AI assistant
SAMPO — Annual Report 2021
Nov 12, 2021
51876_rns_2021-11-12_919ef610-42f8-43c4-ad6d-1d64ac1d5db8.pdf
Annual Report
Open in viewerOpens in your device viewer
Stock No: 1604
SAMPO CORPORATION and it’s Subsidiary
Consolidated financial statements and Auditor’s Report 2021 and 2020
Address: No.26-3, Dinghu Rd., Gueishan Dist., Taoyuan City
Tel. No.: (03)397-5151
- 1 -
§Table of Contents§
| Item 1. Cover 2. Table of Contents 3. Statement of Affiliate’s Consolidated Financial Report 4. Auditor’s Report 5. Consolidated Balance Sheet 6. Consolidated comprehensive income statements 7. Consolidated statement of changes in equity 8. Consolidated cash flow statement 9. Notes to consolidated financial statement (1) Company History (2) Financial reporting date and procedures (3) Application of new and revised standards and interpretation (4) Summary of significant accounting policies (5) Main source of significant accounting judgment, estimates and assumptions uncertainty (6) Summary of significant accounting titles (7) Related party transaction (8) Pledged assets (9) Significant unrecognized contractual commitments (10) Significant disaster loss (11) Significant subsequent events (12) Others (13) Notes of disclosure 1. Information about important transactions 2. Information regarding investees 3. Information regarding investment in the territory of mainland china 4. Information on Dominant Shareholders (14) Segment information |
Page 1 2 3 4~7 8 9~11 12 13~15 16 16 16~19 20~32 32~33 33~67 67~68 69 69~70 - - 70~71 72, 75~78, 80, 82 72, 79 72~73, 81~82 83 73~74 |
Notes to financial statements No. |
|---|---|---|
| - - - - - - - - 1 2 3 4 5 6~28 29 30 31 - - 32~33 34 34 34 34 35 |
- 2 -
Statement of Affiliate’s Consolidated Financial Report
In 2021 (from January 1, 2021 to December 31, 2021), the companies that should be included in the consolidated financial reports of affiliated companies based on “Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises” and the companies that should be included in the consolidated financial reports of subsidiaries based on “Consolidated and separate financial statements” of Section 10 of International Financial Reporting Standards were the same. The related information that should be disclosed in the consolidated financial statements of affiliated companies is also already disclosed in the consolidated financial reports for subsidiaries, so the consolidated financial statements of affiliated companies will not be published separately. Hereby declare
Company name: SAMPO CORPORATION
Person in charge: Chen Mao-Bang Industry and Commerce Development Foundation
March 22, 2022
- 3 -
Independent Auditor’s Report
To SAMPO CORPORATION:
Auditor’s opinions
We have audited the consolidated balance sheet of SAMPO CORPORATION and its subsidiaries as of December 31, 2021 and 2020, and the consolidated comprehensive income statements, consolidated statement of changes in shareholders’ equity, consolidated statements of cash flows, and notes to the consolidated financial statements (including significant accounting policies) for the years then ended.
In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the SAMPO Group as at December 31, 2021 and 2020, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers” and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the Financial Supervisory Commission.
Basis of an audit opinion
We conducted our audit in accordance with the “Rules Governing Auditing and Certification of Financial Statements by Certified Public Accounts” and generally accepted auditing standards. Our responsibilities under those standards are further described in the responsibilities of auditors for the audit of the consolidated financial statements. We are independent of SAMPO GROUP in accordance with the Code of Professional Ethics for Certified Public Accountants, and we have fulfilled our other ethical responsibilities in accordance with the Code. We believe that our audit provides a reasonable basis for our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the 2021 consolidated financial statements of SAMPO GROUP. These matters were addressed in the content of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on those matters.
Key audit matters of the 2021 consolidated financial statements of SAMPO CORPORATION and its subsidiaries are as follows:
- 4 -
Key Audit Matter: Authenticity of sales to hypermarket channels
For 2021, SAMPO CORPORATION’s and its subsidiaries’ revenues from sales to major hypermarkets is a key indicator used by management to evaluate business performance, and the effect of the recognition of related revenues on the financial statements is material. Therefore, we have determined that the recognition of the aforementioned operating revenues is a key audit matter and the related accounting policies are described in Note 4(14) to the consolidated financial statements.
Our auditing procedures with respect to the above matter are as follows:
-
Understood, evaluated and tested the effectiveness of the design and implementation of the internal control system related to revenue recognition.
-
In order to confirm the authenticity of the revenue, we obtained the sales revenue details of the hypermarket channel in 2021, sampled and verified original sales orders, shipping documents and invoices of the relevant transactions, and reconciled them with the recorded amounts in the accounting books.
-
Obtained the details of sales returns and discounts for the subsequent period from the hypermarket channel, sampled and verified the relevant certificates of sales returns and discounts, and examined the reasonableness of the returns and discounts.
Other Matters
We have also audited the individual financial statements of SAMPO CORPORATION as of and for the year ended December 31, 2021 and 2020 on which we have issued an unqualified opinion.
Responsibilities of Management and Those in Charge of Governance of the Sale or Contribution of Assets between an Investor and its Affiliate or Joint Venture
The responsibility of management is to prepare fairly presented consolidated financial statements in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reports Standards, International Accounting Standards interpretations, and announcements of interpretations recognized and published by the Financial Supervisory Commission and maintain necessary internal control related to the preparation of consolidation of financial statements in order to ensure the material misstatement caused by fraud or error does not exist in the consolidated financial statements.
In preparing the consolidated financial statements, the management is also responsible for assessing the ability of SAMPO GROUP as a going concern, disclosing as applicable, matters related to a going concern and using the going concern basis of accounting. Unless the management either intends to liquidate SAMPO GROUP or to cease operations, or has no other realistic alternative but to do so.
Those in charge of governance (including the Auditing Committee) are responsible for overseeing the reporting process of the financial statements of SAMPO GROUP.
Auditor’s Responsibilities for the Audit of the Sale or Contribution of Assets between an Investor and its Affiliate or Joint Venture
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue and auditor’s report. Reasonable assurance is a high level of assurance, but is not a guarantee that and audit conducted in accordance with the accounting principles generally
- 5 -
accepted in the Republic of China will always detect a material misstatement when it exists. Material misstatement could arise from fraud or errors. If fraud or errors are considered materials, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.
The independent auditors when conducting the audit in accordance with generally accepted auditing standards shall exercise professional judgment and maintain professional suspicion. The independent auditors also perform the following tasks:
-
Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design, and perform audit procedures responsive risks, and obtain evidence that is sufficient and appropriate to provide a basis of our opinion. Fraud may involve conspiracy, forgery, deliberate omission, false declaration, or violation of internal control; therefore, the risk of material misstatement arising from fraud is higher than that caused by error.
-
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control effective in SAMPO GROUP.
-
Assess the appropriateness of the accounting policies adopted by the management and the reasonableness of the accounting estimates and related disclosures made.
-
Conclude the appropriateness of the use of the going concern basis of accounting by the management, and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on SAMPO GROUP to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosures are inappropriate, to modify our opinion. The conclusion of the independent auditors is based on the audit evidence obtained as of the audit report date. However, future events or conditions may cause SAMPO GROUP to cease as a going concern.
-
Evaluate the overall presentation, structure, and content of the consolidated statements, including related notes, whether the consolidated statements represent the underlying transactions and events in a matter that achieves fair presentation.
-
Obtain sufficient and appropriate audit evidence on the financial information of business entities within the Group in order to express an opinion on the consolidated financial statements. The independent auditor is responsible for guiding, supervising, and implementing the audit of the Group; also, is responsible for forming an opinion on the audit of the Group.
We communicate with those in charge of governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings (including any significant deficiencies in internal control that we identify during our audit).
We also provide those in charge of governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, (related safeguards).
- 6 -
From the matters communicated with those in charge of governance, we determine those matters that were of most significance in the audit of the 2021 consolidated financial statements of SAMPO GROUP and are therefore the key audit matters. The independent auditors shall state the key audit matters in the audit report except for the specific matters prohibited from being disclosed by law and regulations, or, in rare cases, where the independent auditor decides not to have specific matters communicated in the audit report since the negative effect of such disclosure can be reasonably expected to be greater than the increase of public interest.
Deloitte and Touche Taiwan CPA Su-Huan Yu CPA: Yi-Hui Lin Securities and Futures Bureau Approval Financial Supervisory Commission approval Document No. no. Tai-Cai-Zheng (6) Zi No. 0920123784 Jin-kwong-cheng-(6) No.: 0940161384
March 22, 2022
- 7 -
SAMPO CORPORATION and its Subsidiary
Consolidated balance sheet
December 31, 2021 and 2020
Unit: NT$ thousand
| Code 1100 1136 1150 1170 1180 1200 1210 1220 130X 1479 11XX 1517 1535 1550 1600 1755 1760 1780 1840 1920 1990 15XX 1XXX Code 2100 2110 2150 2160 2170 2180 2219 2220 2230 2250 2280 2320 2399 21XX 2540 2550 2570 2580 2640 2670 25XX 2XXX 3110 3200 3310 3320 3350 3300 3400 3500 31XX 36XX 3XXX |
Assets Current assets Cash and cash equivalents (Note 6) Financial assets at amortized cost - current (Note 7) Notes receivable, net (Note 9) Accounts receivable, net (Note 9) Accounts receivable - related parties, net (Notes 9 and 29) Other receivables (Note 9) Other receivables - related parties (Notes 9 and 29) Current tax assets (Note 24) Inventory (Note 10) Other current assets (Note 16) Total current assets Non-current assets The financial assets measured for the fair values through other comprehensive income- non-current (Note 8) Financial assets based on cost after amortization-Non-current (Note 7) Investments accounted for using equity method (Note 12) Property, plant and equipment (Note 13) Right-of-use asset (Note 14) Investment Property (Note 15) Intangible assets Deferred tax assets (Note 24) Refundable deposits Other non-current assets (Note 16) Total non-current assets Total assets Liabilities and equity Current liabilities Short-term borrowings (Note 17) Short-term notes and bills payable (Note 17) Notes payable Notes payable -related party (Note 29) Accounts payable Accounts payable - related parties (Note 29) Other payables (Note 18) Other payables - related parties (Note 29) Current tax liabilities (Note 24) Provisions - current (Note 19) lease liabilities - current (Note 14) Long-term loans due within one year or one business cycle (Note 17) Other current liabilities (Note 18) Total current liabilities Non-current liabilities Long-term borrowings (Note 17) Provisions - Non-current (Note 19) Deferred tax liabilities (Note 24) Lease liabilities - Non-current (Note 14) Net defined benefit liability - Non-current (Note 20) Other non-current liabilities Total non-current liabilities Total liabilities Equity of the parent company (Note 21) Common stock capital Additional paid-in capital Retained earnings Statutory reserves Special reserve undistributed earnings Total retained earnings Other equity Treasury shares Total equity of the parent company Non-controlling interests Total equity Total Liabilities and Equity |
December 31, 2021 | December 31, 2021 | % 5 1 2 7 - - - - 12 2 29 4 - 22 38 3 3 - 1 - - 71 100 1 1 1 - 5 - 6 - 1 1 1 - 3 20 2 1 6 2 3 - 14 34 30 2 5 13 22 40 2) 7) 63 3 66 100 |
December 31, 2020 | December 31, 2020 | |||
|---|---|---|---|---|---|---|---|---|---|
| Amount $ 641,399 98,289 198,617 926,488 1,968 11,919 89 - 1,529,143 313,212 3,721,124 476,215 27,000 2,913,588 4,926,926 326,065 356,087 59,466 165,321 42,954 19,105 9,312,727 $ 13,033,851 $ 150,000 99,974 115,998 68 690,903 871 764,659 8 66,831 89,575 126,479 60,000 416,446 2,581,812 290,000 108,663 786,895 206,527 355,620 42,421 1,790,126 4,371,938 3,872,000 213,725 663,802 1,660,366 2,955,104 5,279,272 221,843) 856,192) 8,286,962 374,951 8,661,913 $ 13,033,851 |
Amount $ 834,049 322,053 113,415 454,261 5,247 13,368 1 490 1,381,334 424,193 3,548,411 425,208 27,000 2,843,169 4,883,232 250,474 359,691 67,968 160,772 30,690 18,194 9,066,398 $ 12,614,809 $ - - 189,950 - 655,956 2,690 528,811 31 97,865 72,845 111,325 - 349,807 2,009,280 900,000 106,481 874,801 182,223 403,477 44,476 2,511,458 4,520,738 3,872,000 171,699 485,157 1,592,788 2,379,146 4,457,091 142,666) 592,827) 7,765,297 328,774 8,094,071 $ 12,614,809 |
% | |||||||
( ( |
( ( |
( ( |
( ( |
7 2 1 4 - - - - 11 3 28 3 - 23 39 2 3 1 1 - - 72 100 - - 1 - 5 - 4 - 1 1 1 - 3 16 7 1 7 2 3 - 20 36 31 1 4 12 19 35 1) 5) 61 3 64 100 |
The notes attached shall constitute an integral part of this Consolidated financial statement.
Chairman: CHEN, MAO-BANG INDUSTRIAL DEVELOPMENT FOUNDATION Managerial officer: HSU, CHING-CHAO Accounting officer: CHIANG, CHUAN-TIEN INDUSTRIAL DEVELOPMENT FOUNDATION
- 8 -
SAMPO CORPORATION and its Subsidiary
Consolidated Income Statement
January 1 to December 31, 2021 and 2020
Unit: NTD thousand, except Earnings Per Share (NTD)
| Code Operating revenues (Note 22) 4100 Sales revenues 4600 Service revenues 4800 Other operating revenues 4000 Total operating revenues Operating costs 5110 Cost of sales 5600 Labor service cost 5800 Other operating costs 5000 Total operating costs 5900 Gross profits Operating expenses 6100 Marketing expenses 6200 Administrative expenses 6300 Research and development expenses 6450 Expected credit impairment loss 6000 Total operating expenses 6900 Net Operating profits Non-operating income and expenses 7100 Interest income (Note 23) 7010 Other income (Note 23) 7020 Other gains and losses (Note 23) 7050 Financial costs (Note 23) 7060 Share of profit or loss of affiliated companies accounted for using the equity method 7000 Total non-operating income and expenses |
2021 | % 86 14 - 100 71 12 - 83 17 5 4 1 - 10 7 - 1 12 - 1 14 |
2020 | |||||
|---|---|---|---|---|---|---|---|---|
| % | ||||||||
87 13 - 100 70 12 - 82 18 5 5 1 - 11 7 - 1 17 - 2 20 |
(Continued on next page)
- 9 -
(Continued from previous page)
| Code 7900 Net profits before tax 7950 Income tax expense (Note 24) 8200 Net profits for the year Other comprehensive income 8310 The items that are not re-classified as profit or loss 8311 Remeasurement of defined benefit plan 8316 Unrealized gains or losses on investments in equity instruments measured at fair value through other comprehensive income 8330 Share of other comprehensive income of affiliates accounted for under equity method 8349 Incomes tax related to titles not subject to reclassification 8360 Items that may be re-classified subsequently under profit or loss 8361 Exchange differences on translation of financial statements of foreign operations 8370 Share of other comprehensive income of affiliates accounted for under equity method 8300 Other comprehensive income of the current year (net amount after taxation) 8500 Total amount of comprehensive income of the current year Profit attributable to: 8610 Shareholders of parent company 8620 Non-controlling interest net profits 8600 |
2021 | % 21 1) 20 - - - - - - - - - 20 19 - 19 |
2020 | |||||
|---|---|---|---|---|---|---|---|---|
| Amount $ 1,843,430 110,645) 1,732,785 6,036 ) 14,492 34,932 1,470 44,858 1,781 ) 14,383) 16,164) 28,694 $ 1,761,479 $ 1,668,331 64,454 $ 1,732,785 |
Amount $ 2,084,606 248,611) 1,835,995 8,430 ) 96,176 ) 94,984 600) 10,222) 2,276 ) 31,708 29,432 19,210 $ 1,855,205 $ 1,795,993 40,002 $ 1,835,995 |
% | ||||||
( ( ( ( ( |
( |
( ( ( ( ( ( |
( ( |
27 3) 24 - 1 ) 1 - - - - - - 24 23 1 24 |
(Continued on next page)
- 10 -
(Continued from previous page)
| Code The total comprehensive income belongs to 8710 Owners of parent 8720 Non-controlling interests 8700 EPS (Note 25) 9710 Basic 9810 Diluted |
2021 | % 19 1 20 |
2020 | |||||
|---|---|---|---|---|---|---|---|---|
| Amount $ 1,698,754 62,725 $ 1,761,479 $ 4.52 $ 4.49 |
Amount $ 1,814,257 40,948 $ 1,855,205 $ 4.86 $ 4.82 |
% | ||||||
| 24 - 24 |
The notes attached shall constitute an integral part of this Consolidated financial statement.
Chairman: CHEN, MAO-BANG Managerial officer: HSU, Accounting officer: INDUSTRIAL DEVELOPMENT CHING-CHAO CHIANG, FOUNDATION CHUAN-TIEN INDUSTRIAL DEVELOPMENT FOUNDATION
- 11 -
SAMPO CORPORATION and its Subsidiary
Consolidated Statements of Changes in Shareholders’ Equity
January 1 to December 31, 2021 and 2020
| SAMPO CORPORATION and its Subsidiary Consolidated Statements of Changes in Shareholders’ Equity January 1 to December 31, 2021 and 2020 |
SAMPO CORPORATION and its Subsidiary Consolidated Statements of Changes in Shareholders’ Equity January 1 to December 31, 2021 and 2020 |
SAMPO CORPORATION and its Subsidiary Consolidated Statements of Changes in Shareholders’ Equity January 1 to December 31, 2021 and 2020 |
SAMPO CORPORATION and its Subsidiary Consolidated Statements of Changes in Shareholders’ Equity January 1 to December 31, 2021 and 2020 |
SAMPO CORPORATION and its Subsidiary Consolidated Statements of Changes in Shareholders’ Equity January 1 to December 31, 2021 and 2020 |
|||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Code A1 Balance as of January 1, 2020 Distribution of 2019 earnings B1 Legal reserve B5 Cash dividend to the Company’s shareholders B17 Reversal of special reserve C7 Changes in affiliates and joint ventures recognized under the equity method D1 Net profits for 2020 D3 Other comprehensive profit and loss after tax in 2020 D5 Total profit and loss in 2020 L3 Purchase and disposal of treasury shares M1 Adjustment of capital surplus by dividends paid to subsidiaries M5 The differences between carrying amount and market price of actual acquisition or disposal of shares in subsidiaries. O1 Increase/decrease in non-controlling interest Z1 Balance as of December 31, 2020 Distribution of 2020 earnings B1 Legal reserve B3 Provision for special reserve in accordance B5 Cash dividend to the Company’s shareholders B17 Reversal of special reserve C7 Changes in affiliates and joint ventures recognized under the equity method D1 Net profits for 2021 D3 Other comprehensive income after tax in 2021 D5 Total profit and loss in 2021 L1 Purchase and disposal of treasury shares M1 Adjustment of capital surplus by dividends paid to subsidiaries O1 Increase/decrease in non-controlling interest Q1 Disposal of equity instruments measured at fair value through other comprehensive income Z1 Balance as of December 31, 2021 |
Equity attributable to shareholders of the company | Total $ 6,485,335 - 570,600 ) - 752 1,795,993 18,264 1,814,257 19,650 15,882 21 - 7,765,297 - - 955,750 ) - 2,533 ) 1,668,331 30,423 1,698,754 245,277 ) 26,471 - - $ 8,286,962 |
Non-controlling interest $ 303,057 - - - - 40,002 946 40,948 - - 21 ) 15,210) 328,774 - - - - - 64,454 1,729) 62,725 - - 16,548 ) - $ 374,951 |
Unit: NT$ thousand Total equity |
|||||||||||||||||
| Number of Shares 387,200 - - - - - - - - - - - 387,200 - - - - - - - - - - - - 387,200 |
Capital stock $ 3,872,000 - - - - - - - - - - - 3,872,000 - - - - - - - - - - - - $ 3,872,000 |
Capital surplus $ 151,374 - - - 752 - - - 3,670 15,882 21 - 171,699 - - - - 2,533 ) - - - 18,088 26,471 - - $ 213,725 |
Retained earnings | Unappropriated earnings $ 1,141,276 73,896 ) 570,600 ) 95,918 - 1,795,993 9,545) 1,786,448 - - - - 2,379,146 178,645 ) 212,402 ) 955,750 ) 144,824 - 1,668,331 4,068) 1,664,263 - - - 113,668 $ 2,955,104 |
Other equity Exchange differences on translation of financial statements of foreign operations Unrealized gain or loss on financial assets at fair value through other comprehensive profit or loss ( $ 305,398 ) $ 134,923 - - - - - - - - - - 29,136 ( 1,327) 29,136 ( 1,327) - - - - - - - - ( 276,262 ) 133,596 - - - - - - - - - - - - ( 16,031) 50,522 ( 16,031) 50,522 - - - - - - - ( 113,668) ($ 292,293) $ 70,450 |
Treasury shares $ 608,807 ) - - - - - - - 15,980 - - - 592,827 ) - - - - - - - - 263,365 ) - - - $ 856,192) |
|||||||||||||||
| Exchange differences on translation of financial statements of foreign operations ( $ 305,398 ) - - - - - 29,136 29,136 - - - - ( 276,262 ) - - - - - - ( 16,031) ( 16,031) - - - - ($ 292,293) |
|||||||||||||||||||||
| Legal reserve $ 411,261 73,896 - - - - - - - - - - 485,157 178,645 - - - - - - - - - - - $ 663,802 |
Special reserve $ 1,688,706 - - 95,918 ) - - - - - - - - 1,592,788 - 212,402 - 144,824 ) - - - - - - - - $ 1,660,366 |
||||||||||||||||||||
( |
( ( |
( ( ( ( ( ( ( |
( ( ( ( ( |
( ( ( |
( ( ( ( |
( ( ( ( |
( ( ( ( |
( ( ( ( ( ( |
$ 6,788,392 - 570,600 ) - 752 1,835,995 19,210 1,855,205 19,650 15,882 - 15,210) 8,094,071 - - 955,750 ) - 2,533 ) 1,732,785 28,694 1,761,479 245,277 ) 26,471 16,548 ) - $ 8,661,913 |
The notes attached shall constitute an integral part of this Consolidated financial statement.
Chairman: CHEN, MAO-BANG INDUSTRIAL DEVELOPMENT FOUNDATION Managerial officer: HSU, CHING-CHAO INDUSTRIAL DEVELOPMENT FOUNDATION
Accounting officer: CHIANG, CHUAN-TIEN
- 12 -
SAMPO CORPORATION and its Subsidiary
Consolidated Statements of Cash Flow
January 1 to December 31, 2021 and 2020
Unit: NT$ thousand
| Unit: NT$ thousand | ||
|---|---|---|
| Code Cash flow from operating activities A10000 Current year net profit before taxation A20010 Profits and loss A20100 depreciation expense A20200 Amortization expenses A20300 Expected credit impairment loss A20400 Gain (loss) on financial assets and liabilities at fair value through profit and loss A23800 Inventory loss in valuation (reversed profits) A20900 Financial costs A21200 Interest income A21300 Dividend income A22300 Share of profit or loss of affiliated companies accounted for using the equity method A22500 Net income from the disposal and obsolescence of property, plant and equipment A29900 Lease modification gain A30000 Net change in operating assets and liabilities A31115 Financial assets mandatorily measured at fair value through profit or loss A31130 Notes receivable A31140 Notes receivable – related party A31150 Accounts receivable A31160 Accounts receivable – related parties A31180 Other receivables A31190 Other receivables – related parties A31200 Inventory A31240 Other current assets A32130 Notes payable A32140 Notes payable – related party A32150 Accounts payable A32160 Accounts payable – related parties A32180 Other payables A32190 Other payables – related parties |
2021 $ 1,843,430 252,586 38,830 13,469 ( 699 ) 19,597 14,255 ( 1,425 ) ( 10,769 ) ( 150,227 ) ( 1,068,879 ) ( 85 ) 699 ( 88,292 ) - ( 479,995 ) 3,279 1,499 ( 88 ) ( 167,379 ) 98,650 ( 73,952 ) 68 34,947 ( 1,819 ) 202,673 ( 23 ) |
2020 |
| $ 2,084,606 176,680 39,628 1,803 ( 906 ) ( 8,273 ) 24,275 ( 10,097 ) ( 8,708 ) ( 195,007 ) ( 1,371,906 ) ( 92 ) 906 ( 5,709 ) 4 46,645 ( 4,292 ) 983 25 ( 135,697 ) ( 134,960 ) ( 23,021 ) ( 782 ) 159,491 2,625 84,200 31 |
(Continued on next page)
- 13 -
(Continued from previous page)
| Code A32200 Provision for liabilities A32230 Other current liabilities A32240 Net defined benefit liability A33000 Cash inflow from operating activities A33100 Interest received A33300 Interest payment A33500 Income tax payment AAAA Net cash inflow from operating activities Cash flow from investment activities B00010 Acquisition of financial assets at fair value through other comprehensive profit or loss B00030 Refund from capital reduction in financial assets measured at fair value through other comprehensive profit and loss B00040 Acquisition of financial assets measured at amortized cost B01800 Acquisition of investment accounted for using the equity method B02700 Purchase of property, plant, and equipment B02800 Proceeds from disposal of property, plant and equipment B03800 Increase (decrease) in refundable deposits B04500 Purchase of intangible assets B05400 Acquisition of investment property B06800 Decrease (increase) in other non-current assets B07600 Dividends received from the affiliated company B09900 Receipt of other dividends BBBB Net cash inflow from investment activities Cash flow from financing activities C00200 Increase (decrease) in short-term loans C00600 Increase (decrease) in short-term bills payable C01600 Borrowing of long-term loans C01700 Repayments of long-term borrowings C04020 Lease principal repayment C04400 Decrease in other non-current liabilities C04500 Cash dividend released C04900 Repurchase cost of treasury stock C05100 Treasury stock purchased by employees C05800 Change in non-controlling interest C09900 Payment of Non-controlling Equity Cash Dividends CCCC Net cash outflow from financing activities |
2021 $ 18,912 66,639 53,893) 512,008 1,425 13,950 ) 232,174) 267,309 50,000 ) 13,485 223,764 - 827,250 ) 1,782,789 12,264 ) 30,328 ) 3,587 ) 398 ) 97,824 10,769 1,204,804 150,000 99,974 50,000 600,000 ) 169,705 ) 2,055 ) 929,279 ) 293,727 ) 48,450 - 16,548) 1,662,890) |
2020 | ||
|---|---|---|---|---|
( ( ( ( ( ( ( ( ( ( ( ( ( ( ( ( |
( ( ( ( ( ( ( ( ( ( ( ( ( ( ( ( ( |
$ 3,347 9,371 ) 49,791) 666,637 10,097 24,706 ) 274,788) 377,240 - - 72,586 ) 6,255 ) 579,022 ) 1,792,951 31,508 23,743 ) - 828 69,831 8,708 1,222,220 60,000 ) 489,785 ) 900,000 1,625,000 ) 82,194 ) 20,634 ) 554,718 ) - 19,650 300 ) 14,910) 1,927,891) |
(Continued on next page)
- 14 -
(Continued from previous page)
| Code DDDD Impact of changes in exchange rate on cash and cash equivalents EEEE Net decrease in cash and cash equivalents E00100 Cash and cash equivalents balance – beginning of year E00200 Cash and cash equivalents balance – end of year |
|
|---|---|
The notes attached shall constitute an integral part of this Consolidated financial statement.
Chairman: CHEN, MAO-BANG Managerial officer: HSU, Accounting officer: INDUSTRIAL DEVELOPMENT CHING-CHAO CHIANG, FOUNDATION CHUAN-TIEN INDUSTRIAL DEVELOPMENT FOUNDATION
- 15 -
SAMPO CORPORATION and its Subsidiary
Notes to consolidated financial statements
January 1 to December 31, 2021 and 2020
(In thousand New Taiwan dollars, unless otherwise specified)
1. Company History
SAMPO CORPORATION. (hereinafter referred to as “SAMPO” or the “Company”), formerly known as “DONGXING ELECTRIC CO., LTD.,” was established in September 1962. In September 1964, DONGXING merged with DONJOY ELECTRIC CO., LTD. and changed its name to SAMPO ELECTRONICS CO., LTD. In 1970, its stock was publicly traded, and in 1974, the name was changed to SAMPO CORPORATION.
The Company engages in the manufacture, processing, contracting, wholesaling, retailing, repair services, and consignment of electronics, electrochemicals, telecommunications, electrical materials, information products, and audio products, and engages in the import and export business and investment in foreign related businesses.
The consolidated financial statements are presented in the Company’s functional currency – New Taiwan dollar.
2. Financial reporting date and procedures
The consolidated financial statements were approved by the Board of Directors on March 22, 2022.
3. Application of new and revised standards and interpretation
- (1) First-time application of International Financial Reporting Standards (“IFRSs”), International Accounting Standards (“IASs”), Interpretations (“IFRICs” and “SICs”) (hereinafter collectively referred to as the “IFRSs”) endorsed and issued into effect by the Financial Supervisory Commission (hereinafter referred to as the “FSC”).
The application of the amended IFRSs approved and announced with effect by the Financial Supervisory Commission would not cause significant changes to the Company’s accounting policies.
- (2) The applicable FSC-approved IFRSs in 2022
| Company’s accounting policies. The applicable FSC-approved IFRSs in 2022 |
|
|---|---|
| The new/amended/revised standards or interpretation “IFRSs 2018-2020 Annual Improvements” Amendments to IFRS 3 “Definition of a Business” Amendment to IAS 16 “Property, plant and equipment: price before reaching the intended state of use” Amendment to IAS 37 “Onerous Contracts – Cost of Performing Contracts.” |
Effective Date per IASB publication |
| January 1, 2022 (Note 1) January 1, 2022 (Note 2) January 1, 2022 (Note 3) January 1, 2022 (Note 4) |
-
16 -
-
Note 1: The amendment to IFRS 9 applies to swaps or changes in the terms of financial liabilities that occur in annual reporting periods beginning after January 1, 2022; the amendment to IAS 41, “Agriculture,” applies to fair value measurements in annual reporting periods beginning after January 1, 2022; and the amendment to IFRS 1, “First-time Adoption of IFRSs,” applies retrospectively to annual reporting periods beginning after January 1, 2022.
-
Note 2: This amendment applies to business mergers for which the acquisition date falls within the annual reporting period after January 1, 2022.
-
Note 3: This amendment applies to plant, property and equipment that begins to operate in the manner such as location and condition expected by management after January 1, 2021.
-
Note 4: This amendment applies to contracts with unfulfilled obligations as of January 1, 2022.
As of the date of publication of this financial report, the Company has evaluated that the amendments to the above standards and interpretations will not have a material impact on the financial position and financial performance.
- (3) The IFRSs released by the IASB but not yet approved and announcement effective by the Financial Supervisory Commission
| The IFRSs released by the IASB but not yet approved by the Financial Supervisory Commission |
and announcement effective |
|---|---|
| The new/amended/revised standards or interpretation Amendment to IFRS 10 and IAS 28, “Sale or Contribution of Assets between an Investor and its Affiliate or Joint Venture and Investment in Affiliates.” IFRS 17 “Insurance Contracts” Amendment to IFRS 17 Amendment to IFRS 17 “First-time application of IFRS 17 and IFRS 9 - Comparative Information” Amendment to IAS 1 “Classification of Liabilities as Current or Noncurrent” Amendment to IAS 1 “Disclosure of Accounting Policies.” Amendment to IAS 8 “Definition of Accounting Estimates.” Amendments to IAS 12 “deferred tax related to assets and liabilities arising from a single transaction” Amendment to IFRS 10 and IAS 28, “Sale or Contribution of Assets between an Investor and its Affiliate or Joint Venture and Investment in Affiliates.” IFRS 17 “Insurance Contracts” |
IASB publication effective date (Note 1) |
| Undefined January 1, 2023 January 1, 2023 January 1, 2023 January 1, 2023 January 1, 2023 (Note 2) January 1, 2023 (Note 3) January 1, 2023 (Note 4) Undefined January 1, 2023 |
Note 1: Unless otherwise stated, the aforementioned new/amended/revised standards or interpretation are effective for annual reporting periods beginning after the respective dates.
-
17 -
-
Note 2: The application of this amendment is deferred for annual reporting periods beginning after January 1, 2023
-
Note 3: This amendment applies to changes in accounting estimates and changes in accounting policies that occur in annual reporting periods beginning after January 1, 2023.
-
Note 4: The amendments are applicable to transactions occurred after January 1, 2022, except for the deferred income tax recognized on the temporary differences of lease and decommissioning obligations on January 1, 2022.
-
Amendment to IAS 1 “Classification of Liabilities as Current or Noncurrent”
The amendment aims to clarify whether a liability is classified as noncurrent; the Company should assess whether it has the right to defer settlement at the end of the reporting period for at least 12 months after the reporting period. If the Company has such a right as of the end of the reporting period, the liability is classified as noncurrent whether or not the Company exercises its right to defer settlement of a liability. The amendment aims to clarify if the Company is required to comply with certain conditions in order to have the right to defer settlement of a liability. The Company must have complied with specific conditions as of the end of the reporting period, even if the lender tests whether the Company has complied with those conditions at a later date.
The amendment provides the purpose to clarify that settlement refers to the transfer to the counterparty of cash, other economic resources or equity instruments of the Company that results in the extinguishment of the liability. However, if the terms of the liability may result in transferring the Company’s equity instruments at the option of the counterparty, and if the option is separately recognized in equity in accordance with IAS 32, “Financial Instruments: Presentation,” the above-mentioned provisions do not affect the classification of the liability.
- Amendment to IAS 1 “Disclosure of Accounting Policies.”
The amendment specifies that the Company shall determine the material accounting policy information to be disclosed based on the definition of materiality. Accounting policy information is considered material if it could reasonably be expected to affect the decisions of the primary users of the general-purpose financial statements based on those financial statements. The amendment also clarifies:
-
˙Accounting policy information related to immaterial transactions, other events or circumstances is immaterial and the Company is not required to disclose such information. -
˙The Company may determine that related accounting policy information is material because of the nature of the transactions, other events or circumstances, even if the amount is not material. -
˙Not all accounting policy information related to significant transactions, other events or circumstances is material.
In addition, the amendment provides examples of accounting policy information that may be material if it relates to significant transactions, other
- 18 -
events or circumstances and under the following circumstances, the information may be material:
-
(1) A change in the Company’s accounting policy during the reporting period that results in a material change in financial statement information;
-
(2) The Company selects applicable accounting policies from among the options permitted by the standards.
-
(3) Due to the lack of specific standards, the Company establishes accounting policies in accordance with IAS 8 “Accounting Policies, Changes and Errors in Accounting Estimates”;
-
(4) The Company discloses the relevant accounting policies that require the application of significant judgments or assumptions; or
-
(5) that it involves complex accounting requirements when users of financial statements rely on such information to understand such significant transactions, other events or circumstances.
-
Amendment to IAS 8 “Definition of Accounting Estimates.”
The amendment explicitly specifies that accounting estimate represents the monetary amounts in the financial statements that are subject to measurement uncertainty. In applying accounting policies, the Company may need to measure financial statement items using monetary amounts that are not directly observable but must be estimated, and therefore measurement techniques and input values are required to create accounting estimates for this purpose. The effect of changes in measurement techniques or input values on accounting estimates that are not corrections of prior period errors are accounted for as changes in accounting estimates.
- Amendments to IAS 12 “deferred tax related to assets and liabilities arising from a single transaction”
According to the said amendments, the taxable income generated and deductible temporary difference transaction occurred for the same amount at the time of original recognition are not subject to the exceptions of the initial recognition as stated in IAS 12. The Company will recognize deferred income tax assets (if there is probably taxable income available for deducting the temporary differences) and deferred income tax liabilities for all deductible and taxable temporary difference related to lease and decommissioning obligations on January 1, 2022; also, the cumulative effect will be recognized as an adjustment to the initial balance of retained earnings in the same day. The transactions other than leases and decommissioning obligations occurred after January 1, 2022 are deferred subject to the said amendment.
In addition to the aforementioned effects, as of the financial report publication date, the Company continued to assess the impact of the aforementioned amendments to the standards and interpretations on the financial status and financial performance. The relevant effects will be disclosed upon the completion of the assessment.
- 19 -
4. Summary of significant accounting policies
- (1) Compliance Statement
The consolidated financial statements are prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the IFRSs approved and published by the FSC.
- (2) Basis of preparation
Except for the financial instruments on the basis of fair value and the recognition of net defined benefit liabilities on the basis of the present value of net defined benefit obligation net of the fair value of planned assets, this consolidated financial statement was compiled on the basis of historical cost. The evaluation of fair value could be classified into Level 1 to Level 3 by the observable intensity and importance of related input value:
-
Level 1 input value: refers to the quotation of the same asset or liability in an active market as of the evaluation (before adjustment).
-
Level 2 input value: refers to the direct (the price) or indirect (inference of price) observable input value of asset or liability further to the quotation of Level 1.
-
Level 3 input value: the unobservable input value of asset or liability.
-
(3) Standards in differentiating current and non-current assets and liabilities. Current assets including:
-
Assets held mainly for trading purpose:
-
Assets expected to be realized within 12 months after the balance sheet date; and
-
Cash and cash equivalents (not including those that are limited to exchange or repay liabilities exceeding 12 months after the balance sheet date).
- Current liabilities include:
-
Liabilities held for trading purposes;
-
The liabilities to be liquidated upon due within 12 months after the balance sheet date (those with long-term refinancing or payment term rearrangement completed from the balance sheet date to the financial reports approved and published date are also classified as current liabilities), and
-
Liabilities with the repayment deadline that cannot be unconditionally deferred to at least 12 months after the balance sheet date.
For those that are not current assets or liabilities above are classified as non-current assets or liabilities.
- 20 -
(4) Basis of consolidation
The accompanying consolidated financial statements include the financial statements of SAMPO CORPORATION and the entities (subsidiaries) controlled by SAMPO The Consolidated Statement of Comprehensive Income already covered the operating profit and/or loss of the subsidiaries, which have been acquired or disposed of the current term, from the date of acquisition until the date of disposal. The subsidiaries’ financial statements have been properly adjusted to make the accounting policies consistent with the accounting policies of the consolidated company. In preparing these consolidated financial statements, the transactions, account balances, incomes and loss and expenses among the individual entities are written off in full amount. The total comprehensive incomes of the subsidiaries were non-controlling interest attributed to the Company’s owners and the non-controlling interest, to become the balance of loss even as the non-controlling interest.
When the changes of interest of the subsidiaries’ ownership by the Consolidated Company do not lead to the loss of control, it is disposed of as interest transactions. The book value of the Consolidated Company and non-controlling interest has been adjusted to reflect the changes of the relative interest of subsidiaries. The differential between the adjustment amount of non-controlling interest and the fair value of consideration received is directly recognized as interest and belongs to the owner of the Company.
For details of subsidiaries, shareholding and business items, see Note 11, “Subsidiaries” and Exhibit 4.
(5) Foreign currency
For the transactions conducted in a currency other than the business entity’s functional currency (foreign currency), it is to be translated to the functional currency in accordance with the exchange rate on the transaction date when preparing the individual financial statements.
Foreign currency monetary items are translated at the closing rate on each balance sheet date. The exchange differences arising from the settlement of monetary items or translating monetary items are recognized in the current profit or loss.
The foreign non-currency items measured at fair value are translated in accordance with the exchange rate on the fair value determination date and the exchange difference is booked as current profit or loss. However, for the changes in fair value recognized in the other comprehensive profit or loss, the exchange difference is recognized in the other comprehensive profit or loss.
The foreign non-currency items measured at historical cost are translated in accordance with the exchange rate on the transaction date without the need for a translation again.
Upon preparation of the consolidated financial reports, the assets and liabilities of overseas operating institutions (including the subsidiaries, affiliates in the countries of business operation or those using currencies different from the Company’s) were converted to NTD based on the exchange rate quoted on every balance sheet date. The profits and losses are translated in accordance with the current average exchange rates, and the exchange differences resulted is booked in other comprehensive income (and attributable to the Company’s shareholders and non-controlling equity respectively).
- 21 -
If the Consolidated Company disposes of all interests in a foreign operation, or disposes of a portion of an interest in a subsidiary of a foreign operation but loses control, or disposes of a retained interest in an affiliate of a foreign operation that is a financial asset and is accounted for under the accounting policy for financial instruments, all cumulative translation differences attributable to the Company’s owners and related to the foreign operations will be reclassified to profit or loss.
If the partial disposal of a foreign operating subsidiary does not result in a loss of control, the accumulated exchange differences are reattributed to the non-controlling interest of the subsidiary on a pro rata basis and are not recognized in profit or loss. In any other event of partial disposal of an overseas operating institution, the accumulated difference in foreign exchange was reclassified to profit and/or loss pro rata to the percentage of disposal.
(6) Inventory
General Inventory includes raw materials, supplies, finished goods and work-in-process. General Inventory is valued in accordance with the lower of cost or net cash value. When comparing cost and net cash value, except for the homogeneous inventories, it is based on the itemized lower of cost or net cash value. Net realizable value refers to the estimated sale price under normal circumstances net of the estimated cost needed to complete the project and the estimated expenses needed to complete the sale. The cost of general inventory is calculated using the weighted average method.
(7) Investments in Affiliates
The Consolidated Company has a significant influence on an affiliated company that is not a subsidiary. The Consolidated Company adopts the equity method for investment in affiliates.
Under the equity method, investments in the affiliated companies were originally recognized at cost; the book value after the acquisition date fluctuates along with the distribution of profit or loss from the affiliated company and other comprehensive profit or loss by the consolidated company. Additionally, the change in the interests the Consolidated Company holds in the affiliates was recognized pro rata to the shareholding percentages.
Acquisition costs in excess of the Consolidated Company’s share of net identifiable assets and liabilities (i.e. fair value) in an affiliated company on the date of acquisition are recognized as goodwill. This goodwill includes book value of the investment and is not amortized. Share of net identifiable assets and liabilities (i.e. fair value) in an affiliated company that exceeds acquisition cost on the date of acquisition is recognized as gains for the current year.
When affiliates issue new shares, if the Consolidated Company fails to subscribe stock share proportionally to their shareholding, resulting in changes in shareholding ratio and thus causing changes in net equity investment, the increase or decrease amount should be adjusted to the additional paid-in capital – recognizing changes in net equity of affiliates under the equity method and investment under equity method. If the Consolidated Company’ did not subscribe to the new shares pro rata to the shareholding percentages and led to a decrease of the shareholding percentages subscribed to or obtained from the affiliate, nevertheless, the amount of other comprehensive income so recognized was reclassified pro rata to the decrease ratio in the affiliate. The accounting management was on the grounds same as the
- 22 -
grounds the affiliate must comply with if it directly disposed assets or liabilities. If the aforementioned adjustment must be debited into capital reserve where the balance of capital reserve yielded by the investment in equity method, the difference was debited as retained earnings.
In the event that the Consolidated Company’s shares of loss in the affiliates equal to or exceed its equity in the affiliates (including the book value of investment in the affiliates in equity method and other long-term interest of the Consolidated Company’ in the investment composition of the affiliates), the Consolidated Company’ discontinued recognition of the further losses. The Consolidated Company recognized extra losses and liabilities only in the event of occurrence of legal obligations, presumed obligations or within the scope that the Consolidated Company’ had made payment on behalf of the affiliate.
When assessing impairment, the consolidated company has the overall book value (including goodwill) of the investment deemed as a single asset when comparing the recoverable amount and the book amount in order to conduct impairment testing. The recognized impairment loss is an integral part of the book amount of the investment. Any reversal of the impairment loss can be recognized within the range of the recoverable amount of the subsequently increased investment.
The Consolidated Company ceases to adopt the equity method from the date its investment ceases to be an affiliate, and its retained interest in the former affiliate is measured at fair value. The difference between the fair value and the disposal price and the carrying amount of the investment on the date of cessation of the equity method is recognized in profit or loss for the current period. Furthermore, all relevant amounts relevant to the affiliates recognized in other comprehensive income were managed on the accounting grounds same as the grounds which it should comply with if the affiliates directly disposed the relevant assets or liabilities. If the investment in affiliates become an investment in the joint venture, or the investment in the joint venture becomes an investment in affiliates, the consolidated company will continue using the equity method and will not have the reserved equity remeasured.
The profit or loss resulting from the countercurrent, downstream and side-stream transactions between the consolidated company and the affiliated company is recognized in the consolidated financial statement within the range that is irrelevant to the consolidated company’s interest in the affiliated company.
- (8) Property, Plant and Equipment
Property, plant and equipment are recognized as costs, and they will be measured by the amount after the costs less the amount of accumulated depreciation and accumulated impairment losses afterwards.
- 23 -
Those real estate, plant buildings, equipment & facilities under construction were recognized at the amount of the costs after deducting the loss in the accumulated impairment. Costs include professional service expanses and loan costs that meet the capitalization conditions. When such assets are completed and reach expected use status, such assets will be classified to proper items under real property, plant and equipment and the provision of depreciation shall begin.
The depreciation of each material part of real estate, plants, and equipment should be appropriated independently in accordance with the useful year and a straight-line method. The Consolidated Company shall at least inspect the estimated service life, residual value and depreciation method by the day of the end of each fiscal year and postpone the effect of applying estimated accounting changes.
In the case of delisting real estate, plants, and equipment, the difference between the net disposal price and the book value of the asset is recognized in profit or loss.
- (9) Investment Property
Investment property is real estate held to earn rentals or for capital appreciation or both (including property in the process of construction that meets the definition of investment property). Investment property also includes land held for future use that is currently undetermined.
Self-owned investment property is initially measured at cost (including transaction costs) and subsequently measured at cost less accumulated depreciation and accumulated impairment losses.
All investment property is depreciated on a straight-line basis.
In removing investment property, the difference between the net proceeds of disposal and the book value shall be recognized as income.
-
(10) Intangible asset
-
Acquired separately
The intangible asset with limited useful life acquired separately was originally measured at cost and subsequently measured at cost, net of accumulated amortization and accumulated impairment losses. Depreciation is recognized using the straight-line method for intangible asset. The estimated useful lives, residual values and depreciation method are reviewed at the end of each yearly reporting period, with the effect of any changes in estimate accounted for on a prospective basis. Intangible asset with indefinite useful lives is measured at cost net of accumulated impairment losses.
- Derecognition
In removing intangible assets, the difference between the net proceeds of disposal and the book value shall be recognized as income.
- 24 -
(11) Impairment of tangible and intangible assets (except for goodwill).
The consolidated company at each balance sheet date is to assess whether there is any indication of the impairment occurring to the tangible and intangible assets (except for goodwill). If there is any indication of impairment occurring, the recoverable amount of the asset should be estimated. If the recoverable amount of an individual asset cannot be estimated, the consolidated company is to estimate the recoverable amount of the respective cash-generating unit. The common asset is amortized to each cash-generating unit in accordance with a consistent and reasonable sharing basis.
The intangible asset with indefinite useful lives and not yet available for use should be tested for impairment at least annually or should be tested when there is an indication of impairment.
The recoverable amount is the fair value net of cost or the value in use whichever is higher. When the recoverable amount of an individual asset or cash-generating unit is less than its book amount, the book amount of the asset or cash-generating unit should be reduced to its recoverable amount. The impairment loss is recognized in the profit or loss.
When the impairment loss was reversed subsequently, the book amount of the asset or cash-generating unit is increased to the adjusted recoverable amount, but the increased book amount may not exceed the book amount of the asset or cash-generating unit without recognizing the impairment loss in prior periods (net of amortization or depreciation). The reversed impairment loss is recognized in the profit or loss.
- (12) Financial instrument
When the Consolidated Company has become a party to the instrument contract, the financial assets and financial liabilities are to be recognized in the consolidated balance sheet.
For the initial recognition of the financial assets and financial liabilities, if the financial assets or financial liabilities are not measured at fair value through profit or loss, it is measured at fair value plus transaction cost that is directly attributable to the acquisition or issuance of financial assets or financial liabilities. The transaction cost directly attributable to the acquisition or issuance of financial assets or financial liabilities that are measured at fair value through profit or loss is immediately recognized in the profit or loss.
1. Financial asset
The regular way of purchase or sale of financial assets are recognized and derecognized based on the accounting on the transaction date.
(1) Classification of measurement
The types of financial assets held by the Company are financial assets at fair value through profit or loss, financial assets at amortized cost, and investments in equity instruments at fair value through other comprehensive income.
- 25 -
A. Financial assets at fair value through profit and loss
Financial assets at fair value through income statement included mandatory fair value through income statement. Financial instruments designated at fair value through income statements included the investment of equity instruments not designated at fair value through other comprehensive income and those not conforming to the standard of debt instruments on the basis of cost after amortization or at fair value through other comprehensive income.
The financial assets measured at fair value though profit or loss is measured at fair value; also, the profit or loss of revaluation (including any dividend or interest arising from the financial asset) is recognized in the profit and loss. Fair value is determined in the manner described in Note 28.
- B. Financial assets based on cost after amortization
If the financial assets of the Company met both of the following conditions, classify as financial assets on the basis of cost after amortization:
-
a. Financial assets held under particular mode of operation and the purpose of holding is for the collection of cash flow from contracts; and
-
b. Cash flow generated on particular dates deriving from the contacts and the cash flow is wholly for the payment of principal and interest accrued from the outstanding amount of the principal.
Financial assets on the basis of cost after amortization (including cash and cash equivalents and accounts receivable on the basis of cost after amortization) shall be determined for the total book value under the effective interest rate method after the initial recognition net of the cost of any impairment after amortization for measurement. Any exchange gains or loss will be recognized as income.
Interest income will be the product of effective interest rate and total book value of financial assets except under the following two conditions:
-
a. The interest income of financial assets procured or initiated under credit impairment will be the product of the effective interest rate after credit adjustment and the cost of financial assets after amortization.
-
b. Financial asset that has subsequently become credit-impaired, for which interest income is calculated by applying the effective interest rate to the amortized cost of the financial asset.
-
26 -
Cash equivalents include time deposits that are highly liquid, readily convertible into fixed amount of cash with minimal risk of changes in value within 3 months from the acquisition date and are used to meet short-term cash commitments.
- C. Investment of equity instruments at fair value through other comprehensive income
The Company may make an irrevocable choice at the time of initial recognition for designating the investment of equity instruments not available-for-sale and not recognized by the acquirer under business merger and acquisition or with consideration at fair value through other comprehensive income for measurement.
The investment of equity instruments at fair value through other comprehensive income is measured at fair value. Subsequent changes in fair value will be recognized as other comprehensive income and accumulated into other equity. In the disposal of assets, accumulated gains or loss shall be directly transferred to retained earnings without classification as income.
The dividend of the investment of equity instruments at fair value through other comprehensive income shall be recognized as income when the right of the Company in the collection of dividends is ascertained, unless the dividend is obviously representing the recovery of the cost of investment in part.
(2) Impairment of financial assets
The Company assesses financial assets (including accounts receivable) measured at amortized cost at each balance sheet date based on expected credit losses.
Allowance for loss is recognized for accounts receivable based on the expected credit loss over their life. Other financial assets shall be evaluated for any significant increase of risk from the day of initial recognition. If none is found, recognize for provision for anticipated credit loss along a period of 12 months. If it is, recognize for provision of anticipated credit risk within the perpetuity of the assets.
Anticipated credit loss is the weighted average loss of credit on the basis of the weight of the risk of default. Anticipated credit loss in a period of 12 months means the expected loss of credit from the financial instruments within 12 months due to default. Anticipated credit loss with the perpetuity of the financial instruments means the expected loss of credit from the financial instruments within the perpetuity of these financial instruments.
- 27 -
All impairment of financial assets is recognized through the reduction of the book value of the provisioned account. However, the provision for loss of investment of debt instruments at fair value through comprehensive income shall be recognized as other comprehensive income without the reduction of its book value.
(3) The derecognition of financial assets
The Company’s financial assets are derecognized only when the contractual rights from the cash flows of a financial asset becomes invalid, or when the financial assets are transferred and almost all the risks and rewards of the asset ownership have been transferred to other enterprises.
When a particular entry of financial assets measured at amortized cost is removed, the difference between its book value and consideration shall be recognized as income. When investments in debt instruments measured at fair value through other comprehensive income are derecognized as a whole, the difference between the carrying amount and the sum of the consideration received plus any cumulative gain or loss recognized in other comprehensive income is recognized in profit or loss. When particular equity instruments measured at fair value through comprehensive income are entirely derecognized, the accumulated gains of loss shall be directly transferred to retained earnings without being classified as profit or loss.
2. Equity instrument
The debt and equity instruments issued by the Company are classified as financial liabilities or equity pursuant to the contractual agreements and the definition of financial liabilities and equity instruments.
An equity instrument issued by the Company is recognized for an amount after deducting the direct issuing cost from the proceeds collected.
The Company’s equity retrieved is debited or credited to the equity. The Company’s equity purchased, sold, issued, or cancelled is not recognized in the profit or loss.
3. Financial liability
- (1) Subsequent measurement
All financial liabilities are evaluated at the amortized cost using the effective interest method.
(2) Derecognition of financial liabilities
When derecognizing financial liabilities, the difference between the book amount and the consideration paid (including any transferred non-cash assets or assumed liabilities) is recognized as profit or loss.
- 28 -
(13) Provision for liabilities
The recognized liability reserve amount is with the risk and uncertainty of the obligation considered, and it is the optimum estimate of the expenditure required to settle the obligations on the balance sheet date. Provision for liabilities shall be measured based on the discount value of the estimated cash flow for the settlement of obligation.
Warranty
Product warranties and warranties that promise to customers that the delivered product is as specified in the contract and will work as specified in the contract, shall be measured based on management’s best estimate on the cost to settle the consolidated company’s obligation, and such warranties shall be recognized upon recognition of revenue from the corresponding products.
- (14) Recognition of revenue
The consolidated company, after identifying the performance obligations, had the transaction price amortized to each performance obligation and recognized as income when the performance obligations were fulfilled.
- Commodity sales revenue
Revenue from merchandise sales is derived from sales of electronics, electrochemicals, telecommunications, electrical materials, information products. The Consolidated Company recognizes revenue and accounts receivable at the point of delivery of products and audio products to the customer’s designated location, at the time of shipment or at the time of pickup by the customer, when the customer has the right to set the price and use the products and has the primary responsibility for reselling the products and bears the risk of obsolescence of the products.
- Labor revenue
Labor service income is recognized at the time the service is provided.
Revenues yielded by the labor services rendered in accordance with the contract were recognized based on the progress degrees set forth under the contract. The progress degrees set forth under the contract were determined in the following manners:
-
(1) Revenue from freight transportation is recognized when the trip is completed and the cargo is delivered to its destination.
-
(2) Rental income from warehousing is recognized on an accrual basis over the period in which the services are rendered.
-
Licensing revenues
Royalty received is determined based on the actual sales volume for trademark licensing transaction.
- (15) Leases
The Company assesses whether or not the arrangement is (or includes) a lease arrangement on the agreement date
-
The Company is the lessor.
-
29 -
When the lease term is to have all risks and returns attached to the ownership of assets transferred to the lessee, it is classified as a financing lease. All other leases are classified as operating leases.
Lease payments for operating leases upon deduction of lease incentives are recognized as income on a straight-line basis in relevant lease periods. Initial direct costs generated in the acquisition of operating leases are added to the underlying asset carrying amount and recognized as expenses on a straight-line basis in lease periods.
- The Company is the lessee.
Except for recognizing low-value asset leases applying to exemption and lease payments for short-term leases being recognized as an expense on a straight-line basis over the lease term, other leases will be recognized as right-of-use assets and lease liabilities at the lease commencement date.
The right-of-use asset is measured at cost (including the amount equal to the lease liability at its initial recognition, lease payments made before the commencement of the lease less any lease incentives received, any initial direct costs incurred by the lessee, and an estimate of costs to be incurred by restoring the underlying asset to the condition required) less any depreciation and any accumulated impairment losses. Additionally, the cost is subsequently adjusted for any remeasurement of the lease liability.
Right-of-use assets are depreciated on a straight-line basis over the period from the commencement date of the lease to expiration of its useful life or expiration of the lease term, whichever date is earlier.
Lease liabilities are measured at the present value of the lease payments (including fixed payments). If the implied interest rate of the lease is easily determined, the lease payments will be discounted to their present value using that interest rate. If such interest rate is not easily determined, the incremental borrowing rate will be used.
Subsequently, the lease liabilities are measured at amortized cost using the effective interest method, and the interest expenses are amortized over the lease term. If changes in indices or rates utilized to determine lease payments lead to changes in future lease payments, the Company should remeasure lease liabilities and adjust right-of-use assets correspondingly. However, if right-of-use asset carrying amounts have already dropped to zero, remaining remeasurement amounts are recognized as profit or loss. Lease liabilities are presented separately in the balance sheet.
-
(16) Employee welfare
-
Short-term employee benefits
Liabilities relating to short-term employee benefits are measured by the non-discounted amount of the expected payment in exchange for employee services.
- 30 -
2. Post-employment benefits
Under the defined contribution pension plan, the pension amount appropriated during the service years of the employees is recognized as an expense.
The determined cost of benefit for defined benefit retirement plan (including the cost of service, net interest, and reevaluation) is based on the actuary of projected unit method. The net interests of the service cost (including the service cost for the current period) and net defined benefit liability are recognized as employee benefit expenses when they occur. The value of second measurement (including the profits and loss under actuary and the return on assets of the plan net or interest) shall be recognized as other comprehensive incomes and as retained earnings, if realized. No reclassification as profits and loss in subsequent periods.
Net defined benefit liability is the appropriation deficit of the defined benefit pension plan.
3. Termination benefits
Consolidated company has resignation benefit liability recognized when the resignation benefit contract cannot be revoked or when recognizing the related reorganization cost (whichever is sooner).
- (17) Share-based payment arrangement
- Equity Settled Share based Payment Agreement to Employees
For equity-settled share-based payment agreement, expenses are recognized on a straight-line basis over the vesting period based on the fair value of the equity instruments at the date of grant and the best estimate of the number of shares expected to be vested, with a simultaneous adjustment to capital surplus – employee stock options. If gain is realized as of the day of transfer, recognize as expenses in full amount as of the transfer day.
- (18) Income tax
Income tax expense is the sum of the current income tax and deferred income
tax.
- Income tax expenses in the current period
The Consolidated Company determines income (loss) for the period in accordance with the regulations enacted by the income tax reporting jurisdictions and calculates income tax payable (recoverable) accordingly.
Additional income tax on unappropriated earnings is calculated in accordance with the provisions of the Income Tax Act of the Republic of China, to be recognized in the year of the shareholder resolution meeting.
The adjustment to prior period income tax payable is booked as current income tax.
- Deferred tax
Deferred tax is computed in accordance with the temporary differences between the book value of assets and liabilities and the tax bases of taxable income.
- 31 -
Deferred tax liabilities are generally recognized in accordance with all taxable temporary differences. Deferred tax assets are recognized when there are likely to have taxable income available for deductible temporary difference or loss credit.
All taxable provisional differences relevant to the investment in subsidiaries and affiliates were recognized as deferred income tax liabilities, except an event while the Consolidated Company’ could control the time point of recovery of the control over the provisional difference or while the said provisional difference would be very likely not recoverable in the foreseeable future. The deductible temporary differences related to such investments are recognized as deferred income tax assets when there is likely a sufficient taxable income available for realizing a temporary difference and within the expected reverse in the foreseeable future.
The book amount of deferred income tax asset must be reviewed at each balance sheet date. The book amount of those that no longer have any sufficient taxable income to recover all or part of the asset, should be adjusted down. Those that are not originally recognized as deferred income tax assets should also be reexamined at each balance sheet date. The book amount of those that are likely to generate taxable income in the future for the recovery of all or part of its assets should be adjusted up.
Deferred income tax assets and liabilities are measured in accordance with the expected liability liquidation or the tax rate in the period when the asset is realized. The tax rate is based on the tax rate and tax laws that are legislated or substantively legislated at the balance sheet date. The measurement of deferred income tax liabilities and assets reflects the tax consequence resulted from the book value of the assets or liabilities expected to be recovered or liquidated on the balance sheet date.
- Current and deferred income tax for the year
Current and deferred income taxes are recognized in the profit or loss, except for the current and deferred income taxes related to the items recognized in other comprehensive profit or loss or directly included in the equity are recognized in the other comprehensive profit or loss or directly included in the equity.
5. Main source of significant accounting judgment, estimates and assumptions uncertainty
When adopting accounting policy, the management of the Company shall make related judgments, estimations, and assumptions for information that cannot be easily retrieved from other sources based on historical experiences and other relevant factors. Actual results may differ from the estimates.
- 32 -
The Company has taken the economic impact of the coronavirus pandemic into consideration for significant accounting estimates, and management will review the estimates and underlying assumptions on an ongoing basis. If the amendment affects only the current estimates, it is recognized in the current period. If the amendment of accounting estimates affects both current and future periods, it is recognized in the respective current and future periods.
6. Cash and cash equivalents
| and future periods. Cash and cash equivalents |
|||
|---|---|---|---|
| Cash on hand and working capital Bank checks and demand deposits Cash equivalents (Investment with the original maturity date within three months) Bank time deposit Bonds under repurchase agreement |
December 31, 2021 $ 4,454 631,945 5,000 - $ 641,399 |
December 31, 2020 | |
| $ 4,777 768,272 11,000 50,000 $ 834,049 |
The interest rate ranges for bank deposits and bonds with repurchase agreements as of the balance sheet date were as follows:
| the balance sheet date were as follows: | ||
|---|---|---|
| Bank time deposit Bonds under repurchase agreement |
December 31, 2021 0.41% - |
December 31, 2020 |
| 0.04%~0.41% 0.25% |
- Financial assets based on cost after amortization
| Current Domestic investment Time deposit with the original maturity date over three months Reserve account demand deposit Non-current Domestic investment Mortgaged time deposit |
December 31, 2021 $ 85,000 13,289 $ 98,289 $ 27,000 |
December 31, 2020 | December 31, 2020 |
|---|---|---|---|
| $ 312,907 9,146 $ 322,053 $ 27,000 |
-
(1) As of December 31, 2021 and 2020, the interest rate ranges for time deposits with original maturities over 3 months were 0.52% to 0.67% and 0.52% to 0.72% per annum.
-
(2) As of December 31, 2021 and 2020, the interest rate range of pledged time deposits was 0.10%~0.12% per annum.
-
(3) For information on pledges of financial assets measured at amortized cost, see Note 30.
-
33 -
8. Financial assets at fair value through other comprehensive profit or loss Investment of equity instruments at fair value through other comprehensive income
| Non-current Domestic investment Unlisted stock Common stock of Nucom International Corporation Common stock of Chinese Television System Inc. Common stock of WK ASSOCIATES LTD. Common stock of Pushi Venture Capital Co., Ltd. Common stock of WK VIII ASSOCIATES LTD. Common stock of MICROMAX INTERNATIONAL CORP. Common stock of A-KIN ALLIANCE LOGISTICS CO., LTD. Beneficial certificates Cathay Capital Private Equity Limited Partner Subtotal Foreign investment Unlisted stocks Common stock of GRACE THW HOLDING Subtotal |
December 31, 2021 $ 40,280 137,491 147 335 448 12,910 1,198 49,325 242,134 $ 234,081 234,081 $ 476,215 |
December 31, 2021 $ 40,280 137,491 147 335 448 12,910 1,198 49,325 242,134 $ 234,081 234,081 $ 476,215 |
December 31, 2020 | December 31, 2020 |
|---|---|---|---|---|
| $ 36,730 103,392 4,671 7,084 4,352 12,471 1,151 - 169,851 $ 255,357 255,357 $ 425,208 |
||||
The consolidated company invested in the aforementioned common shares of companies in line with its long-term investment strategic objective with the anticipation of return from long-term investment. The management of the consolidated company holds that the short-term fluctuation in the fair value of these investments shall be recognized as income or loss and is not congruent with the aforementioned long-term investment plan, therefore they chose to designate these investments as financial assets at fair value through other comprehensive income.
- 34 -
9. Notes receivable, accounts receivable, and other accounts receivable
| Notes receivable Measured at amortized cost Total carrying amount – non-related parties Less: Allowance for losses Accounts receivable Measured at amortized cost Total carrying amount – non-related parties Total carrying amount – related parties Less: Allowance for losses Other receivables Other receivables – non-related parties Other receivables – related parties Less: Allowance for losses Overdue receivables(Note 16) Overdue receivables Less: Allowance for losses |
December 31, 2021 $ 205,821 ( 7,204) $ 198,617 $ 982,126 2,040 ( 55,710) $ 928,456 $ 12,351 92 ( 435) $ 12,008 $ 32,713 ( 32,713) $ - |
December 31, 2020 | December 31, 2020 |
|---|---|---|---|
( ( ( ( |
( ( ( ( |
$ 117,529 4,114) $ 113,415 $ 498,301 5,437 44,230) $ 459,508 $ 13,853 1 485) $ 13,369 $ 32,713 30,137) $ 2,576 |
The average credit period for product sales ranges from 30 to 120 days, and no interest is charged on accounts receivable.
The Consolidated Company will recognize the lifetime expected credit losses as loss allowance for accounts receivable. The full lifetime expected credit losses are calculated using Provision Matrix, which considers the historical default records and current financial status, industry economic conditions, as well as GDP forecast and industry outlook. Since the loss patterns of customers in various operating income groups of the consolidated company vary, the consolidated company adopts different reserve matrices for the customers in various operating income groups respectively. Also, the expected credit loss rate is based on the days’ sales in accounts receivable.
If there is evidence that the counterparty is facing serious financial difficulties and the consolidated company cannot reasonably expect the recoverable amount back, the consolidated company will directly write off the relevant accounts receivable, but will continue its recourses, and the amount recovered will be recognized in profit or loss.
- 35 -
The consolidated company measures the allowance for losses of notes receivable, accounts receivable, other receivables, and collections according to the reserve matrix as follows:
December 31, 2021
Total book value Allowance for loss (expected credit loss of the given duration) Amortized cost |
Not overdue | Not overdue | Overdue 1 to 30 days |
Overdue 1 to 30 days |
Overdue 31 to 60 days |
Overdue 61 to 90 days |
Overdue over 90 days $ 32,713 ( 32,713) $ - |
The counterparty has signs of default |
The counterparty has signs of default |
Total | |||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
( |
$1,149,410 38,956) $1,110,454 |
( |
$ 32,842 6,893) $ 25,949 |
( |
$ 4,166 1,504) $ 2,662 |
( |
$ 32 16) $ 16 |
( |
( |
$ 15,980 15,980) $ - |
( |
$1,235,143 96,062) $1,139,081 |
December 31, 2020
Total book value Allowance for loss (expected credit loss of the given duration) Amortized cost |
Not overdue | Not overdue | Overdue 1 to 30 days |
Overdue 1 to 30 days |
Overdue 31 to 60 days |
Overdue 61 to 90 days |
Overdue over 90 days $ 32,713 ( 30,137) $ 2,576 |
The counterparty has signs of default |
The counterparty has signs of default |
Total | |||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
( |
$ 596,529 26,656) $ 569,873 |
( |
$ 14,155 2,783) $ 11,372 |
( |
$ 6,715 2,478) $ 4,237 |
( |
$ 1,742 932) $ 810 |
( |
( |
$ 15,980 15,980) $ - |
( |
$ 667,834 78,966) $ 588,868 |
The expected credit loss rate for each of the above-mentioned ranges is less than 50% for those who are not overdue and those who are less than 60 days overdue, and 50% to 100% for those who are more than 60 days overdue.
Information on the changes in the allowance for losses on receivables is as follows:
| Beginning retained earnings Add: Recovery of bad debts written off Add: Impairment loss provided for the year Foreign currency translation differences Balance, ending |
2021 $ 78,966 3,712 13,469 85) $ 96,062 |
2020 | ||
|---|---|---|---|---|
( |
$ 75,339 1,583 1,803 241 $ 78,966 |
10. Inventory
| Inventory | |||
|---|---|---|---|
| Finished good Work in progress Material Merchandise Inventory in-transit |
December 31, 2021 $ 405,563 126,475 305,044 691,090 971 $ 1,529,143 |
December 31, 2020 | |
| $ 415,411 101,696 250,946 610,765 2,516 $ 1,381,334 |
- 36 -
Cost of goods sold related to inventories amounted to $6,275,245 thousand and $5,374,635 thousand for 2021 and 2020, respectively. The cost of goods sold includes inventory loss in valuation (reversed profits) for an amount of NT$19,597 thousand and (NT$8,273) thousand, respectively.
As of December 31, 2021 and 2020, the allowance for decline in value of inventories and allowance for slow moving amounted to $83,288 thousand and $63,718 thousand, respectively.
11. Subsidiary
Subsidiaries included in the consolidated financial statements
The business entities of the consolidated financial statements are as follows:
| Investor SAMPO CORPORATION New Swell International QUANBAO INVESTMENT AMIGO LOGISTICS CORPORATION SAMPO HOME INC. |
Subsidiaryname New Swell International Investment Co., Ltd. (New Swell International) QUANBAO INVESTMENT CO., LTD. (QUANBAO INVESTMENT) Debao Home Appliance Co., Ltd (Sampo Home Appliance) AMIGO LOGISTICS CORPORATION (AMIGO LOGISTICS) SAMPO HOME INC. (SAMPO HOME) SAMPO JAPAN INC. DONGGUAN SAMPO ELECTRONICS CO., LTD. (DONGGUAN SAMPO) AMIGO LOGISTICS CORPORATION NELONG ENTERPRISE CORPORATION LTD. (NELONG Company) SAMPO INTERNATIONAL FOOD SERVICE CO., LTD. (SAMPO FOOD SERVICE) NISSIN GLOBAL LOGISTICS (TAIWAN) CO., LTD. (NISSIN GLOBAL LOGISTICS) AMIGO HOME LIFE CO., LTD. (AMIGO HOME) SAMPO ASSET MANAGEMENT CO., LTD. (SAMPO ASSET MANAGEMENT) |
Nature ofthe operation General Investments General Investments Manufacturing of plastic products for home appliances and industrial use Warehousing and transportation Real estate trading, leasing Marketing and Promotion Manufacturing and sale of electrics and electrons equipment Warehousing and transportation Manufacturing and sale of electrics and electrons equipment Food & Beverage Warehousing and transportation Product installation and wholesale of electrics and electronic materials Real estate trading, leasing |
December 31,2021 |
December 31,2020 100 100 100 49 100 100 70 24 61 100 51 100 100 |
Description |
|---|---|---|---|---|---|
| 100 100 100 49 100 100 70 24 61 100 51 100 100 |
- - - - - - - - - - - - - |
12. Investment under the equity method
Investments in Affiliates
| Investment under the equity method Investments in Affiliates |
|||
|---|---|---|---|
| A major affiliated company RECHI PRECISION CO.,LTD. |
December 31, 2021 $ 2,913,588 |
December 31, 2020 | |
| $ 2,843,169 |
The ratio of equity and voting rights held in the significant associates is as follows:
| Company name Listed company RECHI PRECISION CO.,LTD. |
December 31, 2021 28% |
December 31, 2020 |
|---|---|---|
| 28% |
For information on the business nature, principal place of business and country of registration of the aforementioned affiliated companies, please refer to Exhibit 4, “Information on Investees, Location, etc.”
- 37 -
Level 1 fair value information of affiliated companies with quoted prices in the open market is as follows.
| market is as follows. | |||
|---|---|---|---|
| Company name RECHI PRECISION CO.,LTD. |
December 31, 2021 $ 2,669,147 |
December 31, 2020 | |
| $ 2,920,690 |
The following summarized financial information is based on the consolidated financial report of all the affiliates in conformity with IFRSs and reflected the adjustments made due to the adoption of the equity method.
RECHI PRECISION CO.,LTD.
| RECHI PRECISION CO.,LTD. | |||
|---|---|---|---|
| Current assets Non-current assets Current liabilities Non-current liabilities Equity Non-controlling interests The consolidated company’s shareholding ratio The equity attributed to the consolidated company Unrealized profits and losses in upstream transactions Goodwill Other adjustments Book value of investment Operating revenues Net profits for the year Other comprehensive income Total comprehensive income Dividends received from RECHI PRECISION CO., LTD. |
December 31, 2021 $ 18,167,184 8,415,323 ( 12,186,895 ) ( 3,982,672) 10,412,940 ( 1,410,508) $ 9,002,432 28% $ 2,516,839 ( 102 ) 402,671 ( 5,820) $ 2,913,588 2021 $ 22,601,601 $ 518,114 63,616 $ 581,730 $ 97,824 |
December 31, 2020 | |
| $ 20,343,375 9,083,696 ( 13,601,152 ) ( 5,546,112) 10,279,807 ( 1,441,564) $ 8,838,243 28% $ 2,446,349 ( 31 ) 402,671 ( 5,820) $ 2,843,169 2020 |
|||
| $ 19,338,213 $ 722,644 471,130 $ 1,193,774 $ 69,831 |
For information on the business nature, principal place of business and country of registration of the aforementioned affiliated companies, please refer to Exhibit 4, “Information on Investees, Location, etc.”
- 38 -
13. Property, Plant and Equipment
| Cost Balance as of January 1, 2021 Addition Disposal Reclassification Net exchange differences Balance as of December 31, 2021 Accumulated depreciation and impairment Balance as of January 1, 2021 Disposal depreciation expense Reclassification Net exchange differences Balance as of December 31, 2021 Net as of December 31, 2021 Cost Balance as of January 1, 2020 Addition Disposal Reclassification Net exchange differences Balance as of December 31, 2020 Accumulated depreciation and impairment Balance as of January 1, 2020 Disposal depreciation expense Net exchange differences Balance as of December 31, 2020 Net as of December 31, 2020 |
Proprietary land |
Building | Machinery equipment |
Mold equipment |
Transportation equipment |
Leasehold improvement |
Construction inprogress |
Other equipment |
Total | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| $ 3,538,393 - ( 176,925 ) ( 235,678 ) - $ 3,125,790 $ 32,518 - - - - $ 32,518 $ 3,093,272 $ 3,761,933 36,536 ( 287,519 ) 27,443 - $ 3,538,393 $ 32,518 - - - $ 32,518 $ 3,505,875 |
( |
$ 1,066,680 2,430 - 547,555 - $ 1,616,665 $ 748,748 - 44,376 - - $ 793,124 $ 823,541 $ 1,331,165 2,319 ( 266,804 ) - - $ 1,066,680 $ 908,489 192,175 ) 32,434 - $ 748,748 $ 317,932 |
( ( |
$ 370,044 6,977 ( 1,950 ) - ( 33) $ 375,038 $ 352,566 1,950 ) 6,155 - ( 17) $ 356,754 $ 18,284 $ 369,385 782 ( 199 ) - 76 $ 370,044 $ 343,318 199 ) 9,422 25 $ 352,566 $ 17,478 |
( ( |
$ 436,858 52,774 ( 5,017 ) - - $ 484,615 $ 402,147 5,017 ) 22,753 - - $ 419,883 $ 64,732 $ 422,538 25,268 ( 10,948 ) - - $ 436,858 $ 376,806 170 ) 25,511 - $ 402,147 $ 34,711 |
( ( ( |
$ 136,368 3,751 ( 1,148 ) - 3) $ 138,968 $ 80,541 1,148 ) 13,653 - ( 3) $ 93,043 $ 45,925 $ 123,671 14,159 ( 1,480 ) - 18 $ 136,368 $ 69,545 1,350 ) 12,338 8 $ 80,541 $ 55,827 |
( ( |
$ 40,738 8,916 ( 205 ) - 41) $ 49,408 $ 24,003 205 ) 5,845 - ( 32) $ 29,611 $ 19,797 $ 38,707 2,030 - - 1 $ 40,738 $ 18,886 - 5,118 ( 1) $ 24,003 $ 16,735 |
$ 902,963 740,220 ( 503,793 ) ( 478,841 ) - $ 660,549 $ - - - - - $ - $ 660,549 $ 442,633 488,029 - ( 27,699 ) - $ 902,963 $ - - - - $ - $ 902,963 |
( ( ( ( |
$ 371,622 12,182 ( 10,992 ) 176,075 20) $ 548,867 $ 339,911 10,670 ) 18,943 131 ) ( 12) $ 348,041 $ 200,826 $ 381,981 9,899 ( 20,532 ) 256 18 $ 371,622 $ 348,837 19,952 ) 11,020 6 $ 339,911 $ 31,711 |
( ( ( ( |
$ 6,863,666 827,250 ( 700,030 ) 9,111 97) $ 6,999,900 $ 1,980,434 18,990 ) 111,725 131 ) ( 64) $ 2,072,974 $ 4,926,926 $ 6,872,013 579,022 ( 587,482 ) - 113 $ 6,863,666 $ 2,098,399 213,846 ) 95,843 38 $ 1,980,434 $ 4,883,232 |
Depreciation expenses is appropriated in accordance with the straight-line method and the years of useful life illustrated below:
| eful life illustrated below: | |
|---|---|
| Building | 2–60 years |
| Main structure | 60 years |
| Mechanical and | |
| electrical power | |
| equipment | 15 years |
| Engineering System | 4 years |
| Others | 2–10 years |
| Machinery and equipment | 3–15 years |
| Transportation equipment | 2–7 years |
| Mold equipment | 2–3 years |
| Leasehold improvement | 2–6 years |
| Other equipment | 2–20 years |
There was no indication of impairment of the above listed property, plant and equipment as assessed by the management in 2021 and 2020.
Sampo Corporation sold 2 parcels of land located at No. 742-1 and No. 743, Daan Section, Tucheng District, New Taipei City to a non-related party, Goodman Group, for an amount of NT$1,800,000 thousand in July 2021 with a disposal profit of NT$1,068,412 thousand after deducting the book value of NT$680,718 thousand (NT$176,925 thousand booked in the “Land” account and NT$503,793 thousand booked in the “Construction in Progress” account) and related commission expenses of NT$50,870 thousand.
- 39 -
Sampo Corporation sold the land and buildings located at Dinghu Section, Guishan District, Taoyuan City to a non-related party, Genyi Construction Co., Ltd., in July 2020 for an amount of NT$1,800,000 thousand with a disposal profit of NT$1,371,913 thousand after deducting the book value of NT$362,148 thousand, related business taxes and commission expenses of NT$18,530 thousand, and the un-transferred profit due to the sale and leaseback of NT$47,409 thousand.
Please refer to Note 14 for Sampo Corporation’s land and buildings sales and leaseback in 2020.
For the amount of property, plant and equipment pledged as collateral for loans, please refer to Note 30.
14. Lease agreement
- (1) Right-of-use assets
| refer to Note 30. agreement Right-of-use assets |
|||
|---|---|---|---|
| Carrying amount of right-of-use assets Superficies Building Transportation equipment Addition of right-of-use assets Depreciation expense of right-of-use assets Superficies Building Transportation equipment |
December 31, 2021 $ 29,637 291,541 4,887 $ 326,065 2021 $ 217,655 $ 472 129,175 4,023 $ 133,670 |
December 31, 2020 | |
| $ 30,109 214,633 5,732 $ 250,474 2020 |
|||
| $ 70,982 $ 472 70,999 3,539 $ 75,010 |
(2) lease liabilities
| lease liabilities | ||||
|---|---|---|---|---|
| Carrying amount of lease liabilities Current Non-current |
2021 $ 126,479 $ 206,527 |
2020 | ||
| $ 111,325 $ 182,223 |
The range of discount rates for lease liabilities is as follows:
| Superficies Building Transportation equipment |
2021 1.50% 1.50% 1.50% |
2020 |
|---|---|---|
| 1.50% 1.50% 1.50% |
- 40 -
(3) Important lease activities and terms
The consolidated company had a contract signed with the Northern Region Branch, National Property Administration, MOF in August 2014 to lease the superficies rights of the two parcels of land located at No. 107 and No. 108, Lilin Section, Linkou District, New Taipei City for a contract period of 70 years. The consolidated company shall pay a monthly rent for the superficies rights for an amount equivalent to 3.5% of the declared current land price in accordance with Article 5 of the “Operation Directions for Establishment of Superficies on National Non-public Use Land.”
The consolidated company leases several buildings and transportation equipment for a period of 2–6 years. Upon termination of the lease term, the Consolidated Company has no preferential right to acquire the leased building, transportation equipment and the Consolidated Company shall not sublease or transfer all or part of the subject of the lease without the consent of the lessor.
Please refer to Note 13 for the land and buildings located at Dinghu Section, Guishan District, Taoyuan City sold to a non-related party, Genyi Construction Co., Ltd., by Sampo Corporation in July 2020. Since it takes time to relocate from the sold factory subsequently, Sampo Corporation had leased back part of the sold land and buildings for a lease term of 1 year and 3 months with the right-of-use assets for an amount of NT$11,994 thousand and the lease liability of NT$59,403 thousand resulted; therefore, the un-transferred disposal profit due to the sale and leaseback is for an amount of NT$47,409 thousand.
- (4) Other lease information
| Other lease information | ||||
|---|---|---|---|---|
| Short-term lease expense Total cash (outflow) of leases |
2021 $ 30,873 $ 200,578) |
2020 | ||
( |
( |
$ 48,281 $ 130,475) |
The Consolidated Company has elected to apply the recognition exemption to building leases that qualify as short-term leases and does not recognize the related right-of-use assets and lease liabilities for such leases.
15. Investment Property
| Investment Property | |||||
|---|---|---|---|---|---|
| Cost Balance as of January 1, 2021 Additions Balance as of December 31, 2021 |
Superficies $ 96,723 - $ 96,723 |
Building $ 271,222 3,587 $ 274,809 |
Total | ||
| $ 367,945 3,587 $ 371,532 |
(Continued on next page)
- 41 -
(Continued from previous page)
| Accumulated depreciation and impairment Balance as of January 1, 2021 depreciation expense Balance as of December 31, 2021 Net as of December 31, 2021 Cost Balance as of January 1, 2020 Reclassification Balance as of December 31, 2020 Accumulated depreciation and impairment Balance as of January 1, 2020 depreciation expense Balance as of December 31, 2020 Net as of December 31, 2020 |
Superficies $ 2,108 1,488 $ 3,596 $ 93,127 $ 96,723 - $ 96,723 $ 620 1,488 $ 2,108 $ 94,615 |
Building $ 6,146 5,703 $ 11,849 $ 262,960 $ 212,760 58,462 $ 271,222 $ 1,807 4,339 $ 6,146 $ 265,076 |
Total | ||
|---|---|---|---|---|---|
| $ 8,254 7,191 $ 15,445 $ 356,087 $ 309,483 58,462 $ 367,945 $ 2,427 5,827 $ 8,254 $ 359,691 |
The consolidated company had a contract signed with the Northern Region Branch, National Property Administration, MOF in August 2014 to lease the superficies rights of the two parcels of land located at No. 107 and No. 108, Lilin Section, Linkou District, New Taipei City for a contract period of 70 years. The management had assessed and concluded that the purpose of the buildings in Lilin Section of Linkou District was intended for rent income in 2020; therefore, it was reclassified from inventory to investment in real estate for an amount of NT$58,462 thousand.
The amortized depreciation in on the straight-line basis for its investment in real estate at 65-year useful life.
The fair values of $724,735 thousand and $579,788 thousand as of December 31, 2021 and 2020, respectively, have not been evaluated by an independent appraiser and are only measured by the Company’s management using Level 3 input values using valuation models commonly used by market participants. The said reclassification was made by referring to market evidence of transaction prices of similar real estate in adjacent areas.
- 42 -
16. Other assets
| Other assets | |||
|---|---|---|---|
| Current Prepayment for goods Prepaid rental Tax credit Prepaid expenses and others Non-current Overdue receivables (Note 9) Prepaid expenses and others |
December 31, 2021 $ 209,855 5,803 29,940 67,614 $ 313,212 $ - 19,105 $ 19,105 |
December 31, 2020 | |
| $ 290,964 6,721 38,591 87,917 $ 424,193 $ 2,576 15,618 $ 18,194 |
17. Loans
- (1) Short-term borrowings
| s Short-term borrowings |
|||
|---|---|---|---|
| Unsecured loans Credit loan |
December 31, 2021 $ 150,000 |
December 31, 2020 | |
| $ - |
The interest rate on bank loans for operating turnover was 0.891% to 0.900% in 2021.
(2) Short-term bills payable
| 2021. Short-term bills payable |
|||
|---|---|---|---|
| Commercial papers payable Less: Discount of short-term notes and bills payable |
December 31, 2021 $ 100,000 ( 26) $ 99,974 |
December 31, 2020 | |
( |
$ - - $ - |
The short-term bills payable but not yet due were enumerated below:
December 31, 2021
| December 31, 2021 | ||||
|---|---|---|---|---|
| Guarantee/underwriting institutions Commercial papers payable (1) International Bills Finance Corporation Mega Bills Finance Co., Ltd. |
Face amount $ 50,000 50,000 $ 100,000 |
Discounted amount ( $ 5 ) ( 21) ($ 26) |
Carrying amount | |
| $ 49,995 49,979 $ 99,974 |
The interest rate range of short-term bills payable for 2021 was 0.858% to 0.9%.
December 31, 2020: None
- 43 -
(3) Long-term borrowings
| Bank of Taiwan Bank of Taiwan KGI Bank Less: Long-term loans due within one year |
LoanContents | December31,2021 $ - 50,000 300,000 350,000 ( 60,000) $ 290,000 |
December31,2020 | December31,2020 |
|---|---|---|---|---|
| Total amount of loans: NTD600,000 thousand Nature of Borrowing. Medium and long-term mortgage loans Loan period: 2020.06.01– 2023.05.20 Borrowing interest rate: 1.15% Repayment method: Each loan will be repaid in one lump sum on the agreed settlement date. Total amount of loans: NTD50,000 thousand Nature of Borrowing. Medium and long-term mortgage loans Loan period: 2021.11.22– 2024.11.22 Borrowing interest rate: 1.15% Repayment method: Each loan will be repaid in one lump sum on the agreed settlement date. Total amount of loans: NTD300,000 thousand Nature of Borrowing. Medium-term borrowings Loan period: 2020.10.30– 2023.10.30 Borrowing interest rate: 1.08656%~ 1.09078% Repayment method: From 2022.10.30, Repayment of 60 million every 3 months for a total of 5 installments. |
$ 600,000 - 300,000 900,000 - $ 900,000 |
The Consolidated Company provides property, plant and equipment to financial institutions as collaterals for long-term loans, please refer to Note 30 for details of the collaterals.
18. Other Liabilities
| the collaterals. Other Liabilities |
|||
|---|---|---|---|
| Current Other payables Salary and bonus payables Pension benefits payable Insurance payable Advertising payable Electronics disposal expenses payable Land incremental tax refund commission payable Construction payable Expenses payable Others Refund liability (Note 22) Contract liability (Note 22) Others |
December 31, 2021 $ 364,970 10,085 12,739 26,672 27,472 32,870 181,540 108,311 $ 764,659 $ 367,098 40,811 8,537 $ 416,446 |
December 31, 2020 | |
| $ 324,544 9,314 12,037 21,782 20,303 - - 140,831 $ 528,811 $ 303,658 29,969 16,180 $ 349,807 |
- 44 -
19. Provision for liabilities
| Provision for liabilities | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Current Warranty (1) Non-current Warranty (1) Reserve for compensation (2) Balance as of January 1, 2021 Provision for the year Balance as of December 31, 2021 Balance as of January 1, 2020 Provision for the year Balance as of December 31, 2020 |
December 31, 2021 $ 89,575 $ 9,447 99,216 $ 108,663 Warranty Reserve for compensation $ 80,110 $ 99,216 18,912 - $ 99,022 $ 99,216 $ 76,763 $ 99,216 3,347 - $ 80,110 $ 99,216 |
December 31, 2020 | |||||||
| $ | 72,845 7,265 99,216 106,481 Total |
||||||||
$ |
|||||||||
| $ | |||||||||
| $ 80,110 18,912 |
$ 99,216 - $ 99,216 $ 99,216 - $ 99,216 |
$ 179,326 18,912 $ 198,238 $ 175,979 3,347 $ 179,326 |
|||||||
| $ 99,022 | |||||||||
$ 76,763 3,347 |
|||||||||
| $ 80,110 |
-
(1) Warranty liabilities reserve is based on the sale of goods contract and it is the best estimated present value of the future economic outflow due to warranty liabilities estimated by the management of the consolidated company. The estimates are based on historical warranty experience and are subject to adjustment due to new raw materials, process changes or other events that affect product quality.
-
(2) Please refer to Note 31(2) for the description of reserve for compensation.
20. Post-employment benefit plans
(1) Defined contribution plans
For the Company, DEBAO HOME APPLIANCE, AMIGO LOGISTICS, NISSIN GLOBAL LOGISTICS, AMIGO HOME, NELONG Company, SAMPO HOME INC., and SAMPO FOOD SERVICE within the consolidated entities, the pension system under the Labor Pension Act is a government-administered defined contribution pension plan, for which 6% of employees’ monthly salaries are contributed to the individual accounts in the Bureau of Labor Insurance.
(2) Defined benefit plans
For the Company, DEBAO HOME APPLIANCE, AMIGO LOGISTICS, the pension system under the Labor Standards Act is a government-administered defined benefit pension plan Pension payment is calculated in accordance with the years of service and the average salary six months prior to the authorized retirement date. These companies have pensions appropriated for an amount equivalent to 4%–15% of the total monthly salary and the fund is deposited in the account with the Bank of Taiwan in the name of the Labor Pension Reserve Committee. If the estimated balance of the special account before the end of the year is not enough to pay for the
- 45 -
workers who are expected to meet the retirement requirements in the following year, the difference will be appropriated in one lump sum by the end of March of the following year. The special account has been commissioned to the Bureau of Labor Fund of the Ministry of Labor Affairs for management. The Consolidated Company exercises no influence on the right of the bureau in its investment management strategy.
The amount of defined benefit plan recognized in the consolidated balance sheet is shown below:
| is shown below: | |||
|---|---|---|---|
| Present value of the defined benefit obligations The fair value of plan assets Net defined benefit liability |
December 31, 2021 $ 659,356 (303,736) $ 355,620 |
December 31, 2020 | |
( |
( |
$ 703,213 299,736) $ 403,477 |
Change in net defined benefit liability is shown below
| Balance as of January 1, 2020 service costs Service cost for the period Interest expenses (income) Recognized in profit or loss Reevaluation Planned ROE (except the amount of net interest) Actuarial (gains) losses – Changes in Demographic Assumptions Actuarial (gains) losses – Change in financial assumptions Actuarial (gains) losses – adjustment through experience Recognized in other comprehensive income Employer appropriation Benefits paid Balance as of December 31, 2020 service costs Service cost for the period Interest expenses (income) Recognized in the profit or loss |
Present value of the defined benefit obligations $ 721,248 5,399 5,410 10,809 - 285 17,597 ( 738) 17,144 - ( 45,988) 703,213 4,751 3,513 8,264 |
The fair value of plan assets ($ 276,410) - ( 2,163) ( 2,163) ( 8,714 ) - - - ( 8,714) ( 22,610 ) 10,161 (299,736) - ( 1,550) ( 1,550) |
Net defined benefit liability |
|---|---|---|---|
( ( |
$ 444,838 5,399 3,247 8,646 ( 8,714 ) 285 17,597 ( 738) 8,430 ( 22,610 ) ( 35,827) 403,477 4,751 1,963 6,714 |
(Continued on next page)
- 46 -
(Continued from previous page)
| from previous page) | ||||
|---|---|---|---|---|
| Reevaluation Planned ROE (except the amount of net interest) Actuarial (gains) losses – Changes in Demographic Assumptions Actuarial (gains) losses – Change in financial assumptions Actuarial (gains) losses – adjustment through experience Recognized in other comprehensive income Employer appropriation Benefits paid Balance as of December 31, 2021 |
Present value of the defined benefit obligations $ - 17,402 ( 7,049 ) ( 579) 9,774 - ( 61,895) $ 659,356 |
The fair value of plan assets ( $ 3,738 ) - - - ( 3,738) ( 20,993 ) 22,281 ($ 303,736) |
Net defined benefit liability |
|
( ( ( |
( ( ( ( |
( ( ( ( ( |
$ 3,738 ) 17,402 7,049 ) 579) 6,036 20,993 ) 39,614) $ 355,620 |
The pension fund system of the Consolidated Company contained in the consolidated financial statements is exposed to the following risks due to the “Labor Standards Act”:
-
Investment risk: The Bureau of Labor Fund of the Ministry of Labor Affairs uses the labor pension fund for investment in domestic and foreign equity securities and debt securities, and as bank deposits through proprietary trade or commissioned third parties. However, the amount attributable to the planned asset of the consolidated company shall not fall below the interest rate offered by the banks in the regions or countries of investment for 2-year time deposit as return.
-
Interest rate risk: The decrease of the interest rate of government bonds and corporate bonds will cause the present value of the defined benefit obligations to go up; however, the return on the debt of the plan assets will go up too; therefore, they will mutually offset the impact on the net defined benefit liabilities.
-
Salary risk: the calculation of the present value of defined benefit obligation is based on the salaries of the members in the plan of the future. As such, an increase of the salaries of the members of the plan is bound to increase the present value of defined benefit obligation.
The defined benefit obligation of the Consolidated Company contained in the consolidated financial statements is based on the actuarial calculation of the actuary and the major assumption as of the evaluation day is shown below:
| Discount rate The expected rate of increase in salaries |
December 31, 2021 0.50%~0.625% 2.00~2.50% |
December 31, 2020 |
|---|---|---|
| 0.50% 2.00~2.50% |
- 47 -
In case of reasonable and possible change in the major actuarial assumptions, and other assumptions remained unchanged, the amount of increase (decrease) in the present value of defined benefit obligation will be:
| Discount rate Increase by 0.25% Decrease by 0.25% The expected rate of increase in salaries Increase by 0.25% Decrease by 0.25% |
December 31, 2021 ($ 15,916) $ 16,475 $ 15,904 ($ 15,449) |
December 31, 2020 | December 31, 2020 |
|---|---|---|---|
| ( ( |
( ( |
$ 17,598) $ 18,241 $ 17,586 $ 17,060) |
Actuarial assumptions may be inter-related. The possibility of change in specific assumption is not high. The aforementioned sensitivity analysis may not be able to reflect the actual change in the present value of defined benefit obligation.
| Amount projected for appropriation in 1 year Average maturity of defined benefit obligation Equity (1) Capital stock Common share Authorized number of shares (thousand shares) Authorized capital Number of shares issued and fully paid (in thousands) Capital stock issued (2) Capital surplus For loss make-up, payment in cash or capitalization as equity (1) Treasury stock transaction Gain on disposal of assets The differences between carrying amount and market price of actual acquisition or disposal of shares in subsidiaries. Only for loss make-up Changes in net equity in affiliated companies and joint ventures recognized under the equity method (2) |
December 31, 2021 $ 21,156 10 years December 31, 2021 1,500,000 $ 15,000,000 387,200 $ 3,872,000 December 31, 2021 $ 78,935 50 2,090 132,650 $ 213,725 |
December 31, 2020 | December 31, 2020 |
|---|---|---|---|
| $ 21,980 10–11 years December 31, 2020 |
|||
(1) (2) |
|||
1,500,000 $ 15,000,000 387,200 $ 3,872,000 December 31, 2020 |
|||
| $ 34,376 50 2,090 135,183 $ 171,699 |
21. Equity
-
48 -
-
Such additional paid-in capital can be used to make up for losses; also, when the Company is without any loss, it can be applied for cash distribution or capitalization. However, it is limited to a certain percentage of the annual paid-in capital for the purpose of capitalization.
-
Such additional paid-in capital is the equity trade effect recognized due to the changes in the subsidiary’s equity when the Company has not actually acquired or disposed the equity of the subsidiary, or the amount of adjustment to the additional paid-in capital of the subsidiary recognized under the equity method.
A reconciliation of the balances of various types of capital surplus for 2021 and 2020 is as follows
| 2020 is as follows | ||||||||
|---|---|---|---|---|---|---|---|---|
| Balance as of January 1, 2021 Transfer of treasury shares to employees Changes in affiliates and joint ventures recognized under the equity method Adjustment of capital surplus by dividends paid to subsidiaries Balance as of December 31, 2021 Balance as of January 1, 2020 Transfer of treasury shares to employees Changes in affiliates and joint ventures recognized under the equity method Adjustment of capital surplus by dividends paid to subsidiaries The differences between carrying amount and market price of actual acquisition or disposal of shares in subsidiaries. Balance as of December 31, 2020 |
Treasury stock transaction |
Gain on disposal of assets |
Changes in affiliates and joint ventures recognized under the equity method |
The differences between carrying amount and market price of actual acquisition or disposal of shares in subsidiaries. |
Total | |||
| $ 34,376 18,088 - 26,471 $ 78,935 $ 14,824 3,670 - 15,882 - $ 34,376 |
$ 50 - - - $ 50 $ 50 - - - - $ 50 |
$ 135,183 - ( 2,533 ) - $ 132,650 $ 134,431 - 752 - - $ 135,183 |
$ 2,090 - - - $ 2,090 $ 2,069 - - - 21 $ 2,090 |
$ 171,699 18,088 ( 2,533 ) 26,471 $ 213,725 $ 151,374 3,670 752 15,882 21 $ 171,699 |
- (3) Retained earnings and Dividend Policy
According to the Articles of Incorporation, the policy for the distribution of earnings stated that if there is a surplus after account settlement of the fiscal year, SAMPO shall pay applicable taxes and cover loss carried forward, followed by the allocation of 10% of the remainder as legal reserve, and appropriate for special reserve or reverse special reserve. If there is still a balance, it will be pooled up with the undistributed earnings carried forward from previous years for distribution as shareholder dividend under a proposal prepared by the Board subject to the final approval of the General Meeting of Shareholders. See Note 23, “7. Remuneration to Employees and Directors” for SAMPO’s policy on the distribution of employee and director remuneration under the Articles of Incorporation.
SAMPO’s dividend policy is to distribute dividends to shareholders in cash or in stock, with cash dividends being no less than 10% of the total dividends, in
- 49 -
accordance with current and future development plans and taking into account the investment environment, capital requirements and domestic and international competition, and the interests of shareholders.
Legal reserve shall be allocated up to the amount equivalent to the paid-in capital of the Company. Legal reserve could be allocated for covering loss carried forward. If there is no loss, the amount of legal reserve in excess of the paid-in capital by 25% could be allocated as capital stock and paid out as cash dividend.
SAMPO has special reserve appropriated and reversed in accordance with the Jin-Guan-Zhen-Fa-Zi No. 1010012865 Letter, Jin-Guan-Zhen-Fa-Zi No. 1010047490 Letter, Jin-Guan-Zhen-Fa-Zi No. 1030006415 Letter and “Appropriation of Special Reserve Q&A after the Adoption of International Financial Reporting Standards (IFRSs).”
At the shareholders’ meetings held on August 30, 2021 and June 12, 2020, SAMPO resolved to distribute the earnings for the years 2020 and 2019, respectively, as follows.
| as follows. | |||
|---|---|---|---|
| Legal reserve Special reserve Cash dividend |
Earnings Distribution Proposal 2020 2019 $ 178,645 $ 73,896 212,402 - 955,750 570,600 |
Dividend Per Share (NTD) | |
| 2020 $ 178,645 212,402 955,750 |
2020 $ - - 2.5 |
2019 | |
| $ - - 1.5 |
The Board of Directors proposed the following earnings distribution proposal for 2021 on March 22, 2022.
| for 2021 on March 22, 2022. | ||
|---|---|---|
| Legal reserve Reversal of special reserve Cash dividend |
Earnings Distribution Proposal $ 177,793 ( 30,424 ) 1,010,340 |
Dividend Per Share (NTD) |
| $ - - 2.7 |
The earnings distribution proposal for 2021 is pending the resolution of the shareholders’ meeting scheduled to be held in June 2022.
(4) Special reserve
| Special reserve | ||||
|---|---|---|---|---|
| Beginning retained earnings Provision for special reserve in accordance Appropriated amount debited to other equity Reversal of special reserve Disposal of land Balance, ending |
2021 $ 1,592,788 212,402 144,824) $ 1,660,366 |
2020 | ||
( |
( |
$ 1,688,706 - 95,918) $ 1,592,788 |
- 50 -
(5) Other equity
- Exchange differences on translation of financial statements of foreign operations
| operations | ||||
|---|---|---|---|---|
| Balance, beginning of year Generated in the year Translation differences of foreign operations The shares of profit and/or loss at equity method over the affiliates Other comprehensive income of the current year Balance, end of year |
2021 $ 276,262 ) 1,648 ) 14,383) 16,031) $ 292,293) |
2020 | ||
| ( ( ( ( ( |
( ( ( |
$ 305,398 ) 2,572 ) 31,708 29,136 $ 276,262) |
- Unrealized valuation gains or losses on financial assets measured at fair value through other comprehensive income
| Beginning retained earnings Accrued in current year Unrealized gain or loss Equity instrument The shares of profit and/or loss at equity method over the affiliates Other comprehensive income of the current year Accumulated profit and loss from the disposal of equity instruments by associates under the equity method is transferred to retained earnings. Balance, end of year (6) Non-controlling interests Beginning retained earnings Net profits for the year Other comprehensive income of the current year Exchange differences from the translation of financial statements of foreign operations Unrealized gain or loss on financial assets at fair value through other comprehensive profit or loss Remeasurement of defined benefit plan The differences between carrying amount and market price of actual acquisition or disposal of shares in subsidiaries. Acquisition of non-controlling interests in subsidiaries Cash dividends paid by subsidiaries Balance, end of year |
2021 $ 133,596 14,479 36,043 50,522 113,668) $ 70,450 2021 328,774 64,454 133 ) 13 1,609 ) - - 16,548) 374,951 |
2020 | ||||
|---|---|---|---|---|---|---|
( |
( ( |
$ 134,923 96,170 ) 94,843 1,327) - $ 133,596 2020 |
||||
( ( ( |
$ |
( ( ( ( |
$ 303,057 40,002 296 6 ) 656 21 ) 300 ) 14,910) $ 328,774 |
|||
| $ |
- 51 -
(7) Treasury shares
Unit: 1,000 shares/thousand
| Reason for recovery Number of shares as of January 1, 2021 Increase in the period Decrease in the period Number of shares as of December 31, 2021 Number of shares as of January 1, 2020 Decrease in the period Number of shares as of December 31, 2020 Amount as of January 1, 2021 Increase in the period: Repurchase of 10,000 thousand shares Decrease in the period: Stock transfer to employees Amount as of December 31, 2021 Amount as of January 1, 2020 Decrease in the period: Stock transfer to employees Amount as of December 31, 2020 |
Stock transfer to employees 6,800 10,000 ( 1,900) 14,900 7,800 ( 1,000) 6,800 $ 108,681 293,727 ( 30,362) $ 372,046 $ 124,661 ( 15,980) $ 108,681 |
Shares of parent company held by subsidiaries 10,432 - - 10,432 10,432 - 10,432 $ 484,146 - - $ 484,146 $ 484,146 - $ 484,146 |
Total | |
|---|---|---|---|---|
| ( ( ( ( |
( ( ( ( |
17,232 10,000 1,900) 25,332 18,232 1,000) 17,232 $ 592,827 293,727 30,362) $ 856,192 $ 608,807 15,980) $ 592,827 |
In order to protect SAMPO’s credit and shareholders’ interests, the subsidiary held the Company’s shares as of the balance sheet date, and the related information is as follows.
| as follows. | ||||
|---|---|---|---|---|
| Subsidiary name December 31, 2021 QUANBAO INVESTMENT AMIGO LOGISTICS CORPORATION December 31, 2020 QUANBAO INVESTMENT AMIGO LOGISTICS CORPORATION |
Number of shares held (in thousand shares) 10,050 382 10,050 382 |
Carrying amount $ 482,468 1,678 $ 484,146 $ 482,468 1,678 $ 484,146 |
Market price | |
| $ 300,490 11,415 $ 311,905 $ 261,798 9,945 $ 271,743 |
Sampo Corporation repurchases 10,000 thousand shares of treasury stock in the current period for an amount of NT$293,727 thousand.
- 52 -
Sampo Corporation’s board of directors resolved on January 25, 2021 and January 8, 2020 to have 1,900 thousand treasury shares and 1,000 thousand treasury shares transferred to employees for subscription in accordance with the Rules Governing the Transfer of Treasury Stock to Employees. The aforementioned transfer of treasury plan was completed in February 2021 and February 2020, respectively, with the treasury stock cost written-off for an amount of NT$30,362 thousand and NT$15,980 thousand, respectively.
SAMPO’s Treasury stock may not be pledged in accordance with the Security and Exchange Law; moreover, it is without the privilege of dividend and voting right. Sampo Corporation’s shares held by subsidiaries are treated as treasury stock and have the same rights as those of ordinary shareholders, except that they are not allowed to participate in the capital increase of Sampo Corporation and have no voting rights.
22. Income
| voting rights. Income |
||||
|---|---|---|---|---|
| Revenue from contracts with customer Commodity sales revenue Transportation Service revenues Licensing revenues Other income |
2021 $ 7,652,289 918,073 19,887 314,652 $ 8,904,901 |
2020 | ||
| $ 6,639,970 729,374 21,977 278,699 $ 7,670,020 |
-
(1) Description of customer contracts
-
Commodity sales revenue
Home appliances and electronic products are sold to distributors or through SAMPO’s self-operated stores and online. The Consolidated Company gives price discounts to distributors when they meet the contractual requirements. The amount of revenue is based on the most probable amount of the discount considering the distributor’s past orders, and the refund liability (recorded as other current liabilities) is recognized accordingly. Please refer to Note 18. The rest of the products are sold at a fixed price as agreed in the contract.
In accordance with commercial practice, the Consolidated Company accepts returns of home appliances and electronic products for full refund. Considering the experience accumulated in the past, the Consolidated Company estimated the return rate based on the most probable amount and recognized the refund liability (recorded as other current liabilities), please refer to Note 18. Please refer to Note 19 for the description of defective warranty obligations for home appliances and electronic products.
2. Transportation Service revenues
The contracts signed by the Transportation business include two performance obligations: freight transportation and storage rental. Since the time interval between the transfer of goods and services and the customer’s payment does not exceed one year, the significant financial components of the
- 53 -
contract consideration are not adjusted. The individual selling prices for freight transportation and storage rentals are determined using the expected cost plus profit method and observable selling prices, respectively, and are used to allocate contractual consideration.
3. Licensing revenues
SAMPO’s trademark licensing is determined based on the actual sales volume for trademark licensing transaction.
- (2) Contract balances
| volume for trademark licensing Contract balances |
transaction. | ||
|---|---|---|---|
| Accounts receivable (Note 9) Contract liabilities – current (Note 18) Merchandise sales |
December 31, 2021 $ 928,456 $ 40,811 |
December 31, 2020 | |
| $ 459,508 $ 29,969 |
23. Net profits of the current year
The net income of the current year includes the following items:
- (1) Interest income
| Interest income | ||||
|---|---|---|---|---|
| Bank deposits Financial assets measured at amortized cost Others |
2021 $ 524 810 91 $ 1,425 |
2020 | ||
| $ 2,960 6,192 945 $ 10,097 |
- (2) Other income
| Other income | ||||
|---|---|---|---|---|
| Rental income Dividend income Others Other gains and losses Gain (loss) on financial assets and liabilities at fair value through profit and loss Gain on disposal of property, plant and equipment Net foreign currency exchange loss Lease modification gain Others |
2021 $ 8,792 10,769 43,263 $ 62,824 2021 $ 699 1,068,879 1,787 ) 85 19,333) $ 1,048,543 |
2020 | ||
| $ 7,235 8,708 38,274 $ 54,217 2020 |
||||
( ( |
( ( |
$ 906 1,371,906 20,878 ) 92 29,776) $ 1,322,250 |
-
(3) Other gains and losses
-
54 -
| (4) Financial costs Interest on bank borrowings Interest on lease liabilities |
2021 $ 8,509 5,746 $ 14,255 |
2020 | ||
|---|---|---|---|---|
| $ 20,099 4,176 $ 24,275 |
| (5) Depreciation and amortization Property, Plant and Equipment right-of-use asset Investment Property Intangible asset Total Summary of depreciation expenses by function Operating costs Operating expenses Summary of amortization expenses by function Operating expenses (6) Employee benefits expenses Post-employment benefits (Note 20) Defined contribution plans Defined benefit plans Termination benefits Other employee benefits Total employee benefits expenses Consolidation based on functions Operating costs Operating expenses |
2021 $ 111,725 133,670 7,191 38,830 $ 291,416 $ 161,181 91,405 $ 252,586 $ 38,830 2021 $ 34,820 6,714 41,534 900 1,191,524 $ 1,233,958 $ 631,815 602,143 $ 1,233,958 |
2020 | ||
|---|---|---|---|---|
| $ 95,843 75,010 5,827 39,628 $ 216,308 $ 112,580 64,100 $ 176,680 $ 39,628 2020 |
||||
| $ 33,027 8,646 41,673 2,467 1,152,291 $ 1,196,431 $ 599,089 597,342 $ 1,196,431 |
- 55 -
(7) Remuneration to employees and directors
SAMPO appropriates no less than 1% and no more than 3% of the profits before tax and before the distribution of employees’ and directors’ remuneration for the year as Remuneration to employees and directors The remuneration to employees and directors for 2021 and 2020 was resolved on March 22, 2022 and March 24, 2021 by the board of directors as follows.
Estimate Percentage
| the board of directors as follows. Estimate Percentage |
||
|---|---|---|
| Remuneration to employees Remuneration to directors Amount Remuneration to employees Remuneration to directors |
2021 4.30% 0.70% 2021 Cash $ 78,001 12,698 |
2020 |
| 2.20% 0.80% 2020 |
||
| Cash | ||
| $ 45,577 16,574 |
If there are still changes in the amount specified in the consolidated financial statement after announcement, proceed to the accounting of change and adjusted for booking in the next fiscal year.
There was no difference between the actual amount of employees’ and directors’ remuneration paid for 2020 and 2019 and the amount recognized in the consolidated financial statements in 2020 and 2019.
For information on remuneration to employees and directors as resolved by the Board of Directors in 2022 and 2021, please visit the Market Observation Post System of the Taiwan Stock Exchange.
24. Income tax
- (1) The main composition items recognized as income tax expenses in income
| Income tax expenses in the current period Recognized in the current year Additional levy on undistributed earnings Land revaluation increment tax Prior year adjustment Deferred tax Recognized in the current year Income tax expense recognized in the profit or loss |
2021 $ 100,115 30,010 73,101 1,596) 201,630 90,985) $ 110,645 |
2020 | ||
|---|---|---|---|---|
( ( |
( |
$ 120,343 1,464 233,079 1,597 356,483 107,872) $ 248,611 |
- 56 -
Adjustment of accounting income and income tax expense are as follows:
| 2021 | 2020 | |||
|---|---|---|---|---|
| Net profits before tax | $ 1,843,430 | $ 2,084,606 | ||
| Income tax expense of net | ||||
| income before tax at the | ||||
| statutory tax rate (20%) | $ 368,686 | $ 416,921 | ||
| Non-deductible expenses and | ||||
| losses for tax purposes | 514 | 604 | ||
| Non-taxable income | ( | 247,813 ) |
( | 310,265 ) |
| Additional levy on | ||||
| undistributed earnings | 30,010 | 1,464 | ||
| Temporary difference | ( | 22,571 ) |
( | 3,331 ) |
| Reversal of land incremental | ||||
| tax reserve (1) | ( | 14,805 ) |
- | |
| Additional appropriation of | ||||
| land incremental tax (2) | - | 141,958 | ||
| The prior year’s income tax | ||||
| expenses adjusted in the | ||||
| current period | ( | 1,596 ) |
1,597 | |
| Effect of variation in taxation | ||||
| rates on the consolidation of | ||||
| the group and individual | ||||
| entities. | ( | 1,780) | ( | 337) |
| Income tax expense recognized | ||||
| in the profit or loss | $ 110,645 | $ 248,611 |
-
The tax rate applicable to the subsidiaries in the China is 25%; the tax rates applicable to other subsidiaries are based on the tax rate applicable to the respective jurisdictions.
-
Sampo Corporation sold 2 parcels of land located at No. 742-1 and 743, Daan Section, Tucheng District, New Taipei City in July 2021. The land incremental tax reserve for an amount of NT$87,906 thousand booked in the “Deferred income tax liability” account was reversed when it was sold. Sampo Corporation actually paid land incremental tax for an amount of NT$142,127 thousand in 2021. Sampo Corporation had applied to the Revenue Service Office, New Taipei City Government for a refund of the land incremental tax in December 2021, and an amount of NT$69,026 thousand was approved for refund to the Company in February 2022. Therefore, the reversal of land incremental tax reserve for the land sold in 2021 was NT$14,805 thousand.
-
Sampo Corporation sold the land and buildings located at Dinghu Section, Guishan District, Taoyuan City in July 2020. The land incremental tax reserve for an amount of NT$91,121 thousand booked in the “Deferred income tax liability” account was reversed when it was sold. Sampo Corporation actually paid land incremental tax for an amount of NT$233,079 thousand in 2020. Therefore, the additional appropriation of land incremental tax reserve for the land sold in 2020 was NT$141,958 thousand.
-
57 -
(2) Income tax recognized in the other comprehensive profit or loss
| Deferred tax Generated in the year - Remeasurement of defined benefit plan Income tax recognized in the other comprehensive profit or loss |
2021 $ 1,470 $ 1,470 |
2020 | ||
|---|---|---|---|---|
| ( ( |
$ 600) $ 600) |
- (3) Current income tax asset and liability
| Current income tax asset and liability | |||
|---|---|---|---|
| Current income tax asset Tax refund receivable Current Tax Liability Payable income tax |
December 31, 2021 $ - $ 66,831 |
December 31, 2020 | |
| $ 490 $ 97,865 |
(4) Deferred income tax assets and liabilities
Changes in the deferred income tax assets and liabilities are as follows:
2021
| 2021 | ||||
|---|---|---|---|---|
| Deferred tax assets Temporary difference Loss allowance Inventory Investment under the equity method Other payables Vacation benefit payable Liability reserve Net defined benefit liability Employee benefits payable Other non-current liabilities Exchange gain Others Total Deferred tax liabilities Temporary difference Reserve for land revaluation increment tax (“LRIT”) |
Balance, beginning of year |
Recognized in the profit or loss $ 2,592 876 - 7,143 ( 283 ) 3,782 ( 9,727 ) ( 108 ) ( 2 ) ( 1,394 ) 200 $ 3,079 ($ 87,906) |
Recognized in the other comprehensiv e profit of loss $ - - - - - - 1,470 - - - - $ 1,470 $ - |
Balance, end of year |
| $ 10,477 10,101 ( 32,748 ) 152,443 5,113 35,865 ( 18,843 ) 108 2 ( 2,369 ) 623 $ 160,772 $ 874,801 |
$ 13,069 10,977 ( 32,748 ) 159,586 4,830 39,647 ( 27,100 ) - - ( 3,763 ) 823 $ 165,321 $ 786,895 |
- 58 -
2020
| 2020 | ||||
|---|---|---|---|---|
| Deferred tax assets Temporary difference Loss allowance Inventory Investment under the equity method right-of-use asset Other payables Vacation benefit payable Liability reserve Net defined benefit liability Employee benefits payable Other non-current liabilities Exchange gain Others Total Deferred tax liabilities Temporary difference Reserve for land revaluation increment tax (“LRIT”) |
Balance, beginning of year |
Recognized in the profit or loss $ 506 ( 1,842 ) 15,200 ( 188 ) 15,130 ( 681 ) 669 ( 7,523 ) 7 ( 11 ) ( 4,605 ) 89 $ 16,751 ($ 91,121) |
Recognized in the other comprehensiv e profit of loss $ - - - - - - - ( 600 ) - - - - ($ 600) $ - |
Balance, end of year |
| $ 9,971 11,943 ( 47,948 ) 188 137,313 5,794 35,196 ( 10,720 ) 101 13 2,236 534 $ 144,621 $ 965,922 |
$ 10,477 10,101 ( 32,748 ) - 152,443 5,113 35,865 ( 18,843 ) 108 2 ( 2,369 ) 623 $ 160,772 $ 874,801 |
(5) The status of income tax assessment
The profit-seeking enterprise income tax returns for SAMPO CORPORATION, NELONG Company, DEBAO HOME APPLIANCE, AMIGO LOGISTICS, QUANBAO INVESTMENT, NISSIN GLOBAL LOGISTICS, QUANBAO INVESTMENT, SAMPO HOME INC. have been assessed by tax authorities through 2019.
25. Earnings per share
Unit: NTD per share
| Basic earnings per share Diluted earnings per share |
2021 $ 4.52 $ 4.49 |
2020 | ||
|---|---|---|---|---|
| $ 4.86 $ 4.82 |
The earnings and weighted average common stock shares used in calculating the earnings per share are as follows:
Net profits for the year
| earnings per share are as follows: Net profits for the year |
||||
|---|---|---|---|---|
| Net profit attributable to the company |
2021 $ 1,668,331 |
2020 | ||
| $ 1,795,993 |
- 59 -
| Number of shares Weighted average common stock shares used to calculate basic earnings per share Effect of dilutive potential common stock: Remuneration to employees Weighted average common stock shares used to calculate diluted earnings per share |
Unit: shares in thousands 2021 2020 368,889 369,885 2,951 2,546 371,840 372,431 |
Unit: shares in thousands 2021 2020 368,889 369,885 2,951 2,546 371,840 372,431 |
Unit: shares in thousands 2021 2020 368,889 369,885 2,951 2,546 371,840 372,431 |
|
|---|---|---|---|---|
| 369,885 2,546 372,431 |
Unit: shares in thousands
If SAMPO CORPORATION may choose to have the employee compensation distributed via a stock or cash dividend, calculate the diluted earnings per share, assuming that the bonus to employees is with a stock dividend distributed, with the weighted average number of shares outstanding included when the potential common stock has a diluted effect. When diluted EPS is calculated in the next year resolves the number of share distribution for employee compensation, the dilution effect is also considered for such potential common shares.
26. Equity transactions with the non-controlling equity
In March 2020, the Consolidated Company acquired 0.04% of the shares of AMIGO LOGISTICS CORPORATION, resulting in an increase in shareholding from 72.61% to 72.65%.
Since the transaction referred to above did not change the control of the Consolidated Company over the subsidiaries, the Consolidated Company has it processed as an equity transaction.
2021: None
2020
| transaction. 2021: None 2020 |
|||
|---|---|---|---|
| Payment of cash consideration The carrying amount of the subsidiary’s net assets should be (transferred in) transferred out of non-controlling interests based on the relative changes in equity. Equity transaction balance Adjustment of equity transaction balance Capital surplus – The differences between carrying amount and market price of actual acquisition or disposal of shares in subsidiaries. |
AMIGO LOGISTICS CORPORATION ( $ 300 ) 321 $ 21 $ 21 |
Total | |
| ( $ 300 ) 321 $ 21 $ 21 |
- 60 -
27. Capital risk management
The consolidated company manages capital to ensure the Group’s enterprises to maximize shareholder’s returns by optimizing the balance of debt and equity under the precondition of continuing operation.
The Consolidated Company’s capital structure consists of net debt (i.e. borrowings less cash and cash equivalents) and equity attributable to shareholders of SAMPO (i.e. capital stock, capital surplus, retained earnings and other equity items).
28. Financial instrument
-
(1) Information on fair value – financial instruments at fair value on repetition.
-
Fair value hierarchy
December 31, 2021
| Fair value hierarchy December 31, 2021 |
||||||||
|---|---|---|---|---|---|---|---|---|
| Financial assets at fair value through other comprehensive profit or loss Investment in equity instruments - Domestic unlisted stocks - Domestic beneficial certificates - Foreign unlisted stocks Total |
Level 1 $ - - - $ - |
Level 2 $ - - - $ - |
Level 3 $ 192,809 49,325 234,081 $ 476,215 |
Total | ||||
| $ 192,809 49,325 234,081 $ 476,215 |
December 31, 2020
| December 31, 2020 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Financial assets at fair value through other comprehensive profit or loss Investment in equity instruments - Domestic unlisted stocks - Foreign unlisted stocks Total |
Level 1 $ - - $ - |
Level 2 $ - - $ - |
Level 3 $ 169,851 255,357 $ 425,208 |
Total | ||||
| $ 169,851 255,357 $ 425,208 |
There were no transfers between Level 1 and Level 2 fair value measurements in 2021 and 2020.
-
61 -
-
Financial instruments are adjusted according to Level 3 fair value.
January 1 to December 31, 2021
Financial assets at fair value through other comprehensive profit or loss Financial asset Equity instrument Beginning retained earnings $ 425,208 Recognized in other comprehensive income (unrealized valuation gains or losses on financial assets measured at fair value through other comprehensive income) 14,492 Refund from capital reduction ( 13,485 ) Purchase of fund beneficiary certificate 50,000 Balance, ending $ 476,215
January 1 to December 31, 2020
Financial assets at fair value through other comprehensive profit or loss Financial asset Equity instrument Beginning retained earnings $ 521,384 Recognized in other comprehensive income (unrealized valuation gains or losses on financial assets measured at fair value through other comprehensive income) ( 96,176 ) Balance, ending $ 425,208
- Evaluation techniques and an input value of Level 3 fair value measurement
The fair value of unlisted (over-the-counter) equity instruments is estimated based on an analysis of the financial condition and results of operations of the investees, the quoted prices of the shares of companies with similar operations in active markets, the value multipliers implied by these prices and relevant transaction information, and the valuation of the subject by an appropriate multiplier, taking into account the financial performance of the subject.
- (2) Categories of financial instruments
| subject. Categories of financial instruments |
||
|---|---|---|
| Financial asset Financial assets based on cost after amortization (Note 1) Financial assets at fair value through other comprehensive profit or loss Investment in equity instruments |
December 31, 2021 $ 1,905,769 476,215 |
December 31, 2020 |
| $ 1,769,394 425,208 |
(Continued on next page)
- 62 -
(Continued from previous page)
December 31, 2021 December 31, 2020
Financial liability Measured at amortized cost (Note 2) $ 2,172,481 $ 2,277,438
-
Note 1: The balance consists of financial assets measured at amortized cost, including cash and cash equivalents, notes receivable, accounts receivable, notes and accounts receivable from related parties, other receivables, other receivables from related parties, time deposits with original maturities of more than three months and pledged time deposits.
-
Note 2: The balance consists of financial liabilities measured at amortized cost, including short-term borrowings, short-term notes payable, notes payable, accounts payable, notes and accounts payable to related parties, other payables, other payables to related parties, long-term loans due within one year, and long-term loans.
(3) Purpose and policy of financial risk management
The Consolidated Company’s major financial instruments include investments in equity and debt, accounts receivable, accounts payable and borrowings. Among the financial instruments held by the Consolidated Company mentioned above, the financial risks associated with operations include market risk (including exchange rate risk, interest rate risk and other price risks), credit risk and liquidity risk.
1. Market risk
Due to the operating activities, the major financial risk faced by the consolidated company is the foreign currency exchange rate risk (see (1) below) and interest rate risk (see (2) below).
- (1) Exchange rate risk
Several subsidiaries of SAMPO engage in foreign currency-denominated sales and purchase transactions, which expose the Consolidated Company to exchange rate risk. The carrying amounts of monetary assets and monetary liabilities denominated in non-functional currencies as of the balance sheet date are shown in Note 32.
Sensitivity analysis
The Consolidated Company is prone to the impact of changes in USD exchange rates.
- 63 -
The consolidated company’s sensitivity analysis for New Taiwan Dollar (functional currency) to each relevant foreign currency exchange rates that increased or decreased by 1% is illustrated in the following table. The 1% sensitivity is used internally for reporting the exchange rate risk to management and is the assessment by management regarding the reasonable and possible changes in foreign exchange rates. The sensitivity analysis includes only the outstanding monetary items in foreign currency; also, the translation at year-end is adjusted in accordance with the changes in exchange rates by 1%. The positive numbers in the following table represent the increase in net profits before tax if the NTD weakens by 1% against the respective currencies, and the negative numbers for the same amount represent the decrease in net profits before tax if the NTD strengthens by 1% against the respective currencies.
| currencies. | ||
|---|---|---|
| Profit or loss | Impact of USD (i) | |
| 2021 $ 3,217 |
2020 | |
| $ 3,621 |
-
(i) These receivables and payables are mainly due to the Consolidated Company’s outstanding USD-denominated receivables and payables that are not cash flow hedged as of the balance sheet date.
-
(2) Interest rate risk
Interest rate risk exposure is due to the entities within the consolidated company borrowing funds at floating interest rates.
The book value of the consolidated company’s financial assets and financial liabilities with interest rate exposure on the balance sheet date is as follows:
With fair value interest rate risk Financial asset Financial liability Contain cash flow interest rate risk Financial asset Financial liability |
December 31, 2021 $ 130,289 249,974 627,261 350,000 |
December 31, 2020 |
|---|---|---|
| $ 410,053 - 765,146 900,000 |
The Consolidated Company is exposed to cash flow interest rate risk as a result of holding floating rate bank loans. These circumstances are consistent with the Consolidated Company’s policy of maintaining floating rate borrowings to reduce interest rate fair value risk. The Consolidated Company’s cash flow interest rate risk is mainly due to fluctuations in benchmark interest rates related to NTD-denominated borrowings.
- 64 -
Sensitivity analysis
The following sensitivity analyses are based on the interest rate risk exposure of the derivative and non-derivative instruments on the balance sheet date. For liabilities with floating rate, it is analyzed by assuming the liabilities on the balance sheet date are outstanding throughout the reporting period. The rate of change used by the Group to report interest rates to management is increased or decreased by 0.25%, which also represents management’s assessment of the reasonably possible range of interest rates.
If the interest rate increases by 0.25%, with all other variables remain unchanged, the consolidated company’s net income before tax in 2021 and 2020 will increase (decrease) by NT$693 thousand and (NT$337) thousand, respectively, mainly due to the interest rate risk exposure of the fair value of the consolidated company’s loan with variable interest rate.
(3) Other price risk
The Consolidated Company has equity price risk exposure due to its investment in equity securities.
Sensitivity analysis
The following sensitivity analysis is based on the equity price risk at the balance sheet date.
If the equity price had increased by 1%, other comprehensive income after tax would have increased by $4,762 thousand and $4,252 thousand in 2021 and 2020, respectively, due to the increase in fair value of financial assets measured at fair value through other comprehensive income.
2. Credit risk
Credit risk meant for the consolidated company’s risk of financial loss due to the counterparty’s failure in fulfilling contractual obligations. As of the balance sheet date, the Consolidated Company’s maximum exposure to credit risk of financial loss due to non-performance of counter-parties is mainly the carrying amount of financial assets recognized in the Consolidated Balance Sheet.
The Consolidated Company’s credit risk is mainly concentrated in the Consolidated Company’s top four customers. As of December 31, 2021 and 2020, the percentage of total accounts receivable from the aforementioned customers was 30% and 24%, respectively.
- 65 -
3. Liquidity risk
The consolidated company has supported the Group’s business operation and mitigated the impact of changes in cash flow by managing and maintaining sufficient cash and cash equivalent position. The consolidated company’s management monitors the use of banking facilities and ensures the compliance of loan agreement.
(1) Liquidity and interest rate risk table of non-derivative financial liabilities
Non-derivative financial liabilities remaining contract maturity analysis is prepared in accordance with the Consolidated Company’s undiscounted cash flow of financial liabilities on the possible earliest repayment date upon request. Therefore, the consolidated company may be required to immediately repay the bank loan is illustrated in the following table without considering the probability that the bank may immediately exercise such right. The other non-derivative financial liabilities maturity analysis is prepared in accordance with the agreed repayment date.
For the cash flow of the interest paid in accordance with the floating rate, the undiscounted interest amount is deduced from the yield rate curve on the balance sheet date.
December 31, 2021
| Non-derivative financial liabilities Note and account payables Other payables lease liabilities Floating rate instruments Fixed interest rate |
Weighted average effective interest rate (%) - - 1.5 1,09078~1.15 0.858~0.9 |
Less than 1 year $ 807,840 764,667 126,479 60,000 249,974 |
2–3 years $ - - 147,315 290,000 - |
4 to 5 years $ - - 59,212 - - |
Total |
|---|---|---|---|---|---|
| $ 807,840 764,667 333,006 350,000 249,974 |
December 31, 2020
| Non-derivative financial liabilities Note and account payables Other payables lease liabilities Floating rate instruments Fixed interest rate |
Weighted average effective interest rate (%) - - 1.5 1.08656~1.15 - |
Less than 1 year $ 848,596 528,842 111,325 - - |
2–3 years $ - - 102,109 900,000 - |
4 to 5 years $ - - 80,114 - - |
Total |
|---|---|---|---|---|---|
| $ 848,596 528,842 293,548 900,000 - |
Floating interest rate for the above-mentioned non-derivative financial liabilities will vary due to the differences of the floating interest rate and the interest rate estimated on the balance sheet.
-
66 -
-
(2) Financing limit
| Financing limit | |||
|---|---|---|---|
Unsecured bank loan amount Amount utilized Amount unutilized Secured bank loan Amount utilized Amount unutilized |
December 31, 2021 $ 925,000 2,775,000 $ 3,700,000 $ 50,000 950,000 $ 1,000,000 |
December 31, 2020 | |
| $ 611,000 3,199,000 $ 3,810,000 $ 600,000 870,000 $ 1,470,000 |
29. Related party transaction
The transactions, account balances, income, expenses and losses between the Company and subsidiaries (related party of the Company) are offset at the time of consolidation; therefore, it is not disclosed in this note. The transactions conducted between the consolidated company and other related parties are as follows:
- (1) Name of related parties and the relations
Name Affiliation RECHI PRECISION CO.,LTD. Affiliate Dyna Rechi Co., Ltd. Other affiliate Nucom International Corporation Other affiliate SYNVISION TECHNOLOGY SERVICE Other affiliate CORPORATION CINCHY CORPORATION Other affiliate NISSIN CORPORATION and subsidiary Other affiliate Chen Zhang Xiu Ju Culture and Education Other affiliate Foundation EMPLOYEE JOINT WELFARE Other affiliate COMMITTEE OF SAMPO CORPORATION Chen Mao-Bang Industry and Commerce Chairman of The Company Development Foundation
- (2) Operating revenues
| Operating revenues | |||||
|---|---|---|---|---|---|
| Account in book Operating revenues |
Related party classification Affiliate Other affiliate Chairman of The Company |
2021 $ 447 45,720 1,934 $ 48,101 |
2020 | ||
| $ 929 6,087 928 $ 7,944 |
The sales for related parties are based on the general distribution price, and the collection policy is the same as that for general customers, except for the 120-day collection period for some related parties.
- 67 -
(3) Purchase
| Purchase | ||||
|---|---|---|---|---|
| Related party classification Affiliate Other affiliate |
2021 $ 11,484 3,021 $ 14,505 |
2020 | ||
| $ 2,966 3,294 $ 6,260 |
The terms of the transactions between the Company and its related parties are not significantly different from those of the transactions with non-related parties.
- (4) Receivables from concerned parties (excluding loans borrowed from concerned parties)
| parties) | ||||
|---|---|---|---|---|
| Account titles in book Accounts receivable Other receivables |
Related party classification Other affiliate Other affiliate |
December 31, 2021 $ 1,968 $ 89 |
December 31, 2020 |
|
| $ 5,247 $ 1 |
The outstanding receivables from the related party are without any guarantees collected.
- (5) Payables to concerned parties (excluding loans borrowed from concerned parties)
| Account titles in book Notes payable Accounts payable Other payables |
Related party classification Other affiliate Affiliate Other affiliate Other affiliate |
December 31, 2021 $ 68 $ 499 372 $ 871 $ 8 |
December 31, 2020 |
December 31, 2020 |
|---|---|---|---|---|
| $ - $ 1,278 1,412 $ 2,690 $ 31 |
For balance of payables to concerned parties outstanding, no guarantee has been provided.
(6) Operating expenses
| provided. Operating expenses |
||||
|---|---|---|---|---|
| Related party classification Affiliate |
2021 $ 49 |
2020 | ||
| $ 175 |
(7) Remuneration to key management
| Remuneration to key management | ||||
|---|---|---|---|---|
| Short-term employee benefits Post-employment benefits |
2021 $ 43,799 1,070 $ 44,869 |
2020 | ||
| $ 47,279 989 $ 48,268 |
The salaries and remunerations to directors and other key management were determined by the Salary Committee in accordance with the personal performances and trends in the markets:
- 68 -
30. Pledged assets
The following assets have been provided as collateral for various loans to financial institutions and for tariff guarantees.
| Guarantee items and assets Long-term borrowings Property, Plant and Equipment Guarantee of imported raw materials for bank letter of credit transactions Restricted assets – current Fuel Guarantee Restricted assets-non-current Setting of Pledge for shipping Contract Transportation Restricted assets-non-current |
Content Land (including revaluation increment) Land (including revaluation increment) Demand deposits Time deposits Time deposits |
Book value | Book value | Book value |
|---|---|---|---|---|
| December 31, 2021 $ 382,766 186,257 13,289 24,000 3,000 $ 609,312 |
December 31, 2020 |
|||
| $ 804,306 195,486 9,146 24,000 3,000 $ 1,035,938 |
31. Significant contingent liabilities and unrecognized contractual commitments
In addition to those described in other notes, the Consolidated Company had the following material commitments and contingencies as of the balance sheet date.
-
(1) As of December 31, 2021 and 2020, the Consolidated Company had unused letters of credit of US$12,321 thousand and US$11,738 thousand, respectively, for the purchase of goods and materials.
-
(2) During 2004, SAMPO CORPORATION sold a number of home appliances to dealer, one of which was sold by its parent company, to an end customer in the United States. The end customer later claimed that a fire caused by SAMPO’s appliances caused the damage caused by a fire in 2012 and sued dealer for compensations. Dealer and the customer had reached a settlement of their lawsuit, with paying compensation. Subsequently, Dealer filed an arbitration case with the American Arbitration Association, requesting SAMPO and Tianjin New Swell to compensate jointly and severally. The arbitration decision was rendered by the American Arbitration Association on February 3, 2016, which ruled that SAMPO and Tianjin New Swell should pay $3,052 thousand in compensation for the relevant losses. The arbitration decision was approved by the U.S. Federal Court on January 17, 2018, which
-
69 -
recognized the arbitration decision, but dealer has not yet done anything concrete as of September 30, 2020, and SAMPO has not yet received any documents such as notice of the arbitration ruling that dealer has filed with the court in Taiwan.
In accordance with Article 47 Paragraph 2 of the Arbitration Law of ROC, the foreign arbitral decision shall have the same effect among the parties involved as the final judgment of the R.O.C. court if it is recognized by the R.O.C. court upon dealer’s application. On October 27, 2016, SAMPO received the Taiwan Taoyuan District Court’s 2016 Letter Zhu-Zi No. 15 for dealer’s application for recognition of the U.S. Arbitration Judgment, and based on the principle of conservatism, the Consolidated Company has made a provision of $99,216 thousand for compensation in that year.
As a result of the aforementioned claim by dealer, SAMPO turned to its insurer, Chung Kuo Insurance Co., Ltd. (hereinafter referred to as Chung Kuo Insurance), to seek compensation. In accordance with the contents of the product liability insurance policy signed with Chung Kuo Insurance, SAMPO filed a lawsuit in the court, demanding Chung Kuo Insurance to fulfill the insurance contract and compensate for the delayed interest in this case. The result of the lawsuit was unfavorable as ruled by the Taipei District Court in 2019. In 2020, SAMPO filed an appeal for the second instance trial and the case is still pending at the Taiwan High Court.
- (3) The Company has signed a contract for the construction of the head office for an amount of NT$404,036 thousand. As of December 31, 2021, the Company had already paid NT$239,273 thousand and booked in the “Construction in Progress” account. The Company has signed a contract for the construction of Tainan factory for an amount of NT$369,668 thousand, As of December 31, 2021, the Company had already paid NT$198,936 thousand and booked in the “Construction in Progress” account. The Company has a contract signed for the construction of the park, underground parking lot, and other works in the Tucheng Development Project for an amount of NT$273,318 thousand. As of December 31, 2021, the Company had already paid NT$215,486 thousand and booked in the “Construction in Progress” account. The Company has signed a contract for the purchase of property, plant and equipment for NT$8,147 thousand. As of December 31, 2021, the Company had already paid NT$6,854 thousand and booked in the “Construction in Progress” account.
32. Other Matters
The consolidated company assesses the prevalence of COVID-19 pandemic worldwide and in Taiwan and concludes that it does not have a significant impact on the consolidated company’s ability to operate continuously.
- 70 -
33. Information of foreign currency assets and liabilities with significant effects
The following information is expressed in foreign currencies other than the functional currencies of each entity within the consolidated company; also, the exchange rate disclosed refers to the exchange rate used for having such foreign currency converted into the functional currency. Foreign currency assets and liabilities with significant influence as follows:
December 31, 2021
| follows: December 31, 2021 |
|||
|---|---|---|---|
| Foreign currency assets Monetary items USD USD Foreign currency liabilities Monetary items USD USD December 31, 2020 Foreign currency assets Monetary items USD USD Foreign currency liabilities Monetary items USD USD JPY |
Foreign currency $ 10,415 3,231 1,200 825 Foreign currency $ 12,599 2,683 2,072 496 13,646 |
Ending exchange rate 27.68 (USD:NTD) 6.3757 (USD:RMB) 27.68 (USD:NTD) 6.3757 (USD:RMB) Ending exchange rate 28.48 (USD:NTD) 6.5249 (USD:RMB) 28.48 (USD:NTD) 6.5249 (USD:RMB) 0.2763 (JPY:NTD) |
Carrying amount |
| $ 288,277 89,445 33,230 22,836 Carrying amount |
|||
| $ 358,817 76,402 59,011 14,135 3,770 |
The Consolidated Company is primarily exposed to foreign currency exchange rate risk in USD. The following information is presented in the functional currency of each entity possessing foreign currency. The disclosed exchange rate refers to the exchange rate of such functional currency converting into the presentation currency. Foreign currency gains/losses of material impact are as follows:
| Foreign currency USD USD |
2021 Average exchange rate Net exchange gain or loss 27.98 (USD:NTD) ( $ 1,738 ) 6.4427 (USD:RMB) ( 49) ($ 1,787) |
2021 Average exchange rate Net exchange gain or loss 27.98 (USD:NTD) ( $ 1,738 ) 6.4427 (USD:RMB) ( 49) ($ 1,787) |
2020 | 2020 | 2020 |
|---|---|---|---|---|---|
| Average exchange rate 27.98 (USD:NTD) 6.4427 (USD:RMB) |
Average exchange rate 31.26 (USD:NTD) 7.1165 (USD:RMB) |
Net exchange gain or loss |
|||
| ( ( ( |
( ( ( |
$ 15,351 ) 5,527) $ 20,878) |
- 71 -
34. Notes of disclosure
-
(1) Material transactions (2) and transfer investment information:
-
Loans to others: none.
-
Endorsements/guarantees for others: none.
-
Marketable securities held at the end of the period (excluding investment in subsidiaries, affiliates and joint ventures): Exhibit 1
-
The cumulative purchase or sale of the same security for an amount exceeding NT$300 million or 20% of paid-in capital: None.
-
The acquisition of real estate for an amount exceeding NT$300 million or 20% of paid-in capital: None.
-
The disposal of real estate for an amount exceeding NT$300 million or 20% of paid-in capital: Exhibit 2
-
The purchase or sale with the related party for an amount exceeding NT$100 million or 20% of paid-in capital: Exhibit 3.
-
Receivables from related parties reaching $100 million or 20% of paid-in capital or more. Exhibit 4.
-
Engagement in derivative transactions: None.
-
Information on investees: Exhibit 5.
-
Business relationships and significant intercompany transactions between parent and subsidiary and between subsidiaries: Exhibit 6.
-
(3) Information regarding investment in the territory of Mainland China:
-
The name of the investees in Mainland China, principal business, paid-in capital, investment methods, capital outward and inward remittances, shareholding, investment gains and losses, investment carrying amount at the end of the period, repatriated investment gains and losses, and investment quota for Mainland China: Exhibit 7.
-
The following significant transactions with investees in Mainland China, directly or indirectly through third regions, and their prices, payment terms, and unrealized gains or losses: Exhibit 8.
-
(1) Amounts and percentages of purchases and related payables at the end of the period.
-
(2) Amounts and percentages of sales and related receivables at the end of the period.
-
(3) Amount of property transaction and amount of the profit and/or loss so incurred.
-
(4) Balance and purposes of endorsements/guarantees or collateral provided at end of the term.
-
(5) The highest balance of fund financing balance at end of the term, range of interest rates and total amount of interest in the current term.
-
-
72 -
-
(6) Other transactions having significant effect upon profit and/or loss or financial standing of the current term, e.g. provision or acceptance of services.
-
(4) Name, number and percentage of shares held by shareholders with 5% or more of the shares: Exhibit 9.
35. Segment information
The information provided to the major operating decision-maker for allocating resources and assessing segment performance is focusing on the type of product or service delivered or offered. The reportable segments of the Consolidated Company are as follows:
Electronics and Home Appliances Business
Transportation Business
- (1) Segment revenues and operating results
The revenues and operating results of the Consolidated Company are analyzed by reportable segment as follows:
| Electronics and Home Appliances Business Transportation Business Total amount Interest income Other income Other profits and losses Share of profit or loss of affiliated companies accounted for using the equity method Financial costs Profit before tax |
Segment | re | venue 2020 $ 6,940,646 729,374 $ 7,670,020 |
segment profit or loss | segment profit or loss | segment profit or loss | ||
|---|---|---|---|---|---|---|---|---|
| 2021 $ 7,986,828 918,073 $ 8,904,901 |
2021 $ 386,116 208,550 594,666 1,425 62,824 1,048,543 150,227 14,255) $ 1,843,430 |
2020 | ||||||
( |
( |
$ 381,312 145,998 527,310 10,097 54,217 1,322,250 195,007 24,275) $ 2,084,606 |
Revenues reported above are generated from transactions with external customers. There were no inter-segment sales in 2021 and 2020
Segment profit represents the profit earned by each segment, excluding interest income, other income, other gains and losses, share of affiliated companies using the equity method, finance costs and income tax expense. The measured figures are provided for main decision makers to allocate resources to segments and evaluate the performance of each segment.
-
73 -
-
(2) Main revenues from products and service
An analysis of the Consolidated Company’s revenue from major products and services is as follows
| services is as follows | ||||
|---|---|---|---|---|
| Electronics and home appliance products Transportation business and others |
2021 $ 7,986,828 918,073 $ 8,904,901 |
2020 | ||
| $ 6,940,646 729,374 $ 7,670,020 |
- (3) Information by areas
The Consolidated Company operates mainly in two areas – Taiwan and China
Information on the Consolidated Company’s revenue from external customers by area of operations and non-current assets by area of assets is presented below:
| Taiwan Asia (excluding Taiwan) |
Income from external customers 2021 2020 $ 8,331,757 $ 7,284,498 573,144 385,522 $ 8,904,901 $ 7,670,020 |
Income from external customers 2021 2020 $ 8,331,757 $ 7,284,498 573,144 385,522 $ 8,904,901 $ 7,670,020 |
Non-current assets | Non-current assets | Non-current assets | ||
|---|---|---|---|---|---|---|---|
| 2021 $ 8,331,757 573,144 $ 8,904,901 |
December 31, 2021 $ 5,686,195 44,408 $ 5,730,603 |
December 31, 2020 |
|||||
| $ 5,559,927 50,322 $ 5,610,249 |
Non-current assets exclude investments accounted for using the equity method, financial instruments and deferred income tax assets.
(4) Information on key customers
Income generated from a single customer for more than 10% of the consolidated company’s total income is as follows:
| Customer A | 2021 $ 1,711,208 |
2020 | ||
|---|---|---|---|---|
| $ 1,528,624 |
- 74 -
Unit: Unless otherwise stated, NT$ thousand
SAMPO CORPORATION and its Subsidiary
Marketable securities held – end of period
December 31, 2021
Exhibit 1
| Holding company | Types and names of securities | Relationship with the securities issuer |
Account in book | End of the period | End of the period | End of the period | Remarks | |||
|---|---|---|---|---|---|---|---|---|---|---|
| Number of shares/units (in thousands) |
Carrying amount | Ratio of Shareholding |
Market price | |||||||
| SAMPO CORPORATION QUANBAO INVESTMENT CO., LTD. AMIGO LOGISTICS CORPORATION QUANBAO INVESTMENT CO., LTD. AMIGO LOGISTICS CORPORATION |
Nucom International Corporation Chinese Television System Inc. WK ASSOCIATES LTD. Pushi Venture Capital Co., Ltd. WK VIII ASSOCIATES LTD. GRACE THW HOLDING MICROMAX INTERNATIONAL CORP. Cathay Capital Private Equity Limited Partner Nucom International Corporation A-KIN ALLIANCE LOGISTICS CO., LTD. SAMPO CORPORATION SAMPO CORPORATION |
Other affiliate - - - - - - - - - Parent and Subsidiary Parent and Subsidiary |
Financial assets at fair value through other comprehensive income or loss – non-current 〞〞〞〞〞〞〞〞〞Financial assets at fair value through other comprehensive income or loss – non-current Financial assets at fair value through other comprehensive income or loss – non-current |
882 7,581 15 225 477 2,178 3,380 - 144 250 10,050 538 |
$ 34,628 137,491 147 335 448 234,081 12,910 49,325 5,652 1,198 $ 476,215 $ 300,490 $ 16,103 |
4 4 1 2 2 1 19 24 1 7 3 - |
$ 34,628 137,491 147 335 448 234,081 12,910 49,325 5,652 1,198 $ 476,215 $ 300,490 (Note 1) $ 16,103 (Note 1) |
@39.25 @18.14 @9.8 @1.49 @0.94 @107.49 @3.82 @39.25 @4.79 @29.9 @29.9 |
Note 1: QUANBAO INVESTMENT CO., LTD. and AMIGO LOGISTICS CORPORATION held the shares of SAMPO, which were treated as treasury stock and transferred from investments accounted for using the equity method to treasury stock with carrying amounts of $482,468 thousand and $1,678 thousand, respectively.
- 75 -
SAMPO CORPORATION and its Subsidiary
The disposal of real estate for an amount exceeding NT$300 million or 20% of paid-in capital
2021
Exhibit 2
Unit: Unless otherwise stated, amounts in NT$ Thousand
| Company disposing property |
Asset title | Date of event | Original acquisition date |
Carrying amount | Trade value | The collection of proceeds |
Capital gain/loss from disposition |
Counterparties | Relation | Purpose of disposition |
Reference for price determination |
Other stipulations of the transaction |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| SAMPO CORPORATION |
Land Lot No. 742-1 and No. 743, Daan Section, Tucheng District, New Taipei City |
2021.7.30 | 1977.11.30 | $ 680,718 | $ 1,800,000 | Full recovery | $ 1,068,412 (Note 1) |
Goodman Group | None |
Revitalization of company assets and efficient use of capital |
The property is to be sold by price negotiation in accordance with the appraisal report of Euro-Asia Asset Evaluation Group and CHINA PROPERTY APPRAISING CENTER CO., LTD. and it is to be handled by the Chairman who is authorized by the board of directors. |
Note 1: It is sold for an amount of NT$1,800,000 thousand net of the book value of NT$680,718 thousand and related commission expenses of NT$50,870 thousand. A disposal profit of NT$1,068,412 thousand is resulted.
- 76 -
Unit: Unless otherwise stated, NT$ thousand
SAMPO CORPORATION and its Subsidiary
The purchase or sale with the related party for an amount exceeding NT$100 million or 20% of paid-in capital
2021
Exhibit 3
| Purchase (sale) company | Counterparties |
Relation | Transactions | Transactions | Trading terms different from general trade and reasons |
Trading terms different from general trade and reasons |
Notes and accounts receivable (payable) |
Notes and accounts receivable (payable) |
Remarks | ||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchase (sale) | Amount |
Percentage of total purchase (sale) |
The credit period | Unit price | The credit period | Balance | Percentage of total notes and accounts receivable (payable) |
||||
| SAMPO CORPORATION |
DEBAO HOME APPLIANCE CO., LTD. NELONG ENTERPRISE CORPORATION LTD. |
Parent and Subsidiary Parent and Sub-subsidiary |
Purchase Purchase |
$ 2,378,655 158,723 |
43% 3% |
Same as general suppliers Same as general suppliers |
Cost plus 1% to 6.5% Cost plus 1% to 6.5% |
- - |
- Accounts payable ( $ 14,529 ) |
- ( 2% ) |
Note 1 |
Note 1: As of December 31, 2021, SAMPO’s prepayment to NELONG ENTERPRISE CORPORATION LTD. was $34,435 thousand. Note 2: Related party transactions between consolidated entities have been adjusted and eliminated
- 77 -
SAMPO CORPORATION and its Subsidiary
Receivables from related party exceeds NT$100 million or 20% of the paid-in capital.
December 31, 2021
Exhibit 4
Unit: Unless otherwise stated, amounts in NT$ Thousand
| Companies book in the “accounts receivable” |
Counterparties | Relation | Balance of receivables from related parties |
Turnover | Overdue receivables from related parties | Overdue receivables from related parties | Receivable collected from related parties after the period |
Appropriation of allowance for loss |
|---|---|---|---|---|---|---|---|---|
| Amount | Processing method | |||||||
| AMIGO LOGISTICS CORPORATION |
SAMPO CORPORATION | Parent company | $ 100,143 | 2.44 | $ - | - | $ 18,817 | $ - |
Note: The aforementioned transactions had been written-off while preparing the consolidated financial statements.
- 78 -
Unit: Unless otherwise stated, NT$ thousand
SAMPO CORPORATION and its Subsidiary
Information regarding investee’s name and location, etc.
December 31, 2021
Exhibit 5
| Investor | Name of investee | Location | Principal business | Sum of initial investment | Sum of initial investment | Ending shareholding | Ending shareholding | Ending shareholding | Current period profit/loss of the investee |
Recognized investments for current period (loss) profit (Note 1) |
Remarks |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Current period-end |
Previous period-end |
Number of Shares (in thousands) |
Percentage | Carrying amount | |||||||
| SAMPO CORPORATION QUANBAO INVESTMENT CO., LTD. AMIGO LOGISTICS CORPORATION New Swell International Investment Co., Ltd. SAMPO HOME INC. |
AMIGO LOGISTICS CORPORATION RECHI PRECISION CO.,LTD. New Swell International Investment Co., Ltd. QUANBAO INVESTMENT CO., LTD. DEBAO HOME APPLIANCE CO., LTD. SAMPO HOME INC. SAMPO JAPAN INC. AMIGO LOGISTICS CORPORATION RECHI PRECISION CO.,LTD. NELONG ENTERPRISE CORPORATION LTD. SAMPO INTERNATIONAL FOOD SERVICE CO., LTD. NISSIN GLOBAL LOGISTICS (TAIWAN) CO., LTD. AMIGO HOME LIFE CO., LTD. DONGGUAN SAMPO ELECTRONICS CO., LTD. SAMPO ASSET MANAGEMENT CO., LTD. |
Taiwan Taiwan British Virgin Islands Taiwan Taiwan Taiwan Japan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan China Taiwan |
Warehousing, transportation Compressor manufacturing, sales Investment holding Investment business Home appliance manufacturing and sales Real estate trading, leasing Marketing and Promotion Warehousing, transportation Compressor manufacturing, sales Electronics manufacturing and sales Food and beverage Warehousing, transportation Product installation and wholesale of electrics and electronic materials Manufacturing and sale of electrics and electrons equipment Real estate trading, leasing |
$ 209,546 1,550,990 31,060 ( USD 1,000 ) 1,076,000 200,000 500,000 JPY 30,000 126,097 92,740 36,600 150,000 32,090 21,000 USD 1,400 10,000 |
$ 209,546 1,550,990 31,060 ( USD 1,000 ) 1,076,000 200,000 500,000 JPY 30,000 126,097 92,740 36,600 100,000 32,090 21,000 USD 1,400 10,000 |
21,155 135,610 1,000 114,325 20,000 50,000 3,000 10,366 4,136 3,660 15,000 2,550 2,100 1,400 1,000 |
49 27 100 100 100 100 100 24 1 61 100 51 100 70 100 |
$ 504,339 2,807,991 98,734 584,376 67,289 413,688 4,070 247,599 105,597 63,392 81,897 20,566 23,155 USD 2,836 6,103 |
$ 160,958 542,921 17,353 57,215 ( 62,316 ) ( 6,610 ) ( 889 ) 160,958 542,921 29,293 ( 30,381 ) ( 903 ) 1,116 USD 1,125 ( 1,649 ) |
$ 77,132 145,779 17,353 31,469 ( 39,008 ) ( 6,610 ) ( 889 ) 38,453 4,448 17,869 ( 30,381 ) ( 460 ) 1,116 USD 788 ( 1,649 ) |
Note 2 Note 3 Note 2 Note 2 Note 2 Note 2 Note 2 Note 2 Note 3 Note 2 Note 2 Note 2 Note 2 Note 2 Note 2 |
Note 1: The investment income or loss recognized by the Company includes investment income or loss recognized for upstream transactions recorded in the book, net of dividends paid by the parent company to its subsidiaries. Note 2: Subsidiary included in the consolidated entities.
Note 3: Equity-method investee included in the consolidated financial statements.
Note 4: For the equity-method subsidiaries included in the consolidated financial statements, investment income or loss recognized under the equity method, and the net equity of the investee are fully eliminated.
- 79 -
SAMPO CORPORATION and its Subsidiary
Business relationship and significant transactions between Parent Company and Subsidiaries
January 1 to December 31, 2021
Exhibit 6
Unit: Unless otherwise stated, NT$ thousand
| Serial No. (Note 1) |
Trader’s name | Counterparty | Relationship with trader (Note 2) |
Transactions | |||
|---|---|---|---|---|---|---|---|
| Title | Amount | Terms and conditions | Percentage in consolidated total revenue or total assets (Note 3) |
||||
| 0 2 |
SAMPO CORPORATION AMIGO LOGISTICS CORPORATION |
DEBAO HOME APPLIANCE AMIGO LOGISTICS CORPORATION DONGGUAN SAMPO ELECTRONICS CO., LTD. NELONG Company AMIGO HOME |
1 1 1 1 3 |
Purchase Other payables Accounts payable Rent revenue Rental expense Transportation expenses Purchase Purchase Accounts payable Prepayment for goods Transportation expenses Notes payable |
$ 2,378,655 15,604 100,145 17,905 59,202 163,086 81,152 158,723 14,529 34,435 189,062 46,890 |
The purchase price is based on cost. Rentals are priced based on general rental level Rentals are priced based on general rental level Transportation expenses are based on general market level The purchase price is the cost, and the payment terms are the same as the general manufacturers. The purchase price is the cost, and the payment terms are the same as the general manufacturers. Transportation expenses are based on general market level |
27 - 1 - 1 2 1 2 - - 2 - |
Note 1: The information of business operation between the parent company and its subsidiaries should be documented in the respectively numbered column as follows:
-
Fill in “0” for parent company.
-
The subsidiaries are sequentially numbered from 1 and so forth.
Note 2: The relationship with the traders is classified into three categories as follows:
-
Parent to Subsidiary.
-
Subsidiary to Parent
-
The Subsidiary to the Subsidiary.
-
Note 3: Calculate the ratio of the transaction amount to consolidate the total income or total assets. For the assets and liabilities account, calculate the ratio of the ending balance to the consolidated total assets. For the profits and losses account, calculate the ratio of the interim cumulated amount to the consolidated total income.
Note 4: The Company may determine discretionally whether to have the material transactions in the table illustrated according to its materiality.
- 80 -
2021
Unit: Unless otherwise stated, NT$ thousand
SAMPO CORPORATION and its Subsidiary
Information regarding investment in the territory of mainland china
Exhibit 7
| Names of investees in China |
Principal business | Principal business | Paid-up capital | Paid-up capital | Mode of investments (Note 1) |
Accumulated investment amount remitted at the beginning of the period |
Amount of investment remitted or recovered in current period |
Amount of investment remitted or recovered in current period |
Accumulated investment amount remitted at the end of the period |
Current period profit/loss of the investee |
Ratio of shareholding of investment directly or indirectly made by the Company |
Investment gain and loss recognized in current period (Note 2) |
Book value of investment at ending |
The investment income received at the end of the current period |
Remarks |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Outward remittance |
Recover | ||||||||||||||
| DONGGUAN SAMPO ELECTRONICS CO., LTD. |
Manufacturing and sale of electrics and electrons equipment |
USD 2 million | 3 | $ 42,180 | $ - | $ - | $ 42,180 | $ 31,484 | 70 | $ 22,039 (Recognition basis B) |
$ 78,498 | $ - | |||
| Company name | Accumulated investment from Taiwan to Mainland China at ending |
Amount of investment approved by Investment Commission of MOEA |
Investment amount approved by the Investment Commission MOEAIC |
||||||||||||
| SAMPO CORPORATION | $ 2,105,454 | $ 2,437,870 | $ 4,972,177 |
-
Note 1: The investment methods can be divided into the following 5 types:
-
To invest in Mainland China companies through remittance from a third area.
-
To invest in Mainland China companies through a company invested and established in a third area.
-
To invest in Mainland China companies through reinvesting in an existing company in a third area.
-
To invest in Mainland China companies directly.
-
Other ways.
-
Note 2: Recognized as gains or losses on investment in current period:
-
(1) Please mark out if there has no investment gain or loss yet because the investment is still under planning.
-
(2) The basis of recognition of investment income is classified into following three types, which should be marked out.
-
A. The financial statements have been audited by an international CPA firm with which CPA firms in the ROC. has a cooperative relationship.
-
B. Financial statements audited by the CPAs who audit the parent company in Taiwan.
-
C. Others
Note 3: In accordance with the new regulations issued by the Investment Commission of the Ministry of Economic Affairs in August 2008, the Company’s investment limit in Mainland China is calculated as 60% of the net worth or consolidated net worth, whichever is higher.
- 81 -
SAMPO CORPORATION and its Subsidiary
Significant transactions with investees in Mainland China directly or indirectly through enterprises in third regions
2021
Exhibit 8
Unit: Unless otherwise stated, NT$ thousand
| Purchase (sale) company |
Counterparties | Relation | Transaction type | Purchase (sale) | Purchase (sale) | Terms and conditions | Terms and conditions | Terms and conditions | Notes and accounts receivable (payable) |
Notes and accounts receivable (payable) |
Unrealized gain or loss |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance | Percentage (%) |
Price |
Payment term | Comparison with general transaction |
Balance | Percentage (%) |
|||||
| SAMPO CORPORATION |
DONGGUAN SAMPO ELECTRONICS CO., LTD. |
Parent and Sub-subsidiary |
Purchase | $ 81,152 | 1% | Cost or cost plus 1% to 6.5% |
Same as general suppliers |
Purchase price is better than general manufacturers |
Accounts payable $ - |
- | $ - |
Note 1: Related party transactions between consolidated entities have been adjusted and eliminated
- 82 -
SAMPO CORPORATION and its Subsidiary
Information on Dominant Shareholders
December 31, 2021
Exhibit 9
| Names of Dominant Shareholders | Share | Share |
|---|---|---|
| Shareholding | Shareholding percentage |
|
| MACLADY INVESTMENT LTD. | 32,954,800 | 8.51% |
-
Note 1: The information on major shareholders in this Exhibit is compiled by Taiwan Depository & Clearing Corporation based on the last business day of the quarter in which the shareholders held 5% or more of the Company’s common shares and preferred shares whose registration and delivery have been completed in non-physical form (including treasury shares). The number of shares recorded in the Company’s consolidated financial statements and the actual number of shares registered and delivered in non-physical form may differ depending on the basis of preparation of the calculations.
-
Note 2: If a shareholder delivers his or her shares to a trust, the above information shall be disclosed by the individual trustor account opened by the trustee. As for the shareholder’s declaration of insider’s equity with more than 10% shares in accordance with the Securities and Exchange Act, the shareholding of the shareholder includes his or her own shares plus the shares that he or she has delivered to a trust and has the right to decide the use of the trust property, etc. Please refer to the Market Observation Post System for information on insider’s equity declaration.
-
83 -