRIC 23 "Uncertainty over Income Tax Treatments" January 1, 2019

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

Issuance / Release
Dates
Standards or
Interpretations
Content of amendment
January 13, 2016 IFRS 16 "Leases" The new standard of accounting for lease is
amended as follows:
• For a contract that is, or contains, a lease,
the lessee shall recognize a right of use
asset and a lease liability in the balance
sheet. In the statement of profit or loss and
other comprehensive income, a lessee
shall present interest expense on the lease
liability separately from the depreciation
charge for the right of-use asset during the
lease term.
• A lessor classifies a lease as either a
finance lease or an operating lease, and
therefore, the accounting remains similar
to IAS 17.

$\mathcal{L}^{\mathcal{L}}$

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

$(4)$ Summary of significant accounting policies:

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.

$(a)$ Statement of compliance

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

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.

Percentage of ownership (%)
Name of
investor
Name of subsidiary Business
activities
June 30.
2017
December
31, 2016
June 30.
2016
The Company Regal Jewelry Manufacture Co.,
Ltd.(RJM)
Designing, manufacturing and
selling jewelry and gems
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 jewelry and gems 51.00 % 51.00 % 51.00 %
GVG Hong
Kong
Gio Van Gogh Shen Zhen Ptd Ltd.
(GVG Shen Zhen)
Selling jewelry and gems 100.00 % 100.00 % 100.00 %

A list of subsidiaries in the consolidated financial statements is as follows:

In January 2016, GVG Hong Kong made a capital injection amounting to HKD4,000 thousand, and it was invested fully by the Company.

In March 2016, GVG Shen Zhen made a capital injection amounting to RMB3,000 thousand, and it was invested fully by the GVG Hong Kong.

All subsidiaries of the Company are included in the consolidated financial statements.

$(c)$ Share-based payment

The grant-date fair value of share-based payment awards granted to employees is recognized as employee expenses, with a corresponding increase in equity, over the period that the employees become unconditionally entitled to the awards. The amount recognized as an expense is adjusted to reflect the number of awards whose related service and non-market performance conditions are expected to be met, such that the amount ultimately recognized as an expense is based on the number of awards that meet the related service and non-market performance conditions at the vesting date.

For share-based payment awards with non-vesting conditions, the grant-date fair value of the sharebased payment is measured to reflect such conditions, and there is no true-up for differences between expected and actual outcomes.

(d) 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.

$(e)$ 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 consolidated interim 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 consolidated interim 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:

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

Cash and cash equivalents $(a)$

December 31,
June 30, 2017 2016 June 30, 2016
Cash S 1,897 1,829 1,587
Demand deposits 631,073 118,445 320,662
Checking deposits 48 758 50
Cash and cash equivalents in
consolidated statement of cash flows
633,018 121,032 322,299

Trade receivables and other receivables $(b)$

June 30, 2017 December 31,
2016
June 30, 2016
Notes receivables S 2,419 2,617
Trade receivables 336,443 341,049 270,914
Other receivables 2,229 1,888 5,780
Less: allowance for doubtful debts $-$
trade receivables
(5,087) (7,020) (6, 535)
S 333,585 338,336 272,776

The aging analysis of trade receivables and other receivables that were past due but not impaired of the Consolidated Company were as follows:

December 31,
June 30, 2017 2016 June 30, 2016
Past due 1~90 days 64.889 136,932 33,568
Past due 91~180 days 754 783 6,153
65,643 137,715 39,721

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
Reversal of impairment loss recognized (980) (890) (1, 870)
Foreign exchange loss (46) (17) (63)
June 30, 2017 5,074 13 5,087
January 1, 2016 \$
5,364
346 5,710
Impairment loss recognized 646 134 780
Foreign exchange gain 43 45
June 30, 2016 6,053 482 6,535

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 believes that there was no objective evidence of significant loss occurred in trade receivables and other receivables that were past due but not impaired.

(c) Inventories

June 30, 2017
Cost Allowance for
loss
Net realizable
value
Raw materials \$ 189.426 52,965 136,461
Work in process 176,622 7,275 169,347
Finished goods 8,951 1,155 7.796
Supplies and spare parts 20,510 3,266 17,244
S 395,509 64,661 330,848
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
346,501 74,955 271,546
June 30, 2016
Cost Allowance for
loss
Net realizable
value
Raw materials \$ 181,833 42,545 139,288
Work in process 124,563 22,545 102,018
Finished goods 5,195 2.086 3,109
Supplies and spare parts 27,803 5,679 22,124
339,394 72,855 266,539

The changes in the aforementioned allowance for loss were as follows:

For the six months ended June 30
2017 2016
Beginning balances S 74,955 70,725
Provision for (reversal of) devaluation and obsolescence of
inventory
(9,765) 1,522
Foreign currency translation effects (529) 608
Ending balances 64,661 72,855

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 June 30
For the six months
ended June 30
2017 2016 2017 2016
Loss (reversal gain) on physical
inventory devaluation and obsolescence
5.649 (13,707) (9,765) 1,522
Revenue from sale of scrap (111) (11.300) (259) (11, 887)
æ 5.538 (25,007) (10, 024) (10, 365)

As of June 30, 2017, December 31, 2016, and June 30, 2016, the Consolidated Company did not pledge its inventory as collateral.

$(d)$ Material non-controlling interests of subsidiaries

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

Percentage of non-controlling
Main operation
place/ Country of
interests
June 30, December June 30,
Subsidiary incorporation 2017 31, 2016 2016
Regal Plating Co., Ltd. Thailand 49 % 49% 49 %

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

Regal Plating Co Ltd's collective financial information

June 30, 2017 December 31,
2016
June 30, 2016
Current assets \$ 249,554 150,492 132,588
Non-current assets 12.720 9,327 9,955
Current liabilities (57, 104) (35, 795) (46, 850)
Non-current liabilities (430) (383) (325)
Net assets S 204,740 123,641 95,368
Non-controlling interests S 100,322 60,584 46,730
For the three months
ended June 30
For the six months
ended June 30
2017 2016 2017 2016
Sales revenue 223,112 112,409 324,716 186,920
Net income 68,224 38,655 98,429 63,390
Other comprehensive income 3,133 112 388 (992)
Comprehensive income 71,357 38,767 98,817 62,398
Profit, attributable to non-controlling
interests
33,430 18,941 48,230 31,061
Comprehensive income, attributable to
non-controlling interests
34,965 18,996 48,420 30,575
For the three months
ended June 30
For the six months
ended June 30
2017 2016 2017 2016
Net cash flows from operating activities \$ 5,181 23,240
Net cash flows from investing activities
Net cash flows from financing activities (17,718) (36,479)
Net increase (decrease) in cash and cash
equivalents
S (12, 537) (13,239)
Dividends to NCI S (8,682) (17, 875)

(e) Property, plant and equipment

$\mathbb{R}^2$

The cost, depreciation, and impairment losses of the property, plant and equipment of the Consolidated Company in the six months ended June 30, 2017 and 2016, were as follows:

Land Buildings Machinery and
cquinment
Transportation
equipment
Office
equipment
Land
improvement
Equipment to
be inspected
Total
Cost or deemed cost:
Balance at January 1, 2017 \$ 158,111 197.794 270,288 15,329 100.596 9.323 751,441
Addition 792 7,997 1.014 3,558 48 6,972 20,381
Disposals (44) (8, 440) (19) (952) (9, 455)
Foreign currency translation effect (839) (1.039) (1.439) (66) (504) (49) 94 (3, 842)
Balance at June 30, 2017 s 157,272 197,503 268,406 16,2.8 102,698 9,322 7,066 758, 25
Balance at January 1, 2016 s 159,788 197, 154 261,174 13,644 93,205 9,363 1,476 735,804
Addition 451 9,115 1,898 3,457 23 4.200 19,164
Disposals (152) (5,090) (1, 214) (6, 456)
Reclassification 1,257 314 151 (1, 722)
Foreign currency translation effect 1.398 1.714 2.255 106 792 82 (4) 6.343
Balance at June 30, 2016 161,186 200,424 267,788 15,648 96,391 9,468 3,950 754,855
Accumulated depreciation and
impairment losses:
Balance at January 1, 2017 s 117,964 211,273 11,074 80.304 9.206 429,821
Depreciation 5,204 11,718 823 4.540 33 22,318
Disposals (5) (6, 836) (19) (878) (7,788)
Foreign currency translation effect (555) (1,055) (48) (378) (19) (2.085)
Balance at June 30, 2017 s 122,608 215,050 11,830 83,588 9,190 442.266
Balance at January 1, 2016 2 108,666 194,319 9,744 74,972 9,236 396,937
Depreciation 5,398 12,739 661 4,563 35 23,396
Disposals (107) (4, 582) (1,188) (5, 877)
Foreign currency translation effect 914 1,644 80 631 81 3,350
Balance at June 30, 2016 114,871 204,120 10,485 78,978 9,352 417,806
Carrying amount: Land Buildings Machinery and
coulpment
Transportation
cauipment
Office
equipment
Land
improvement
Equipment to
be inspected
Total
Balance at January 1, 2017 158,111 75,830 55,015 4.255 20.292 117 321,620
Balance at June 30, 2017 157.272 74.895 53,356 4,428 19.110 132 7,066 316.259
Balance at January 1, 2016 159,788 88.488 66.855 3,900 18.233 127 1.476 338.867
Balance at June 30, 2016 161,186 85,553 63.668 5,163 17.413 116 3,950 337,049

Please refer to note 8 for the disclosure of assets pledged as collateral for short-term loans.

Intangible assets $(f)$

The cost, amortization, and impairment losses of the intangible assets of the Consolidated Company in the six months ended June 30, 2017 and 2016, were as follows:

Computer
software
Costs:
Balance at January 1, 2017 \$ 41,541
Additions 2,591
Disposals (458)
Foreign currency translation effect (190)
Balance at June 30, 2017 43.484
Balance at January 1, 2016 \$ 39,927
Additions 706
Foreign currency translation effect 344
Balance at June 30, 2016 40,977
Amortization and impairment loss:
Balance at January 1, 2017 S 29,671
Amortization 2,047
Disposals (164)
Foreign currency translation effect (132)
Balance at June 30, 2017 31,422
Balance at January 1, 2016 $\mathbf S$ 26,031
Amortization 1,973
Foreign currency translation effect 214
Balance at June 30, 2016 28,218
Computer
software
Carrying amount:
Balance at January 1, 2017 11,870
Balance at June 30, 2017 12,062
Balance at January 1, 2016 13,896
Balance at June 30, 2016 12,759

$(g)$ Short-term loans

December 31,
June 30, 2017 2016 June 30, 2016
Secured loans 315,070
ιO
135,750 341,362
Unused credit lines 1.266.581
٠n
1,454,335 1,187,386
Interest rate (%) $2.50 - 2.8$ $2.45 - 2.50$ $2.50 - 2.97$

Please refer to note 8 for the information of the collateral for loans.

$(h)$ Operating leases

$\mathcal{A}$

There were not any non-cancellable operating lease agreements at June 30, 2017, December 31, 2016, and June 30, 2016.

Operating lease expenses were as follows:

For the three months
ended June 30
For the six months
ended June 30
2017 2016 2017 2016
Operating costs S 32 38 76
Operating expenses 544 406 1,000 789
Total J 576 444 1.067 865

$(i)$ 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.

$\bar{z}$

The Consolidated Company's pension expenses recognized in profit or loss, were as follows:

For the three months
ended June 30
For the six months
ended June 30
2017 2016 2017 2016
Operating costs S 518 485 1,038 974
Operating expenses 350 255 708 514
S 868 740 1,746 1.488

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%.

The amounts of income tax were as follows: $(ii)$

For the three months
ended June 30
For the six months
ended June 30
2017 2016 2017 2016
Current period 25,796 36,483 46,552 64.946

(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 2016. For GVG Hong Kong and GVG Shen Zhen had been approved by the revenue department through 2016.

$(k)$ Share capital and other equity

As of June 30, 2017, December 31, 2016 and June 30, 2016, the total value of authorized ordinary shares amounted to \$600,000. Par value of each share is \$10. There were 38,160 thousand, 33,920 thousand and 32,000 thousand ordinary shares issued at June 30, 2017, December 31, 2016 and June 30, 2016, respectively.

Reconciliation of share outstanding for the six months ended June 30, 2017 and 2016, was as follows (Expressed in Thousand shares):

Common Stocks
For the six months ended June 30
2017 2016
Beginning balances 33,920 32,000
Issued for cash 4.240 $\overline{\phantom{0}}$
Ending balances 38,160 32,000

(Continued)

$(i)$ Issuance of common stock

Following the resolution of the Board of Directors' meeting held on March 9, 2017, the Company decided to issue new stock comprising 4,240 thousand of common shares to apply to TWSE. According to the Company's Articles, 10% of total issued shares, which is 424 thousand shares, are reserved for employees to subscribe. The shares that are not subscribed by employees would be subscribed by given people contacted by the Chairman of the Company. This cash injection was approved on April 11, 2017, with June 22, 2017 as the record date of capital increase. The cash proceeds from the issuance of new shares were \$297,356 thousand in total and the Company collected \$290,356 thousand after deducting issuance cost of \$7,000 thousand. The cash was fully received and the registration was completed and the premium was \$247,956 thousand, recorded under capital surplus.

(ii) Capital surplus

The balance of capital surplus was as follows:

December 31.
June 30, 2017 2016 June 30, 2016
Additional paid-in capital 418,370 170,160 30,000

(iii) Retained earnings

Based on the Company's Articles, for so long as the shares are traded on the Emerging Stock Market (ESM) or listed on the Taipei Exchange (TPEx) or TWSE, if there are profits, in making the profits distribution recommendation, the Board shall set aside out of the profits of the Company for each financial year: (i) a reserve for payment of tax for the relevant financial year; (ii) an amount to offset losses incurred in previous years; (iii) ten percent (10%) as reserve; and (iv) a special surplus reserve as required by the applicable securities authority of the ROC under the Applicable Public Comany Rules. If there should be any remaining profits, subject to the discretion of the Directors, after combining all or part of the accumulated undistributed profits in the prveious years and the reversed special surplus reserve, the combined amount shall be allocated as dividends to the Members in proportion to their shareholdings. Subject to the Law in Cayman Islands and the Applicable Public Company Rules and unless otherwise resolved by the Board and the Members, and after having considered the financial, business and operational factors of the Company, the dividends shall not be less than fifty percent (50%) of profit after tax of the relevant year. The distribution may be made by way of cash dividends or by way of stock dividends or a combination thereof, provided that, the cash dividends shall not be less than thirty percent (30%) of the total amount of dividends payable.

$1)$ Special reserve

In accordance with Chin Kuan Cheng Fa No. 1010012865 issued on April 6, 2012, the Company shall set aside a special reserve before earnings distribution, and equal to the net balance of other dedutions in shareholders' equity in the current period from net income in the current period and prior unappropriated retained earnings. The special reserve set aside based on the deductions in shareholders' equity that resulted from prior periods cannot be distributed to shareholders. The Company can distribute the special reserve only up to the amount of the reversal of such deductions.

The Company decided to provide a special reserve of \$40,893 thousand based on the resolution of the shareholders' meeting held on June 22, 2017.

$2)$ Earnings distribution

Earnings distributions for 2016 and 2015 were decided in resolutions made by shareholders on June 22, 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 4.98 159.324

For capital increase in cash to apply for initial public offering, the Company newly issued 4,240 thousand shares at June 22, 2017. Total shares issued were 38,160 thousand shares, after capital increase. The dividend per share was adjusted from \$3.375 to \$3, accordingly.

For year 2015, cash dividends of \$244,336 thousand, with \$7.64 per share that resolved in resolution was partly distributed from capital reserve. The earnings distribution information resolved at the meeting of the Board of Directors and shareholders would be available on the Market Observation Post System Website after the shareholder's meeting.

  • $(1)$ Share-based payment
  • $(i)$ For the six months ended June 30, 2017, the Consolidated Company's share-based payment arrangement were as follows:
Cash-settled share-
based payment plan
(reserved for
employees to
subscribe)
Grant date June 12, 2017
Number of shares granted 424,000
Contract term (Year) 0.04
Recipients All employees
Vesting conditions Immediately vested

Determing the fair value of equity instruments granted $1)$

The Consolidated Company used Black-Scholes Option Pricing Model in measuring the fair value of the share-based payment at the grant date.

The measurement inputs of the model were as follows:

Capital increase in
cash (reserved for
employees to
subscribe)
Fair value at grant date 66.60
Exercise price 66.00
Expected volatility (%) 7.92
Expected life (years) 0.04
Expected dividend (%) 4.50
Risk-free interest rate (%) 0.60

$\mathcal{L}_{\mathcal{A}}$

Details of the employee stock options as follows: $2)$

For the six months ended June 30
2017
Weighted
average exercise
price
Number of
options
Outstanding at January 1
Granted during the year (number) 66.00 424,000
Exercised during the year (number) 66.00 (424,000)
Outstanding at June 30
Exercisable at June 30

$3)$ Expense recognized in profit or loss

The Consolidated Company accrued \$254 thousand for expense resulting from cash injection for share based payment to employees for the six months ended June 30, 2017.

(ii) During the shareholders' meeting on June 22, 2017, the shareholders approved a resolution to issue 340 thousand restricted employee shares, amounting to \$3,400 thousand, with par value \$10 per share. Only full-time employees that meet certain conditions are eligible to obtain the restricted employee shares. The application of restricted employee shares have not been registered with the authority yet.

(m) Earnings per share

The calculation of basic and diluted earnings per share (EPS) was as follows:

For the three months
ended June 30
For the six months
ended June 30
2017 2016 2017 2016
Basic EPS:
Net income attributable to common
shares
19,395 69,407 55,456 128,221
Weighted-average number of common
shares outstanding (thousands shares)
34,293 32,000 34,107 32,000
Basic EPS (New Taiwan dollars) 0.57 2.17 1.63 4.01
For the three months
ended June 30
For the six months
ended June 30
2017 2016 2017 2016
Diluted EPS:
Net income attributable to common
shares shareholders of the Company
s
19,395
69,407 55,456 128,221
Weighted-average number of common
shares outstanding (thousands shares)
34,293 32,000 34,107 32,000
Potential dilutive effect on common
stock (thousand shares)
Influence of employee stock
remuneration
9 264 17 397
Weighted- average number of common
shares outstanding-diluted(thousand
shares)
34,302 32.264 34,124 32,397
Diluted EPS (New Taiwan dollars) Я
0.57
2.15 1.63 3.96
Revenue
The details of revenue were as follows:
For the three months For the six months
ended June 30 ended June 30
2017 2016 2017 2016
Sales of goods 498,803 597.587 994.094 1,281,634

Employee compensation and directors' remuneration $(0)$

$(n)$

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 shall be distributed as employee compensation and no more than 3% of it as remuneration of directors. 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 \$224 thousand, \$0 thousand, \$640 thousand and \$3,030 thousand for employees' remuneration for the three months ended June 30, 2017 and 2016 and the six months ended June 30, 2017 and 2016, respectively. The remunerations to directors amounted to \$0 for the six months ended June 30, 2017 and 2016. 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 years 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 $(p)$

Other income $(i)$

The details of other income are as follows:

For the three months
ended June 30
For the six months
ended June 30
2017 2016 2017 2016
Interest Income 280 248 289 257
Others L.903 525 2.785 .303
S 2.183 773 3.074 1,560

(ii) Other gains and losses

The details of other gains and losses are as follows:

For the three months
ended June 30
For the six months
ended June 30
2017 2016 2017 2016
Loss on disposal of property, plant
and equipment
(40) (192) (1,488) (276)
Loss on disposal of intangible
assets
(294) (294)
Foreign exchange loss, net (410) 7 (5,637) (2, 427)
Others 3 (280)
\$ (741) (185) (7,699) (2,703)

(Continued)

(iii) Finance cost

The details of finance cost are as follows:

For the three months
ended June 30
For the six months
ended June 30
2017 2016 2017 2016
Interest expense on loans from
banks
(1,608) (1.943) (2.618) (3,670)

$\sim$ $\sim$

Financial instruments $(q)$

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 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 \$264,560 thousand, \$203,708 thousand, \$169,263 thousand respectively, accounted for 80%, 61% and 64% of the total amount of accounts receivable as of June 30, 2017, December 31, 2016, and June 30, 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
years
June 30, 2017
Non-derivative financial liabilities
Short-term bank loans \$ 315,070 315,070 315,070 ٠
Accruals payable 215,301 215,301 215,301
Refundable deposits 2,889 2,889 2,889
S 533,260 533,260 530,371 2,889
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
S 247,097 247,097 244.565 2,532
Carrying
amount
Contractual
cash flows
Less than 1
vear
1-2 years More than 2
years
June 30, 2016
Non-derivative financial liabilities
Short-term bank loans 341,362 341,362 341,362 - -
Accruals payable 259,957 259,957 259,957 -
Refundable deposits 2.422 2,422 2,422
603,741 603,741 601,319 2,422

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

(iii) Market risk- Currency risk

Currency risk exposure $1)$

The Consolidated Company's significant exposure to foreign currency risk was as follows:

June 30, 2017 December 31, 2016 June 30, 2016
Financial assets Foreign
currency (in
thousands)
Exchange
rate
Amount Foreign
currency
(in
thousands)
Exchange
rate
Amount Foreign
currency
(in
thousands)
Exchange
rate
Amount
Monetary items
USD 11.647 30,42 354,298 5,992 32.25 193.247 4,427 32.28 142,884

Sensitivity analysis $2)$

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% strengthening (weakening) of the NTD against the USD as at June 30, 2017 and 2016, would have decreased (increased) net profit before tax for the six months ended June 30, 2017 and 2016, by \$3,543 thousand and \$1,429 thousand, respectively.

Exchange gains and losses of monetary items $3)$

Due to the different types 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 $$(410)$ thousand, \$7 thousand, $$(5,637)$ thousand and $$(2,427)$ thousand for the three months ended June 30, 2017 and 2016 and the six months ended June 30, 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 decreased / increased by 3,151 thousand and 3,414 thousand for the six months ended June 30, 2017 and 2016 with all other variable factors remaining constant. This was mainly due to the Consolidated Company's borrowing at flexible.

  • (v) Fair Value Information
  • Categories and fair value of financial instruments $\left| \right|$

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.

$(r)$ 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.

$(s)$ 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:

Name and relationship with related parties $(a)$

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

Name of related party Relationship with the Consolidated Company
PHACHARAPON The Chairman of the Company
PHAIBOONS UNTORN
Ru-Yin, Lin Key management personnel
SARAYUTH Legal representative of the Board of Directors
MUNG CHITVITSAVAKORN

Significant transactions with related parties - Guarantee $(b)$

The Consolidated Company's Chairman, key management personnel and legal representative of the Board of Directors provided personal guarantee for bank loans of consolidated company without any guarantee fees.

(c) Key management personnel compensation

Key management personnel compensation comprised:

For the three months
ended June 30
For the six months
ended June 30
2017 2016 2017 2016
Short-term employee benefits 2.243 4.378 8.936 11.538
Post-employment benefits 1.097 326 2.156 595
3.340 4.704 11.092 12,133

(8) Pledged assets:

The carrying amounts of pledged assets were as follows:

Pledged assets Object June 30, 2017 December 31,
2016
June 30, 2016
Land Short-term loans \$ 148,934 149,728 152,640
Buildings Short-term loans 42,323 45,705 49,812
Other financial
assets (non-current)
Guarantee for
electricity supply
4,068 4,080 4,113
S 195,325 199,513 206,565

(9) Significant commitments and contingencies:

The credit line of guarantee provided by bank was as follows:

December 31,
June 30, 2017 2016 June 30, 2016
Electricity guarantee 3.835 3,846 3.878

$\mathbf{D}$ and $\mathbf{L}$ and $\mathbf{A}$

(10) Losses due to major disasters: None

$\bar{z}$

(11) Subsequent events: None

$(12)$ Other:

A summary of personnel costs, depreciation, depletion and amortization is as follows:

$\overline{a}$

For the three months ended June 30
Function 2017 2016
Operating Operating Operating Operating
Account cost expenses Total cost expenses Total
Personnel costs
Salaries 114,700 48,703 163,403 133,087 45,407 178,494
Health insurance 135 135 161 161
Pension 518 350 868 485 255 740
Other personnel expense 3,700 6,847 10,547 3,334 4,204 7,538
Depreciation 8,418 2,657 11,075 8,549 3,087 11,636
Amortization 1,022 1,022 958 958
For the six months ended June 30
Function 2017 2016
Operating
Operating
Operating Operating
Account cost expenses Total cost expenses Total
Personnel costs
Salaries 228,209 91,912 320,121 279,460 100,111 379,571
Health insurance 291 291 193 193
Pension 1,038 708 1,746 974 514 1,488
Other personnel expense 6,873 11,870 18,743 6,649 9,588 16,237
Depreciation 15,584 6,734 22,318 16,232 7,164 23,396
Amortization 2,047 2,047 1,973 1,973

(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 six-months ended June 30, 2017:

  • Lending to other parties: None $(i)$
  • (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 inotes and accounts
Name of Nature of Itotal porchases Credit terms receivable receivable
company Counterparty! relationshin Purchasc/Sale Amount (sales)(%) (days) Unit price Payment terms (payable) (pavable) Note
RGP RJM RJM's
subsidiary
Sales (324,111) (99.81) within 45 days Note 1 217,204 100.00 Note 2

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::

Amounts received
Name of Nature of Ending urnover Overdue m subsequent Allowance
сошрану Counter-party relationship balance (Note 2) rate Amount Action taken neriod (Note 1) for bad debts
RGP RJM RJM' subsidiary 217.204 3.86 87.916
company

Note 1: For period ended 24 July 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
  • Significant transactions and business relationship between the parent company and its subsidiaries for the three months $(x)$ 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 RIM Sales 324,111 The price calculation 32.60%
is made by the consentl
of the both parties.
RGP IRJM Trade receivables 217,204 Within 45 days 12.96%

Note 1: Company numbering as follow:

1.represent RGP ·

Note 2: The numbering of the relationship between transaction parties as follows:

  1. Subsidiary to parent company,

  2. 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.

  3. Related information on investee companies: $(b)$

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

(In Thousands of New Taiwan Dollars)
Main Original investment amount Balance as of June 30, 2017 Net income Share of
Carrying (losses) profits/losses of
Name of Name of Shares Percentage of value of investee investee
investor investee Location businesses and products June 30, 2017 December 31, 2016 (thousands) wnership (note 1) (note 1) (note 1) Note
The Company RJM Hhailand Designing, Manufacturing and Selling 300,000 300,000 4,549,998 99.99% 755,049 83.471 83.471 Eliminate in the
liewelry and nem- consolidated
financial statements
The Company GVG Hong Hong Kong Investment Activities 22.050 22,050 5,000,000 100.00% 7,643 (2,905) (2,905)
Kong
RM RGP Thailand Plating jewelry and gem 11.647 11,647 127,500 51.00% 72.498 98,429 27,335
(note 2)

Note I: Investment gains (losses) have been recognized by the equity method based on the financial statements of the investee companies reviewed by auditors.

Note 2: The investment cains excluded \$22,864 thousand of unrealized gross profit

  • (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)
lavestment amount Cumulated Current Shareholding
Accumulated outflow of remitted or recovered investment amount profit of Iratio of directl Book value of
Major Investment Cumulated investment amount remitted from investee er indirect Investment ' investment at Accumulated
Name of business Paid in Method remitted from Taiwan at Taiwan at end of сотналу linvestment of leains or losses end of year investment
investee project Capital (note 1) beginning of period Remittance Recovery period (note 3) the company $ $ (note 2 and 3) $ $ (note 2 and 3) $ $ income remitted
GVG (ShenSelling jewelry IRMB
4.000
(note 4) (nol:4) (note 4) (note 4) (2, 846) 100.00 % (2, 846) 6.366
IZhen knd een

Notel: Investment methods are divided into the following three kinds:

(1)Invest in Mainland China directly

(2) Invest in GVG Hong Kong, and then invest in Mainland China

(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:

2017 For the three months ended June 30
Revenue: Manufacturing
and selling
gems and
jewelry
department
Electro-
plating
department
Adjustments
and
eliminations
Total
Revenue from external customers \$ 498,351 452 498,803
Revenue from transactions with other operating
segments
222,660 (222, 660)
Total revenue S 498,351 223,112 (222.660) 498,803
Reportable segment profit or loss 10,397 68,224 78,621
2016 For the six months ended June 30
Manufacturing
and selling
gems and
jewelry
department
Electro-
plating
department
Adjustments
and
eliminations
Total
Revenue:
Revenue from external customers
Revenue from transactions with other operating
segments
\$ 597,587
77
112,409 (112, 486) 597,587
Total revenue s 597,664 112,409 (112, 486) 597,587
Reportable segment profit or loss \$ 86,175 38,656 124,831
2017 For the three months ended June 30
Revenue: Manufacturing
and selling
gems and
jewelry
department
Electro-
plating
department
Adjustments
and
eliminations
Total
Revenue from external customers \$ 993,489 605 994,094
Revenue from transactions with other operating
segments
324,111 (324, 111)
Total revenue 993,489 324,716 (324, 111) 994,094
Reportable segment profit or loss S 51,809 98,429 150,238

35

(Continued)

l.

$\ddot{\phantom{a}}$

$\bar{\mathcal{A}}$

$\sim 10^7$

For the six months ended June 30
Manufacturing
and selling
gems and
jewelry
department
Electro-
plating
department
Adjustments
and
eliminations
Total
Revenue:
Revenue from external customers S 1,281,634 $\blacksquare$ ٠ 1,281,634
Revenue from transactions with other operating
segments
155 186,920 (187,075)
Total revenue 1,281,789 186,920 (187, 075) 1,281,634
Reportable segment profit or loss 160,837 63,391 224,228

$\label{eq:2.1} \frac{1}{2} \int_{\mathbb{R}^3} \left| \frac{d\mathbf{x}}{d\mathbf{x}} \right|^2 \, d\mathbf{x} \, d\mathbf{x} \, d\mathbf{x} \, d\mathbf{x} \, d\mathbf{x} \, d\mathbf{x} \, d\mathbf{x} \, d\mathbf{x} \, d\mathbf{x} \, d\mathbf{x} \, d\mathbf{x} \, d\mathbf{x} \, d\mathbf{x} \, d\mathbf{x} \, d\mathbf{x} \, d\mathbf{x} \, d\mathbf{x} \, d\mathbf{x} \, d\mathbf{x} \, d\mathbf{x} \, d\mathbf{x} \$

$\sim 10^7$

$\mathcal{A}$