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RH Interim / Quarterly Report 2022

Nov 28, 2022

52432_rns_2022-11-28_2125dad8-4d7b-4a61-a8ef-245955d56c8c.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

With Independent Auditor’s Review Report September 30, 2022 and 2021

Address Oleander Way, 802 West Bay Road, P. O. Box 32052, Grand Cayman KY1-1208, Cayman Islands Telephone 66-24-207440-1074

1

Table of Contents

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

1
2
3
4
5
6
7
8
8
8~9
9~11
11
11~44
45
45
45
46
46
46
47~49
49
49~50
50
51~52

2

Independent Auditors’ Review Report

To the Board of Directors of Regal Holding Co., Ltd.:

Preface

We have reviewed the accompanying consolidated balance sheets of Regal Holding Co., Ltd. and its subsidiaries as of September 30, 2022 and 2021, the consolidated statements of comprehensive income for the years ended September 30, 2022 and 2021, and the consolidated statements of changes in equity and cash flows for the years ended September 30, 2022 and 2021, and notes to the consolidated financial statements, including the summary of significant accounting policies. It is the responsibility of management to prepare consolidated financial statements that present fairly the financial position of the Company in accordance with the Guidelines Governing the Preparation of Financial Reports by Securities Issuers and International Accounting Standard 34, "Interim Financial Reporting", as endorsed by the Financial Supervisory Commission and issued by the Financial Supervisory Commission. Our responsibility is to express a conclusion on the consolidated financial statements based on our review.

Scope of Review

We conducted our review in accordance with Statement of Auditing Standards No. 65, "Review of Financial Statements". The procedures applied in reviewing consolidated financial statements include making inquiries (primarily of persons responsible for financial and accounting matters), analytical procedures and other review procedures. A review is substantially less in scope than an audit and consequently we may not be able to identify all of the significant matters that might be identified by an audit and hence cannot express an opinion.

Conclusion

Based on our review, no material deviations in the above-mentioned consolidated financial report were found in accordance with the Guidelines Governing the Preparation of Financial Reports and the International Accounting Standard No. 34 "Interim Financial Reporting", which made it impossible to properly express the consolidated financial position of Regal Holding Co., Ltd. and its subsidiaries on September 30, 2022 and 2021, the consolidated financial performance from January 1, 2022 to September 30, 2022 and January 1, 2021 to September 30, 2021, and the consolidated cash flow from January 1, 2022 to September 30, 2022 and January 1, 2021 to September 30, 2021.

The engagement partners on the reviews resulting in this independent auditors' review report are Chun-I Chang and Min-Ju Chao.

KPMG

Taipei, Taiwan (Republic of China)

November 14, 2022

~3~

(English Translation of Consolidated Interim Financial Statements and Report Originally Issued in Chinese)

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES

Consolidated Balance Sheets

September 30, 2022, December 31, 2021 and September 30, 2021

(Expressed in Thousands of New Taiwan Dollars)

Assets
11xx
Current assets:
1100
Cash and cash equivalents (note 6(a))
1170
Trade receivables, net (note 6(c) and 6(r))
1200
Other receivables (note 6(d))
1220
Current tax assets
130x
Inventories (note 6(e))
1470
Other current assets
Total current assets
15xx
Non-current assets:
1517
Total non-current financial assets at fair value through other
comprehensive income (note 6(b))
1600
Property, plant and equipment (note 6(g)(j) and note 8)
1755
Right-of-use assets (note 6(h) and 6(l))
1780
Intangible assets (note 6(i))
1840
Deferred tax assets
1984
Other financial assetsnon-current (note 8)
Total non-current assets
1xxx
Total assets
September 30,
2022
Amount
%
$ 165,042
11
533,971
35
9,129
1
12,078
1
364,117
25
23,060
2
December 31,
2021
Amount
%

270,283
17

535,849
35

7,766 -

14,982
1

371,176
24

12,001
1
September 30,
2021
Amount
%

119,918
8

576,225
36

17,672
1

36,808
2

485,942
31

16,139
1

1,252,704
79

882 -

299,998
19

1,408 -

9,426 -

18,874
1

9,163
1

339,751
21

1,592,455
100
Liabilities and Equity
21xx
Current liabilities:
2100
Short-term loans (note 6(g)6(j) and note 8)
2120
Financial liabilities at fair value through profit or loss
(note 6(k))
2150
Notes payables
2170
Trade payables
2200
Other payables (note 6(s))
2230
Current tax liabilities
2280
Current lease liabilities (note 6(l))
2321
Bonds payable, current portion (note 6(k))
2399
Other current liabilities (note 6(r))
Total current liabilities
25xx
Non-current liabilities:
2500
Non-current liabilities at fair value through profit or loss
(note 6(k))
2530
Bonds payable (note 6(k))
2570
Deferred tax liabilities
2580
Non-current lease liabilities (note 6(l))
2640
Net defined benefit liabilitiesnon-current
2645
Guarantee deposits received
Total non-current liabilities
2xxx
Total liabilities
31xx
Equity attributable to owners of the Company (note
6(f)6(k)6(o) and 6(p))
3100
Common stock
3200
Capital surplus
33xx
Retained earnings:
3310
Legal reserve
3320
Special reserve
3350
Accumulated deficits
Total retained earnings
Other equity:
3410
Exchange differences on translation of foreign
financial statements
3420
Losses from investments in equity instruments
measured at fair value through other comprehensive
income
3491
Other equityunearned compensation
Total other equity
Total equity attributable to owners of the Company
36xx
Non-controlling interests (note 6(f) and 6(o))
3xxx
Total equity
2-3xxxTotal liabilities and equity
September 30,
2022
Amount
%
$ 16,904 1
5,219
-
386
-
28,140
2
82,334
6
6,932 -
896
-
243,482
17
5,268
-
December 31,
2021
Amount
%

44,264
3

1,075 -

144 -

17,380
1

101,309
7

36,979
2

900 -

239,789
16
4,902
-
September 30,
2021
Amount
%

128,518
8

-
-

111
-

30,817
2

88,148
5

42,379
3

896
-

-
-
12,179
1

1,107,397
75


1,212,057
78


294
-
330,985
22
1,416
-
8,603
1
19,747
1
8,932
1

294 -

300,895
19
1,186 -

9,114
1

19,465
1

9,196
1

389,561
26


446,742
29


303,048
19

-
-
-
-
68,380
5
530
-
27,603
2
3,931
-


-
-

-
-

61,537
4

304 -

25,467
2
3,593
-


1,100
-

238,588
15

56,333
4

530
-

27,151
2
3,461
-

369,977
25


340,150
22

100,444
7


90,901
6


327,163
21

490,005
33


537,643
35


630,211
40

383,960
26


383,893
25


383,860
24

375,499
25


439,099
28


439,036
28

83,469
6
121,175
8
46,603
3


70,774
4

-
-

133,870
9


70,774
4
-
-

92,711
6

251,247
17


204,644
13


163,485
10

(104,132)
(6)
(11,906)
(1)
-
-


(116,635)
(7)

(11,906)
(1)
-
-


(123,507)
(8)

(11,318)
(1)
(233)
-
(116,038)
(7)

(128,541)
(8)


(135,058)
(9)


894,668
61




899,095
58




851,323
53

92,701
6


115,469
7


110,921
7

987,369
67


1,014,564
65


962,244
60
$
1,477,374
100

1,552,207
100

$
1,477,374
100


1,552,207
100


1,592,455
100

See accompanying notes to consolidated interim financial statements.

4

(English Translation of Consolidated Interim Financial Statements and Report Originally Issued in Chinese)

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES

Consolidated Statements of Comprehensive Income

For the three months and nine months ended at September 30, 2022 and 2021

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

For the three months ended at September
2022
2021
Amount
%
Amount
4000
Operating revenues (note 6(r))
$ 531,475
100
610,246
5000
Operating costs (note 6(e)6(g)6(h)6(i)6(l)
6(m) and note 12)
381,196
72
459,827
5900
Gross profit
150,279
28
150,419
6000
Operating expenses (note 6(c)6(g)6(h)6(i)6(l)
6(m)6(p)6(s)note 7 and note 12):
6100
Selling expenses
14,547
3
13,585
6200
Administrative expenses
41,952
7
42,655
6300
Research and development expenses
15,113
3
13,735
6450
Impairment loss
(896)
-
4,183
Total operating expenses
70,716
13
74,158
6900
Operating income (losses)
79,563
15
76,261
7000
Non-operating income and expenses (note 4note
6(k)6(l) and 6(t)):
7100
Interest income
463
-
23
7010
Other income
465 -
1,246
7020
Other gains and losses
11,697
2
(555)
7050
Finance costs
(1,324)
-
(1,443)
Total non-operating income and expenses
11,301
2
(729)
7900
Profit (losses) before income tax
90,864
17
75,532
7950
Less: income tax expenses (note 6(n))
20,838
4
23,614
8200
Profit (losses) for the period
70,026
13
51,918
8300
Other comprehensive income (note 6(o))
8360
Items that may be reclassified subsequently to profit
or loss
8361
Exchange differences on translation of foreign
operations
(2,863) -
(60,361)
8399
Less: income tax related to items that may be
reclassified subsequently to profit or loss
-
-
-
8300
Other comprehensive income
(2,863)
-
(60,361)
8500
Total comprehensive income
$
67,163
13
(8,443)
8600
Profit (losses) attributable to (note 6(f)):
8610
Owners of the Company
$ 61,981
11
47,302
8620
Non-controlling interests
8,045
2
4,616

$
70,026
13
51,918
8700
Comprehensive income attributable to (note 6(f)):
8710
Owners of the Company
$ 59,345
11
(6,849)
8720
Non-controlling interests
7,818
2
(1,594)

$
67,163
13
(8,443)
Earnings (losses) per share (New Taiwan Dollars) (note
6(q))
9750
Basic earnings (losses) per share
$
1.61
9850
Diluted earnings (losses) per share
$
1.40
For the three months ended at September For the three months ended at September For the three months ended at September For the three months ended at September **30 ** For the nine months ended at September For the nine months ended at September For the nine months ended at September For the nine months ended at September 30
%

100

77

2022

%

100

72

2021

2022

%

100

81

2021
Amount
$ 531,475
381,196
Amount

610,246

459,827
% Amount

1,516,734

1,166,347
150,279
28

150,419

25


245,732


19


350,387


23

14,547
41,952
15,113
(896)


3

7

3

-


13,585

42,655

13,735
4,183


2
42,387

7
117,171

2
43,450

1
60

3

10

3

-

48,106

124,868

44,855
4,701

3

9

3

-

70,716


13


74,158


12

203,068

16

222,530

15

79,563


15


76,261


13

42,664

3

127,857

8

463
465
11,697
(1,324)


-
-

2

-

23
1,246

(555)
(1,443)


-

-

-

-
760
6,096
33,492
(4,047)

-

-

3

-
262
4,900

13,957
(6,368)

-

-

1

-

11,301


2


(729)


-
36,301
3

12,751

1

90,864
20,838


17

4


75,532

23,614


14
78,965

4
24,308

6

2

140,608

49,206

9

3

70,026


13


51,918


9

54,657

4

91,402

6


(2,863)
-

-
-

(60,361)
-


(10)
14,094
-
-

1
-

(159,269)
-
(11)
-
(2,863) - (60,361)
(10)

14,094

1

(159,269)

(11)

$
67,163
13

(8,443)



(1)


68,751

5
(67,867)
(5)


$ 61,981
8,045

11

2


47,302

4,616



8
46,603

1
8,054

4

-

84,546
6,856

6

-

$
70,026

13


51,918


9
54,657
4

91,402

6


$ 59,345
7,818

11

2


(6,849)

(1,594)


(1)
59,106

-
9,645
4

1

(57,647)

(10,220)

(4)

(1)

$
67,163


13


(8,443)


(1)
68,751

5
(67,867)
(5)

1.61



1.24
1.21 2.21

$
1.40 1.03 1.15 1.89

See accompanying notes to consolidated interim financial statements.

5

(English Translation of Consolidated Interim Financial Statements and Report Originally Issued in Chinese)

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES

Consolidated Statements of Changes in Equity

For the nine months ended at September 30, 2022 and 2021

(Expressed in Thousands of New Taiwan Dollars)

Equity attributable to owners of the Company

Balance at January 1, 2021
Appropriation and distribution of retained
earnings:
Reversal of special reserve
Common stock cash dividend
Profit for the period
Other comprehensive income
Total comprehensive income
Share-based payments
Changes in non-controlling interests
Cash dividends distributed by subsidiaries to
non-controlling interests
Balance at September 30, 2021
Balance at January 1, 2022
Appropriation and distribution of retained
earnings:
Legal reserve appropriation
Special reserve appropriation
Cash dividends distribution through capital
surplus
Profit (losses) for the period
Other comprehensive income
Total comprehensive income
Conversion of convertible bonds
Changes in non-controlling interests
Cash dividends distributed by subsidiaries to
non-controlling interests
Balance at September 30, 2022
Common
Stock
Capital
Surplus
Legal
Reserve
Special
Reserve
Unappropriated
retained
earnings
Total
retained
earnings
$ 383,860
439,036
70,774
28,481
(1,123)
98,132
-
-
-
(28,481)
28,481
-
-
-
-
-
(19,193) (19,193)
-
-
-
-
84,546
84,546
-
-
-
-
-
-
Other equity Total equity
attributable to
owners of the
Company
Non-controlling
interests

926,646
157,616
-
-
(19,193)
-

84,546
6,856
(142,193)
(17,076)
Total equity
Exchange
differences on
translation of
foreign
operations
Unrealized gains
or losses on
financial assets
measured at fair
value through
other
comprehensive
income
Others

(11,318)
(1,750)
-
-
-
-
-
-

-
-

18,686
-

-

-
(142,193)

1,084,262
-
(19,193)

91,402

(159,269)
-
-
-
-
84,546
84,546


(142,193)


-
-


(57,647)
(10,220)



(67,867)


-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-


-
-
-

-
1,517
-
-
-
-



1,517
-
-
439
-
(36,914)


1,517

439

(36,914)
$
383,860
439,036
70,774
-
92,711
163,485

(123,507)

(11,318)
(233)


851,323
110,921



962,244





$ 383,893
439,099
70,774
-
133,870
204,644
-
-
12,695
-
(12,695)
-
-
-
-
121,175
(121,175)
-
-
(63,727)
-
-
-
-
-
-
-
-
(46,603)
46,603
-
-
-
-
-
-



(116,635)
-
-
-

-
12,503




(11,906)
-
-
-
-
-
-
-
-
-

-
-



899,095
115,469
-
-
-
-
(63,727)
-
46,603
8,054
12,503
1,591



1,014,564
-
-
(63,727)

54,657

14,094
-
-
-
-
46,603
46,603


12,503


-
-


59,106
9,645



68,751


67
127
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-


-
-
-

-
-
-
-
-
-


194
-
-
934
-
(33,347)


194

934

(33,347)
$
383,960
375,499
83,469
121,175
46,603
251,247

(104,132)

(11,906)
-

894,668
92,701



987,369

See accompanying notes to consolidated interim financial statements.

6

(English Translation of Consolidated Interim Financial Statements and Report Originally Issued in Chinese)

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES

Consolidated Statements of Cash Flows

For the nine months ended at September 30, 2022 and 2021

(Expressed in Thousands of New Taiwan Dollars)

Cash flows from (used in) operating activities:
Profit (losses) before tax
Adjustments:
Adjustments to reconcile profit (losses):
Depreciation expenses
Amortization expenses
Expected credit losses (gains)
Losses on financial liabilities measured at fair value through profit or loss
Interest expenses
Interest income
Share-based payments
Gains on disposal of property, plant and equipment
Losses on disposal of intangible assets
Gains on disposal of investments
Gains on lease modification
Unrealized foreign exchange losses (gains)
Transfer of intangible assets to expenses
Total adjustments to reconcile profit (losses)
Changes in operating assets and liabilities:
Trade receivables
Other receivables
Inventories
Other current assets
Total changes in operating assets
Notes payables
Trade payables
Other payables
Other current liabilities
Net defined benefit liabilities
Total changes in operating liabilities
Total changes in operating assets and liabilities
Total adjustments
Cash inflows generated from operations
Interest received
Interest paid
Income tax paid
Net cash flows from operating activities
Cash flows from (used in) investing activities:
Acquisition of property, plant and equipment
Proceeds from disposal of property, plant and equipment
Acquisition of intangible assets
Decrease (increase) in other financial assetsnon-current
Net cash flows used in investing activities
Cash flows from (used in) financing activities:
Decrease in short-term loans
Increase in guarantee deposits received
Payments of lease liabilities
Payments of cash dividends
Changes in non-controlling interests
Cash dividends paid to non-controlling interests
Net cash flows used in financing activities
Effect of exchange rate changes on cash and cash equivalents
Net increase (decrease) in cash and cash equivalents
Cash and cash equivalents at the beginning of period
Cash and cash equivalents at the end of period
For the nine months ended September 30
2022
2021
$ 78,965
140,168
42,463
38,465
2,150
3,278
60
4,701
4,145
100
4,047
6,368
(760)
(262)
-
1,517
(253)
(1,036)
28
-
(99)
-
(2,593) 1,827
-
252
(17)
-

49,171
55,210
5,235
(181,222)
(1,363)
(1,929)
7,059
(201,986)
(11,059)
(3,779)
(128)
(388,916)
242
(296)
9,353
5,390
(18,212)
(4,081)
366
8,298
1,829
2,956
(6,422)
12,267
(6,550)
(376,649)
42,621
(321,439)
121,586
(180,831)
760
262
(345)
(2,294)
(45,124)
(25,738)
76,877
(208,601)
(68,763)
(56,386)
723
1,323
(1,556)
(2,224)
264
(758)
(69,332)
(58,045)
(27,236)
(215,944)
338
180
(662)
(686)
(63,727)
(19,193)
934 439
(33,347)
(36,914)
(123,700)
(272,118)
10,914
(15,575)
(105,241)
(554,339)
270,283
674,257
$
165,042
119,918
For the nine months ended September 30
2022
2021
$ 78,965
140,168
42,463
38,465
2,150
3,278
60
4,701
4,145
100
4,047
6,368
(760)
(262)
-
1,517
(253)
(1,036)
28
-
(99)
-
(2,593) 1,827
-
252
(17)
-

49,171
55,210
5,235
(181,222)
(1,363)
(1,929)
7,059
(201,986)
(11,059)
(3,779)
(128)
(388,916)
242
(296)
9,353
5,390
(18,212)
(4,081)
366
8,298
1,829
2,956
(6,422)
12,267
(6,550)
(376,649)
42,621
(321,439)
121,586
(180,831)
760
262
(345)
(2,294)
(45,124)
(25,738)
76,877
(208,601)
(68,763)
(56,386)
723
1,323
(1,556)
(2,224)
264
(758)
(69,332)
(58,045)
(27,236)
(215,944)
338
180
(662)
(686)
(63,727)
(19,193)
934 439
(33,347)
(36,914)
(123,700)
(272,118)
10,914
(15,575)
(105,241)
(554,339)
270,283
674,257
$
165,042
119,918

2022
$ 78,965
42,463
2,150
60
4,145
4,047
(760)
-
(253)
28
(99)
(2,593)
-

(17)

49,171

5,235
(1,363)
7,059
(11,059)

(128)

242
9,353
(18,212)
366
1,829

(6,422)

(6,550)

42,621

121,586
760
(345)
(45,124)

76,877

(68,763)
723
(1,556)
264
(69,332)

(27,236)
338
(662)
(63,727)
934
(33,347)

(123,700)

10,914
(105,241)
270,283

$
165,042

See accompanying notes to consolidated interim financial statements.

7

(English Translation of Consolidated Interim Financial Statements and Report Originally Issued in Chinese)

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

September 30, 2022 and 2021

(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 was to restructure its group entities for application to list on Taiwan Stock Exchange ("TWSE") in the Republic of China. The Company become the holding company of Regal Jewelry Manufacture Co., Ltd. ("R.JM") by using share swaps with previous shareholders of RJM to restructure the group. The Company's shares have been listed and traded on the TWSE since June 26, 2017. The main business of the Company and subsidiaries are designing, manufacturing, electroplating and selling jewelry gems. Please refer to note 6(r).

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

The consolidated financial statements were approved by the Board of Directors on November 14, 2022.

(3) New standards, amendments and interpretations adopted:

  • (a) The impact of adopting the International Financial Reporting Standards ("IFRSs") endorsed by the Financial Supervisory Commission (FSC), R.O.C.

  • The Group has initially adopted the following new amendments, which do not have a significant impact on its consolidated financial statements, from January 1, 2022:

  • ‧ Amendments to IAS 16, "Property, Plant and Equipment - Price before reaching Expected Condition to Use"

  • ‧ Amendments to IAS 37, "Onerous Contracts - Costs of Contracts Fulfillment"

  • ‧ Annual Improvements to IFRS for the 2018-2020 Cycle

  • ‧ Amendments to IFRS 3, "References to Conceptual Framework"

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

The Group assesses that the application of the following newly amended IFRS, which are effective as of January 1, 2023, will not have a material impact on the consolidated financial statements:

  • ‧ Amendments to IAS 1, "Disclosure of Accounting Policies

  • ‧ Amendments to IAS 8, "Definition of Accounting Estimates"

  • ‧ Amendments to IAS 12, "Deferred Income Taxes Related to Assets and Liabilities Arising from a Single Transaction"

8

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

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

The Group does not expect the following new and amended standards, which have not yet been endorsed, to have a significant impact on the consolidated financial statements.

  • ‧ Amendments to IFRS 10 and IAS 28, "Disposal of or Contribution to Assets between an Investor and its Affiliates or Joint Ventures"

  • ‧ IFRS 17 "Insurance Contracts" and related amendments

  • ‧ Amendments to IAS 1, "Classification of Liabilities as Current or Noncurrent"

  • ‧ Amendments to IFRS 16, "Provisions for Sale and Leaseback Transactions"

  • ‧ Amendments to IAS 1, "Non-current Liabilities with Contractual Provisions"

(4) Summary of significant accounting policies:

Except as described below, the significant accounting policies used in this consolidated financial statements are the same as those used in the 2021 consolidated financial statements. For related information, please refer to Note 4 of it.

(a) Statement of compliance

The consolidated financial statements have been prepared in accordance with the "Regulations Governing the Preparation of Financial Reports by Securities Issuers" (Regulations) and International Accounting Standard 34, "Interim Financial Reporting", as endorsed by FSC and in effect. These consolidated financial reports do not include all information that is required to be disclosed in annual consolidated financial report prepared in accordance with International Financial Reporting Standards, International Accounting Standards, Interpretations and Explanatory Notes as endorsed and issued by FSC.

(b) Basis of consolidation

The principles of preparation of the consolidated financial statements are consistent with those of the consolidated financial statements for fiscal year 2021. For related information, please refer to Note 4(c) of the 2021 consolidated financial statements.

1. List of subsidiaries in the consolidated financial statements

st of subsidiaries in the consolidated financial statements
Name of
Main
investor
Name of subsidiary
business
Percentage of ownership (%)
September
30, 2022
December
31, 2021
September
30, 2021
The
Company
Regal Jewelry Manufacture Co.,
Ltd. (RJM)
Designing,
manufacturing
and selling
jewelry and
gems
The
Company
GIO VAN GOGH (International)
Jewelry Ltd. (GVG Hon Kong)
Investment
activities
The
Regal Management Solution Co.,
Technical
99.99%
99.99%
99.99%
- %
(Note 4)
100.00%
100.00%
99.90%
99.99%
99.99%
~9~

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES

Notes to the Consolidated Interim Financial Statements

Company Ltd. (RMS) services and (Note 1) (Note 1) (Note 1) (Note 1)
resources
consulting
The Chaporo Co., Ltd. (Chaporo) Investment - % 70.00% 70.00%
Company activities (Note 4)
The Reunite Inspiring Creation Co., Selling 100.00% 100.00% 100.00%
Company Ltd. (RIC) jewelry and
gems
RJM
Regal Plating Co., Ltd. Plating 51.00% 51.00% 51.00%
(RGP) jewelry and
gems
RJM
Regal Precious Metal Innovation Metal 99.90% - % - %
Co., Ltd. (RPM) (Note 3) recycling
RJM
Linden Integrated Co., Ltd. Selling 49.00% 49.00% 49.00%
(Linden) ( Note 2) jewelry and
gems
GVG Hong Gio Van Gogh Shen Zhen Ptd Selling - 100.00% 100.00%
Kong Ltd. (GVG Shen Zhen) jewelry and %
gems (Note 4)
  • Note 1 The Company increased its capital by 4,000 thousand Thai Baht on March 19, 2021, and increased its capital by 2,500 thousand Thai Baht on February 23, 2022 and June 22, 2022, respectively, after the resolution of the Board of Directors.

  • Note 2 Linden's administration, key managements, business activities and locations, and products are all assigned or provided by the Company or RJM, and therefore have substantial control over it. In addition, on February 15, 2022 and August 15, 2022, the Company increased its capital by 536 thousand Thai Baht and 441 thousand Thai Baht respectively.

  • Note 3 RPM had a capital injection of 59,940 thousand Thai Baht on March 15, 2022 and completed the establishment registration on April 11, 2022.

  • Note 4 On March 11, 2022, the Group's Board of Directors resolved to terminate the operations of the subsidiary, the Chaporo obtained a certificate of cancellation on August 4, 2022, and the liquidation procedures of remaining subsidiaries are still in progress. A gain on disposal of $99 thousand was recognized in the current period and was recorded under other gains or losses.

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

(c) Employee benefits

Defined benefit pensions plan for the interim period are calculated using actuarially determined pension cost rates as of the end of the prior fiscal year, based on the beginning of the year through the end of the current period, adjusted for significant market fluctuations and significant curtailments, liquidations or other significant one-time events after that end date.

(d) Income taxes

Income tax expense is measured by multiplying net income before income taxes for the period under review by management's best estimate of the estimated effective tax rate for the full year and is recognized as income tax expense in current period.

~10~

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

Income tax expense recognized directly in equity or other comprehensive income is measured at the tax rates that are expected to apply when the related assets and liabilities are realized or settled, based on temporary differences between their carrying amounts for financial reporting purposes and their tax bases.

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

The preparation of the consolidated financial statements in conformity with the "Regulations Governing the Preparation of Financial Reports by Securities Issuers" and International Accounting Standard 34, "Interim Financial Reporting," as endorsed by the FSC, requires managements to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, revenues and expenses. Actual results may differ from these estimates.

The significant judgments made by managements in the adoption of the Group's accounting policies and the key sources of estimation uncertainty in the preparation of the consolidated financial statements are consistent with Note 5 in 2021 consolidated financial statements.

(6) Explanation of significant accounts

Except for the following disclosures, there is no significant difference as compared with those disclosed in the consolidated financial statements for the year ended December 31, 2021. Please refer to Note 6 of the 2021 annual consolidated financial statements.

(a) Cash and cash equivalents

Cash
Demand deposits
Checking deposits
Fixed deposits
Cash and cash equivalents in
consolidated statement of cash
flows
September 30,
2022
$ 796
134,509
65
29,672

December 31,
2021

888

248,429

40

20,926
September 30,
2021

895

98,233

41

20,479

119,918

$
165,042



270,283

For the interest rate risk and sensitivity analysis of the Company's consolidated financial assets and liabilities, please refer to Note 6(u).

11

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

(b) Financial assets at fair value through other comprehensive income non-current

Financial assets at fair value
through other comprehensive
income:
Unlisted stocksforeign
companies
September 30,
2022
$
294

December 31,
2021
September 30,
2021

294
882

The Group designated the investments shown above as equity securities at fair value through other comprehensive income because these equity securities represent those investments that the Group intends to hold for long-term strategic purposes. For market risk information, please refer to Note 6(u).

(c) Trade receivables

Trade receivables
Less: allowance for loss
September 30,
2022
$ 534,267
(296)

December 31,
2021

537,664

(1,815)
September 30,
2021

577,691

(1,466)
576,225

$
533,971


535,849

The Group applies the simplified approach to assess its expected credit losses, i.e. the use of lifetime expected loss provision for all receivables. To measure the expected credit losses, trade receivables have been grouped based on shared credit risk characteristics and the days past due, as well as incorporated forward looking information, including macroeconomic and relevant industry information.

The Group’s analysis on the expected credit loss of its trade receivables in the region of Thailand were as follows:

12

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

Not yet due
Past due 1~30 days
Past due 31~60 days
Past due 91~180 days
Not yet due
Past due 1~30 days
Past due 31~60 days
Past due 91~180 days
Not yet due
Past due 1~30 days
Past due 31~60 days
Past due 61~90 days
Past due 181~365 days
September 30, 2022 September 30, 2022
Allowance for
lifetime
expected credit
loss
-
-
-
-
Book value of
trade receivables
Lifetime
expected credit
loss rate()
$ 343,556
-
63,801
-
17
-
3
13.61
$
407,377
December 31, 2021
-


Allowance for
lifetime
expected credit
loss
-
-
-
8
8

Allowance for
lifetime
expected credit
loss
-
-
-
19
284
303
Book value of
trade receivables
Lifetime
expected credit
loss rate()
$ 316,748
-
128,753
-
584
-
62
12.14
$
446,147
September 30, 2021
Book value of
trade receivables
Lifetime
expected credit
loss rate()
$ 383,605
-
98,428
-
1,492
-
1,095
1.70
284
100.00
$
484,904

13

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

The Group’s analysis on the expected credit loss of its trade receivables in other regions were as follows:

Not yet due
Past due 1~30 days
Past due 31~60 days
Past due 61~90 days
Not yet due
Past due 1~30 days
Past due 31~60 days
Past due 61~90 days
Past due 91~180 days
Past due 181~365 days
Over 1 year
Not yet due
Past due 1~30 days
Past due 31~60 days
Past due 61~90 days
Past due 181~365 days
Over 1 year
September 30, 2022 September 30, 2022
Allowance for
lifetime
expected credit
loss
158
135
2
1
296

Allowance for
lifetime
expected credit
loss
347
291
699
131
160
260
1,334
3,222

Allowance for
lifetime
expected credit
loss
256
69
148
168
314
1,034
1,989
Book value of
trade receivables
Lifetime
expected credit
loss rate()
$ 105,758
0.15
21,082
0.64
42
5.18
8
13.91
$
126,890
December 31, 2021
Book value of
trade receivables
Lifetime
expected credit
loss rate()
$ 60,763
0.57
18,667
1.56
9,239
7.57
788
16.68
462
34.53
264
98.34
1,334
100.00
$
91,517
September 30, 2021
Book value of
trade receivables
Lifetime
expected credit
loss rate()
$ 81,220
0.31
7,843
0.88
1,544
9.60
819
20.48
327
96.17
1,034
100.00
$
92,787

14

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

The movements of the allowance for loss for trade receivables were as follows:

Balance at the beginning
Impairment losses recognized
Amounts written off
Foreign currency translation effects
Balance at the end
For the nine months ended September 30
2022
2021
$ 1,815
6,388
60
591
(1,624)
(5,032)
45
(481)
$
296
1,466
For the nine months ended September 30
2022
2021
$ 1,815
6,388
60
591
(1,624)
(5,032)
45
(481)
$
296
1,466

2022
$ 1,815
60
(1,624)
45
$
296

(d) Other receivables

Other receivables
Less: allowance for loss
September 30,
2022
$ 24,625
(15,496)

December 31,
2021

23,070

(15,304)
September 30,
2021

21,469

(3,797)
17,672

$
9,129


7,766

The movements of the allowance for loss for other receivables were as follows:

Balance at the beginning
Impairment losses recognized
Foreign currency translation effects
Balance at the end
For the nine months ended September 30
2022
2021
$ 15,304
-
-
4,110
192
(313)
$
15,496
3,797
For the nine months ended September 30
2022
2021
$ 15,304
-
-
4,110
192
(313)
$
15,496
3,797

2022
$ 15,304
-
192
$
15,496

Group did not have any past due other receivables as of September 30, 2022, December 31, 2021 and September 30, 2021.

For further credit risk information, please refer to Note 6(u).

(e) Inventories

Raw materials
Work in process
Finished goods
Supplies and spare parts
September 30, 2022 September 30, 2022
Book value of
Book value of
Net realizable
value

220,774

119,817

14,227

9,299

364,117
Book value of
trade receivables
Book value of
Cost
$ 275,595
126,077
18,293
12,026
Allowance for
devaluation
and
obsolescence

54,821

6,260

4,066

2,727

$
431,991



67,874

15

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

Raw materials
Work in process
Finished goods
Supplies and spare parts
Raw materials
Work in process
Finished goods
Supplies and spare parts
December 31, 2021 December 31, 2021
Book value of
Book value of
Net realizable
value

219,485

119,786

22,174

9,731

371,176

Book value of
Book value of
Net realizable
value

271,373

187,609

18,547

8,413

485,942
Book value of
trade receivables
Book value
Cost
$ 269,967
129,969
29,554
12,437
Allowance for
devaluation
and
obsolescence

50,482

10,183

7,380

2,706

$
441,927



70,751


September 30, 2021
Book value of
trade receivables
Book value of
Cost
$ 327,060
197,703
25,657
14,674
Allowance for
devaluation
and
obsolescence

55,687

10,094

7,110

6,261

$
565,094



79,152

The movements of the allowance for devaluation and obsolescence in inventories were as follows:

Balance at the beginning
Current provision (reversal)
Foreign currency translation effects
Balance at the end
For the nine months ended September 30
2022
2021
$ 70,751
75,491
(3,820)
14,429
943
(10,768)
$
67,874
79,152
For the nine months ended September 30
2022
2021
$ 70,751
75,491
(3,820)
14,429
943
(10,768)
$
67,874
79,152

2022
$ 70,751
(3,820)
943
$
67,874

In addition to the regular costs of goods sold, the following profit and loss were the components included in the Group’s operating costs:

For the three months ended September 30 For the nine months ended September 30 For the nine months ended September 30
2022 2021 2022 2021
Loss on the allowance for inventory $ (24,922) 11,771 (3,820) 14,429
devaluation and obsolescence
Inventory scrap loss 516 - 516 -
Revenue from sales of scrap (25,648) (1,038) (61,999) (11,251)
$ (50,054) 10,733 (65,303) 3,178

As of September 30, 2022, December 31, 2021 and September 30, 2021, the Group did not pledge the

~16~

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

inventories as collateral.

(f) Subsidiaries with material non-controlling interests

The non-controlling interests of subsidiaries that are material to the Group were as follows:

Subsidiary
Regal Plating Co., Ltd.
Main operation
place / country of
incorporation
Thailand
Percentage of non-controlling interests Percentage of non-controlling interests Percentage of non-controlling interests
September
30, 2022
49.00%
December
31, 2021

49.00%
September
30, 2021

49.00%

The following information of the aforementioned subsidiary has been prepared in accordance with

the IFRS endorsed by the FSC, and the intra-group transactions were not eliminated in this information.

The collective financial information of the Regal Plating Co., Ltd. was as follows:

Current assets
Non-current assets
Current liabilities
Non-current liabilities
Net assets
Non-controlling interests
September 30,
2022
$ 184,811
20,093
(16,261)
(1,664)

December 31,
2021

227,124

26,819

(17,999)

(1,264)
September 30,
2021

216,779

28,524

(18,916)

(1,170)

225,217

110,356

$
186,979



234,680

$
91,620



114,993
~17~

Notes to the Consolidated Interim Financial Statements

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES

Sales revenue
Net income
Other comprehensive income
Profit for current period attributable
to non-controlling interests
Total comprehensive income
attributable to non-controlling
interests
Net cash flows from operating
activities
Net cash flows used in investing
activities
Net cash flows used in financing
activities
Net increase (decrease) in cash and
cash equivalents
Dividends paid to non-controlling
interests
For the three months ended September 30 For the nine months e 2021
258,447
15,604
(34,669)
(19,065)
7,646
(9,342)
5,353
(815)
(75,336)
(70,798)
(36,914)
nded September 30
2022

108,154
2021
2022
236,650
$ 120,966

16,677
(462)


9,963

(12,618)

17,089
3,267
$

16,215



(2,655)

20,356
$

8,172



4,882

8,374
$

7,945



(1,301)

9,974



$ (1,511)
(471)
(68,056)

$
(70,038)

$
(33,347)

(g) Property, plant and equipment

The cost, depreciation, and impairment losses of the property, plant and equipment of the Group of the six months ended at September 30, 2022 and 2021 were as follows:

18

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

Cost or deemed as cost:
Balance at January 1, 2022
Additions
Disposals
Reclassification
Foreign currency translation effect
Balance at September 30, 2022
Balance at January 1, 2021
Additions
Disposals
Reclassification
Foreign currency translation effect
Balance at September 30, 2021
Accumulated depreciation and
impairment losses:
Balance at January 1, 2022
Depreciation
Disposals
Foreign currency translation effect
Balance at September 30, 2022
Balance at January 1, 2021
Depreciation
Disposals
Foreign currency translation effect
Balance at June 30, 2021
Carrying amount:
Balance at January 1, 2022
Balance at September 30, 2022
Balance at September 30, 2021
Land
$ 145,829
-
-
-
1,834
Buildings
216,102
8,253
(1,299)
10,663
2,590
Machinery
and
equipment
297,708
23,123
(16,474)
2,519
3,678
Transporta
tion
equipment
16,693
7,447
(2,283)
-
172
Office
equipment
129,071
9,857
(7,834)
1,920
1,597
Land
improveme
nt
9,477
137
(12)
-
115
Unfinished
work and
Equipment
to be
inspected
5,183
19,946
-
(15,102)
30
Total
820,063
68,763
(27,902)
-
10,016

$
147,663

236,309

310,554
22,029
134,611
9,717 10,057
870,940

$ 166,951
-
-
-
(22,223)

239,723
40
-
7,297
(32,468)

309,352
27,202
(9,928)
6,846
(43,018)

28,933
562
(9,719)
-
(3,152)

136,930
6,920
(3,962)
4,426
(18,779)

10,271
402
-
-
(1,273)

3,994
21,260
-
(18,569)
(738)

896,154
56,386
(23,609)
-
(121,651)

$
144,728

214,592

290,454

16,624

125,535

9,400

5,947

807,280

$ -
-
-
-

165,417
9,776
(1,276)
2,019

228,086
19,141
(16,359)
2,849

11,722
2,939
(2,283)
143

105,112
9,768
(7,502)
1,308

8,831
168
(12)
108

-
-
-
-

519,168
41,792
(27,432)
6,427
$
-

175,936

233,217
12,521
108,686
9,095 -
539,955
$ -
-
-
-

176,580
8,941
-
(24,186)

250,168
17,558
(9,823)
(33,889)

20,552
2,167
(9,545)
(2,173)

112,547
9,016
(3,954)
(15,390)

9,796
116
-
(1,199)
-
-
-
-

569,643
37,798
(23,322)
(76,837)
$
-

161,335

224,014

11,001

102,219

8,713
-
507,282
$
145,829

50,685

69,622

4,971

23,959

646
5,183
300,895

$
147,663

60,373

76,837

9,508

25,925
622
10,057

330,985

$
144,728

53,257

66,440

5,623

23,316
687
5,947

299,998

Please refer to Note 8 for the disclosure of assets pledged as collateral for loans.

(h) Right-of-use assets

The information for the cost and depreciation about the leases for which the Group as lessee was as follows:

Cost:
Balance at January 1, 2022
Additions
Disposal (early termination)
Balance at September 30, 2022
Balance at September 30, 2021 (also the balance on January 1, 2021)
Accumulated depreciation:
Balance at January 1, 2022
Depreciation
Disposal (early termination)
Balance at September 30, 2022
Buildings
$ 2,668
2,087
(2,668)
$
2,087
$
2,668
$ 1,482
671
(1,482)
$
671

19

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

Balance at January 1, 2021
Depreciation
Balance at September 30, 2021
Carrying amount
Balance at January 1, 2022
Balance at September 30, 2022
Balance at September 30, 2021
Buildings
$ 593
667
$
1,260
$
1,186
$
1,416
$
1,408

(i) Intangible assets

The cost, amortization and impairment losses of the intangible assets of the Group for the nine months ended at September 30, 2022 and 2021 were as follows:

Costs:
Balance at January 1, 2022
Additions
Disposal
Foreign currency translation effect
Balance at September 30, 2022
Balance at January 1, 2021
Additions
Reclassification
Foreign currency translation effect
Balance at September 30, 2021
Amortization and impairment loss:
Balance at January 1, 2022
Amortization
Disposal
Foreign currency translation effect
Balance at September 30, 2022
Balance at January 1, 2021
Amortization
Foreign currency translation effect
Balance at September 30, 2021
Computer
software
$ 54,392
1,468
(859)
643
Trademark

1,223

88

-

15
Total
55,615
1,556
(859)
658
56,970
60,812
2,224
(252)
(7,906)
54,878
46,501
2,150
(831)
547
48,367
48,702
3,278
(6,528)
45,452
$
55,644
1,326

$ 59,536
2,161
(293)
(7,728)


1,276

63

41

(178)

$
53,676


1,202

$ 46,417
2,111
(831)
546


84

39

-

1
$
48,243
124

$ 48,690
3,213
(6,521)

12

65

(7)

$
45,382


70

20

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

Carrying amount:
Balance at January 1, 2022
Balance at September 30, 2022
Balance at September 30, 2021
$
7,975
1,139
9,114
$
7,401
1,202
8,603
$
8,294
1,132
9,426

(j) Short-term loans

Credit loans
Guaranteed bank loans
Total
Unused credit lines
Interest rate (%)
September 30,
2022
$
-
16,904
$
16,904
September 30,
2022
$
-
16,904
$
16,904
December 31,
2021
44,264

-

44,264
September 30,
2021
87,098
41,420

128,518
824,258
0.96~2.10

$
803,050


925,093

2.50

0.96~2.10

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

(k) Corporate bonds payable

  1. The information on the issuance of corporate bonds was as follows:
Total convertible corporate
bonds issued
Unamortized discount amount on
corporate bonds payable
Cumulative redemption amount
Cumulative conversion amount
Balance of corporate bonds
payable at year-end
Embedded derivativescall and
put options (recorded as
financial liabilities at fair
value through profit or loss)
Equity componentconversion
rights (recorded as capital
surplus - stock options)
Remeasurement losses of call
and put options (recorded as
other gains and losses)
Interest expenses
September 30,
2022
$ 250,000
(6,218)
-
(300)
September 30,
2022
$ 250,000
(6,218)
-
(300)
September 30,
2022
$ 250,000
(6,218)
-
(300)

December 31,
2021

250,000

(10,111)
-

(100)

December 31,
2021

250,000

(10,111)
-

(100)

December 31,
2021

250,000

(10,111)
-

(100)


-

$
243,482


239,789

$
5,219


1,075

$
10,754


10,763

For the three months

2021

(475)
ended September 30

For the nine m
onths e
2022

$
1,316



1,290



3,886
~21~

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

The Group did not issue, repurchase or repay the corporate bonds payables for the nine months ended at September 30, 2022 and 2021. For more information, please refer to Note 6(k) of the consolidated financial report for the year 2021. From September 11, 2022, the price of the Company's convertible corporate bonds was adjusted from 29.9 dollar per share to 27.8 dollar per share.

Please refer to Note 6(o) for information on the conversion of corporate bonds payable to ordinary shares from January 1, 2022 to September 30, 2022. There was no conversion of corporate bonds payable into ordinary shares from January 1, 2021 to September 30, 2021.

  1. The information about financial liabilities measured at fair value through profit or loss were as follows:
Embedded derivative financial instruments (put
options and call options)
Balance at the beginning
Valuation loss in the period
Conversion in the period
September 30,
2022
$ 1,075
4,145
(1)
September 30,
2021
1,000
100
-
1,100

$
5,219

The bondholders are entitled to exercise the put option on December 2, 2022 to sell back the bonds to the Company. As such, the Company reported the bonds payable and the embedded derivative financial instruments under the current liabilities account on December 31, 2021 and September 30, 2022.

    1. The equity components were recorded as Capital surplus stock options, and the information were as follows:
Balance at the beginning
Addition in the period
Less: underwriting expenses
Conversion in the period
Balance at the end
September 30,
2022
$ 10,763
-
-
(9)
September 30,
2021
10,767
-
-
-
10,767

$
10,754
~22~

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

(l) Lease liabilities

The lease liabilities of the Group were as follows:

Less than one year
Between one to five year
Current
Non-current
Less than one year
Between one to five year
Current
Non-current
Less than one year
Between one to five year
Current
Non-current
September 30, 2022 September 30, 2022
Present value
of minimum
lease payments
896
530
1,426
896
530

Present value
of minimum
lease payments
900
304
1,204
900
304

Present value
of minimum
lease payments
896
530
1,426
896
530
Future
minimum lease
payments
$ 914
533
Interests

18

3
$
1,447

21

$
914


18
$
533

3
December 31, 2021
Future
minimum lease
payments
$ 914
305
Interests

14

1
$
1,219

15

$
914


14
$
305

1
September 30, 2021
Future
minimum lease
payments
$ 914
533
Interests

18

3
$
1,447

21

$
914


18
$
533

3

23

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

The amounts recognized in profit or losses were as follows:

Interests on lease liabilities
Expenses related to short-term
leases
Expenses related to leases of
low-value assets (excluding
short-term leases of low-value
assets)
For the three months ended September 30 For the three months ended September 30 For the three months ended September 30 For the three months ended September 30 For the three months ended September 30

2022
$
7

2021

2022

24
$
353

649

1,169
1,478
$
137

116


347

363

The amounts recognized in the statement of cash flows for the Group were as follows:

Total cash outflow for leases For the nine months ended September 30
2022
2021
$
2,202
2,551
For the nine months ended September 30
2022
2021
$
2,202
2,551

2022

1. Leases about buildings

The Group leases buildings for its office space, which typically run for a period of 2 years. Some leases include an option to renew the lease for an additional period of the same duration after the end of the contract.

2. Other leases

The Group leases printers and other office equipment with contract terms of one to five years. These leases are short-term leases or leases of low-value items. The Group has chosen not to recognize as right-of-use assets and lease liabilities for these leases.

(m) Employee benefits

1. Defined benefit plans

Since there were no material market fluctuations, material reductions, liquidations or other material one-off events after the end of the previous fiscal year, the Group adopted the pension plan calculated on December 31, 2021 and 2020 to measure and disclose in interim periods.

24

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

The details of the Group's costs and expenses were as follows:

Operating costs
Operating expenses
For the three months ended September 30 For the three months ended September 30 For the three months ended September 30 For the three months ended September 30

2022
$ 772
316

2021

2022
2,348
960
$
1,088

936

3,308

2. Defined contribution plans

  • The Group allocates 6% of each employee's monthly wages to the labor pension personal account at the Bureau of Labor Insurance in accordance with the provisions of the Labor Pension Act. Under these defined contribution plans, the Group allocates a fixed amount to the Bureau of Labor Insurance without additional legal or deductive obligation.

The pension costs incurred from the contributions to the Bureau of Labor Insurance amounted to $82 thousand and $132 thousand for the three months ended September 30, 2022 and 2021; and amounted to $263 thousand and $384 thousand for the nine months ended September 30, 2022 and 2021, respectively.

(n) Income taxes

  1. The Company and Chaporo are incorporated in the Cayman Islands and the Republic of the Seychelles, respectively, where corporate income tax is not required to be paid. In the Group, RJM, RGP, RMS, Linden and RIC's statutory income tax rate are 20%. GVG Hong Kong's statutory income tax rate is 16.5%. GVG Shenzhen's statutory income tax rate is 25%.

  2. The information for the income tax expenses of the Group were as follows:


Current period tax expense
Adjustment of current income
tax for prior periods
Income tax expense for
continuing business units
For the three months ended September 30 For the three months ended September 30 For the three months ended September 30 For the three months ended September 30

2022
$ 20,835
3

2021

2022

24,703

(395)
$
20,838

23,614


24,308


3. Situation of levy and approval of income tax

The Company is not required to pay income tax in the country where it is incorporated.

25

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

In Thailand, where RJM, RGP, RMS, and Linden are operating, the corporate income tax declarations are examined by the tax authority without issuing official approval certificates. Income taxes paid in prior years have received income tax receipts up to 2021. Since RPM is a newly established company, it has not yet filed an income tax settlement and declaration. Corporate income tax declarations of GVG Hong Kong and GVG Shenzhen have been submitted to the tax authority department through 2020, as described in Note 4(b). GVG Hong Kong and GVG Shenzhen are in the liquidation process now, and GVG Shenzhen has obtained the local tax clearance certificate on July, 19, 2022. Corporate income tax declarations submitted by the Company's Taiwan branch and RIC had been approved by the tax authority department through 2020.

(o) Capital and other equity

Except for the following, there were no significant changes in the Group's capital and other equity during the nine months ended September 30, 2022 and 2021. For the relevant information, please refer to Note 6(o) of the consolidated financial statements for 2021.

Reconciliation of shares outstanding and issued of the Group for the nine months ended September 30, 2022 and 2021 were as follows:

(Unit: thousand shares)

022 and 2021 were as follows: (Unit: thousand shares) (Unit: thousand shares)
Balance of outstanding shares on January 1
Conversion of convertible bonds
Balance of outstanding shares on September 30
Total restricted shares granted to employees on
September 30
Balance of total shares issued on September 30
Common Stock
For the nine months ended
September 30
2022
2021
38,389
38,273
7
-
38,396
38,273
-
113
38,396
38,386
2022
38,389
7
38,396

-
38,396

As of September 30, 2022, December 31, 2021 and September 30, 2021, the total value of authorized ordinary shares of the Group were all amount to $600,000 thousand, with a par value of $10 per share. There were $383,960 thousand, $383,893 thousand and $383,860 thousand ordinary shares issued at September 30, 2022, December 31, 2021 and September 30, 2021, respectively.

1. Issuance of common stock

From January 1, 2022 to September 30, 2022, the Company issued 7,000 new shares at par value for a total amount of $67 thousand due to the exercise of conversion rights by holders of

~26~

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

convertible bonds. There was no such issue from January 1, 2021 to September 30, 2021.

~27~

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

2. Capital surplus

The balance of capital surplus of the Group was as follows:

September 30,
2022
Share premium on stock issuance $ 354,846
Restricted shares for employees
9,899
Issuance of convertible bonds-stock
options
10,754
$
375,499
September 30,
2022
Share premium on stock issuance $ 354,846
Restricted shares for employees
9,899
Issuance of convertible bonds-stock
options
10,754
$
375,499

December 31,
2021

418,437

9,899

10,763
September 30,
2021
418,370
9,899
10,767
439,036

$
375,499



439,099

On June 10, 2022, the shareholders' meeting resolved to distribute cash dividends to shareholders out of capital surplus of $63,727 thousand.

The dividend information resolved by the shareholders' meeting of the Company would be available on the website of Market Observation Post System.

3. Earnings distribution

The earnings distribution proposal for the year 2020 was resolved by the shareholders' meeting on July 30, 2021, and the dividend distributed to the shareholders were as follows:

Dividends distributed to shareholders:
Cash
2020
Amount per
share
Total Amount
$ 0.500
19,193
2020
Amount per
share
Total Amount
$ 0.500
19,193
Amount per
share
$ 0.500

The earnings distribution proposal for the year 2021 was resolved by the shareholders' meeting on June 10, 2022 that the cash dividend distributed to the shareholders were $0 thousand.

The information resolved about earnings distribution by the shareholders' meeting of the Company would be available on the website of Market Observation Post System.

4. Other equity, net of tax

Balance at January 1, 2022 Exchange
differences on
translation of
foreign
financial
statements
$ (116,635)
Unrealized
gains (losses)
from
financial
assets
measured at
fair value
through
profit or loss

(11,906)
Share-based
payments- un
earned
compensatio
n

-
Total
(128,541)
~28~

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES

Notes to the Consolidated Interim Financial Statements

Exchange differences on foreign
operations
Disposal of subsidiaries
Balance at September 30, 2022
Balance at January 1, 2021
Exchange differences on foreign
operations
Share-based payments
Balance at September 30, 2021
12,602
-
-
12,602
(99)
-
-
(99)
$ (104,132)
(11,906)
-
(116,038)
$ 18,686
(11,318)
(1,750)
5,618
(142,193)
-
-
(142,193)
-
-
1,517
1,517
$ (123,507)
(11,318)
(233)
(135,058)

5. Non-controlling interests, net of tax

Balance at the beginning
Share attributable to non-controlling interests:
Net income
Exchange differences on foreign operations
Changes in non-controlling interests
Subsidiaries distributed cash dividends to
non-controlling interests
For the nine months ended September 30
2022
2021
$ 115,469
157,616
8,054
6,856
1,591
(17,076)
934
439
(33,347)
(36,914)
$
92,701
110,921
For the nine months ended September 30
2022
2021
$ 115,469
157,616
8,054
6,856
1,591
(17,076)
934
439
(33,347)
(36,914)
$
92,701
110,921

2022
$ 115,469
8,054
1,591
934
(33,347)

$
92,701
~29~

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

(p) Share-based payments

The information about restricted shares for employees was as follows:

Shares not meeting vesting conditions as of September
30 (also the quantity as of January 1)
(Unit: thousand shares)
For the nine months ended September 30
2022
2021
-
113
(Unit: thousand shares)
For the nine months ended September 30
2022
2021
-
113
(Unit: thousand shares)
For the nine months ended September 30
2022
2021
-
113

2022
-

From January 1, 2021 to September 30, 2021, the Company recognized share-based payment costs of $1,517 thousand. The unvested share-based payments were $233 thousand as of September 30, 2021, which was recorded as a deduction from other equity. The new shares with restricted employee rights were acquired in November, 2021. For the changes in equity resulting from the issuance and cancellation of new shares with restricted employee rights, please refer to Note 6(o) of the consolidated financial statements of year 2021.

(q) Earnings per share

The information about basic and diluted earnings per share was as follows:

Basic earnings per share:
Net income (losses) attributable
to common stocks
Weighted-average number of
common stock outstanding
Basic earnings per share (New
Taiwan Dollar)
For the three months ended September 30 For the three months ended September 30 For the three months ended September 30 For the three months ended September 30

2022
$
61,981

2021

2022

46,603

38,396



38,273



38,395

$
1.61



1.24



1.21
~30~

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

For
Diluted earnings per share:
Net income (losses) attributable
to common stocks
Interest expenses of
convertible bonds
Losses from remeasurement of
financial liabilities at fair
value through profit or loss
Net income (losses) attributable
to common stocks - diluted
Weighted-average number of
common stock outstanding
Potential dilutive effect on
common stocks
Employees’ compensation
Conversion of convertible
bonds
Unvested restricted employee
shares
Weighted-average number of
common stock outstanding -
diluted
Diluted earnings per share (New
Taiwan Dollar)
For the three months ended September 30 the three months ended September 30 the three months ended September 30

2022
$ 61,981
1,316
2,997
$
66,294

2021

2022

46,603

3,886

4,145

54,634

38,396
27
8,982
-



38,273

34
8,361
104



38,395

27

8,984

-
47,405
46,772

47,406

$
1.40



1.03



1.15
  • (r) Revenue from contracts with customers

  • Disaggregation of revenue

Primary markets:
Thailand
United States
France
United Kingdom
Canada
Others
For the three months ended September 30 For the three months ended September 30 For the three months ended September 30

2022
$ 320,183
41,651
32,482
52,088
38,963
46,108

2021
~31~

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES

Notes to the Consolidated Interim Financial Statements

(Unit: thousand shares) thousand shares)
For the three months ended September 30 For the nine months ended September 30
2022 2021 2022 2021
$
531,475
610,246 1,280,169 1,516,734
2022 2021 2022 2021
Main products/service lines:
Designing, manufacturing and
$

490,974
579,264 1,199,581 1,454,800
selling jewelry and gems
Electroplating 40,501 30,622 80,588 61,934
$
531,475
610,246 1,280,169 1,516,734
2. Remaining balance of contracts
September 30,
December
31, September 30,
2022 2021 2021
Trade receivables $
534,267
537,664 577,691
Less: allowance for loss (296) (1,815) (1,466)
Total $
533,971
535,849 576,225
Contract liabilities (recorded as $ 265 1,766 5,442
other current liabilities)

For details on trade receivables and impairments, please refer to Note 6(c).

The opening balances of contract liabilities on January 1, 2022 and 2021 which were recognized as income from January 1 to September 30, 2022, and January 1 to September 30, 2021, were $1,709 thousand, and $3,605 thousand, respectively.

The change in contract liabilities was mainly due to the difference between the point at which the Company transfers goods or services to customers to satisfy its obligations and the point at which customers pay.

~32~

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

(s) Employees’ and directors’ compensation

According to the amendment of the Company's Articles of Incorporation which was approved during the shareholders' meeting at May 20, 2016, no less than 1% of the current-year profit before tax, shall be distributed as employee compensation, and no more than 3% of the current-year profit before tax as remuneration to directors. However, if the Company has an accumulated deficit, the profit should first be used to offset the deficit. The compensation and remuneration shall be made by way of cash or stock, or a combination of both, wherein the recipients may include the employees of the Company's affiliated companies who meet certain conditions decided by the Board of Directors of the Company.

The estimated amounts of employees' compensation for the periods of July 1, 2022 to September 30, 2022, July 1, 2021 to September 30, 2021, January 1, 2022 to September 30, 2022 and January 1, 2021 to September 30, 2021 are $540 thousand, $508 thousand, $540 thousand and $935 thousand, respectively, and the estimated amounts of directors' remuneration are $0. These amounts were calculated using the Company's net income before tax without the compensation to employees and directors for each period, multiplied by the proposed percentage which is stated under the Company's Article of Incorporation. These compensations were expensed under operating expenses for each period.

If there is a difference between the actual distribution amount in the next year and the estimated amount, it will be treated according to the change in accounting estimates, and the difference will be recognized as the profit or loss of the following year. If the Board of Directors decides to pay employees in stock, the basis for calculating the number of shares for stock compensation is based on the closing price on the day before the decision of the Board of Directors.

~33~

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

The Company's employee compensation and directors' remuneration approved by the Board of Directors for the year 2020 were $360 thousand and $0 thousand, respectively. The difference between the estimated amounts in the 2020 consolidated financial report and the approved amount was $360 thousand. The Company recognized the difference as profit or loss in year 2021. The Company's employees’ compensation and directors' remuneration approved by the Board of Directors for the year 2021 were $2,819 thousand and $1,410 thousand, respectively. The difference between the estimated amount in the 2021 consolidated financial report and the approved amount was $2,819 thousand and $1,410 thousand, respectively. The Company recognized the difference as profit or loss in year 2022. The employees’ compensation and directors' remuneration information would be available on the website of Market Observation Post System.

(t) Non-operating income and expenses

1. Interest income

The details of interest income of the Group were as follows:

Interest income from bank
deposits
For the three months ended September 30 For the three months ended September 30 For the three months ended September 30 For the nine months ended September 30 For the nine months ended September 30 For the nine months ended September 30

2022
$
463

2021

2022
760

2021
262

2. Other income

The details of other income of the Group were as follows:

Others For the three months ended September 30 For the three months ended September 30 For the three months ended September 30 For the nine months ended September 30 For the nine months ended September 30 For the nine months ended September 30

2022
$
465

2021

2022
6,096

2021
4,900

3. Other gains and losses

The details of other gains or losses of the Group were as follows:

For the three months ended September 30 For the nine months ended September 30
2022
2021
2022
2021
Gains (losses) on disposal of
property, plant and equipment
$ (7)
486
253
1,036
Losses on disposal of intangible
assets
-
-
(28)
-
Gains (losses) on disposal of
investments
(6)
-
99
-
Gains on lease modification
-
-
17
-
Foreign exchange gains (losses)
14,721
(1,517)
38,074
13,053
For the three months ended September 30 For the three months ended September 30 For the three months ended September 30 For the nine months ended September 30 For the nine months ended September 30 For the nine months ended September 30

2022
$ (7)
-
(6)
-
14,721

2021

2022

253
(28)
99
17

38,074

2021
1,036
-
-
-
13,053
~34~

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

Gains (losses) from financial
liabilities at fair value through
profit or loss
Others
Total
(2,997)
475
(4,145)
(100)
(14)
1
(778)
(32)
$
11,697
(555)
33,492
13,957

4. Financial costs

The details of financial costs of the Group were as follows:

For the three months ended September 30 For the nine months ended September 30 For the nine months ended September 30
2022 2021 2022 2021
Interest expenses from bank loans $ 1 146 137 2,537
Corporate bonds payable 1,316 1,290 3,886 3,807
Interest expenses from lease
liabilities 7 7 24 24
$ 1,324 1,443 4,047 6,368

(u) Financial instruments

Except for the following, there were no significant changes in the fair value of the Group's financial instruments and exposure to credit risk, liquidity risk and market risk due to financial instruments. For relevant information, please refer to Note 6(u) of the 2021 consolidated financial statements.

~35~

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

1. Credit risk

(1) Credit risk exposure

The carrying amount of financial assets represents the maximum amount exposed to credit risk.

(2) Concentration of credit risk

The Group's exposure to credit risk is influenced mainly by the individual characteristics of each customer. However, the managements also consider the statistical information on the Group's customer base, including the default risk of the industry and country in which customers operate. These factors may have an influence on credit risk. The Group's trade receivables were obviously concentrated on three main customers, which accounted for 79%, 84% and 86% of the total amount of trade receivables as of September 30, 2022, December 31, 2021 and September 30, 2020. As of September 30, 2022, December 31, 2021 and September 30, 2021, the Group's trade receivables concentrated on three main customers were $420,085 thousand, $444,817 thousand and $495,938 thousand, respectively.

(3) Credit risk of receivables

For information about credit risk of trade receivables, and details about other receivables, please refer to Note 6(c) and Note 6(d) respectively.

2. Liquidity risk

The following table shows the contractual maturities of financial liabilities, excluding the effect of estimated interests:

September 30, 2022
Non-derivative financial
liabilities
Short-term loans
Payables
Lease liabilities
Corporate bonds payable
(including embedded
derivative financial
instruments)
Guarantee deposits received
Carrying
amount
Contractual
cash flows
Less than 1
year
1-2 years More than 2
years
-
-

-
-
3,931
$ 16,904
110,860
1,426
248,701
3,931

16,904

110,860

1,426

248,701

3,931

16,904

110,860

896

248,701

-

-

-

530

-
-

$
381,822



381,822


377,361

530


3,931
~36~

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

December 31, 2021
Non-derivative financial liabilities
Short-term loans
Payables
Lease liabilities
Corporate bonds payable
(including embedded
derivative financial
instruments)
Guarantee deposits received
September 30, 2021
Non-derivative financial
liabilities
Short-term loans
Payables
Lease liabilities
Corporate bonds payable
(including embedded
derivative financial
instruments)
Guarantee deposits received
$ 44,264
44,264
44,264
-
-
118,833
118,833
118,833
-
-
1,204
1,204
900
304
-
240,864
240,864
240,864
-
-
3,593
3,593
-
-
3,593



$
408,758
408,758
404,861
304
3,593




$ 128,518
128,518
128,518
-
-
119,076
119,076
119,076
-
-
1,426
1,426
896
530
-
239,688
239,688
-
239,688
-
3,461
3,461
-
-
3,461



$
492,169
492,169
248,490
240,218
3,461

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

3. Currency risk

(1) Currency risk exposure

The Group's financial assets and liabilities which exposed to significant foreign currency exchange rate risk were as follows:

Financial assets
Monetary items
USD
Financial liabilities
Monetary items
USD
September 30, 2022 September 30, 2022 September 30, 2022 December 31, 2021 December 31, 2021 December 31, 2021 September 30, September 30, 2021
111111
111111
Amoun
t
132,553

66,301
Foreign
currency
(in
thousan
dth)
111111
111111
11
Exchan
ge rate
111111
111111
11
Amoun
t
Foreign
currenc
y (in
thousa
ndth)
111111
111111
11
Exchan
ge rate
111111
111111
11
Amoun
t
Foreign
currenc
y (in
thousa
ndth)
111111
111111
11
Exchan
ge rate
$ 5,994
332

31.75

31.75
190,305

10,227

7,418

2,393

27.68

27.68
205,326

66,237

4,760

2,381

27.85

27.85

(2) Sensitivity analysis

The Group's exposure to foreign currency risk mainly arises from the translation of the foreign

currency exchange gains or losses on trade receivables and short-term loans, which are denominated in foreign currency.

~37~

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

With all other factors held constant, a strengthening (weakening) of the TWD against the USD for 1% as of September 30, 2022 and 2021 would have decreased (increased) profit before tax for the nine months ended September 30, 2022 and 2021, by $1,801 thousand and $663 thousand, respectively. The analysis is performed on the same basis.

  • (3) Exchange gains or losses of monetary items

Due to the different types of functional currency of the Group, the Group disclosed its exchange gains or losses of monetary items aggregately. Foreign currency exchange gains or losses for the Group (including both realized and unrealized) from July 1 to September 30, 2022, July 1 to September 30, 2021, January 1 to September 30, 2022 and January 1 to September 30, 2021 were $14,721 thousand, $(1,517) thousand, $38,074 thousand and $13,053 thousand, respectively.

  1. Interest rate analysis

The interest rate risk exposure of the Group's financial assets and financial liabilities would be described in “Liquidity risk management” in this Note.

If the interest rate increases / decreases by 1%, the Group's profit before tax will decrease / increase by $169 thousand and $1,285 thousand for the nine months ended September 30, 2022 and 2021 with all other variable factors remaining constant. This was mainly due to the Group's borrowing at variable rate.

5. Information about fair value

  • (1) Categories and fair value of financial instrument

The carrying amounts and fair values of the Group's financial assets and financial liabilities (including fair value hierarchy information, except that if the carrying amounts of financial instruments not carried at fair value are a reasonable approximation of fair value, disclosure of fair value information is not required by regulation) were as follows:

~38~

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

Financial assets at fair
value through other
comprehensive income
Unlisted equity
instruments measured
at fair value
Financial assets measured
at amortized cost
Cash and cash
equivalents
Trade receivables
Other receivables
Other financial assets
non-current
Subtotal
Total
Financial liabilities
measured at fair value
through profit or loss
Put and call options of
corporate bonds
Financial liabilities
measured at amortized
cost
Bank loans
Notes and accounts
payables
Other payables
Lease liabilities
Bonds payables
Guarantee deposits
received
Subtotal
Total
September 30, 2022 September 30, 2022 September 30, 2022 Total
294
-
-
-
-
-
294
5,219
-
-
-
-
-
-
-
5,219
Carrying
amount
$ 294
Fair value
Level 1

-
Level 2
-
Level 3
294
165,042
533,971
9,129
8,932

-

-

-

-
-
-
-
-
-
-
-
-

717,074


-
- -

$
717,368


-
- 294

$ 5,219


-
- 5,219

16,904
28,526
82,334
1,426
243,482
3,931


-

-

-

-

-

-
-
-
-
-
-
-

-
-
-
-
-
-

376,603


-
- -

$
381,822


-
- 5,219
~39~

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

Financial assets at fair
value through other
comprehensive income
Unlisted equity
instruments measured
at fair value
Financial assets measured
at amortized cost
Cash and cash
equivalents
Trade receivables
Other payables
Other financial assets
non-current
Subtotal
Total
Financial liabilities
measured at fair value
through profit or loss
Put and call options of
corporate bonds
Financial liabilities
measured at amortized
cost
Bank loans
Notes and accounts
payables
Other payables
Lease liabilities
Bonds payables
Guarantee deposits
received
Subtotal
Total
Financial assets at fair
value through other
comprehensive income
Unlisted equity
instruments measured
at fair value
Financial assets measured
at amortized cost
Cash and cash
equivalents
Trade receivables
December 31, 2021 December 31, 2021 December 31, 2021 Total
294
-
-
-
-
-
294
1,075
-
-
-
-
-
-
-
1,075
Total
882
-
-
Carrying
amount
$ 294
Fair value
Level 1

-
Level 2
-
Level 3
294
270,283
535,849
7,766
9,196

-

-

-

-
-
-
-
-
-
-
-
-

823,094


-
- -

$
823,388


-
- 294

$ 1,075


-
- 1,075

44,264
17,524
101,309
1,204
239,789
3,593


-

-

-

-

-

-
-
-
-
-
-
-

-
-
-
-
-
-

407,683


-
- -

$
408,758


-
- 1,075


September 30, 2021
Carrying
amount
$ 882
Fair value
Level 1

-
Level 2
-
Level 3
882
119,918
576,225

-

-
-
-
-
-
~40~

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

Other payables
Other financial assets
non-current
Subtotal
Total
Financial liabilities
measured at fair value
through profit or loss
Put and call options of
corporate bonds
Financial liabilities
measured at amortized
cost
Bank loans
Notes and accounts
payables
Other payables
Lease liabilities
Bonds payables
Guarantee deposits
received
Subtotal
Total
17,672
-
-
-
-
9,163
-
-
-
-
722,978
-
-
-
-
$
723,860
-
-
882
882
$ 1,100
-
-
1,100
1,100
128,518
-
-
-
-
30,928
-
-
-
-
88,148
-
-
-
-
1,426
-
-
-
-
238,588
-
-
-
-
3,461
-
-
-
-
491,069
-
-
-
-
$
492,169
-
-
1,100
1,100
~41~

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

  • (2)The Group seeks to use market observable inputs when measuring the fair values of assets and liabilities. Different levels of the fair value hierarchy to be used in determining the fair value of financial instruments, and the classifications are as follows:

  • ‧ Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.

  • ‧ Level 2: other than quoted prices included within Level 1, inputs are observable for assets or liabilities, either directly (i.e. such as prices) or indirectly (i.e. derived from calculation of prices).

  • ‧ Level 3: inputs for assets or liabilities are not based on observable market data (unobservable inputs).

  • (3) Valuation techniques for financial instruments measured at fair value non-derivative financial instruments

The fair value of unlisted equity instruments that the Group possesses are estimated and calculated by using the comparable company approach with the Liquidity Discount Model to adjust prices.

  • (4) Evaluation of derivative financial instruments

The put options and call options of the corporate bonds payables are based on Binomial Pricing Model to estimate the fair value.

  • (5) Details of changes in Level 3
ils of changes in Level 3
Balance at January 1, 2022
Recognized in profit or loss
Conversion of convertible bonds
Balance at September 30, 2022
Balance at January 1, 2021
Recognized in profit or loss
Balance at September 30,
2021
Current/Non-c
urrent financial
liabilities at fair
value through
profit or loss
Non-current
financial assets
at fair value
through other
comprehensive
income
$ 1,075
294
4,145
-

(1)
-
Total
1,369
4,145
(1)
5,513
1,882
100
1,982

$
5,219
294

$ 1,000
882
100
-
$
1,100
882
~42~

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

The above total gains or losses were reported in “other gains or losses”. Among them, the figures that were related to the assets still held until September 30, 2022 and 2021 were as follows:

For the three months ended September 30 For the months ended September 30 For the months ended September 30 For the nine months ended nine months ended September 30 September 30
2022
2021
2022 2021
Total gains or losses
Gains or losses (reported in
$
(2,997) 475 (4,145) (100)
“other gains or losses”)
tified information on significant unobservable inputs (Level 3) used in fair value
urement
ntified information of significant unobservable inputs was as follows:
Relationship
between significant
unobservable inputs
Valuation Significant and fair value
Item technique unobservable inputs measurement
Financial assets at Comparable Discount for lack of
The estimated fair
fair value through company market liquidity value would
other method decrease if
comprehensive liquidity discount
incomeequity were higher
investments
without active
markets
Financial Binomial pricing ‧ Volatility
The
higher
the
liabilities at fair model volatility, the
value through higher the fair
profit or loss value
non-current
  • (6) Quantified information on significant unobservable inputs (Level 3) used in fair value measurement

Quantified information of significant unobservable inputs was as follows:

  • (7) Fair value measurement in Level 3 sensitivity analysis of reasonably possible alternative assumptions

The Group's fair value measurement of financial instruments is reasonable, but the use of different valuation models or valuation parameters may result in different valuation results. For financial instruments classified as Level 3, the significant unobservable inputs to the fair value were mainly the lack of market liquidity discount. However, since the potential changes in the lack of market liquidity discount would not result in a significant potential financial impact, the Group is not intended to disclose its sensitivity analysis.

  • (v) Financial risk management
~43~

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

There were no significant changes in the Group's financial risk management objectives and the policies from those disclosed in Note 6(v) of the 2021 consolidated financial statements.

(w) Capital management

The Group's capital management objectives, policies and procedures are consistent with those disclosed in the 2021 consolidated financial statements, and there were no significant changes in the aggregated quantitative information for capital management. For related information, please refer to Note 6(w) of the 2021 consolidated financial statements.

(x) Investing and financing activities not affecting cash flows

The reconciliation of the Group's liabilities from financing activities for the nine months ended September 30, 2022 and 2021 was as follows:

Short-term loans
Lease liabilities
Corporate bonds
payable
Total liabilities
from financing
activities
January 1,
2022
Cash flows
$ 44,264
(27,236)
1,204
(662)
239,789
-
Non-cash changes
New /
Cancel
lease
Conversio
n of bonds
Discount
amortizati
on
Foreign
exchange
movement
September
30, 2022
-
-
-
(124)
16,904
884
-
-
-
1,426
-
(193)
3,886
-
243,482

$
285,257
(27,898)



884
(193)
3,886
(124)
261,812




Short-term loans
Lease liabilities
Corporate bonds
payable
Total liabilities
from financing
activities
January 1, 2021
Cash flows
$ 370,140
(215,944)
2,088
(686)
234,781
-
Non-cash changes
Discount
amortization
Foreign
exchange
movement
September 30,
2021
-
(25,678)
128,518
-
24
1,426
3,807
-
238,588

$
607,009
(216,630)


3,807
(25,654)
368,532



~44~

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES

Notes to the Consolidated Interim Financial Statements

(7) Related-party transactions:

The compensation of main management personnel included:

Short-term employee benefits
Post-employment benefits
d assets:
Pledged assets
Object
Short-term employee benefits
Post-employment benefits
d assets:
Pledged assets
Object
Short-term employee benefits
Post-employment benefits
d assets:
Pledged assets
Object
Short-term employee benefits
Post-employment benefits
d assets:
Pledged assets
Object
Short-term employee benefits
Post-employment benefits
d assets:
Pledged assets
Object
Short-term employee benefits
Post-employment benefits
d assets:
Pledged assets
Object
Short-term employee benefits
Post-employment benefits
d assets:
Pledged assets
Object

2022
$ 7,179
35

2021

2022

16,489

107

$
7,214
4,723
16,596

September 30,
2022
$ 120,716
12,930
4,029



December 31,
2021

145,829

18,630

3,971
Property, plant and
equipment:
Land
Buildings
Other financial assets
non-current:
Refundable
deposits
Short-term loans
Short-term loans
Guarantee for
electricity
supply and
fuel cards
$
137,675

168,430

(8) Pledged assets:

(9) Commitments and contingencies:

(a) The guarantee amount provided by the bank for the Company was as follows:

Electricity guarantee September 30,
2022
$
3,799

December 31,
2021

3,743
September 30,
2021
3,711

(b) As of September 30, 2022, the Group entered into contracts for $26,669 thousand and paid $8,961 thousand for the acquisition of equipment (recorded under property, plant and equipment) respectively. There were no significant unrecognized contractual commitments as of December 31, 2021 and September 30, 2021.

~45~

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

(10) Losses due to major disasters: None

(11) Subsequent events: None

(12) Other:

(a) The summary of personnel costs, depreciation, depletion, and amortization by function was as follows:

Function
Account

For the three months ended September 30

For the three months ended September 30

For the three months ended September 30

For the three months ended September 30

For the three months ended September 30

For the three months ended September 30
2022 2021
Operating
cost
Operating
expenses
Total Operating
cost
Operating
expenses
Total
Personnel costs
Salaries
Health insurance
Pension
Other personnel
expense
Depreciation
Depletion
Amortization
102,522
-
772
4,314
9,578
-
247

40,271
274

398

3,760

5,044
-

466

142,793

274

1,170

8,074

14,622
-

713

97,809

-

599

5,235

8,528
-

298

38,232
306

469

8,430

4,213
-

885

136,041

306

1,068

13,665

12,741
-

1,183
Function
Account
For the nine months ended September 30
2022 2021
Operating
cost
Operating
expenses
Total Operating
cost
Operating
expenses
Total
Personnel costs
Salaries
Health insurance
Pension
Other personnel
expense
Depreciation
Depletion
Amortization
286,249
-
2,348
12,068
27,538
-
717

114,318
723

1,223

12,561

14,925
-

1,433

400,567

723

3,571

24,629

42,463
-

2,150

300,234

-

1,893

11,829

24,891
-

803

123,711
829

1,448

18,820

13,574
-

2,475

423,945

829

3,341

30,649

38,465
-

3,278

(b) Seasonality of operation

The Group's operations are not affected by seasonal or cyclical factors.

~46~

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

(13) Other disclosures:

(a) Information on significant transactions

Information regarding significant transactions that the Group should disclosed in accordance with "Regulations Governing the Preparation of Financial Reports by Securities Issuers" for the period from January 1, 2022 to September 30, 2022 was as follows:

1. Lending to other parties:

. Lending to other parties: . Lending to other parties: . Lending to other parties: . Lending to other parties: . Lending to other parties: . Lending to other parties: . Lending to other parties: . Lending to other parties: . Lending to other parties: . Lending to other parties: . Lending to other parties: . Lending to other parties: . Lending to other parties:
(In Thousands ofNewTaiwan Dollars)
Numbe
r
(Note 1)
Name of
lender
Name of
borrower
Account
Name
Relate
d
party
Maximum
balance of
financing
during the
period
(Note 4)
Ending

balance
Actual
usage
amount
during the
period
Range
of
interest
rate
P
f
during
the
period
(%)


(
urpose
s of
fund
inancin
g
for the
borrow
er
Note 2)
Transacti
on
amount
for
business

Between
two
parties
Reasons for
short-term
financing

Allowan
ce for
bad
debt
Collateral Individual
funding
loan limits
(Note 3)
Maximum
limit of
fund
financing
(Note 3)
Item Value
0

0

0
The
Company
The
Company
The
Company
RJM

RJM

RGP
Receivabl
e from
related
party
Receivabl
e from
related
party
Receivabl
e from
related
party
Yes
Yes
Yes
44,949
127,000
40,082

-

127,000

-
-

63,500
-
1.68

1.68
-
2
2
2
-


-

-



Repay bank
loan
Operation
Operation
and
distribution
of dividends
-

-

-
- -
-
-
357,867
357,867
357,867

357,867

357,867

357,867

Note 1: The representation of numbers are as follows:

  1. No.0 represents the Company.

  2. No.1 and thereafter represent the subsidiary companies.

Note 2: The characteristic of financing is classified as follows:

  1. No.1 represents the business relation.

  2. No.2 represents the necessity of short-term financing.

  3. Note 3: The total amount of funds lend to a company or firm with which the Company has business relations shall not exceed 40% of the Company's net worth. The amount of individual loans shall be limited to the higher of the amount of purchases or sales between the parties. For loans to companies or firms with necessities of short-term financing, the total amount of such loans shall not exceed 40% of the Company's net worth, and the amount of individual loans shall not exceed 40% of the Company's net worth. The net value is based on the most recent financial statements.

Note 4: The maximum balance of financing to other parties beginning from the reporting period to the month that the Company issued its financial statements.

  1. Guarantees and endorsements for other parties: None

  2. Information about securities held at the reporting date (excluding subsidiaries, associates and joint

ventures)

(In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars)
Name of holder Category and name
of security
Relationship
with company
Account Ending balance Note
Shares (unit:
thousands)
Carrying
amount
Percentage
of
ownership
(%)
Fair value
RIC

RIC
SELF PICK INC.
SELF TOKEN INC.
-

-
Financial assets
at fair value
through other
comprehensive
income - non
current
Financial assets
at fair value
through other
comprehensive
income - non
current
2,400
500

192

102

14.58

6.25

192

102

~47~

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

  1. Information regarding purchase or sale of same securities for the period exceeding $300 million or 20% of the Company's paid-in capital: None

  2. Information on acquisition of real estate with purchase amount exceeding $300 million or 20% of the Company's paid-in capital: None

  3. Information regarding receivables from disposal of real estate exceeding $300 million or 20% of the Company's paid-in capital: None

  4. Information regarding related-parties purchases and/or sales exceeding $100 million or 20% of the Company's paid-in capital:

(In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars)
Name of
company
Counterpar
ty
Relationship Transaction details Transactions in terms
other than the regular
terms
Notes and accounts
receivable (payable)

Note

Purchase/
sale
Amount Percenta
ge of
total
purchase
s/sales
(%)
Credit
terms
(days)
Unit
price
Payment
terms
Ending
balance of
notes and
accounts
receivable
(payable)
Percentage of
total notes
and accounts
receivable
(payable)
RGP
RJM RJM’s
subsidiary
Sales (156,062) (65.95) 45~60days Note 1 - 59,589
59.87
Note 2
RJM RGP RGP’s parent
company
Purchases
156,062

33.47
45~60days Note 1 - (59,589)
(65.42)
Note 2

Note 1: The price was determined by mutual agreements.

Note 2: Related-party transactions have been eliminated in the preparation of the consolidated financial statements.

  1. Information regarding receivables from related-parties exceeding $100 million or 20% of the Company's paid-in capital: None

  2. Information regarding trading in derivative financial instruments: Please refer to Note 6(k).

  3. Significant transactions and business relationship between the parent company and its subsidiaries:

~48~

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES

Notes to the Consolidated Interim Financial Statements

==> picture [445 x 119] intentionally omitted <==

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

(In Thousands of New Taiwan Dollars)
Transactions
No. Name of Name of Relatio Percentage of the
(Note 1) company counterparty nship Account Amount Trading terms consolidated
(Note 2) revenue or total
assets
1 RGP RJM 1 Operating 156,062 The price is based on 12.19%
revenues mutually agreed prices.
1 RGP RJM 1 Trade receivables 59,589 45~60 days 4.03%
2 The Company RJM 2 Other receivables 63,567 The duration is one year, and 4.30%
the annual interest rate is
1.68%.
----- End of picture text -----

Note 1: The number is filled out as follows:

No.1 represents RGP. No.2 represents the Company.

Note 2: The type of relationship with the counterparty is indicated as follows: No.1 represents a subsidiary to the parent company. No.2 represents the parent company to a subsidiary.

Note 3: Disclosure is made for accounts that are balance sheet accounts and account for more than 1% of total consolidated assets and profit or loss accounts that account for more than 1% of total consolidated revenue.

(b) Related information on investee companies:

Information on investees for the period from January 1, 2022 to September 30, 2022 was as follows:

(In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars) (In Thousands of New Taiwan Dollars)
Name of
investor
Name of
investee
Location Main
business

and
products
Original investment
amount
Balance as of June 30, 2022 Net income
(losses)
of investee
(Note 1)
Investment
income or
loss
recognized
in the period
(Note 1)


Note
June
30, 2022
December
31, 2021
Shares
(thousand)
Percenta
ge of
ownershi
p
Carrying
amount
(Note 1)
The
Company
The
Company
The
Company
The
Company
The
Company
RJM
RJM
RJM
RJM

GVG Hong
Kong
RMS

Chaporo

RIC

RGP

Linden

RPM
Thailand
Hong
Kong
Thailand
Seychelle
s
Taiwan
Thailand
Thailand
Thailand
Designing,
manufacturin
g, and selling
jewelry and
gems
Investment
activities
Investment
activities
Investment
activities
Selling
jewelry and
gems
Plating
jewelry and
gems
Selling
jewelry and
gems
Metal
recycling
300,000
38,971
23,182
154
45,000
11,647
3,680
56,620

300,000

38,971

18,920

154

45,000

11,647

2,774

-

4,549,998

9,400,000

4,495,500

3,500,000

4,500,000

127,500

392,000
999,000
99.99%
100.00%
99.90%

- %
100.00%
51.00%
49.00%
99.90%

1,106,821

2

361

-

9,046

94,710

616

50,214

61,129

(1,275)

(4,607)
(23)

(5,317)

17,089

(617)

(451)

61,129

(1,275)

(4,602)

(23)

(5,317)

8,493

(331)

(450)
Eliminated
in the
consolidate
financial
statements













Note 1: Investment gains (losses) were based on the investee's financial statements audited by the Company's certified public accountants.

(c) Information on investments in China:

  1. The names of investees in China, the main business, and other related information:

(In Thousands of Dollars)

~49~

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES Notes to the Consolidated Interim Financial Statements

Name of
investee
Main
business
Paid-in
capital
Investme
nt
method
(Note 1)
Accumulated
investment
amount
remitted from
Taiwan
at the
beginning of
current period

Investment
amount
remitted or
recovered

Investment
amount
remitted or
recovered
Cumulative
investment
amount
remitted
from
Taiwan at
the end of
current
period
Profit of
investee for
the current
period
(Note 3)
Shareholding
ratio by
direct or
indirect
investments
by the
Company

Investment
gains or losses
recognized at
current period
(Note 2 and 3)


Book value of
the
investments
at the end of
current period
(Note 2 and 3)

Accumulat
ed
investment
income
remitted

until
current
period

Remitta
nce
Recover
y
GVG Shen Zhen Selling jewelry
and gems
RMB 8,100 (2) (Note 4) (Note 4) (Note 4)
(Note 4)
(1,451)
100.00%
(1,451)
-
-

Note 1: Investment methods are classified into the following three kinds:

  • (1) Invest in China directly.

  • (2) Invest in China through GVG Hong Kong.

  • (3) Other methods.

  • Note 2: The long-term investments at the end of period and the profit or loss of investment in current period have been eliminated in the preparation of the consolidated financial statements.

Note 3: The investment profit or loss and book amount disclosed by the Company are the amount of each of the projects directly or indirectly invested, and the investment income recognized by the Company was calculated according to the financial statements of the investee company that have been reviewed by the Company's certified public accountants.

Note 4: The Company is not a Taiwan registered company, so no investment amount is shown.

  1. Limitation on investments in China: Not applicable.

  2. Significant inter-company transactions with China investee: None

  3. (d) Information about major shareholders:

Shareholding
Shareholder’s name
Shares Percentage
Solar Jewelers Group Corp.
Bank SinoPac as Custodian for Arianna Investment
Co., Ltd. Investment Account
13,760,000
2,549,559

35.83%

6.64%

Note: (1) The major shareholders information in the table above contains a listing of

shareholders with 5% or more ownership of the Company. The ownership information was calculated by Taiwan Depository & Clearing Corporation at the last trading date in each quarter using the number of common stocks (including treasury stocks) and preferred stocks issued in paperless form. There might be a difference between share capital on the financial report and the actual share that have completed non-physical delivered due to different basis of calculation.

  • (2) Shareholders who transferred their shares to trustees are disclosed by each settler of the trustee accounts. The ownership information disclosed by shareholders with ownership above 10% include their own shares and those shares that they transfer to trustees while retains the power to decide the allocation of trust property. Information on insider ownership declaration is available on the website of Market Observation Post System.
~50~

Notes to the Consolidated Interim Financial Statements

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES

(14) Segment information:

July 1, 2022 to September 30, 2022

Revenues:
Revenues from external
customers
Inter-segment revenues
Total revenues
Profit or loss of reportable
segment
Revenues:
Revenues from external
customers
Inter-segment revenues
Total revenues
Profit or loss of reportable
segment
Manufacturing
and selling
jewelry and
gems
department
Adjustments
and
eliminations

-

(67,653)
Total
531,475

-

531,475
90,864

Total
610,246
-
610,246
75,532

$
490,974
108,154



(67,653)


$
70,015
20,849



-


July 1, 2021 to September 30, 2021
Manufacturing
and selling
jewelry and
gems
department
Adjustments
and
eliminations

-

(90,345)

$
579,624
120,967



(90,345)


$
63,078
12,454



-

~51~

Notes to the Consolidated Interim Financial Statements

REGAL HOLDING CO., LTD. AND ITS SUBSIDIARIES

January 1, 2022 to September 30, 2022

Revenues:
Revenues from external
customers
Inter-segment revenues
Total revenues
Profit or loss of reportable
segment
Revenues:
Revenue from external
customers
Inter-segment revenues
Total revenues
Profit or loss of reportable
segment
Manufacturing
and selling
jewelry and
gems
department
Adjustments
and
eliminations

-

(156,062)
Total
1,280,169
-

$
1,199,581
236,650



(156,062)
1,280,169


$
57,994
20,971



-

78,965



January 1, 2021 to September 30, 2021
Manufacturing
and selling
jewelry and
gems
department
Electroplating
department
Adjustments
and
eliminations
Total
$ 1,454,800
61,934
-
1,516,734
-
196,514
(196,514)
-
Adjustments
and
eliminations

-

(196,514)
1,516,734
-

$
1,454,800
258,448



(196,514)
1,516,734


$
121,103
19,505



-

140,608

The eliminating inter-segment revenues from total reportable segment revenues for the periods of July 1 to September 30, 2022, July 1 to September 30, 2021, January 1 to September 30, 2022 and January 1 to September 30, 2021 were $67,653 thousand, $90,345 thousand, $156,062 thousand and $196,514 thousand, respectively.

~52~