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SAN FU Annual Report 2021

Dec 14, 2021

52426_rns_2021-12-14_d6464167-c8e6-4bf2-973c-d8ebb1449b48.pdf

Annual Report

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Stock Code 4755

San Fu Chemical Co., Ltd. and Subsidiaries

Consolidated Financial Statements for the Years Ended December 31, 2021 and 2020 and Independent Auditors’ Report

Address 5F., No. 21, Zhongshan North Road, Zhongshan District, Taipei City Telephone (02) 25426789

1

REPRESENTATION LETTER

The entities that are required to be included in the consolidated financial statements of San Fu Chemical Co., Ltd. as of and for the year ended December 31, 2021, under the “ Criteria Governing the Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises “ are the same as those included in the consolidated financial statements prepared in conformity with the International Financial Reporting Standard 10 , “ Consolidated Financial Statements. ” In addition, the information required to be disclosed in the consolidated financial statements is included in the consolidated financial statements of parent and subsidiary companies. Consequently, San Fu Chemical Co., Ltd. and Subsidiaries do not prepare a separate set of consolidated financial statements.

Very truly yours,

SAN FU CHEMICAL CO., LTD.

By

==> picture [173 x 40] intentionally omitted <==

_______ SIMON WU Chairman

Dated: March 04, 2022

2

INDEPENDENT AUDITORS’ REPORT

The Board of Directors and Shareholders San Fu Chemical Co., Ltd.

Opinion

We have audited the accompanying consolidated financial statements of San Fu Chemical Co., Ltd. and its subsidiaries (collectively referred to as the “Company”), which comprise the consolidated balance sheets as of December 31, 2021 and 2020, and the consolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the consolidated financial statements, including a summary of significant accounting policies (collectively referred to as the “consolidated financial statements”).

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Company as of 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, International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Company in accordance with The Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion based on our audits and the report of other auditors.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Company’s consolidated financial statements for the year ended December 31, 2021. These matters were addressed in the context 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 these matters.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

3

The key audit matter of the Company’s consolidated financial statements for the year ended December 31, 2021 is as follow:

Measurement of Inventories

Inventories amounted to 11% (NT$ 719,825 thousand) of the Company’s consolidated total assets as of December 31, 2021. Please refer to Notes 4 and 10 for the accounting policies and the related disclosures of inventories. The inventories could be slow-moving or outdated due to the fluctuation in the demand market and the advancement in technology, which may result in impairment loss on inventories. The Company estimated the impairment loss of inventories based on the assessed net realized value and the evaluated aging of inventories quarterly. The estimation of net realized value and inventories aging assessment mainly depended on subjective management judgments and may affect the amount of impairment loss. As a result, the evaluation of inventories for impairment loss is determined to be a key audit matter.

We performed the following procedures to evaluate the measurement of inventories:

  1. We obtained an understanding of the Company’s accounting policies related to inventory write-down and the characteristics of inventory.

  2. We obtained a summary table of net realizable value of inventory prepared by the management, inspected the supporting document of the latest market price, and re-calculated the net realizable value of inventory to evaluate the basis and reasonableness of the net realizable value estimated by the management.

  3. We obtained the inventory aging table prepared by the management, and inspected supporting documents of recent sales, purchases and picking lists of selected samples to evaluate the accuracy of the inventory aging table.

Other Matter

We have also audited the standalone financial statements of San Fu Chemical Co., Ltd. as of and for the years ended December 31, 2021 and 2020 on which we have issued an unmodified opinion.

Responsibilities of Management and Those Charged with Governance for the Financial Statements

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

4

In preparing the consolidated financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those charged with governance, including supervisors, are responsible for overseeing the Company’s financial reporting process.

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the auditing standards generally accepted in the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

As part of an audit in accordance with the auditing standards generally accepted in the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

  1. Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  2. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.

  3. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

  4. Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Company to cease to continue as a going concern.

  5. Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

  6. Obtain sufficient and appropriate audit evidence regarding the financial information of entities or business activities within the Company to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision, and performance of the Company audit. We remain solely responsible for our audit opinion.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

5

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with 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.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements for the year ended December 31, 2021 and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners on the audit resulting in this independent auditors’ report are Shiow-Ming Shue and Ya-Ling Wong.

Deloitte & Touche Taipei, Taiwan Republic of China

March 04, 2021

Notice to Readers

The accompanying consolidated financial statements are intended only to present the consolidated financial position, financial performance and cash flows in accordance with accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such consolidated financial statements are those generally applied in the Republic of China.

For the convenience of readers, the independent auditors’ report and the accompanying consolidated financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors’ report and consolidated financial statements shall prevail.

This is the translation of the financial statements. CPAs do not audit or review on this translation.

6

SAN FU CHEMICAL CO., LTD. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020

(Expressed in thousands of New Taiwan Dollars)

Code 2021 2020
ASSETS
CURRENT ASSETS
1100
Cash and cash equivalentsNotes 4 and 6
1136
Financial assets at amortized cost-currentNotes 4 and 8
1140
Contract asset - currentNotes 4 and 20
1150
Notes receivable, netNotes 4 and 9
1170
Accounts receivable, net (Notes 4 and 9)
1180
Receivable from related partiesNotes 4 and 30
130X
InventoriesNotes 4 and 10
1410
Prepayments
1470
Other current assets
11XX
Total current assets
NONCURRENT ASSETS
1517
Financial asset at fair value through other comprehensive
income - noncurrentNotes 4 and 7)
1550
Investments accounted for using the equity method
Notes 4 and 12)
1560
Contract asset - noncurrentNotes 4 and 20
1600
Property, plant and equipmentNotes 4 and 13
1755
Right-of-use assetNotes 4 and 14
1840
Deferred tax assetsNotes 4 and 22
1915
Prepayments for equipment
1920
Refundable deposits
15XX
Total noncurrent assets
1XXX TOTAL
LIABILITIES AND EQUITY
CURRENT LIABILITIES
2100
Short-term borrowingsNote 15
2130
Contract liabilities - currentNotes 4 and 20
2170
Notes and accounts payableNote 16
2180
Accounts payable - related partiesNote 30
2200
Other payablesNote 17
2230
Current tax liabilitiesNotes 4 and 22
2280
Lease liabilities-currentNotes 4 and 14
2320
Long-term liabilities due within one yearNote 15
2399
Other current liabilities
21XX
Total current liabilities
$ $ Amount

Amount


552,766
8
$ 794,606
15
233,472
4
233,792
4
8,200
-
8,730
-
56,633
1
43,521
1
1,504,822
23
1,050,565
20
19,627
-
9,590
-
719,825
11
393,477
7
268,126
4
87,893
2
99,005
2
25,846
-
3,462,476
53
2,648,020
49
86,912
1
157,471
3
456,327
7
405,083
8
-
-
5,941
-
2,278,099
35
1,776,610
33
137,211
2
141,430
3
34,784
-
26,916
-
113,951
2
218,384
4
5,816
-
4,569
-
3,113,100
47
2,736,404
51
6,575,576
100
$5,384,424
100

930,000
14
$ 590,000
11
203,231
3
156,922
3
502,080
8
250,795
5
3,770
-
2,047
-
340,986
5
185,114
4
108,570
2
64,497
1
22,427
-
19,611
-
90,572
1
38,072
1
4,762
-
3,391
-
2,206,398
33
1,310,449
25
(Continued)

$

7

NONCURRENT LIABILITIES
2540
Long-term borrowingsNote 15
2570
Deferred tax liabilitiesNotes 4 and 22
2580
Lease liabilities-noncurrentNotes 4 and 14
2640
Net defined benefit liabilities – noncurrentNotes 4
and 18
2670
Other noncurrent liabilities
25XX
Total noncurrent liabilities
2XXX
Total liabilities
EQUITY ATTRIBUTABLE TO OWNERS OF
THE COMPANYNotes 4 and 19
Capital Stock
3110
Ordinary shares
3200
Capital surplus
Retained earnings
3310
Legal reserve
3320
Special reserve
3350
Unappropriated earnings
3300
Total retained earnings
3410
Exchange differences on translating
foreign operations
3420
Unrealized evaluation gains and losses of the Equity
instrument investment benefit measured at fair
value through other comprehensive gains and
losses
3400
Total other equity
31XX
Total Equity of the Business Owner
36XX
Non-controlling interests
3XXX
Total equity
TOTAL
$ 103,930
2
8,474
-
49,940
1
27,791
-
2,454
-
192,589
3
2,398,987
36
1,007,060
15
960,750
15
291,281
4
103,348
2
1,907,058
29
2,301,687
35
(90,099)
(1)
(34,695)
(1)
(124,794)
(2)
4,144,703
(63)
31,886
1
4,176,589
64
6,575,576
100
$ 194,501
4
108
-
59,806
1
24,538
-
2,363
-
281,316
5
1,591,765
30
1,007,060
19
1,056,191
19
250,297
5
56,293
1
1,526,166
28
1,832,756
34
(127,821)
(2)
24,473
-
(103,348)
2
3,792,659
70
-
-
3,792,659
70
5,384,424
100

The accompanying notes are an integral part of the consolidated financial statements. (Concluded)

8

SAN FU CHEMICAL CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020 (In Thousands of New Taiwan Dollars, Except Earnings per Share)

Code 2021 2020
Amount Amount
4000 OPERATING REVENUENotes 4, 20 and 30 $ 4,779,885 100 $ 3,818,716 100
5000 OPERASTING COSTNotes 10, 21 and 30 3,584,780 75 2,957,612 78
5900 GROSS PROFIT 1,195,105 25 861,104 22
OPERATING EXPENSNotes 21and 30
6100 Selling and marketing expenses 256,706 5 204,119 5
6200 General and administrative expenses 172,582 4 145,175 4
6300 Research & Development Expenses 38,615 1 40,907 1
6450 Expected credit impairment losses 5,710 - - -
6000 Total operating expenses 473,613 10 390,201 10
6900 PROFIT FROM OPERATIONS 721,492 15 470,903 12
NON-OPERATING INCOME AND EXPENSES
7010 Other incomeNotes 21and 30 30,763 - 41,941 1
7020 Other gains and lossesNote 21
2,536 - (11,086) -
7050 Financial CostNote 21
(9,141) - (6,930) -
7060 Share of profit or loss of associates and joint ventures
Recognized by Equity MethodNotes 4 and 12 82,237 2 6,126 -
7100 Interest income 1,141 - 1,266 -
7140 Bargain purchase gain- acquiring a subsidiary (Note
25) 372 - - -
7000 Total non-operating income and expenses 107,908 2 31,317 1
7900 PROFIT BEFORE INCOME TAX 829,400 17 502,220 13
7950 INCOME TAX EXPENSENote 22
(156,690) (3) (102,747) (3)
8200 NET PROFIT FOR THE YEAR 672,710 14 399,473 10
(Continued)

9

SAN FU CHEMICAL CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020

(Expressed in thousands of New Taiwan Dollars, except for earnings per share)

OTHER COMPREHENSIVE GAIN/(LOSS)
8310 ITEMS THAT WILL NOT BE RECLASSIFIED
SUBSEQUENTLY TO PROFIT OR LOSS:
8311 Re-measured quantity of defined benefit plan ( $ 4,125) - ( $ 2,183) -
8316 Unrealized loss on financial assets at fair value through
other comprehensive income (Note 7) ( 69,029) ( 1) 10,836 -
8349 Income tax related to items that are not reclassified 10,686 - 1,716 -
(62,468) (1) 10,369 -
8360 Items that may be reclassified to profit and loss in the
future
8370 Share of the other comprehensive loss of associates and
joint ventures using the equity method ( 3,193) - 2,829 -
8361 Exchange differences on translating the financial
statements of foreign operations 40,915 1 (61,999) (1)
37,722 1 (59,170) (1)
8300 Other comprehensive loss for the year, net of income tax (24,746) - (48,801) (1)
8500 TOTAL COMPREHENSIVE INCOME FOR THIS
PERIOD $ 647,964 14 $ 350,672 9
NET PROFIT ATTRIBUTABLE TO:
8610 Owners of the Company $ 673,643 14 $ 399,473 10
8620 Non-controlling interests (933) - - -
8600 $ 672,710 14 $ 399,473 10
TOTAL COMPREHENSIVE INCOME
ATTRIBUTABLE TO:
8710 Owners of the Company $ 648,897 14 $ 350,672 9
8720 Non-controlling interests (933) - - -
8700 $ 647,964 14 $ 350,672 9
EARNINGS PER SHARENote 23
From continuing business units
9750 Basic $ 6.69 $ 4.36
9850 Diluted $ 6.68 $ 4.36

The accompanying notes are an integral part of the consolidated financial statements. (Concluded)

10

SAN FU CHEMICAL CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020

(Expressed in thousands of New Taiwan Dollars

A1
BALANCE AT JANURAY 1, 2020
Appropriation of 2019 Earnings
B1
Recognized Legal Reserve
B3
Recognized Special Reserve
B5
Cash Dividend Distributed to
Shareholders
Other Changes in Equity:
C3
Donations from Shareholders
E1
Cash Capital Increase
N1
Share-based Payment
D1
NET PROFIT FOR 2020
D3
Other Comprehensive Profit & Loss After
Tax for 2020
D5
Total Comprehensive Income for 2020
Z1
BALANCE AT DECEMBER 31, 2020
Distribution of Available Earnings for
2020
B1
Recognized Legal Reserve
B3
Recognized Special Reserve
B5
Cash Dividend Distributed to
Shareholders
M7 Changes in Equity of Subsidiaries
O1
Employee stock options issued to
subsidiaries
Other Changes in Capital Surplus
C3
Donations from Shareholders
D1
Net Income in 2021
D3
Other comprehensive income (loss) in
2021
D5
Total Comprehensive Income (loss) in
2021
O1
Non-Controlling interest
Z1
BALANCE DECEMBER 31, 2021
Capital StockNote 19
Shares
(In Thousands)
Amount
90,706
90,706
-
-
-
-
-
-
-
-
10,000-
10,000-
-
-
-
-

-

-

-

-
100,706
1,007,060
-
-
-
-
-
-
-
-
-
-
-
-
-
-

-

-

-

-

-

-
100,706
$ 1,007,060
Capital StockNote 19
Shares
(In Thousands)
Amount
90,706
90,706
-
-
-
-
-
-
-
-
10,000-
10,000-
-
-
-
-

-

-

-

-
100,706
1,007,060
-
-
-
-
-
-
-
-
-
-
-
-
-
-

-

-

-

-

-

-
100,706
$ 1,007,060
Capital StockNote 19
Shares
(In Thousands)
Amount
90,706
90,706
-
-
-
-
-
-
-
-
10,000-
10,000-
-
-
-
-

-

-

-

-
100,706
1,007,060
-
-
-
-
-
-
-
-
-
-
-
-
-
-

-

-

-

-

-

-
100,706
$ 1,007,060
Capital
Surplus
Note 19
$ 670,626
-
-
( 27,212)

-
6,746
387,000
19,031
-

-


-

1,056,191
-
-
(
100,706)
( 859)
-
6,124
-

-


-


-

$ 960,750
Equity attributable to the Owners of the Company
Retained EarningsNote 19
Other equity
Legal
Capital
Reserve
Special
Capital
Reserve
Unappropriated
Earnings
Exchange
Differences on
Translating
Foreign
Operations
Unrealized
Gains (Losses)
On Financial
Assets at Fair
Value Through Other
Comprehensive
Income
$ 217,850
$ 6,442
$1,410,290
( $ 68,651)
$ 12,358
32,447
49,851
(
32,447 )
-
-
-
-
(
49,851 )
-
-
-
-
( 199,553 )
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
399,473
-
-


-
(
1,746)
(59,170)
12,115


-
397,727
(59,170)
12,115
250,297
56,293
1,526,166
( 127,821)
24,473
40,984
-
(
40,984 )
-
-
-
47,055
(
47,055 )
-
-
-
-
( 201,412 )
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
673,643
-
-


-
(
3,300)
37,722
(59,168)


-
670,343
37,722
(59,168)


-

-

-

-
$ 291,281
$ 103,348
$ 1,907,058
($ 90,099)
(
$ 34,695)
Sub-Total
Non-controlling
interests
(Notes 19 & 26)
$ 3,155,975
$3,155,975
$ -
$3,155,975
-
-
-
-
-
-
( 226,765 )
-
( 226,765 )
6,746
-
6,746
487,000
-
487,000
19,031
-
19,031
399,473
-
399,473
(
48,801)

-
(
48,801)
350,672

-
350,672
3,792,659
-
3,792,659
-
-
-
-
-
-
( 302,118 )
-
( 302,118 )
(
859 )
15,859
1,752
-
1,752
1,752
6,124
-
6,124
673,643
( 933)
672,710
(
24,746)

-
(
24,746)
648,897
(
933)
647,964

-

15,208

15,208
$ 4,144,703
$ 31,886
$4,176,589

Shares
(In Thousands)
90,706
-
-
-
-
10,000-
-
-

-

-
100,706
-
-
-
-
-
-
-

-

-

-
100,706

(


(


(
(

(



















The accompanying notes are an integral part of the consolidated financial statements.

11

SAN FU CHEMICAL CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020

(Expressed in thousands of New Taiwan Dollars)

C o d e 2021 2020 2020
CASH FLOWS FROM OPERATING ACTIVITIES
A10000 Net income before income tax $ 829,400 $ 502,220
A20010 Adjustments for:
A20100 Depreciation expenses 284,073 262,851
A20300 Expected credit impairment losses 5,710 -
A20900 Finance costs 9,141 6,930
A21200 Interest income ( 1,141 ) ( 1,266 )
A21300 Investment Income - Dividend ( 1,593 ) ( 1,092 )
A21900 Shared-based compensation Cost 1,752 19,031
A22300 Gain/Loss of associates and joint ventures using
equity method ( 82,237 ) ( 6,126 )
A22500 Loss from disposal of property, plant and
equipment ( 274 ) 40
A22600 Transfer fee from property, plant and equipment 142 -
A22900 Profit gained from disposal of subsidiaries ( 424 ) -
A23200 Disposal of investment interest recognized by
equity method of accounting ( 22,797 ) -
A23800 Loss for market price decline and obsolete and
slow-moving inventories 60
(
5,961 )
A24100 Unrealized foreign currency exchange (gain) loss 635
(
2,242 )
A29900 Bargain purchase Gain ( 372 ) -
A29900 Lease modification benefits ( 6 ) -
A30000 Change in operating assets and liabilities
A31125 Contract Assets - Current 530
(
2,108 )
A31130 Notes receivable ( 13,112 ) ( 4,692 )
A31150 Accounts receivable ( 459,741 ) ( 125,082 )
A31160 Accounts receivable – related parties ( 10,133 ) 12,027
A31200 Inventories ( 326,087 ) 66,917
A31230 Prepayments ( 179,684 ) ( 39,142 )
A31240 Other current assets ( 74,341 ) 11,944
A31260 Contract assetnoncurrent 5,941 8,676
A32125 Contract liability 46,309 146,667
A32150 Accounts receivable 246,824 36,555
A32160 Accounts payable - related parties 64
(
2,696 )
A32180 Other payables 143,764 23,211
A32230 Other current liabilities 1,359
(
29 )
A32240 Net defined benefit liabilities - noncurrent ( $
872 )
( $
15,559 )
A32990 Other noncurrent liabilities 91 ( 497)
A33000 Cash generated from operations 402,981 890,577
A33100 Interest received 1,141 1,266
A33200 Dividend received 1,593 13,597
A33300 Interest paid ( 9,047 ) ( 6,963 )
Continued

12

SAN FU CHEMICAL CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020

(Expressed in thousands of New Taiwan Dollars)

C o d e 2021 2020.
33500 Income tax paid (109,907) (43,470)
AAAA Net cash generated from operating activities 286,761 855,007
CASH FLOWS FROM INVESTING ACTIVITIES
B00010
Purchase of financial assets at fair value through
other comprehensive income - ( 30,466)
B00040
Purchase of financial assets at amortized cost
- ( 227,769)
B02200
Net cash outflow acquired from the subsidiaries
( 56,777) -
B02700
Payments for property, plant and equipment
( 541,472) ( 390,166)
B02800
Gain on Disposal of property, plant and equipment
543 472
B03700
Increase or Loss in refundable deposits
( 1,230) ( 1,609)
B07100
Increase in prepayments for equipment
50,525 ( 166,646)
B07600
Dividend received
21,804 -
BBBB Net cash used in investing activities (526,607) (816,184)
CASH FLOWS FROM FINANCING ACTIVITIES
C00100
Increase in short-term borrowings
340,000 103,000
C01600
Long-term borrowings
- 240,000
C01700
Repayment of long-term borrowings
( 38,071) ( 7,427)
C04020
Repayment of the principal portion of lease liabilities
( 24,332) ( 24,499)
C04500
Payment – Owners’ Dividend
( 02,118) ( 226,765)
C04600
Cash capital increase
- 487,000
C05800
Changes in equity of non-controlling interests
15,000 -
C09900
Cash outflow from financing activities by associates
held for sale 6,124 6,746
CCCC NET CASH GENERATED FROM (USED IN)
FINANCING ACTIVITIES (3,397) 578,055
DDDD EFFECTS OF EXCHANGE RATE CHANGES ON
THE BALANCE OF CASH HELD IN FOREIGN
CURRENCIES 1,403 (38,091)
EEEE NET INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS ( 241,840) 578,787
E00100
CASH AND CASH EQUIVALENTS AT
BEGINNING OF THE PERIOD 794,606 215,819
E00200
CASH AND CASH EQUIVALENTS AT END OF
THE PERIOD $ 552,766 $ 794,606
The accompanying notes are an integral part of the consolidated financial statements. (Concluded)

13

SAN FU CHEMICAL CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020 (In Thousands of New Taiwan Dollars, Unless Specified Otherwise)

1. GENERAL INFORMATION

San Fu Chemical Corporation (the “Company”) was incorporated in the Republic of China (“ROC”) on March 17, 2003. The Company is engaged mainly manufactures and sales of various chemical products. The major shareholders as follow: San Fu Global Co., Ltd. (owned 23.89%), Pilot Keymark SDN. BHD. (owned 19.78%), and other individual shareholders.

The consolidated financial statements comprise the company and its subsidiaries as described in Note 11 (collectively referred to as “the Company”). The Company is engaged mainly in the production and sale of industrial gases, chemical materials and food additives.

The Company’s shares started to be traded on the Taiwan Stock Exchange (“TWSE”) on November 27, 2013.

The consolidated financial statements are presented in the New Taiwan dollar.

2. APPROVAL OF FINANCIAL STATEMENTS

The consolidated financial statements were approved by the Company’s board of directors on February 26, 2021.

3. APPLICATION OF NEW, AMENDED AND REVISED STANDARDS AND INTERPRETATIONS

  • a. Initial application of the amendments to the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) (collectively, the “IFRSs”) endorsed and issued into effect by the Financial Supervisory Commission (FSC)

The initial application of the amended “Interest Rate Benchmark Reform - Phase 2” (Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16) and the Amendment to the IFRS 16 “Covid-19-Related Rent Concessions after June 30, 2021” endorsed and issued into effect by the FSC did not have material impact on the Company’s accounting policies.

  • b. The International Financial Reporting Standards (IFRS) recognized by FSC applicable in 2022
Effective Date
New, Amended and Revised Standards and Interpretations Issued by IASB
“Annual Improvements to IFRS Standards 2018-2020” Cycle January 1, 2022 (Note 1)
Amendments to IFRS 3 “Reference to the Conceptual Framework” January 1, 2022 (Note 2)
Amendments to IAS 16 “Property, Plant and Equipment - Proceeds January 1, 2022 (Note 3)
before Intended Use”
Amendments to IAS 37 “Onerous Contracts - Cost of Fulfilling a January 1, 2022 (Note4)
Contract ”
  • Note 1: The amendments to IFRS 9 will be applied prospectively to modifications and exchanges of financial liabilities that occur on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IAS 41 “Agriculture” will be applied prospectively to the fair value measurements on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IFRS 1 “First-time Adoptions of IFRSs” will be applied retrospectively for annual reporting periods beginning on or after January 1, 2022.

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  • Note 2: The amendments are applicable to business combinations for which the acquisition date is on or after the beginning of the annual reporting period beginning on or after January 1, 2022.

  • Note 3: The amendments are applicable to property, plant and equipment that are brought to the location and condition necessary for them to be capable of operating in the manner intended by management on or after January 1, 2021.

  • Note 4: The amendments are applicable to contracts for which the entity has not yet fulfilled all its obligations on January 1, 2022.

As of the date the consolidation financial statements were authorized for issue, the Company are continuously assessing the possible impact that the application of other standards and interpretations will have on the Company’s financial position and financial performance and will disclose the relevant impact when the assessment is completed.

  • c. The IFRSs issued by IASB but not yet endorsed and issued into effect by the FSC
Effective Date
New, Amended and Revised Standards and Interpretations Issued by IASB (Note 1)
Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets To be determined by IASB
between an Investor and its Associate or Joint Venture”
IFRS 17 “Insurance Contracts” January 1, 2023
Amendments to IFRS 17 January 1, 2023
Amendments to IFRS 17 ”Comparison information between initial January 1, 2023
application of IFRS 17 and IFRS 9”
Amendments to IAS 1 “Classification of Liabilities as Current or January 1, 2023
Non-current”
Amendments to IAS 1 “Disclosure of Accounting Policies” January 1, 2023 (Note 2)
Amendments to IAS 8 “Definition of Accounting Estimates” January 1, 2023 (Note 3)
Amendments to IAS 12 “Deferred Tax related to Assets and January 1, 2022 (Note 4)
Liabilities arising from a Single Transaction”
  • Note 1: Unless Specified Otherwise, the above New, Amended and Revised Standards and Interpretations of the IFRSs are effective for annual reporting periods beginning on or after their respective effective dates.

  • Note 2: The amendments will be applied prospectively for annual reporting periods beginning on or after January 1, 2023.

  • Note 3: The amendments are applicable to changes in accounting estimates and changes in accounting policies that occur on or after the beginning of the annual reporting period beginning on or after January 1, 2023.

  • Note 4: Except for the recognition of deferred income tax on temporary differences between lease and decommissioning obligations on January 1, 2022, the amendment is applicable to transactions that occur after January 1, 2022. The amendments are applicable to contracts for which the entity has not yet fulfilled all its obligations on January 1, 2022.

As of the date the accompanying consolidated financial statements were authorized for issue, the Company continues in evaluating the impact on its financial position and financial performance from the initial adoption of the aforementioned standards or interpretations and related applicable period. The related impact will be disclosed when the Company completes its evaluation .

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4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

  • a. Statement of Compliance

The accompanying consolidated financial statements have been prepared in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the IFRSs endorsed by the FSC with the effective dates (collectively, “Taiwan-IFRSs”).

b. Basis of Preparation

The consolidated financial statements have been prepared on the historical cost basis except for financial instruments which are measured at fair value and net defined benefit liabilities which are measured at the present value of the defined benefit obligation less the fair value of plan assets.

The fair value measurements, which are grouped into Levels 1 to 3 based on the degree to which the fair value measurement inputs are observable and based on the significance of the inputs to the fair value measurement in its entirety, are described as follows:

  • 1) Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities,

  • 2) Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for an asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices), and

  • 3) Level 3 inputs are unobservable inputs for an asset or liability.

  • c. Classification of Current and Noncurrent Assets and Liabilities

Current assets include:

  • 1) Assets expected to be realized within 12 months after the reporting period; and

  • 2) Cash and cash equivalents unless the assets are restricted from being exchanged or used to settle a liability for at least 12 months after the reporting period.

Current liabilities include:

  • 1) Liabilities due to be settled within 12 months after the reporting period; and

  • 2) Liabilities for which the Company does not have an unconditional right to defer settlement for at least 12 months after the reporting period.

Assets and liabilities that are not classified as current are classified as non-current.

The Company is engaged in the construction business, which has an operating cycle of over 1 year. The normal operating cycle applies when considering the classification of the Company’s construction-related assets and liabilities.

  • d. Basis of consolidation

The consolidated financial statements incorporate the financial statements of the Company and the entities controlled by the Company (i.e. its subsidiaries).

Income and expenses of subsidiaries acquired or disposed of during the period are included in the consolidated statement of profit or loss and other comprehensive income from the effective dates of acquisitions up to the effective dates of disposals, as appropriate.

When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the Company.

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All intra-group transactions, balances, income and expenses are eliminated in full upon consolidation. Total comprehensive income of subsidiaries is attributed to the shareholders of the parent and to the non-controlling interests even if this results in the non-controlling interests having a deficit balance.

Changes in the Company’s ownership interests in subsidiaries that do not result in the Company losing control over the subsidiaries are accounted for as equity transactions. The carrying amounts of the interests of the Company and the non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiaries. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognized directly in equity and attributed to the owners of the Company.

See Note 11 and Table 6 for detailed information on subsidiaries (including percentages of ownership and main businesses).

e. Business combinations

Acquisitions of businesses are accounted for using the acquisition method. Acquisition-related costs are generally recognized in profit or loss as they are incurred.

Goodwill is measured as the excess of the sum of the consideration transferred and the fair value of the acquirer’s previously held equity interests in the acquiree over the net of the acquisition-date amounts of the identifiable assets acquired and the liabilities assumed. If, after reassessment, the net amount of identifiable assets acquired and liabilities assumed on acquisition date still exceeds the aggregate of the consideration for transfer and the fair value of the acquirer's previously held interest in the acquiree on the acquisition date, the difference is a bargain purchase benefit and immediately recognized as profit or loss.

When a business combination is achieved in stages, the Company’s previously held equity interest in an acquiree is remeasured to fair value at the acquisition date, and the resulting gain or loss is recognized in profit or loss. Amounts arising from interests in the acquiree prior to the acquisition date that have previously been recognized in other comprehensive income are recognized on the same basis as would be required if those interests were directly disposed of by the Company.

f. Foreign Currencies

In preparing the financial statements of each individual group entity, transactions in currencies other than the entity’s functional currency (i.e. foreign currencies) are recognized at the rates of exchange prevailing at the dates of the transactions.

At the end of each reporting period, monetary items denominated in foreign currencies are retranslated at the rates prevailing at that date. Exchange differences on monetary items arising from settlement or translation are recognized in profit or loss in the period.

Non-monetary items measured at fair value that are denominated in foreign currencies are retranslated at the rates prevailing at the date when the fair value was determined. Exchange differences arising from the retranslation of non-monetary items are included in profit or loss for the period except for exchange differences arising from the retranslation of non-monetary items in respect of which gains and losses are recognized directly in other comprehensive income; in which cases, the exchange differences are also recognized directly in other comprehensive income.

Non-monetary items denominated in a foreign currency and measured at historical cost is stated at the reporting currency as originally translated from the foreign currency.

For the purpose of presenting consolidated financial statements, the functional currencies of the Company and the Company entities (including subsidiaries, associates, joint ventures and branches in other countries that use currencies which are different from the currency of the Company) are translated into the presentation currency, the New Taiwan dollar, as follows: Assets and liabilities are translated at the exchange rates prevailing at the end of the reporting period; and income and expense items are translated at the average exchange rates for the period. The resulting currency translation differences are recognized in

17

other comprehensive income.

On the disposal of a foreign operation (i.e. a disposal of the Company’s entire interest in a foreign operation, or a disposal involving the loss of control over a subsidiary that includes a foreign operation, or a partial disposal of an interest in a joint arrangement or an associate that includes a foreign operation of which the retained interest becomes a financial asset), all of the exchange differences accumulated in equity in respect of that operation are reclassified to profit or loss.

In relation to a partial disposal of a subsidiary that does not result in the Company losing control over the subsidiary, the proportionate share of accumulated exchange differences is re-attributed to the non-controlling interests of the subsidiary and is not recognized in profit or loss. For all other partial disposals, the proportionate share of the accumulated exchange differences recognized in other comprehensive income is reclassified to profit or loss.

g. Inventories

Inventories consist of raw materials, supplies, semi-finished goods, work-in-process, finished goods and merchandise and are stated at the lower of cost or net realizable value. Inventory write-downs are made by item, except where it may be appropriate to group similar or related items. The net realizable value is the estimated selling price of inventories less all estimated costs of completion and costs necessary to make the sale. Inventories are recorded at the weighted-average cost on the balance sheet date.

h. Investments in associates and joint ventures

An associate is an entity over which the Company has significant influence and which is neither a subsidiary nor an interest in a joint venture. A joint venture is a joint arrangement whereby the Company and other parties that have joint control of the arrangement have rights to the net assets of the arrangement. The Company uses the equity method to account for its investments in associates and joint ventures.

Under the equity method, investments in an associate and a joint venture are initially recognized at cost and adjusted thereafter to recognize the Company’s share of the profit or loss and other comprehensive income of the associate and joint venture. The Company also recognizes the changes in the Company’s share of the equity of associates and joint ventures attributable to the Company.

Any excess of the cost of acquisition over the Company’s share of the net fair value of the identifiable assets and liabilities of an associate or a joint venture at the date of acquisition is recognized as goodwill, which is included within the carrying amount of the investment and is not amortized. Any excess of the Company’s share of the net fair value of the identifiable assets and liabilities over the cost of acquisition, after reassessment, is recognized immediately in profit or loss.

When the Company subscribes for additional new shares of an associate and joint venture at a percentage different from its existing ownership percentage, the resulting carrying amount of the investment differs from the amount of the Company’s proportionate interest in the associate and joint venture. The Company records such a difference as an adjustment to investments with the corresponding amount charged or credited to capital surplus - changes in capital surplus from investments in associates and joint ventures accounted for using the equity method. If the Company’s ownership interest is reduced due to its additional subscription of the new shares of the associate and joint venture, the proportionate amount of the gains or losses previously recognized in other comprehensive income in relation to that associate and joint venture is reclassified to profit or loss on the same basis as would be required had the investee directly disposed of the related assets or liabilities. When the adjustment should be debited to capital surplus, but the capital surplus recognized from investments accounted for using the equity method is insufficient, the shortage is debited to retained earnings.

When the Company’s share of losses of an associate and a joint venture equals or exceeds its interest in that associate and joint venture (which includes any carrying amount of the investment accounted for using the equity method and long-term interests that, in substance, form part of the Company’s net investment in the associate and joint venture), the Company discontinues recognizing its share of further losses. Additional losses and liabilities are recognized only to the extent that the Company has incurred legal

18

obligations, or constructive obligations, or made payments on behalf of that associate and joint venture.

The entire carrying amount of an investment (including goodwill) is tested for impairment as a single asset by comparing its recoverable amount with its carrying amount. Any impairment loss recognized is not allocated to any asset, including goodwill, that forms part of the carrying amount of the investment. Any reversal of that impairment loss is recognized to the extent that the recoverable amount of the investment subsequently increases.

The Company discontinues the use of the equity method from the date on which its investment ceases to be an associate and a joint venture. Any retained investment is measured at fair value at that date, and the fair value is regarded as the investment’s fair value on initial recognition as a financial asset. The difference between the previous carrying amount of the associate and the joint venture attributable to the retained interest and its fair value is included in the determination of the gain or loss on disposal of the associate and the joint venture. The Company accounts for all amounts previously recognized in other comprehensive income in relation to that associate and joint venture on the same basis as would be required had that associate directly disposed of the related assets or liabilities. If an investment in an associate becomes an investment in a joint venture or an investment in a joint venture becomes an investment in an associate, the Company continues to apply the equity method and does not remeasure the retained interest.

When a group entity transacts with its associate and joint venture, profits and losses resulting from the transactions with the associate and joint venture are recognized in the Company’s consolidated financial statements only to the extent that interests in the associate and the joint venture are not related to the Company.

  • i. Property, plant and equipment

Property, plant and equipment are measured at cost less accumulated depreciation and accumulated impairment loss.

Property, plant and equipment in the course of construction are measured at cost less any recognized impairment loss. Cost includes professional fees and borrowing costs eligible for capitalization. Such assets are depreciated and classified to the appropriate categories of property, plant and equipment when completed and ready for their intended use.

Depreciation of property, plant and equipment is recognized using the straight-line method. Each significant part is depreciated separately. If a lease term is shorter than the assets’ useful lives, such assets are depreciated over the lease term. The estimated useful lives, residual values and depreciation methods are reviewed at the end of each reporting period, with the effects of any changes in the estimates accounted for on a prospective basis.

On derecognition of an item of property, plant and equipment, the difference between the sales proceeds and the carrying amount of the asset is recognized in profit or loss.

  • j. Impairment of property, plant and equipment, right-of-use asset, and assets related to contract costs

At the end of each reporting period, the Company reviews the carrying amounts of its property, plant and equipment, and right-of-use asset to determine whether there is any indication that those assets have suffered any impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. When it is not possible to estimate the recoverable amount of an individual asset, the Company estimates the recoverable amount of the cash-generating unit to which the asset belongs. Corporate assets are allocated to the individual cash-generating units/the smallest group of cash-generating units on a reasonable and consistent basis of allocation.

The recoverable amount is the higher of fair value less costs to sell and value in use. If the recoverable amount of an asset or cash-generating unit is estimated to be less than its carrying amount, the carrying amount of the asset or cash-generating unit is reduced to its recoverable amount, with the resulting impairment loss recognized in profit or loss.

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Before the Company recognizes an impairment loss from assets related to contract costs, any impairment loss on inventories, property, plant and equipment and intangible assets related to the contract. Then, impairment loss from the assets related to the contract costs is recognized to the extent that the carrying amount of the assets exceeds the remaining amount of consideration that the Company expects to receive in exchange for related goods or services less the costs which relate directly to providing those goods or services and which have not been recognized as expenses. The assets related to the contract costs are then included in the carrying amount of the cash-generating unit to which they belong for the purpose of evaluating impairment of that cash-generating unit.

When an impairment loss is subsequently reversed, the carrying amount of the corresponding asset, cash-generating unit or assets related to contract costs is increased to the revised estimate of its recoverable amount, but only to the extent of the carrying amount that would have been determined had no impairment loss been recognized for the asset, cash-generating unit or assets related to contract costs in prior years. A reversal of an impairment loss is recognized in profit or loss.

  • k. Financial instruments

Financial assets and financial liabilities are recognized when a group entity becomes a party to the contractual provisions of the instruments.

Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issuance of financial assets and financial liabilities (other than financial assets and financial liabilities at FVTPL) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at FVTPL are recognized immediately in profit or loss.

1) Financial assets

All regular way purchases or sales of financial assets are recognized and derecognized on a trade date basis.

  • a) Measurement categories

Financial assets are classified into the following categories: Financial assets at amortized cost and investments in equity instruments at FVTOCI.

  • i. Financial assets at amortized cost

Financial assets that meet the following conditions are subsequently measured at amortized cost:

  • i) The financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows; and

  • ii) The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

Subsequent to initial recognition, financial assets at amortized cost, including cash and cash equivalents, financial assets at amortized cost - current, notes and accounts receivable, and receivable from related parties, are measured at amortized cost, which equals the gross carrying amount determined using the effective interest method less any impairment loss. Exchange differences are recognized in profit or loss.

Interest income is calculated by applying the effective interest rate to the gross carrying amount of such a financial asset, except for:

20

  • i) Purchased or originated credit-impaired financial assets, for which interest income is calculated by applying the credit-adjusted effective interest rate to the amortized cost of such financial assets; and

  • ii) Financial assets that are not credit-impaired on purchase or origination but have subsequently become credit-impaired, for which interest income is calculated by applying the effective interest rate to the amortized cost of such financial assets in subsequent reporting periods.

Cash equivalents include time deposits with original maturities within 3 months from the date of acquisition, which are highly liquid, readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value. These cash equivalents are held for the purpose of meeting short-term cash commitments.

  • ii. Investments in equity instruments at FVTOCI

On initial recognition, the Company may make an irrevocable election to designate investments in equity instruments as at FVTOCI. Designation as at FVTOCI is not permitted if the equity investment is held for trading or if it is contingent consideration recognized by an acquirer in a business combination.

Investments in equity instruments at FVTOCI are subsequently measured at fair value with gains and losses arising from changes in fair value recognized in other comprehensive income and accumulated in other equity. The cumulative gain or loss will not be reclassified to profit or loss on disposal of the equity investments; instead, it will be transferred to retained earnings.

Dividends on these investments in equity instruments are recognized in profit or loss when the Company’s right to receive the dividends is established, unless the dividends clearly represent a recovery of part of the cost of the investment.

  • b) Impairment of financial assets and contract assets

The Company recognizes a loss allowance for expected credit losses on financial assets at amortized cost (including accounts receivable), as well as contract assets.

The Company always recognizes lifetime expected credit losses (i.e. ECLs) for accounts receivable and contract assets. For all other financial instruments, the Company recognizes lifetime ECLs when there has been a significant increase in credit risk since initial recognition. If, on the other hand, the credit risk on a financial instrument has not increased significantly since initial recognition, the Company measures the loss allowance for that financial instrument at an amount equal to 12-month ECLs.

Expected credit losses reflect the weighted average of credit losses with the respective risks of default occurring as the weights. Lifetime ECLs represent the expected credit losses that will result from all possible default events over the expected life of a financial instrument. In contrast, 12-month ECLs represent the portion of lifetime ECLs that is expected to result from default events on a financial instrument that are possible within 12 months after the reporting date.

The impairment loss of all financial assets is recognized in profit or loss by a reduction in their carrying amounts through a loss allowance account, except for investments in debt instruments that are measured at FVTOCI, for which the loss allowance is recognized in other comprehensive income and the carrying amounts of such financial assets are not reduced.

  • c) Derecognition of financial assets

The Company derecognizes a financial asset only when the contractual rights to the cash flows

21

from the asset expire or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another party.

On derecognition of a financial asset at amortized cost in its entirety, the difference between the asset’s carrying amount and the sum of the consideration received and receivable is recognized in profit or loss. On derecognition of an investment in an equity instrument at FVTOCI, the difference between the asset’s carrying amount and the sum of the consideration received and receivable is recognized in profit or loss, and the cumulative gain or loss which had been recognized in other comprehensive income is transferred directly to retained earnings, without recycling through profit or loss.

  • 2) Financial liabilities

  • a) Subsequent measurement

Financial liabilities measured at amortized cost are measured at amortized cost using the effective interest method except the interest from accounts payable and other payables which measured at amortized cost using the effective interest method is not significant.

  • b) Derecognition of financial liabilities

The difference between the carrying amount of a financial liability derecognized and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognized in profit or loss.

  • l. Revenue recognition

The Company identifies contracts with customers, allocates the transaction price to the performance obligations and recognizes revenue when performance obligations are satisfied.

  • 1) Revenue from the sale of goods

Revenue from the sale of goods comes from sales of fine chemicals and basic chemicals. Sales of fine chemicals and basic chemicals are recognized as revenue when the goods are delivered to the customer’s specific location or the goods are shipped because it is the time when the customer [has full discretion over the manner of distribution and price to sell the goods, has the primary responsibility for sales to future customers. Accounts receivable are recognized concurrently.

The Company does not recognize revenue on materials delivered to subcontractors because this delivery does not involve a transfer of control.

  • 2) Revenue from the rendering of services

Revenue from the rendering of services comes from the operating management consulting services and is recognized when services are complete.

  • 3) Construction contract revenue

Customers control properties while they are construction in progress, and thus, the Company recognizes revenue over time. The Company measures the progress on the basis of costs incurred relative to the total expected costs as there is a direct relationship between the costs incurred and the progress of satisfying the performance obligations. Contract assets are recognized during the construction and are reclassified to accounts receivable at the point at which the customer is invoiced. If the milestone payments exceed the revenue recognized to date, then the Company recognizes contract liabilities for the difference. Certain payments, which are retained by the customer as specified in the contract, are intended to ensure that the Company adequately completes all of its contractual obligations. Such retention receivables are recognized as contract assets until the Company satisfies its performance obligations.

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When it is not able to reasonably measure the Company’s progress toward satisfaction of the performance obligation but expects to recover costs, the Company recognizes revenue only to the extent of costs incurred.

m. Leasing

At the inception of a contract, the Company assesses whether the contract is, or contains, a lease.

The Company as lessee

The Company recognizes right-of-use assets and lease liabilities for all leases at the commencement date of a lease, except for short-term leases and low-value asset leases accounted for applying a recognition exemption where lease payments are recognized as expenses on a straight-line basis over the lease terms.

Right-of-use assets are initially measured at cost, which comprises the initial measurement of lease liabilities. Right-of-use assets are subsequently measured at cost less accumulated depreciation and impairment losses and adjusted for any remeasurement of the lease liabilities. Right-of-use assets are presented on a separate line in the consolidated balance sheets

Right-of-use assets are depreciated using the straight-line method from the commencement dates to the earlier of the end of the useful lives of the right-of-use assets or the end of the lease terms.

Lease liabilities are initially measured at the present value of the lease payments, which comprise fixed payments, variable lease payments which depend on an index or a rate. The lease payments are discounted using the interest rate implicit in a lease, if that rate can be readily determined. If that rate cannot be readily determined, the Company uses the lessee’s incremental borrowing rate.

Subsequently, lease liabilities are measured at amortized cost using the effective interest method, with interest expense recognized over the lease terms. When there is a change in a lease term or a change in future lease payments resulting from a change in an index or a rate used to determine those payments, the Company remeasures the lease liabilities with a corresponding adjustment to the right-of-use-assets. However, if the carrying amount of the right-of-use assets is reduced to zero, any remaining amount of the remeasurement is recognized in profit or loss. Lease liabilities are presented on a separate line in the consolidated balance sheets.

n. Borrowing costs

Borrowing costs directly attributable to an acquisition, construction or production of qualifying assets are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale.

Investment income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalization.

Other than that which is stated above, all other borrowing costs are recognized in profit or loss in the period in which they are incurred.

o. Employee benefits

1) Short-term employee benefits

Liabilities recognized in respect of short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in exchange for the related services.

2) Retirement benefits

Payments to defined contribution retirement benefit plans are recognized as expenses when employees

23

have rendered services entitling them to the contributions.

Defined benefit costs (including service cost, net interest and remeasurement) under defined benefit retirement benefit plans are determined using the projected unit credit method. Service cost (including current service cost, as well as past service cost) and net interest on the net defined benefit liabilities (assets) are recognized as employee benefits expense in the period in which they occur. Remeasurement, comprising actuarial gains and losses and the return on plan assets (excluding interest), is recognized in other comprehensive income in the period in which it occurs. Remeasurement recognized in other comprehensive income is reflected immediately in retained earnings and will not be reclassified to profit or loss.

Net defined benefit liabilities represent the actual deficit in the Company’s defined benefit plans. Any surplus resulting from this calculation is limited to the present value of any refunds from the plans or reductions in future contributions to the plans.

  • p. Share-based payment arrangements

  • 1) Employee stock options granted to employees and others providing similar services

The fair value at the grant date of the employee stock options is expensed on a straight-line basis over the vesting period, based on the Company’s best estimates of the number of shares or options that are expected to ultimately vest, with a corresponding increase in capital surplus - employee stock options. It is recognized as an expense in full at the grant date if vested immediately. The grant date of issued ordinary shares for cash which are reserved for employees is the date on which the board of directors approves the transaction.

At the end of each reporting period, the Company revises its estimate of the number of employee stock options expected to vest. The impact of the revision of the original estimates is recognized in profit or loss such that the cumulative expenses reflect the revised estimate, with a corresponding adjustment to capital surplus - employee stock options.

  • 2) Issuance ordinary shares for cash which retains portion for employee stock options

The fair value of the stock option is calculated on the date of the grant, and is recognized as an increase in salary expenses and capital surplus. If the employee stock options do not reach the original share reserved for employee to subscribe, the Company will only makes adjustment to the capital surplus since the share option has been vested.

  • q. Taxation

Income tax expense represents the sum of the tax currently payable and deferred tax.

  • 1) Current tax

Income tax payable (recoverable) is based on taxable profit (loss) for the year determined according to the applicable tax laws of each tax jurisdiction.

According to the Income Tax Law in the ROC, an additional tax on unappropriated earnings is provided for in the year the shareholders approve to retain earnings.

Adjustments of prior years’ tax liabilities are added to or deducted from the current year’s tax provision.

  • 2) Deferred tax

Deferred tax is recognized on temporary differences between the carrying amounts of assets and liabilities and the corresponding tax bases used in the computation of taxable profit.

24

Deferred tax liabilities are generally recognized for all taxable temporary differences. Deferred tax assets are generally recognized for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilized.

Deferred tax liabilities are recognized for taxable temporary differences associated with investments in subsidiaries and associates, except where the Company is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with such investments and interests are only recognized to the extent that it is probable that there will be sufficient taxable profits against which to utilize the benefits of the temporary differences and they are expected to reverse in the foreseeable future.

The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the assets to be recovered. A previously unrecognized deferred tax asset is also reviewed at the end of each reporting period and recognized to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.

Deferred tax liabilities and assets are measured at the tax rates that are expected to apply in the period in which the liabilities are settled or the assets are realized, based on tax rates that have been enacted or substantively enacted by the end of the reporting period. The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.

  • 3) Current and deferred taxes for the year

Current and deferred taxes are recognized in profit or loss, except when they relate to items that are recognized in other comprehensive income or directly in equity; in which case, the current and deferred taxes are also recognized in other comprehensive income or directly in equity, respectively.

5. CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

In the application of the Company’s accounting policies, management is required to make judgments, estimations, and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered relevant. Actual results may differ from these estimates.

The Company considers the economic implications of the COVID-19 when making its critical accounting estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised if the revisions affect only that period or in the period of the revisions and future periods if the revisions affect both current and future periods.

Key Sources of Estimation Uncertainty

Write-down of inventories

The net realizable value of inventories is the estimated selling price in the ordinary course of business less the estimated costs of completion and disposal. The estimation of net realizable value is based on current market conditions and historical experience with product sales of a similar nature. Changes in market conditions may have a material impact on the estimation of the net realizable value.

25

6. CASH AND CASH EQUIVALENTS

Cash on hand

Demand deposits
Cash equivalents (investments with original maturities of less than 3
months)
Time deposits

December 31 December 31 December 31
2021

$ 437
552,329
-

$ 552,766



2020
$ 370
524,236
270,000

$ 794,606

The market rate intervals of cash in the bank, at the end of the reporting period were as follows:

Demand deposits
Time deposits
December 31
2021
2020
0.001%-0.3%
0.001%-0.3%
-
0.06%

7. FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME - NON-CURRENT

Domestic investments
Listed shares
Unlisted shares
Foreign investments
Unlisted shares
December 31 December 31




2021
$ 27,297

6,698

33,995

52,917

$ 86,912
2020
$ 47,020
6,698
53,718
103,753
$ 157,471

These investments in equity instruments are not held for trading. Instead, they are held for medium to long-term strategic purposes. Accordingly, the management elected to designate these investments in equity instruments as at FVTOCI as they believe that recognizing short-term fluctuations in these investments’ fair value in profit or loss would not be consistent with the Company’s strategy of holding these investments for long-term purposes. These investments of equity instruments were classified as financial assets at fair value through other comprehensive income.

The Company holds 1.42% of the ordinary shares of Global Graphene Group, whose main operating activity is the research and development of graphene-related product technologies. The management of the merged company assessed the delay in the commercialization of Global Graphene Group's graphene technology and the failure to improve its profitability, and recognized the unrealized evaluation loss of financial assets measured at fair value through other comprehensive gains and losses of RMB 49,307,000.

26

8. FINANCIAL ASSETS AT AMORTIZED COST

Current
Time deposits with original maturities of more than 3 months
Restricted demand deposits
December 31 December 31


2021
$ 11,072


222,400

$ 233,472
2020
$ 11,392

222,400
$ 233,792

The ranges of interest rates for time deposits with original maturities of more than 3 months were approximately 0.06% ~ 0.28% and 0.06 ~ 0.7% per annum as of DECEMBER 31, 2021 AND 2020, respectively.

Refer to Note 31 for information related to investments in financial assets at amortized cost pledge as security.

9. NOTES AND ACCOUNTS RECEIVABLE

Notes receivable
Notes receivable - operating

Accounts receivable
At amortized cost
Gross carrying amount
Less: Allowance for impairment loss
December 31 December 31 December 31
$ 2021
56,633

$ 1,511,022
6,200
$ 1,504,822
$ 2020
43,521
$ 1,051,136
571

(

(
$ 1,050,565

The average credit period of sales of goods was 30 to 120 days. In order to minimize credit risk, the management of the Company has delegated a team responsible for determining credit limits, credit approvals and other monitoring procedures to ensure that follow-up action is taken to recover overdue debts. In addition, the Company reviews the recoverable amount of each individual trade debt at the end of the reporting period to ensure that adequate allowance is made for possible irrecoverable amounts. In this regard, the management believes the Company’s credit risk was significantly reduced.

The Company measures the loss allowance for trade receivables at an amount equal to lifetime ECLs. The expected credit losses on accounts receivable are estimated by reference to past default experience of the debtor and an analysis of the debtor’s current financial position.

The Company writes off an accounts receivable when there is information indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery, e.g. when the debtor has declared bankruptcy and also reported to the court. For accounts receivable that have been written off, the Company continues to engage in enforcement activity to attempt to recover the receivables due. Where recoveries are made, these are recognized in profit or loss.

The aging of receivables was as follows:

27

December 31, 2021

Expected credit
loss rate

Gross carrying
amount

Loss allowance
(Lifetime ECL)
Amortized cost

December 31, 2020
Expected credit
loss rate

Gross carrying
amount

Loss allowance
(Lifetime ECL)
Amortized cost
Not Past
Due
-
$1,494,329

-

$1,494,329

Not Past
Due
-
$1,048,944

-

$1,048,944
1 to 90
Days
-
$ 10,447


-

$ 10,447

1 to 90
Days
-
$ 1,621


-

$ 1,621
90 to 180
Days
181 to 365
Days
-
50%
$ 46
$ 5,710


-
(
5,710)

$ 46
$ -

90 to 180
Days
181 to 365
Days
-
50%
$ -
$ -


-

-

$ -
$ -
Over 365
Days
100%
$ 490

(
490)

$ -

Over 365
Days
100%
$ 571

(
571)

$ -
Indicatio
n of
Default
100%
$ -


-

$ -

Indicatio
n of
Default
100%
$ -


-

$ -
Total
-
$1,511,022
(
6,200)
$1,504,822
Total
-
$1,051,136
(
571)
$1,050,565

The movements of the loss allowance of accounts receivable were as follows:

Balance, Beginning of year
AddImpairment losses for the year
LessActual write-offs for the year
Balance, Ending of year
For the Year Ended
December 31
2021
2020
$ 571
$ 571
5,710
-
(
81)
-
$ 6,200
$ 571

10. INVENTORIES

INVENTORIES
Merchandise
Finished goods
Work in progress
Semi-finished goods
Supplies and Spare Parts
Raw materials
December 31


2021
$ 13,851

208,272
11,032
1,988
26,541
458,141

$ 719,825
2020
$ 6,393
126,398
11,261
1,883
20,742
226,800
$ 393,477

The cost of inventories recognized as cost of goods sold (including construction cost) for the years ended DECEMBER 31, 2021 AND 2020 was $3,584,780 thousand and $2,957,612 thousand, respectively.

28

The cost of goods sold included inventory write-downs reserved $60 thousand and inventory write-downs $5,961 thousand for the years ended DECEMBER 31, 2021 AND 2020, respectively.

11. SUBSIDIARIES

Subsidiaries included in the consolidated financial statements

Investor
Investee
Nature of Activities
San Fu Chemical Co.,
Ltd.
San Fu Specialty Chemicals
Investments Limited
Investment
San Fu Food Additives
Investments Limited (Note 1)
Investment

VinaSanFu Industrial Gas
Company Limited
Production of industrial
gases
VinaSanFu Material Company
Limited
Production of industrial
materials
San Fu Biotech Co., Ltd.
(Note 3)
Sales and production of
food additives
International Nitto Technology
Co., Ltd.
Lifu Carbonate Co., Ltd.
(Note 2)
Sales and production of
electronic components
Production of chemicals
San Fu Specialty
Chemicals
Sino Star Holding Limited
Investment
Investments Limited
Proportion of
Ownership (%)
December 31
2021
2020
100
100
-
100
100
100
100
100
93
100
100
87
100
25
100
100

Note 1: It was liquidated and dissolved in May 2021.

  • Note 2: On May 5, 2021, the board of directors of the Company resolved to acquire 62% equity of Lifeng Carbon Co., Ltd. originally held by Lifong Carbon Dioxide Co., Ltd., and the merged company completed the relevant transactions in the second quarter of 2021. Since May 10, 2021, the Company's shareholding ratio in Lifu Carbonic Acid Co., Ltd. has increased from 25% to 87%. Therefore, the investment-related enterprises that were originally evaluated by the equity method were converted into subsidiaries and recognized as disposal investments. The benefit was RMB 22,797,000.

  • Note 3: On December 20, 2021, the Company did not subscribe for the cash capital increase of Sanfu Biotech Co., Ltd. in proportion to its shareholding, resulting in a decrease in the shareholding ratio from 100% to 93%.

12. INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD

Investments in associates
Investments in joint ventures
December 31 December 31


2021
$ 51,488

404,839

$ 456,327
2020
$ 58,949
346,134
$ 405,083

29

The share of total comprehensive income for the years ended December 31, 2021 and 2020 was $82,237 thousand and $6,126 thousand, respectively.

a. Investments in associates

Associates that are not individually material December 31
2021
$ 51,488
2020
$ 58,949

Aggregate information of associates that are not individually material


The Company’s share of:
Net profit for the year
Other comprehensive (loss) income
Total comprehensive income for the year
For the Year Ended December 31 the Year Ended December 31
(

2021
$ 749 )
(
1,709
(
$ 960
(
2020
$ 2,590 )
1,563)
$ 4,153)

Except for one associate that are not individually material, other investments of associates that are not individually material accounted for using equity method and the Company’s share of profit or loss and other comprehensive income of those investments were calculated based on financial statements which have not been audited. The Company’s management believes there will be no material impact on the equity method accounting or the calculation of the share of profit or loss and other comprehensive income from the financial statements of those investments which have not been audited.

b. Investments in joint ventures

December 31
2021
2020
Material joint ventures
Sanfuming Electronic Material Co., Ltd.
$ 404,839
$ 346,134
Proportion of
Ownership and
Voting Rights
Principal Place
of
December 31
Name of Associate
Nature of Activities
Business
2021
2020
Sanfuming Electronic
Material Co., Ltd.
International trading
Shanghai, China
50%
50%
December 31 December 31
2020
$ 346,134
Proportion of
Ownership and
Voting Rights
December 31
2021
2020
50%
50%

All the joint ventures are accounted for using the equity method.

The financial information in respect of each of the Company’s material joint ventures is summarized as follows. The summarized financial information below represents the amounts shown in the joint ventures’ financial statements prepared in accordance with IFRSs adjusted by the Company for equity accounting purposes.

30

Sanfuming Electronic Material Co., Ltd.

Cash and cash equivalents
Current assets
Non-current assets
Current liabilities
Non-current liabilities
Equity
Proportion of the Company’s ownership
Equity attributable to the Company
Other adjustments (gain of losing control in subsidiaries)
Other adjustments (exchange rate affect)
Carrying amount

Operating revenue
Depreciation expenses and amortizatin expenses
Interest income
Income tax expenses
Net profit for the year
Other comprehensive income (loss)
Total comprehensive income for the year
December 31
2021
2010
$ 111,141
$ 111,217
$ 759,414
$ 503,171
206,139
213,670
( 215,675)
( 87,881)
(1,728)
-
$ 748,150
$ 628,960
50%
50%
$ 374,075
$ 314,480
$32,643
$32,643
(1,879)
(989)
$ 404,839
$ 346,134
For the Year Ended December 31

2021
2020
$ 1,359,034
$ 934,624
$ 21,786
$ 21,490
$ 384
$ 379
$ 54,536
$ 6,105
$ 165,972
$ 17,432
( 5,540)
5,656
$ 160,432
$ 23,088

$

$

13. PROPERTY, PLANT AND EQUIPMENT

Cost


Balance at January 1,
2021

Reclassifications

Additions

Disposals

Acquisition from
business combination

Effect of foreign
currency exchange
differences

Balance at December 31,
2021
Land
Buildings
Land
Buildings
Equip-
ment
Transpor
-
tation
Equip-
ment
Transpor
-
tation
Other
Equip-
ment
Property
under
Construc
-
tion
Other
Equip-
ment
Property
under
Construc
-
tion
Total
$ 4,157,393
61,809
553,130

37,175 )
112,426
32,247
$ 4,879,830
(Continued)
$ 63,707

-
-
-
98,993
-

$ 162,700
$ 1,069,711

7,182
65,962
-
(
697
2,054

$ 1,145,606
$ 1,970,226

69,819
144,063

33,615 )
(
8,195
3,398

$ 2,162,086
$ 348,403

-
4,714

359 )
(
6
69

$ 352,833
$ 373,247

8,905
(
33,837

3,201 )
4,535
-

$ 417,323
$ 332,099


24,097 )
304,554
-
(
-
26,726

$ 639,282

31


Accumulated
depreciation and
impairment

Balance at January 1,
2021

Depreciation expenses
Disposals

Effect of foreign
currency exchange
differences

Balance at December
31, 2021

Carrying amounts at
December 31, 2021

Cost

Balance at January 1,
2020

Reclassifications

Additions

Disposals

Reclassify to held for
sale

Effect of foreign
currency exchange
differences

Balance at December
31, 2020


Accumulated
depreciation and
impairment

Balance at January 1,
2020

Depreciation expenses
Disposals

Reclassify to held for
sale

Balance at December
31, 2020

Carrying amounts at
December 31, 2020
Land
Buildings
Equipme
nt
Transpor
tation
Other
Equipme
nt
Property
under
Construc
tion
Total
$ -
$ 408,606
$1,420,700 $ 286,058
$ 265,419
$ -
$2,380,783
-
55,940
135,681
19,222
46,953
-
257,796
-
-
(
33,341 ) (
359 ) (
3,206 )
-
(
36,906 )
-

22

36

-

-

-

58
$ -
$ 464,568
$1,523,076
$ 304,921
$ 309,166
$ -
$2,601,731
$ 162,700
$ 681,038
$ 639,010
$ 47,912
$ 108,157
$ 639,282
$2,278,099
$ 63,707
$ 894,469
$1,968,749 $ 348,431
$ 318,465
$ 79,832
$3,673,653
-
11,826
40,968
55
37,358
(
24,815 )
65,392
-
7,965
36,002
2,211
25,592
286,958
358,728
-
-
(
81,238 ) (
2,294 ) (
8,489 )
-
(
92,021 )
-
155,451
5,745
-
321
-
161,517
-

-

-

-

-
(
9,876)
(
9,876)
$ 63,707
$1,069,711
$1,970,226
$ 348,403
$ 373,247
$ 332,099
$4,157,393
$ -
$ 345,218
$1,371,162 $ 267,430
$ 242,863
$ -
$2,226,673
-
56,214
128,670
20,482
30,854
-
236,220
-
-
(
81,238 ) (
1,854 ) (
8,417 )
-
(
91,509 )
-

7,174

2,106

-

119

-

9,399
$ -
$ 408,606
$1,420,700
$ 286,058
$ 265,419
$ -
$2,380,783
$ 63,707
$ 661,105
$ 549,526
$ 62,345
$ 107,828
$ 332,099
$1,776,610
(Concluded)

The above items of property, plant and equipment are depreciated on a straight-line basis over their estimated useful lives as follows:

Buildings Main building 3-45 years Employee dormitory 25-50 years Firefighting, air-conditioning and other systems 1-8 years Engineering system 3-38 years Transportation 1-8 years Equipment 1-27 years Other equipment 1-25 years

Property, plant and equipment pledged as collateral for bank borrowings is set out in Note 31.

32

14. LEASE ARRANGEMENTS

a. Right-of-use assets

Carrying amounts
Land
Buildings
Transportation equipment
December 31 December 31


2021
$ 122,939

6,687
7,585

$ 137,211
2020
$ 130,851
2,101
8,478
$ 141,430

Additions to right-of-use assets
Depreciation charge for right-of-use assets
Land
Buildings
Transportation equipment
For the Year Ended December 31 the Year Ended December 31



2021
$ 19,718

$ 16,875

5,821
3,581

$ 26,277
2020
$ 12,196
$ 17,028
5,755
3,848
$ 26,631

b. Lease liabilities

Carrying amounts
Current
Non-current
December 31 December 31


2021
$ 22,427

49,940

$ 72,367
2020
$ 19,611
59,806
$ 79,417

Range of discount rates for lease liabilities are as follows:

Land
Buildings
Transportation equipment
December 31
2021
2020
1.03%2.5% 1.03%2.5%
1.03%
1.03%
1.03%
1.03%

33

c. Other lease information


Expenses relating to short-term leases
Expenses relating to low-value asset leases
Total cash outflow for leases
For the Year Ended December 31 the Year Ended December 31


(
2021
$ 2,996

$ 941

$ 22,889)
(
2020
$ 2,490
$ 1,054
$ 29,335)

The Company leases certain transportation equipment and buildings which qualify as short-term leases and certain photocopiers which qualify as low-value asset leases. The Company has elected to apply the recognition exemption and thus, did not recognize right-of-use assets and lease liabilities for these leases.

15. BORROWINGS

a. Short-term borrowings

Secured borrowings (Note 31)
Bank loans
Unsecured borrowings
Bank loans
December 31 December 31


2021
$ 280,000

650,000

$ 930,000
2020
$ 250,000
340,000
$ 590,000

The range of weighted average effective interest rates on bank loans was 0.78%-1.02% and 0.83%-1.1% per annum as of December 31, 2021 and 2020, respectively.

b. Long-term borrowings

Unsecured borrowings
Bank loans
Less: Current portion matured within a year
Long-term borrowings
December 31 December 31

(
2021
$ 194,502

90,572)
(
$ 103,930
2020
$ 232,573
38,072)
$ 194,501

The range of weighted average effective interest rates on bank loans was 1.175%-1.25% per annum as of December 31, 2021 and 2020, respectively.

34

16. NOTES AND ACCOUNTS PAYABLE

Notes payable
Accounts payable
December 31 December 31


2021
$ 479

501,601

$ 502,080
2020
$ 479
250,316
$ 250,795

The average payment period of purchasing raw materials and supplies was two months. The Company has financial risk management policies in place to ensure that all payables are paid within the pre-agreed credit terms.

17. OTHER PAYABLES

Other payables
Payable for accrued expenses
Payable for constructions
Payable for purchases of equipment
December 31 December 31


2021
$ 301,200

16,935
22,851

$ 340,986
2020
$ 156,986
16,512
11,616
$ 185,114

18. RETIREMENT BENEFIT PLANS

a. Defined contribution plans

The Company, San Fu Biotech Co., Ltd., and International Nitto Technology Co., Ltd. have adopted a pension plan under the Labor Pension Act (the “LPA”), which is a state-managed defined contribution plan. Under the LPA, an entity makes monthly contributions to employees’ individual pension accounts at 6% of monthly salaries and wages.

b. Defined benefit plans

The defined benefit plans adopted by the Company in accordance with the Labor Standards Law is operated by the government of the ROC. Pension benefits are calculated on the basis of the length of service and average monthly salaries of the 6 months before retirement. The Company contribute amounts equal to 2% of total monthly salaries and wages to a pension fund administered by the pension fund monitoring committee. Pension contributions are deposited in the Bank of Taiwan in the committee’s name. Before the end of each year, the Company assesses the balance in the pension fund. If the amount of the balance in the pension fund is inadequate to pay retirement benefits for employees who conform to retirement requirements in the next year, the Company is required to fund the difference in one appropriation that should be made before the end of March of the next year. The pension fund is managed by the Bureau of Labor Funds, Ministry of Labor (“the Bureau”); the Company has no right to influence the investment policy and strategy.

35

The amounts included in the consolidated balance sheets in respect of the Company’s defined benefit plans were as follows:

Present value of defined benefit obligation
Fair value of plan assets
Net defined benefit liabilities
Years Ended December 31 Years Ended December 31 Years Ended December 31

(
2021
$ 132,399

104,608)
(
$ 27,791
2020
$ 127,837
103,299)
$ 24,538

Movements in net defined benefit liabilities were as follows:

Present Value
of the Defined
Benefit
Obligation
Fair Value of
the Plan Assets
Balance at January 1, 2020
$ 125,533
( $ 87,619 )
Service cost
Current service cost
666
-
Net interest expense (income)

941
(
711)

Recognized in profit or loss

1,607
(
711)

Remeasurement
Return on plan assets (excluding amounts
included in net interest)
-
(
2,679 ) (
Actuarial loss
Changes in financial assumptions
3,812
-
Experience adjustments

1,050

-

Recognized in other comprehensive income

4,862
(
2,679)

Contributions from the employer
-
(
16,455 ) (
Benefits paid
(
4,165)

4,165

Balance at December 31, 2020
$ 127,837
($ 103,299)

Balance at January 1, 2021
$ 127,837
( $ 103,299 )
Service cost
Current service cost
621
Net interest expense (income)

475
(
385)

Recognized in profit or loss

1,096
(
385)

Remeasurement
Return on plan assets (excluding amounts
included in net interest)
2,993
(
1,419 )
Actuarial loss
Changes in financial assumptions
(
2,458 )
-
(
Experience adjustments

5,009

-

Recognized in other comprehensive income

5,544
(
1,419)

Contributions from the employer
-
(
1,583 ) (
Benefits paid
(
2,078)

2,078

Balance at December 31, 2021
$ 132,399
($ 104,608)
Net Defined
Benefit
Liabilities
$ 37,914
666
230
896

2,679 )
3,812
1,050
2,183

16,455 )
-
$ 24,538
$ 24,538
621
90
711

1,574

2,458 )
5,009
4,125

1,583 )
-
$ 27,791

36

An analysis by function of the amounts recognized in profit or loss in respect of the defined benefit plans is as follows:

Operating costs
Selling and marketing expenses
General and administrative expenses
Research and development expenses
Years Ended December 31 Years Ended December 31 Years Ended December 31


2021
$ 431

76
196
8

$ 711
2020
$ 539
109
236
12
$ 896

Through the defined benefit plans under the Labor Standards Law, the Company is exposed to the following risks:

  • 1) Investment risk: The plan assets are invested in domestic and foreign equity and debt securities, bank deposits, etc. The investment is conducted at the discretion of the Bureau or under the mandated management. However, in accordance with relevant regulations, the return generated by plan assets should not be below the interest rate for a 2-year time deposit with local banks.

  • 2) Interest risk: A decrease in the government bond interest rate will increase the present value of the defined benefit obligation; however, this will be partially offset by an increase in the return on the plans’ debt investments.

  • 3) Salary risk: The present value of the defined benefit obligation is calculated by reference to the future salaries of plan participants. As such, an increase in the salary of the plan participants will increase the present value of the defined benefit obligation.

The actuarial valuations of the present value of the defined benefit obligation were carried out by qualified actuaries. The significant assumptions used for the purposes of the actuarial valuations were as follows:

Discount rates
Long-term averaged pay rates
December 31
2021
2020
0.625%
0.375%
2.000%
2.000%

If possible reasonable changes in each of the significant actuarial assumptions will occur and all other assumptions will remain constant, the present value of the defined benefit obligation would increase (decrease) as follows:

Discount rate(s)
0.25% increase
0.25% decrease
Expected rate(s) of salary increase
0.25% increase
0.25% decrease
December 31 December 31
(


(
2021
$ 2,426)
(
$ 2,501

$ 2,423

$ 2,363)
(
2020
$ 2,561)
$ 2,645
$ 2,556
$ 2,489)

The sensitivity analysis presented above may not be representative of the actual changes in the present value of the defined benefit obligation as it is unlikely that changes in assumptions would occur in isolation of one another as some of the assumptions may be correlated.

37

Expected contributions to the plans for the next year
Average duration of the defined benefit obligation
December 31 December 31
2021
$ 1,583

7.4 years
2020
$ 16,455
8.1 years

19. EQUITY

  • a. Capital stock

Ordinary shares

Ordinary shares
Number of shares authorized (in thousands)

Shares authorized

Number of shares issued and fully paid (in thousands)

Shares issued
December 31



2021

120,000

$ 1,200,000


100,706

$ 1,007,060
2020

120,000
$ 1,200,000

100,706
$ 1,007,060

On August 6, 2020, the Company’s board of directors resolved to issue 10,000 thousand ordinary shares with a par value of $10, for a consideration of $48.7 per share which increased the Capital stock issued and fully paid to $1,007,060 thousand. On October 8, 2020, the above transaction was approved by the FSC, and the subscription base date was determined by the board of directors to be December 1, 2020.

  • b. Capital surplus
May be used to offset a deficit, distributed as cash dividends, or
transferred to Capital stock (1)
Issuance of ordinary shares
Donations (Note 30)
May be used to offset a deficit only
Exercised employee stock options (2)
Expire employee stock options (2)
Recognition of changes in ownership interests in subsidiaries (3)
December 31 December 31


(
2021
$ 870,611

34,043
54,804
2,151
859

$ 960,750
2020
$ 971,317
27,919
54,804
2,151
-
$ 1,056,191
  1. Capital surplus in excess of par or from donations may be used to offset a deficit. When the Company has no deficit, such capital surplus may be distributed as cash dividends or transferred once a year to Capital stock within a certain percentage of the Company’s paid-in capital.

  2. The capital surplus resulting from exercised or expired employee stock options shall only be used to offset a deficit.

  3. This type of capital surplus is the amount of equity transaction impact recognized due to changes in the Company’s equity when the company has not actually acquired or disposed of equity in a subsidiary company, or the adjusted amount recognized by the company as a subsidiary's capital surplus using the equity method.

38

c. Retained earnings and dividends policy

The shareholders of the Company held their regular meeting on June 13, 2019 and in that meeting, resolved the amendments to the Company’s Articles of Incorporation (the “Articles”). The amendments explicitly stipulate that the proposal for profit distribution or offsetting of losses should be made on a quarterly basis after close of each quarter. The board of directors is authorized to adopt a special resolution to distribute dividends and bonuses in cash and a report of such distribution should be submitted in the shareholders’ meeting.

Under the dividends policy as set forth in the amended Articles, where the Company made a profit in a fiscal year, the profit shall be first utilized for paying taxes, offsetting losses of previous years, setting aside as a legal reserve of 10% of the remaining profit, setting aside or reversing a special reserve in accordance with the laws and regulations, and then any remaining profit together with any undistributed retained earnings shall be the basis for proposing the dividend distribution plan. The board of directors is authorized to adopt a special resolution to distribute dividends and bonuses in cash and a report of such distribution should be submitted in the shareholders’ meeting. For the policies on the distribution of employees’ compensation and remuneration of directors and supervisors after the amendment, refer to employees’ compensation and remuneration of directors and supervisors in Note 21-e.

The distribution of the Company's dividends depends on the current year's surplus and the principle of distribution is to keep dividends stable. As the Company is currently growing, the Company takes into consideration of the its future capital demand and long-term financial planning while allocating dividends. In principle, cash dividends should be no less than 5% of the total dividends distributed. However, shareholders may adjust the percentage of appropriation depending on the Company’s actual profit and capital situation.

An appropriation of earnings to a legal reserve shall be made until the legal reserve equals the Company’s paid-in capital. The legal reserve may be used to offset deficits. If the Company has no deficit and the legal reserve has exceeded 25% of the Company’s paid-in capital, the excess may be transferred to capital or distributed in cash.

Items referred to under Rule No. 1010012865, and Rule No. 1010047490 issued by the FSC and in the directive titled “Questions and Answers for Special Reserves Appropriated Following Adoption of IFRSs” should be appropriated to or reversed from a special reserve by the Company. For the subsequent reversal of the other shareholders' equity deductions, the Company may distribute the surplus limited to the reversal.

The appropriations of earnings for 2020 and 2019 were approved in the shareholders’ meetings on July 5, 2021 and June 16, 2020, respectively, were as follows:


Legal reserve
Special reserve
Cash dividends
Cash dividends per share
For the Year Ended December 31 the Year Ended December 31



2020
$ 40,984

$ 47,055

$ 201,412

$ 2.0
2019
$ 32,447
$ 49,851
$ 199,553
$ 2.2

The appropriations of 2020quarterly earnings have been approved by the Company’s Board of Directors in its meeting, respectively. The appropriations and cash dividends per share were as follows:

Resolution Date of the Company’s
Board of Directors in its Meeting
Cash dividends to shareholders

Cash dividends per share (NT$)
Fourth
Quarter of
2020
February 26,

2021
$ 201,412

$ 2.0
Third
Quarter of
2020
November 8,
2020
$ -

$ -
Second
Quarter of
2020
August 9,
2020
$ -

$ -
First
Quarter of
2020
First
Quarter of
2020




May 5,
2020
$ -
$ -

39

The Company's shareholders’ meeting approved distributing cash dividends $100,706 thousand and 27,212 thousand ($ 1.0 and $0.3 dollars per share) with capital reserves on July 5, 2021 and June 16, 2020 respectively.

The appropriation of earnings for 2021 had been approved by the Company’s Board of Directors on February 25, 2022 were as follows:

For the Year
Ended
December 31,
2021
Legal reserve $ 67,034
Special reserve $ 21,446
Cash dividends $ 302,118
Cash dividends per share $ 3.0

The appropriations of 2021 quarterly earnings have been approved by the Company’s Board of Directors in its meeting, respectively. The appropriations and cash dividends per share were as follows:

Resolution Date of the Company’s
Board of Directors in its Meeting
Cash dividends to shareholders

Cash dividends per share (NT$)
Fourth
Quarter of
2021
February 25,

2022
$ 302,118

$ 3.0
Third
Quarter of
2021
November 5,
2021
$ -

$ -
Second
Quarter of
2021
August 6,
2021
$ -

$ -
First
Quarter of
2021
First
Quarter of
2021




May 5,
2021
$ -
$ -
  • d. Special reserve

Beginning at January 1
Appropriations in respect of
Debits to other equity items
Balance at December 31
For the Year Ended December 31 the Year Ended December 31


2021
$ 56,293

47,055

$ 103,348
2020
$ 6,442
49,851
$ 56,293

40

e. Non-Controlling Interests

For the Year Ended December 31, 2021 $ - ( 933 )

Balance 1t January 1, 2021 $ - Share attributable to non-controlling interests Net profit for the current period ( 933 ) Acquire increased non-controlling interests of the Company's Subsidiaries Note 25 15,208 Non-controlling interests subscribed for cash capital increase of the Company's Subsidiaries Note 26 15,000 Changes in ownership interests in subsidiaries Note 26 859 Employee stock options of the Company's Subsidiaries 1,752 Balance 31, 2021 $ 31,886

The board of directors meeting of the Company held on May 5, 2021 has approved to obtain 62% of share owned by Lifu Carbonate Co., Ltd., originally held by Li Fong Carbon Dioxide Co., Ltd. at NT$70,060,000 on May 10, 2021

20. REVENUE


Revenue from sale of goods
Construction contract revenue
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31


2021
$ 4,641,307

138,578

$ 4,779,885
2020
$ 3,394,693
424,023

$ 3,818,716

Contract Balances

Contract assets
Properties construction - current
Properties construction - non-current
Contract liabilities
Properties construction - current
Sale of goods- current
December 31 December 31





2021
$ 8,200

-

$ 8,200

$ 182,441

20,790

$ 203,231
2020
$ 8,730
5,941
$ 14,671
$ 154,478
2,444
$ 156,922

41

21. NET PROFIT

a. Other income


Dividends
Rendering of services
Subsidies
Others
For the Year Ended December 31 the Year Ended December 31


2021
$ 1,593

14,492
3,500
11,178

$ 30,763
2020
$ 1,092
26,535
-
14,314
$ 41,941

b. Other gains and losses


(Losses) gains from disposal of property, plant and equipment
Gains from disposal of subsidiaries
Gains from disposal of investment using equity method
Net foreign exchange losses
Others
For the Year Ended December 31 the Year Ended December 31

(
(
2021
$ 274
(
424
22,797

14,875 )
(
6,084)
(
$ 2,536
(
2020
$ 40 )
-
-

10,847 )
199)
$ 11,086)
  • c. Depreciation

Properties, plants and equipment
Right-of-use assets
An analysis of depreciation by function
Operating costs
Operating expenses
For the Year Ended December 31 the Year Ended December 31





2021
$ 257,796

26,277

$ 284,073

$ 253,310

30,763

$ 284,073
2020
$ 236,220
26,631
$ 262,851
$ 239,733
23,118
$ 262,851

d. Employee benefits expense


Post-employment benefits
Defined contribution plans
Defined benefit plans (Note 18)
Share-based payments compensation costs
Short-term benefits
Salaries
Labor and health insurance
Others
Total employee benefits expense
For the Year Ended December 31 the Year Ended December 31



2021
$ 12,035

711
1,752
$ 333,613

28,270
53,227

$ 429,608
2020
$ 11,186
896
19,031
$ 296,892
24,366
46,924
$ 399,295

42

An analysis of employee benefits expense by function
Operating costs

Operating expenses

$ 210,296

219,312

$ 429,608
$ 191,284
208,011
$ 399,295
  • e. Employees’ compensation and remuneration of directors and supervisors

The Company accrued employees’ compensation and remuneration of directors and supervisors at rates of 1%-3% and no higher than 3%, respectively, of net profit before income tax, employees’ compensation, and remuneration of directors and supervisors. The employees’ compensation and the remuneration of directors and supervisors for the years ended December 31, 2021 and 2020, which were approved by the Company’s board of directors on February 25, 2022 and February 26, 2021, respectively, are as follows:

Accrual rate


Employees’ compensation
Remuneration of directors and supervisors
Amount

Employees’ compensation
Remuneration of directors and supervisors
For the Year Ended December 31 For the Year Ended December 31
2021
2020
1.95%
1.90%
1.95%
1.90%
For the Year Ended December 31
2021
Cash
$ 16,600
16,600
2020
Cash
$ 9,800
9,800

If there is a change in the amounts after the annual consolidated financial statements are authorized for issue, the differences are recorded as a change in the accounting estimate.

The Company held board of directors’ meetings on February 25, 2022, February 26, 2021 and February 25, 2020, and those meetings resulted in the actual amounts of the employees’ compensation and remuneration of directors and supervisors paid for 2021, 2020 and 2019 to differ from the amounts recognized in the consolidated financial statements for the years ended December 31, 2021, 2020 and 2019, respectively. The differences were adjusted to profit and loss for the years ended December 31, 2022, 2021 and 2020, respectively.

Amounts approved in the
board of directors’
meeting

Amounts recognized in
the annual consolidated
financial statements
For the Year Ended December 31 the Year Ended December 31
2021
Employees,
Compensation
Remuneration
of Directors
and
Supervisors
$ 16,588
$ 16,588

$ 16,600
$ 16,600
2020
Employees,
Compensation
Remuneration
of Directors
and
Supervisors
$ 10,547
$ 10,547

$ 9,800
$ 9,800
2019
Employees,
Compensation
Remuneration
of Directors
and
Supervisors
$ 9,424
$ 9,424
$ 7,540
$ 7,540

Information on the employees’ compensation and remuneration of directors and supervisors approved by the Company’s board of directors is available at the Market Observation Post System website of the Taiwan Stock Exchange.

43

f. Finance costs


Interest on bank loans
Interest on lease liabilities
For the Year Ended December 31 the Year Ended December 31


2021
$ 8,060

1,081

$ 9,141
2020
$ 5,638
1,292
$ 6,930
  • g. Gains or losses on foreign currency exchange

Foreign exchange gains
Foreign exchange losses
Net losses
For the Year Ended December 31 the Year Ended December 31

(
(
2021
$ 21,884

36,759)
(
$ 14,875)
(
2020
$ 16,875
27,722)
$ 10,847)

22. INCOME TAX

  • a. Income tax recognized in profit or loss

Major components of income tax expense are as follows:


Current tax
In respect of the current period

Adjustments for prior periods
(

Deferred tax
In respect of the current period

Income tax expense recognized in profit or loss
Years Ended December 31
2021
2020
$ 157,572
$ 94,913
3,592)
(
1,410)
153,980

93,503
2,710

9,244
$ 156,690
$ 102,747

Adjustments of accounting profit and income tax expense are as follows:

Profit before tax
Income tax expense calculated at the statutory rate (20%)
Nondeductible expenses in determining taxable income
Tax-exempt income
Additional income for tax purpose
Unrecognized deductible temporary differences
Adjustments for prior years’ tax
Income tax expense recognized in profit or loss
Years Ended December 31 Years Ended December 31 Years Ended December 31

2021
$ 829,400

$ 165,880

1,213
($ 747)
1,225
(7,291)
(
3,590)
$ 156,690
2020
$ 502,220
$ 100,444
1,341
($ 218)
1,349
1,241
(
1,410)
$ 102,747

$
$

44

b. Income tax expense recognized in other comprehensive income

Deferred Income Tax

eferred Income Tax
Related to unrealized gain/loss on investments in equity
instruments at FVTOCI
Related to remeasurement of defined benefit plan
Years Ended December 31


2021
$ 9,861

825

$ 10,686
2020
$ 1,279
437
$ 1,716

c. Current tax liabilities

Current tax liabilities
Current tax liabilities
Income tax payable
Years Ended December 31
2021
$ 108,570
2020
$ 64,497

Prepaid income tax of $46,851 thousand and $28,530 thousand has been deducted from the income tax payable for 2021 and 2020, respectively.

  • d. Deferred income tax assets and liabilities

The movements of deferred tax assets and deferred tax liabilities are as follows:

For the year ended December 31, 2021

Acquired
Recognized from
Balance, Recognized in Other business
Beginning in Profit or Comprehens combination Balance,
of Year Loss ive Income
取得
End of Year
Deferred income tax assets
Temporary differences
Defined benefit plan $ 4,907 ( $ 174 ) $
825
$ - $ 5,558
Property, plant and
equipment 3,804 ( 773 ) - -
3,031
Investments
accounted for using the
equity method 3,460 ( 3,460 ) - -
-
Payables for annual
leave 1,165 194 - -
1,359
Allowance for
impairment loss
$ 1,429 $ 221 $
-
$ - $ 1,650
Unrealized exchange
loss 994 127 - -
1,121
FVOCI financial
assets 2,544 - 9,861 - 12,405
Others 8,613 1,047 - -
9,660
$ 26,916 ( $ 2,818 ) $ 10,686 $ - $ 34,784
Deferred income tax liabilities
Temporary differences
Property, plant and
equipment
$
-
$ - $
-
$ 8,474 $ 8,474
Others 108 ( 108 ) - -
-
$
108
( $ 108 ) $
-
$ 8,474 $ 8,474
(Continued)

45

For the year ended December 31, 2020

Recognized in Recognized in
Balance, Other
Beginning of Recognized in Comprehensive Balance, End of
Year Profit or Loss Income Year
Deferred income tax assets
Temporary differences
Defined benefit obligations $ 7,582 ( $ 3,112 )
$
437
$ 4,907
Property, plant and equipment 7,000 ( 3,196 ) - 3,804
Investments accounted for using
the equity method 3,460 - - 3,460
Payables for annual leave 1,049 116 - 1,165
Allowance for impairment loss 1,627 ( 198 ) - 1,429
Unrealized exchange loss 1,442 ( 448 ) - 994
FVOCI financial assets 1,265 - 1,279 2,544
Others 10,911 ( 2,298)
-
8,613
$ 34,336 ($ 9,136)
$ 1,716
$ 26,916
Deferred tax liabilities
Temporary differences
Others $
-
$ 108
$
-
$ 108
(Concluded)
  • e. The aggregate amount of temporary differences associated with investments for which deferred tax liabilities have not been recognized

As of December 31, 2021 and 2020, the taxable temporary differences associated with investments in subsidiaries and associates for which no deferred tax liabilities have been recognized were $46,851 thousand and $53,318 thousand, respectively.

  • f. Income tax assessments

Income tax returns of the Company, San Fu Biotech Co., Ltd., International Nitto Technology Company Limited and Lifu Carbonate Co., Ltd. through 2019 have been assessed by the tax authorities.

23. EARNINGS PER SHARE (EPS)

Basic earnings per share
Basic earnings per share
Diluted earnings per share
Diluted earnings per share
Unit: NT$ Per Share
Years Ended December 31
2021
2020
$ 6.69
$ 4.36
$ 6.68
$ 4.36
Unit: NT$ Per Share
Years Ended December 31
2021
2020
$ 6.69
$ 4.36
$ 6.68
$ 4.36

2021
$ 6.69

$ 6.68

46

The earnings and weighted average number of ordinary shares outstanding used in the computation of earnings per share are as follows:

Net Profit for the Year

Profit for the year
Years Ended December 31 Years Ended December 31
2021
$ 673,643
2020
$ 399,473

The weighted average number of ordinary shares outstanding (in thousand shares) is as follows:

Number of ordinary shares
Weighted average number of ordinary shares used in the
computation of basic earnings per share
Effect of potentially dilutive ordinary shares
Employees’ compensation
Weighted average number of ordinary shares used in the
computation of diluted earnings per share
Years Ended December 31 Years Ended December 31
2021
100,706

121
100,827
2020
91,553

151

91,704

If the Company offered to settle the compensation or bonuses paid to employees in cash or shares, the Company assumed that the entire amount of the compensation or bonuses will be settled in shares, and the resulting potential shares were included in the weighted average number of shares outstanding used in the computation of diluted earnings per share, as the effect is dilutive. Such dilutive effect of the potential shares is included in the computation of diluted earnings per share until the number of shares to be distributed to employees is resolved in the following year.

24. SHARE-BASED PAYMENT ARRANGEMENTS

a. Employee restricted stock awards

The compensation costs due to issuance of ordinary shares for cash granted by employee in October 2020 were priced using the Black-Scholes pricing model, and the inputs to the model are as follows:


Grant-date share price
Exercise price
Expected volatility
Expected life (in days)
Expected dividend yield
Risk-free interest rate
October 2021
$69.00
$48.70
39.75%
29
-
0.14%

Expected volatility is based on the back calculation of the grant-date which uses the Company’s daily annualized standard deviation of returns as hypotheses.

Compensation costs recognized were $19,031 thousand for the year ended December 31, 2020.

47

b. Cash-settled share-based payment arrangements

On October 12, 2021, the board of directors’ meeting of Sanfu Biotech Co., Ltd. passed the resolution to issue new shares in 2021. According to the Company Law, 1,500,000 shares of 15% of the total number of new shares were reserved for subscription by employees of the merged company who met certain conditions. If employees have undersubscribed or given up the subscribed shares, the chairman shall be authorized to contact a specific person to subscribe for them.

The compensation costs due to issuance of ordinary shares for cash granted by employee in November 2021 were priced using the Black-Scholes pricing model, and the inputs to the model are as follows:


Grant-date share price
Exercise price
Expected volatility
Expected life (in days)
Expected dividend yield
Risk-free interest rate
November 2021
$11.43
$ 10
8.02%
0.03
-
0.177%

The expected volatility used in the evaluation of stock options for employees is based on the average volatility of the Company’s stock price by reversing the duration of the period as the basis for forecasting.

Compensation costs recognized were $1,752 thousand for the year ended December 31, 2021.

25. MERGER (BUSINESS COMBINATION)

  • a. Acquisition of Subsidiary
Lifu Carbon Acid
Co., Ltd.
Major Operating
Activity
Acquisition
Date
Ownership with
Voting Rights/
Acquisition Ratio
(%)
Transfer
Consideration
Major Operating
Activity
Acquisition
Date
Ownership with
Voting Rights/
Acquisition Ratio
(%)
Transfer
Consideration
Carbon dioxide
manufacturing plant
May 10, 2021
62%
$ 70,060

The main purpose of this acquisition is to increase the Company’s customer base and operate carbon dioxide business, which will bring performance growth, increase profits and create more value to the Company’s merger.

  • b. Assets Acquired and Liabilities Assumed on the Acquisition Date
Current assets
Cash and cash equivalents
Other
Non-current assets
Real estate, plant and equipment
Other
Current liabilities
Other
Non-current liabilities
Deferred income tax liabilities
Lifu Carbon Acid Co., Ltd. Lifu Carbon Acid Co., Ltd. Lifu Carbon Acid Co., Ltd.
(
(

$ 13,283
59
112,426
17
323 )
8,474)
$ 116,988

48

c. Non-controlling Interests (Minority Interests)

The non-controlling interest (13% ownership interest) of Lifu Carbon Acid Co., Ltd. was measured at the fair value of the identifiable net assets at the acquisition date of NT$ 116,988 thousand

  • d. Bargain Purchase Gain Arising from Acquisitions
argain Purchase Gain Arising from Acquisitions
Lifu Carbon Acid Co., Ltd.
Transfer consideration $
70,060
Add: Measure the original equity of Lifu Carbonic Acid
based on fair value (*Note) 31,348
Add: Non-controlling interests 15,208
Less: The fair value of the identifiable net assets obtained ( 116,988)
Cheap purchase benefits arising from acquisitions ($ 372)

The bargain purchase gain arising from the acquisition of Lifu Carbonic Acid Co., Ltd. was the difference between the transfer consideration and the fair value of the identifiable net assets obtained from the acquisition, and this bargain purchase gain was recognized as the current profit and loss.

  • *Note : The fair value was estimated using the income method, and the main assumptions used to determine the fair value were as follows:

    1. The discount rate was 7.2%;

    2. The long-term sustained growth rates were 4.2% to 5.5%; and

    3. Make adjustments to factors considered by market participants (including the lack of market liquidity of the stock, etc.).

  • e. Net Cash Outflow from Acquiring Subsidiaries

Cash payment consideration
Less: cash obtained and cash equivalent balance
Lifu Carbon Acid Co., Ltd.
( $ 70,060 )

13,283
($ 56,777)
  • f. The impact of business mergers on business results

Since the acquisition date, the operating results from the acquired company were as follows:

Operating revenue
Net loss for the period
Lifu Carbon Acid Co., Ltd. Lifu Carbon Acid Co., Ltd.

(
$ -
$ 6,498)

If business combinations occurred on the beginning of the fiscal year to which the acquisition date belongs, the proposed operating revenue and proposed net profit of the Company from January 1 to December 31, 2021 will be NT$4,776,980 thousand and NT$ 671,572 thousand respectively. Such amounts cannot reflect the actual revenue and operating results of the Company if the business combination was completed on the start date of the acquisition year, and should not be used to predict future operating results.

26. EQUITY TRANSACTIONS WITH NON-CONTROLLING INTERESTS

Sanfu Biotech Co., Ltd. increased its capital in cash on December 20, 2021 and allowed its employees to subscribe for shares, resulting in a decrease in the shareholding ratio of the Company from 100% to 93.48%.

49

Sanfu Biotech Sanfu Biotech Co., Ltd.
Cash consideration received $
15,000
Carrying amount of the subsidiary's net assets calculated based
on the change in relative equity and the amount to be
transferred out of non-controlling interests ( 15,859)
Equity trade difference ( $
859)
Adjustment of Equity trade difference
Capital reserve - recognition of changes in ownership equity of
subsidiaries ( $
859)

27. NON-CASH TRANSACTION

For the years ended December 31, 2021 and 2020, the Company entered into the following non-cash investing and financing activities which were not reflected in the consolidated statements of cash flows:

The Company reclassified and paid for property, plant and equipment partly during 2021 and 2020 (Notes 13 and 17).

Prepayments for equipment transferred (reclassification)
Acquisition of assets from subsidiaries
Purchase of property, plant and equipment
(Increase)/Decrease in payable of construction payment and
purchases of equipment
Paid in cash by acquiring property, plant and equipment
Years Ended December 31 Years Ended December 31
2021
$ 61,809
$ 112,426
$ 553,130
(
11,658)
$ 541,472
2020
$ 65,392
$-
$ 358,728
31,438
$ 390,166

28. CAPITAL MANAGEMENT

The Company manages its capital to ensure that entities in the Company will be able to continue as going concerns while maximizing the return to stakeholders through the optimization of the debt and equity balance.

As for the strategy of the Company’s capital structure management, the Company sets its suitable market share according to its industry scale, the growth of the industry and the blueprint of the product development. The Company estimates the required capacity, the equipment and related capital expenditure to be used. Then the Company calculates working capitals and cash on the basis of the industry character to support a complete plan for its long-term development. Finally, the Company estimates not only the possible contribution margin, operating profit ratio and cash flows according to the product competitiveness but also risk factors such as the fluctuation of the business circle and the life circle of the product to decide the suitable capital structure. The management inspects capital structures periodically and considers the possible costs and risks taken by different capital structures. In general, the Company adopts a prudent risk management strategy.

50

29. FINANCIAL INSTRUMENTS

  • a. Fair value of financial instruments not measured at fair value

The Company considers that the carrying amounts of financial assets and liabilities not measured at fair value approximate their fair values or the fair values cannot be reliable estimated.

  • b. Fair value of financial instruments measured at fair value on a recurring basis

  • 1) Fair value hierarchy

December 31, 2021
Financial assets at FVTOCI
Investments in equity instruments
at FVTOCI
Domestic listed shares

Domestic unlisted shares

Foreign unlisted shares


December 31, 2020
Financial assets at FVTOCI
Investments in equity instruments
at FVTOCI
Domestic listed shares

Domestic unlisted shares

Foreign unlisted shares

Level 1
$ 27,297
-

-

$ 27,297

Level 1
$ 47,020
-

-

$ 47,020
Level 2
$ -

-

-

$ -

Level 2
$ -

-

-

$ -
Level 3
$ -

6,698

52,917

$ 59,615

Level 3
$ -

6,698

103,753

$ 110,451
Total
$ 27,297

6,698

52,917

$ 86,912

Total
$ 47,020

6,698

103,753

$ 157,471

There were no transfers between Levels 1 and 2 for the years ended December 31, 2021 and 2020.

  • 2) Financial Instruments Applied for Level 3 Adjustment at FVTOCI
Financial assetsEquityinstrument
Beginning balance
Purchase
Recognized in other comprehensive
profit or loss (unrealized
appraisal profit or loss of
financial assets measured at fair
value through other
comprehensive profit or loss)
Foreign exchange difference
Ending balance
Financial assets at FVTOCI
Through other comprehensive income
2021.1.1-12.31 2020.01.01.-12.31
Financial assets at FVTOCI
Through other comprehensive income
2021.1.1-12.31 2020.01.01.-12.31
Financial assets at FVTOCI
Through other comprehensive income
2021.1.1-12.31 2020.01.01.-12.31
Financial assets at FVTOCI
Through other comprehensive income
2021.1.1-12.31 2020.01.01.-12.31
( $ 110,451
-
(49,307)
1,529)
(
59,615
$ 89,251
30,466
(6,398)
2,868)
110,451

51

  • 3) Valuation Techniques and Assumptions Used in Fair Value Measurement

  • a) The fair values of financial assets and financial liabilities with standard terms and conditions and traded in active markets are determined with reference to quoted market prices.

  • b) Valuation techniques and inputs applied for Level 3 fair value measurement

    • i. The fair values of unlisted equity securities in Taiwan were determined using the income approach. Under this approach, the discounted cash flow method was used to capture the present value of the expected future economic benefits to be derived from the ownership of these investees. The significant unobservable inputs are listed in the table below. Decrease in discount for the lack of marketability or non-controlling interests discount would result in increase in the fair value.
Discount for lack of marketability
Non-controlling interests discount
2021.12.31
2020.12.31
25%
25%
20%
20%

If the inputs to the valuation model were changed to reflect reasonably possible alternative assumptions while all the other variables were held constant, the fair value of the shares would increase (decrease) as follows:

Discount for lack of marketability
1% decrease
Non-controlling interests discount
1% decrease
2021.12.31
$ 77
$ 73
2020.12.31 2020.12.31


$ 81
$ 76
  • ii. The foreign unlisted (over the counter) equity investment adopts the market method, and its fair value is mainly assessed with reference to the recent financing activities of the invested target or the market transaction price and market conditions of similar targets. The evaluation method chosen by the Company after careful evaluation, therefore, the fair value measurement is reasonable, but the use of different evaluation models or fair value may lead to different evaluation results.

  • c. Categories of Financial Instruments

2021.12.31 2020.12.31
Financial assets
Financial assets at amortized cost (*1) $ 2,367,320 $ 2,132,074
Financial assets at FVTOCI 86,912 157,471
Financial liabilities
Financial liabilities at amortized cost (*2) 1,971,338 1,260,529
  • *1) The balances include loans and receivables at amortized cost, which comprise cash and cash equivalents, financial assets at amortized cost - current, account and notes receivables, and receivables from related parties. Those reclassified to held-for-sale disposal groups are included.

  • *2) The balances include financial liabilities at amortized cost, which comprise short-term borrowings, notes payables, account payables - related parties, long-term liabilities due within one year, others payable and long-term borrowings. Those reclassified to held-for-sale disposal groups are included.

52

d. Financial Risk Management Objectives and Policies

The Company’s major financial instruments include financial assets at amortized cost, equity investments, short-term loans, notes and account payables, account payables - related parties, others payable, long-term loans due within one year, and long-term loans. The Company’s Corporate Treasury function provides services to the business, coordinates access to domestic and international financial markets, monitors and manages the financial risks relating to the operations of the Company through internal risk reports which analyze exposures by degree and magnitude of risks. These risks include market risk (including foreign currency risk, interest rate risk and other price risk), credit risk and liquidity risk.

The Board of Directors is solely responsible for established and monitored the framework of risk management of the Company, the Board of Directors authorized the chairman develop and monitored the risk management policy of the Company with the operation center of the Company, and regularly reported the situation to the Board of Directors.

The Company’s financial risk management policies are developed for identifying and analyzing the financial risks to the Company, evaluating the impacts of the financial risks, and executing the financial-risk aversion policies. The financial risk management is periodically reviewed to reflect changes to the market and the operations. Through the internal controls, such as training and setting up managing requirements and procedures, the Company are engaged in developing a disciplined and constructive control environment, in order to have all employees understand own responsibilities.

The Company’s Board of Directors monitors the management on managing the compliance to the financial risk management policies and procedures and reviews the appropriateness of risk management structure.

1) Market Risk

The Company’s activities exposed it primarily to the financial risks of changes in foreign currency exchange rates (see a) below), interest rates (see b) below), and another price risk (see c) below).

a) Foreign Currency Risk

The Company has assets and liabilities not recorded in the same functional currency as that of the Company, thus, it is exposed to risks due to exchange rate fluctuation.

To manage risks within an acceptable level, the Company use the natural hedge against its currency risk. The Company monitor and evaluate the movements of exchange rates and the weakness or strength of a currency’s performance in line with natural hedging.

The carrying amounts of the Company’s foreign currency denominated monetary assets and monetary liabilities which were not in the same functional currency as the Company’s entity at the end of the reporting period are shown in Note 32.

Sensitivity Analysis

The Company was mainly exposed to the U.S. dollar.

The following table shows the Company’s sensitivity to a 5% increase and decrease in New Taiwan dollars (the functional currency of the Company) against the relevant foreign currencies. A 5% sensitivity rate is used when reporting foreign currency risk internally to key management personnel and represents management’s assessment of the reasonably possible change in foreign exchange rates. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and was adjusted at the end of the reporting period for a 5% change in foreign currency rates. The number in the table indicates the change in pretax profit associated with the 5% appreciation of the New Taiwan dollar against the relevant currency. For a 5% weakening of the New Taiwan dollar against the relevant currency, there would be an equal and opposite impact on pre-tax profit and other equity, and the balances below would be positive.

53

Profit or loss Unit: Thousand NT$
Currency USD Impact
Years Ended December 31
2021 2020
$ 15,731(i)
$ 11,074(i)
Unit: Thousand NT$
Currency USD Impact
Years Ended December 31
2021 2020
$ 15,731(i)
$ 11,074(i)
$ 15,731(i)

(i) This was mainly attributable to the exposure on outstanding receivables and payables in Currency USD which were not hedged at the end of the reporting period.

b) Interest Rate Risk

The Company are exposed to interest rate risk because entities in the Company borrow funds at both fixed and floating interest rates. The financial costs for the period from January 1 to December 31 in the fiscal years 2021 and 2020 were NT$9,141 thousand and NT$ 6,930 thousand respectively, which only constitute 0.19% and 0.18% of consolidated net sales revenue. Therefore, the interest rate risk has no significant impact on the Company.

The carrying amounts of the Company’s financial liabilities with exposure to interest rates at the end of the balance sheet reporting period were as follows:




Fair value interest rate risk
Financial liabilities

Cash flow interest rate risk
Financial liabilities
Unit: Thousand NT$
Currency USD Impact
Years Ended December 31
2021 2020
$ 967,367
$ 589,417
229,502
312,573

Sensitivity Analysis

The sensitivity analysis was determined based on the Company’s exposure to interest rate changes for non-derivative instruments at the end of the reporting period. For floating rate liabilities, the analysis was prepared assuming the amount of the liability outstanding at the end of the reporting period had been outstanding for the whole period. If interest rates had been five basis points higher/lower and all other variables were held constant, the Company’s pre-tax profit for the one-year period from January 1 to December 31 in the fiscal years 2021 and 2020 would decrease/increase by NT$ 115 thousand and NT$ 156 thousand, respectively.

c) Other Price Risks

The Company are exposed to price risk due to equity securities investment of domestic listed companies. The Company has established an immediate control mechanism and are therefore not expected to have significant price risk.

Sensitivity Analysis

If equity prices had been 5% higher/lower, pre-tax other comprehensive income for the one-year period from January 1 to December 31 in the fiscal years 2021 and 2020 would have increased/decreased by NT$ 4,346 thousand and NT$ 7,874 thousand respectively, because of the changes in fair value of financial assets at FVTOCI.

54

2) Credit Risk

Credit risk refers to the risk that a counterparty will default on its contractual obligations, resulting in financial loss to the Company. As of the end of the reporting period, the Company’s maximum exposure to credit risk, which will cause a financial loss to the Company because of the counterparties’ failure to discharge their obligations, could arise from the carrying amount of the financial assets recognized in the balance sheets. The policies adopted by the Company are to trade with reputable objects only, and continue to supervise the credit risk insurance and the credit rating of the counterparty

Apart from the companies A, B and C of the Company, the Company has no significant credit risk exposure from any single counterparty or any group of counterparties with similar characteristics. Apart from the companies A, B and C, the concentration of credit risk to other clients did not exceed 10% of total accounts receivable. The credit risk is expected to be immaterial as the companies A, B and C are all reliable and trustworthy counterparties.

3) Liquidity Risk

Ultimate responsibility for liquidity risk management rests with the Board of Directors, which has built an appropriate liquidity risk management framework for the Company’s short-, medium- and long-term funding and liquidity management requirements. The Company manage liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities, and continuously monitoring forecasted and actual cash flows as well as matching the maturity profiles of financial assets and liabilities. As of December 31, 2021, and 2020, the Company had available unutilized short-term bank loan facilities in the amount of NT$ 746,415 thousand, NT$ 996,147 thousand, respectively.

The following table shows the Company’s remaining contractual maturity for its non-derivative financial liabilities with agreed-upon repayment periods. The tables had been drawn up based on the undiscounted cash flows of financial liabilities from the earliest date on which the Company can be required to pay.

December 31, 2021

On Demand or
Less than
1 Month
1-3 Months
3 Months
to 1 Year
1-5 Years
More than
5 Years
Lease liabilities
$ 2,154
$ 4,201
$ 17,288
$ 29,592
$ 21,938
Variable interest rate
liabilities
-
57,643
67,929
103,930
-
Fixed interest rate
liabilities

595,000

280,000

20,000

-

-
$ 597,154
$ 341,844
$ 105,217
$ 133,522
$ 21,938
Additional information about the maturity analysis for lease liabilities
Less than
1 Year
1-5 Years
5-10 Years
Lease liabilities
$ 23,643
$ 29,592
$ 21,938
On Demand or
Less than
1 Month
1-3 Months
3 Months
to 1 Year
1-5 Years
More than
5 Years
Lease liabilities
$ 2,154
$ 4,201
$ 17,288
$ 29,592
$ 21,938
Variable interest rate
liabilities
-
57,643
67,929
103,930
-
Fixed interest rate
liabilities

595,000

280,000

20,000

-

-
$ 597,154
$ 341,844
$ 105,217
$ 133,522
$ 21,938
Additional information about the maturity analysis for lease liabilities
Less than
1 Year
1-5 Years
5-10 Years
Lease liabilities
$ 23,643
$ 29,592
$ 21,938
On Demand or
Less than
1 Month
1-3 Months
3 Months
to 1 Year
1-5 Years
More than
5 Years
On Demand or
Less than
1 Month
1-3 Months
3 Months
to 1 Year
1-5 Years
More than
5 Years
On Demand or
Less than
1 Month
1-3 Months
3 Months
to 1 Year
1-5 Years
More than
5 Years
On Demand or
Less than
1 Month
1-3 Months
3 Months
to 1 Year
1-5 Years
More than
5 Years
$ 29,592

103,930
-

$ 133,522
$ 21,938
-
-
$ 21,938

Lease liabilities

Less than
1 Year
$ 23,643

1-5 Years
$ 29,592

55

December 31, 2020

On Demand or
Less than
1 Month
1-3 Months
3 Months
to 1 Year
1-5 Years
More than
5 Years
Lease liabilities
$ 1,887
$ 3,773
$ 14,552
$ 35,539
$ 26,117
Variable interest rate
liabilities
-
85,143
20,429
207,001
-
Fixed interest rate
liabilities

330,000

180,000

-

-

-
$ 331,887
$ 268,916
$ 34,981
$ 242,540
$ 26,117
Additional information about the maturity analysis for lease liabilities
Less than
1 Year
1-5 Years
5-10 Years
Lease liabilities
$ 20,212
$ 35,539
$ 26,117
On Demand or
Less than
1 Month
1-3 Months
3 Months
to 1 Year
1-5 Years
More than
5 Years
Lease liabilities
$ 1,887
$ 3,773
$ 14,552
$ 35,539
$ 26,117
Variable interest rate
liabilities
-
85,143
20,429
207,001
-
Fixed interest rate
liabilities

330,000

180,000

-

-

-
$ 331,887
$ 268,916
$ 34,981
$ 242,540
$ 26,117
Additional information about the maturity analysis for lease liabilities
Less than
1 Year
1-5 Years
5-10 Years
Lease liabilities
$ 20,212
$ 35,539
$ 26,117
On Demand or
Less than
1 Month
1-3 Months
3 Months
to 1 Year
1-5 Years
More than
5 Years
On Demand or
Less than
1 Month
1-3 Months
3 Months
to 1 Year
1-5 Years
More than
5 Years
On Demand or
Less than
1 Month
1-3 Months
3 Months
to 1 Year
1-5 Years
More than
5 Years
On Demand or
Less than
1 Month
1-3 Months
3 Months
to 1 Year
1-5 Years
More than
5 Years
$ 35,539

207,001
-

$ 242,540

$ 26,117
-
-
$ 26,117

Lease liabilities

Less than
1 Year
$ 20,212

1-5 Years
$ 35,539

30. TRANSACTIONS WITH RELATED PARTIES

The transaction, account balance, income and expenses between the Company and its subsidiaries, which are related parties of the Company, have been eliminated on consolidation and are not disclosed in this note. Besides information disclosed elsewhere in the other notes, details of transactions between the Company and the other related parties are disclosed below.

a. Related Party Name and Category

Related Party Name Related Party Category

San Fu Global Ltd. Investors with significant influence over the Company Zhang Chun Ming Investors with significant influence over the Company Shian Yun Joint Stock Company (Vietnam) Associates Lifu Carbonate Co., Ltd. Associates (Acquisition Subsidiary on May 10, 2021) Hongchong Enterprise Co., Ltd. Associates China Fangda (International) Investment Associates Development Corporation Sanfuming Electronic Material Co., Ltd. Joint venture Fulu Cultural Foundation Other related partiess

b. Sales of Goods

Sales
Joint ventures
Associate
Purchase
Joint ventures
Associates
Years Ended December 31 Years Ended December 31 Years Ended December 31





2021
$ 23,527

60

$ 23,587

$ 1,024

10,975

$ 11,999
2020
$ 11,744
63
$ 11,807
$ 88
13,216
$ 13,304

56


Service expense (recognized as other income)
Joint ventures
Sanfuming Electronic Material Co., Ltd.
Associates
Service expense (recognized as other expense)
Investors with significant influence over the Company

Donation expense
Others
Fulu Cultural Foundation
Years Ended December 31
2021
2020
$ 3,962
$ 6,017

-

367
$ 3,962
$ 6,384
$ 1,143
$ 1,279
$ -
$ 1,000
Years Ended December 31
2021
2020
$ 3,962
$ 6,017

-

367
$ 3,962
$ 6,384
$ 1,143
$ 1,279
$ -
$ 1,000
Years Ended December 31
2021
2020
$ 3,962
$ 6,017

-

367
$ 3,962
$ 6,384
$ 1,143
$ 1,279
$ -
$ 1,000
Years Ended December 31
2021
2020
$ 3,962
$ 6,017

-

367
$ 3,962
$ 6,384
$ 1,143
$ 1,279
$ -
$ 1,000




$
2021
$ 3,962
-
$ 3,962

1,143


-



$
$ $

Transactions with related parties of the Company were not materially different from those non-related parties with third parties unless otherwise agreed.

Accounts receivable-related party
Joint ventures
Other receivable-related party
Joint ventures
Accounts payable-related party
Investors with significant influence over the Company
Associates
Years Ended December 31 Years Ended December 31 Years Ended December 31





2021
$ 15,935

3,692

$ 19,627

$ 300

3,470

$ 3,770
2020
$ 3,573
6,017
$ 9,590
$ -
2,047
$ 2,047

The outstanding accounts payable from related parties are unsecured and the outstanding accounts receivable from related parties are unsecured. For the years ended December 31, 2021 and 2020, no impairment loss was recognized for accounts receivable from related parties.

c. Lease arrangements - Group is lessee

Line Item
Related Party Category/Name

Lease liabilities Investors with significant influence over the
Company
Sanfu Global Co., Ltd.
Others



Interest expense
Investors with significant influence over the Company
Sanfu Global Co., Ltd.
Others
Years Ended December 31
2021
2020
$ 43,159
$ 45,387

1,019

-
$ 44,178
$ 45,387
Years Ended December 31
2021
2020
$ 453
$ 518

16

6
$ 469
$ 524
Years Ended December 31
2021
2020
$ 43,159
$ 45,387

1,019

-
$ 44,178
$ 45,387
Years Ended December 31
2021
2020
$ 453
$ 518

16

6
$ 469
$ 524





2021
$ 453

16

$ 469

57

d. Others

Investors with significant influence signed a trust agreement of marketable securities with CTBC Bank on September 29, 2016. The Company is a beneficiary of interest. The trust interest revenue was $6,124 thousand and $6,746 thousand in 2021 and 2020, respectively, and the revenue was credited in capital surplus-donations.

e. Compensation of key management personnel

The compensation to directors and other key management personnel were as follows:

Short-term employee benefits
Post-employment benefits
Years Ended December 31 Years Ended December 31 Years Ended December 31



2021
$ 33,882

1,718

$ 35,600
2020
$ 33,795
1,402
$ 35,197

The remuneration of directors and key executives was determined by the remuneration committee based on the performance of individuals and market trends.

31. PLEDGED ASSETS

The following assets were provided as collateral for bank borrowings and obligations under the sales agreement:

Pledged deposits (classified as financial assets at amortized cost)
Land
Buildings, net
Years Ended December 31 Years Ended December 31 Years Ended December 31



2021
$ 222,400

40,349
45,443

$ 308,192
2020
$ 222,400
40,349
49,054
$ 311,803

32. SIGNIFICANT ASSETS AND LIABILITIES DENOMINATED IN FOREIGN CURRENCIES

The significant financial assets and liabilities of each individual group entity of the Company denominated in foreign currencies aggregated by the foreign currencies other than functional currencies and the related exchange rates between foreign currencies and respective functional currencies were as follows:

December 31, 2021

December 31, 2021
Foreign
Currencies Exchange Rate
Carrying Amount
Foreign Currency Assets
Monetary items
USD $ 13,099 27.630 (USD: NTD) $ 361,925
JPY 656,637
0.239
(JPY: NTD) 156,608
Non-monetary items
Investments in associates and joint
ventures using the equity method
CNY 93,249
0.157
(CNY: USD) 404,839
VND 30,943,933 0.0012 (VND: NTD) 36,978
Foreign Currency Liabilities
Monetary items
USD $ 1,706 27.730 (USD: NTD) $ 47,307
JPY 149,248
0.243
(JPY: NTD) 36,193

58

December 31, 2020

December 31, 2020
Foreign
Currencies Exchange Rate Carrying Amount
Foreign Currency Assets
Monetary items
USD $ 10,162
28.430 (USD: NTD)
$ 288,906
Non-monetary items
Investments in associates and joint
ventures using the equity method
CNY 79,301
0.153 (CNY: USD)
346,134
VND 32,239,640
0.0011 (VND: NTD)
35,786
Foreign Currency Liabilities
Monetary items
USD 2,363
28,530 (USD: NTD)
67,416

The significant unrealized foreign exchange gains (losses) were as follows:


Foreign
Currencies
USD
JPY
For the Year Ended December 31, 2021
Exchange Rate
Net Foreign
Exchange Losses
27.800 (USD: NTD)
$ 1,366
0.247 (JPY: NTD) ( 2,001)
For the Year Ended December 31, 2020
Exchange Rate
27.800 (USD: NTD)
0.247 (JPY: NTD)
Exchange Rate
Net Foreign
Exchange
Losses
28.430 (USD: NTD)
$ 2,242
0.274 (JPY: NTD)
-

33. ADDITIONAL DISCLOSURES

  • a. Information about significant transactions and investees:

  • 1) Financing provided to others: See Table 1 attached;

  • 2) Endorsements/guarantees provided: See Table 2 attached;

  • 3) Marketable securities held (excluding investments in subsidiaries, associates and joint ventures: See Table 3 attached;

  • 4) Marketable securities acquired and disposed of at costs or prices of at least NT$ 300 million or 20% of the paid-in capital See Table 4 attached;

  • 5) Acquisition of individual real estate at costs of at least NT$ 300 million or 20% of the paid-in capital: None;

  • 6) Disposal of individual real estate at prices of at least NT$ 300 million or 20% of the paid-in capital: None;

  • 7) Total purchases from or sales to related parties amounting to at least NT$ 100 million or 20% of the paid-in capital: None;

  • 8) Receivables from related parties amounting to at least NT$ 100 million or 20% of the paid-in capital: None;

  • 9) Information about the derivative financial instrument transaction: None;

59

  • 10) Others: The business relationship between the parent and the subsidiaries and significant transactions between them: See Table 5 attached;

  • b. Information on investees: See Table 6 attached;

  • c. Information on investments in Mainland China

  • 1) Information on any investee company in Mainland China, showing the name, principal business activities, paid-in capital, method of investment, inward and outward remittance of funds, ownership percentage, net income of investees, investment income or loss, carrying amount of the investment at the end of the period, repatriations of investment income, and limit on the amount of investment in the Mainland China area: See Table 7 attached;

  • 2) Any of the following significant transactions with investee companies in Mainland China, either directly or indirectly through a third party, and their prices, payment terms, and unrealized gains or losses: None

    • a) The amount and percentage of purchases and the balance and percentage of the related payables at the end of the period

    • b) The amount and percentage of sales and the balance and percentage of the related receivables at the end of the period

    • c) The amount of property transactions and the amount of the resultant gains or losses

    • d) The balance of negotiable instrument endorsements or guarantees or pledges of collateral at the end of the period and the purposes

    • e) The highest balance, the end of period balance, the interest rate range, and total current period interest with respect to financing of funds

    • f) Other transactions that have a material effect on the profit or loss for the year or on the financial position, such as the rendering or receipt of services

  • d. Information of major shareholders

List all shareholders with ownership of 5% or greater showing the name of the shareholder and the number of shares and percentage of ownership held by of each shareholder: See Table 8 attached;

34. OPERATING SEGMENT INFORMATION

Information reported to the chief operating decision maker for resource allocation and assessment of segment performance focuses on the types of goods or services delivered or provided. Specifically, the Company’s reportable segments were as follows:

  • Fine (high precision) chemicals

  • Basic chemicals

  • a. Operating segments, segment revenue and operating results

The following was an analysis of the Company’s revenue and results from continuing operations by reportable segments:

60

Fine Chemicals
For the one-year period
from January 1 to
December 31, 2021
Revenue of general
customers
$ 3,647,671

Revenue of segment

-

Total
$ 3,647,671


Profit from operations
$ 672,578

Other income

Other gain and losses

Financial cost

Investments using equity method
Interest income

Bargain purchase gain- Acquiring a subsidiary
Income before income tax

For the one-year period
from January 1 to
December 31, 2020
Revenue of general
customers
$ 2,903,964

Revenue of segment

-

Total
$ 2,903,964

Profit from operations
$ 561,105
(
Financial cost

Investments using equity method
Interest income

Other income

Other gain and losses

Income before income tax
Basic
Chemicals
$ 1,132,214

61,425
(
$ 1,193,639
(
$ 48,914

$ 914,752

72,075
(
$ 986,827
(
$ 90,202)
Write off by
Segment
$ -

61,425)

$ 61,425)

$ -

(

$ -

72,075)

$ 72,075)

$ -

(
(
Total
$ 4,779,885
-
$ 4,779,885
$ 721,492
30,763
2,536

9,141 )
82,237
1,141
372
$ 829,400
$ 3,818,716
-
$ 3,818,716
$ 470,903

6,930 )
6,126
1,266
41,941

11,086)
$ 502,220
$
$
$
$
$

Segment profit refers to the profit before tax earned by each segment, excluding other income, other gains and losses, financial costs, carrying amount of profit or loss of investments of affiliate companies and joint ventures using equity method of accounting, income tax expense, bargain purchase gain and tax expenses etc. The measured amount serves as a basis for the chief operating decision maker to allocate resources and assess segment performance.

b. Segment Total Assets and Liabilities

2021.12.31 2020.12.31
Segment assets
Continuing operations
Fine chemicals $ 4,430,791 $ 2,751,020
Basic chemicals 1,368,074 1,837,058
Investment
776,711

796,346
Consolidated total assets $ 6,575,576 $ 5,384,424

61

c. Major customers representing at least 10% of net revenue

Years Ended December 31
2021 2020
Amount % Amount %
Customer A
$
1,585,864
33

$ 1,088,535
29
Customer B 533,955 11
478,761
13

62

SAN FU CHEMICAL CO., LTD. AND SUBSIDIARIES

FINANCING PROVIDED

FOR THE YEAR ENDED DECEMBER 31, 2021

(Amounts in Thousands of New Taiwan Dollars, Unless Specified Otherwise)

TABLE 1

No.
(Note
1)
Financing
Company
Counter-
party
Financial
Statement
Account
Related
Party
Maximum
Balance for the
Period
Ending
Balance
Amount
Actually
Drawn
Interest
Rate (%)
Nature of
Financing
Transaction
Amounts
Reason for
Financing
Allowance for
Bad Debt
Collateral Collateral Financing
Limits for
Each
Borrowing
Company
(Note 2)
Financing
Company’s
Total
Financing
Amount
Limits
(Note 2)
Note
Item Value
0
0
0
0
San Fu Chemical
Co., Ltd.
San Fu Chemical
Co., Ltd.
San Fu Chemical
Co., Ltd.
San Fu Chemical
Co., Ltd.
San Fu Biotech
Co., Ltd.
International
Nitto
Technology
Co., Ltd.
VinaSanFu
Industrial Gas
Company
Limited
VinaSanFu
Material
Company
Limited
Other receivables
Other receivables
Other receivables
Other receivables
Y
Y
Y
Y
$ 250,000
250,000
300,000
300,000

$ 250,000

250,000

300,000

300,000
$ -

-

49,824
(USD
1,800,000)
(Note 4)

-
-
-

1%
-
The need for
Short-term
financing
The need for
Short-term
financing
The need for
Short-term
financing
The need for
Short-term
financing
$ -
-
-
-
Operating capital
Operating capital
Operating capital
Operating capital
$ -
-
-
-
-
-
-
-
$ $ 414,470
414,470
414,470
414,470
$ 1,657,881
1,657,881
1,657,881
1,657,881
Note 3
Note 3
Note 3
Note 3

Note 1: The items are numbered as follows:

  • a. Issuer is numbered as “0”.

  • b. Investee companies are numbered from “1”.

Note 2: The maximum amount for financing provided to others:

  • a. The maximum amount of financing provided by the Company shall not exceed 40% of the Company’s net worth.

  • b. The maximum amounts of financing provided by the Company and its subsidiaries are as follows:

  • i. The maximum amount of financing provided to all businesses shall not exceed 10% of the Company’s net worth. The maximum amount of financing provided to an individual shall not exceed 10% of the Company’s net worth, and the gross transaction amount (the higher of purchase amount or sales amount between the two parties) for the past year.

  • ii. In the case of financing companies with short-term financing needs, the maximum amount of financing provided to such companies shall not exceed 30% of their net worth, the maximum amount of financing provided to an individual shall not exceed 10% of the Company’s net worth.

Note 3: Other receivables have been eliminated when preparing the consolidated financial statements.

Note 4: Calculated based on the foreign currency exchange rate dated December 31, 2021 (USD$1 = NT$ 27.68)

63

SAN FU CHEMICAL CO., LTD. AND SUBSIDIARIES

ENDORSEMENTS/GURANTEES PROVIDED

FOR THE YEAR ENDED DECEMBER 31, 2021

(In Thousands of New Taiwan Dollars, Unless Specified Otherwise)

TABLE 2

No.
(Note 1)
Endorsement/
Guarantee Provider
Guaranteed Party Guaranteed Party Limit on
Endorsement/
Guarantee
Provided to Each
Guaranteed
Party
(Note 2)
Maximum
Balance for the
Period
Ending Balance Amount
Actual
Drawn
Amount of
Endorsement
/Guarantee
Collateralize
d by
Properties
Ratio of
Accumulated
Endorsement/
Guarantee to Net
Equity per Latest
Financial Statements
(%)
Maximum
Endorsement/
Guarantee
Amount
Allowable
(Note 2)
Guarantee
Provided by
Parent
Company
Guarantee
Provided by
Subsidiary
Guarantee
Provided to
Subsidiaries in
Mainland China
Note
Name Nature of
Relationship
0
0
0
San Fu Chemical Co., Ltd.
San Fu Chemical Co., Ltd.
San Fu Chemical Co., Ltd.
San Fu Biotech Co., Ltd.
VinaSanFu Industrial Gas
Company Limited
VinaSanFu Material
Company Limited
A subsidiary in
which the Parent
Company holds
directly and
indirectly over
90% of an equity
interest.
A subsidiary in
which the Parent
Company holds
directly and
indirectly over
90% of an equity
interest.
A subsidiary in
which the Parent
Company holds
directly and
indirectly over
90% of an equity
interest.
$ 414,470
414,470
414,470
$ 250,000
300,000
300,000
$ 250,000
300,000
300,000
$ 140,000
83,040
166,080
$ -
-
-
6.03%
7.24%
7.24%
$ 1,657,881
1,657,881
1,657,881
Y
Y
Y
N
N
N
N
N
N

Note 1: The items are numbered as follows:

a. Issuer is numbered as “0”.

  • b. Investee companies are numbered from “1”.

Note 2: The maximum amount for guarantees provided to others:

  • a. The maximum amount of guarantee provided by the Company shall not exceed 40% of the Company’s net worth.

b. The maximum amount of guarantee provided to all subsidiaries not exceeds 10% of the Company’s net worth. The maximum amount of guarantee provided to an individual shall not exceed 10% of the Company’s net worth.

64

SAN FU CHEMICAL CO., LTD. AND SUBSIDIARIES

MARKETABLE SECURITIES HELD

FOR THE YEAR ENDED DECEMBER 31, 2021

(In Thousands of New Taiwan Dollars, Unless Specified Otherwise)

TABLE 3

Holding Company Name Marketable Securities
Type and Name
Nature of
Relationship
Financial Statement Account As of December 31, 2021 As of December 31, 2021 Note
Number of Shares
(in Thousands)
Carrying Amount Percentage
of
Ownership
(%)


Fair Value
San Fu Chemical Co., Ltd.
Sino Star Holding Limited
E’Dale Technology Co., Ltd.
Savior Lifetec Corporation
Global Graphene Group
Hubei Xingfu Electronic Material Co., Ltd.
-
-
-
-
Financial assets at fair value
through other comprehensive
income

Financial assets at fair value
through other comprehensive
income
Financial assets at fair value
through other comprehensive
income
Financial assets at fair value
through other comprehensive
income
642,060
1,356,989
18,490
-
$ 6,698
27,297
-
52,917
3.45%
0.45%
1.42%
2.40%

$ 6,698

27,297

-

52,917
Note 2

Note 1: The information for investments in subsidiaries, associates and joint venture is included in Tables 6 and 7.

Note 2: The fair value is calculated based on closing prices on December 31, 2021.

65

SAN FU CHEMICAL CO., LTD. AND SUBSIDIARIES

MARKETABLE SECURITIES ACQUIRED AND DISPOSED OF AT COSTS OR PRICES OF AT LEAST NT$ 300 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE YEAR ENDED DECEMBER 31, 2021

(In Thousands of New Taiwan Dollars, Unless Specified Otherwise)

TABLE 4

Securities
Purchased/
Sold by
Marketable Securities
Type & Name
Line Item Trading Purpose
Nature of
Relationship
Beginning Balance Beginning Balance Acquisition Acquisition Adjustment
Note 1
Sale Sale Ending Balance
Shares/Units Amount Shares/Units Amount Shares/Units Selling Price Carrying costs Gain (Loss) of
Disposal
Shares/Units Amount
San Fu Chemical
Co., Ltd.
International Nitto
Technology Co., Ltd.
Investments
accounted for
using Equity
Method
Cash Capital
Increase
Subsidiary 15,000,000 $ 148,365 25,000,000 $ 250,000 ($ 15,173) - $ - $ - $ - - $ 383,192

Note 1: Including the carrying amount of profits and losses of subsidiaries recognized by the equity method and shareholder adjustment items.

Note 2: The above subjects have been written off when preparing the consolidated financial statements.

66

SAN FU CHEMICAL CO., LTD. AND SUBSIDIARIES

THE BUSINESS RELATIONSHIP BETWEEN THE PARENT AND THE SUBSIDIARIES AND SIGNIFICANT TRANSACTIONS BETWEEN THEM FOR THE YEAR ENDED DECEMBER 31, 2021

(In Thousands of New Taiwan Dollars, Unless Specified Otherwise)

TABLE 5

No. Investee Company Counterparty Relationship (Note 1) Transaction Details
Financial Statement Accounts Amount Payment Terms % of Total Sales or
Assets
0 San Fu Chemical Co., Ltd. San Fu Biotech Co., Ltd. 1 Accounts receivable - related parties, net
Other receivables - related parties, net
Sales revenue
Accounts payable - related parties, net
Purchase
$ 18,260
9,301
44,158
4,391
17,434
90 days after invoice date
According to the contract
90 days after invoice date
90 days after invoice date
90 days after invoice date
0.28%
0.14%
0.92%
0.07%
0.36%

Note 1: “1” represents the transactions between the parent company and subsidiaries.

Note 2: When the consolidated financial statements are prepared, they were all written off.

67

SAN FU CHEMICAL CO., LTD. AND SUBSIDIARIES

NAMES. LOCATIONS, AND RELATED INFORMATION OF INVESTEES

FOR THE YEAR ENDED DECEMBER 31, 2021

(In Thousands of New Taiwan Dollars, Unless Specified Otherwise)

TABLE 6

Investor Company Investee Company
(Note 2)
Location Main Businesses and Products Original Investment Amount Original Investment Amount As of December 31, 2021 As of December 31, 2021 As of December 31, 2021 Net Income
(Loss) of the
Investee
Share of Profit
(Loss)
Note
December 31,
2021
December 31,
2020
Number of
Shares
(Thousands)
% Carrying
Amount
San Fu Chemical Co., Ltd.
San Fu Specialty
Chemicals
Investments Limited
San Fu Food Additives
Investments Limited
San Fu Specialty
Chemicals Investments
Limited
San Fu Food Additives
Investments Limited
VinaSanFu Industrial Gas
Company Limited
VinaSanFu Material
Company Limited
San Fu Biotech Co., Ltd.
International Nitto
Technology Co., Ltd
Hongchong Enterprise
Co., Ltd.
Lifu Carbonate Co., Ltd.
Shian Yun Joint Stock
Company
Sanfuming Electronic
Material Co., Ltd.
Sino Star Holding Limited
Fangda International
SAMOALtd.
Samoa
Samoa
Vietnam
Vietnam
Taiwan
Taiwan
Taiwan
Taiwan
Vietnam
Shanghai,
China
Samoa
Samoa
Investment activities
Investment activities
Engaged in industrial gas
production
Engaged in the production of
chemical materials
Engaged in the manufacture and
sale of food additives
Engaged in electronic component
manufacturing business
Liquid oxygen, oxygen, liquid
nitrogen and other gas trading
business
Engaged in carbon dioxide gas,
carbonic acid fire extinguisher,
dry ice manufacturing and its
sales and marketing
Engaged in industrial gas
production
Engaged in the operation of
international trade business
Investment activities
Investment activities
$2,351 thousand
552 thousand
13,650 thousand
12,200 thousand
210,000

477,904
10,527
7,7,253
1,232 thousand
2,151 thousand
1,868 thousand
1,300 thousand
$2,351 thousand
552 thousand
12,285 thousand
10,700 thousand

125,000

227,904

10,527

7,193
1,232 thousand
2,151 thousand
1,868 thousand
1,300 thousand

2,350,840

552,198

-

-

21,500,000

40,000,000

1,200,000

2,240

2,659,974

-

1,867,838

1,300,000
100%
100%
100%
100%
100%
100%
50%
87%
33.33%
50%
100%
41.94%
$ 489,631

-

354,117

312,691

251,151

383,192

14,510

96,127

36,978

404,839

53,876

-
$ 81,326

-
(
17,443 )
(
17,883 )

31,585
(
15,173 )

2,051
(
9,837 )
(
2,820 )

165,972

-

-
$ 81,326

-
(
17,443 )
(
17,883 )

31,674
(
15,173 )

1,026
(
6,488 )
(
940 )

82,986

-

-
Note 1
Note 4
Note 1

Notes 1
and 5

Notes 1
and 3
Note 1
Note 4

Note 1: When the consolidated financial statements are prepared, they were all written off.

Note 2: Information of investments in Mainland China is included in Table 7.

Note 3: Lifu Carbonic Acid Co., Ltd. began to be included as an entity affiliated to the Company for preparing the consolidated financial report since the acquisition date, May 10, 2021

Note 4: The company “San Fu Food Additives Investments Limited” was dissolved and deregistered after liquidation is completed in May 2021.

Note 5: On December 20, 2021, the company did not subscribe for the cash capital increase of Sanfu Biotech Co., Ltd. according to the shareholding ratio, so the shareholding ratio dropped from 100% to 93.48%

68

SAN FU CHEMICAL CO., LTD. AND SUBSIDIARIES

INFORMATION ON INVESTMENTS IN MAINLAND CHINA

FOR THE YEAR ENDED DECEMBER 31, 2021

In Thousands of New Taiwan Dollars, Unless Specified Otherwise)

TABLE 7

Investee Company Main Businesses
and Products
Paid-in Capital Paid-in Capital Method of Investment
Accumulated Outward
Remittance for
Investment from
Taiwan as of
January 1, 2021
(Note 1)

Accumulated Outward
Remittance for
Investment from
Taiwan as of
January 1, 2021
(Note 1)
Remittance of Funds Remittance of Funds Accumulated
Outward
Remittance for
Investment from
Taiwan as of
December 31,
2021
(Note 1)
Net Income
(Loss) of the
Investee
%
Ownership
of Direct or
Indirect
Investment

Investment
Gain (Loss)
(Note 3 and)
Carrying
Amount as of
December 31,
2021
(Note 1)
Accumulated
Repatriation of
Investment
Income as of
December 31,
2021
Outward Inward
Sanfuming
Electronic
Material Co., Ltd.
Hubei Xingfu
Electronic
Material Co., Ltd.
Engaged in the
operation of
international trade
business

Engaged in
manufacturing
and selling
chemical
products
$ 249,120
( US$ 9,000,000)
Notes 1 and 4
$ 2,250,560
( CNY 520,000,000)
Note 2
Through the third
company reinvest in
mainland companies

Through the third
company reinvest in
mainland companies
$ 18,020
( US$ 651,000)
$ 51,651
( US$ 1,866,000)
$ -
-
$ -
-
$ 18,020
( US$ 651,000)
$ 51,651
( US$ 1,866,000)
$ 165,972
294,820
50
2.4
$ 82,986
-
$ 404,839
( US$14,626,000)

$ 52,917
( US$ 1,912,000)
$ -
-
Accumulated Outward Remittance for
Investment in Mainland China as of
December 31, 2021
Investment Amount Authorized by
Investment Commission, MOEA
Upper Limit on the Amount of
Investment Stipulated by Investment
Commission, MOEA
$161,485
US$5,834,000)(Notes 5 and 6
$264,593
9,559,000
$2,486,822

Note 1: The exchange rate on December 31, 2021 was USD$1=NT$ 27.68

Note 2: The exchange rate on December 31, 2021 was RMB$1=NT$ 4328

Note 3: The average exchange rate was based on the USD$1=NT$ 28.009 for the 12-month period from January 1, 2021 to December 31, 2021.

  • Note 4: In April 202l, the company raised US$ 651,000 of capital (all new shares were subscribed by Hubei Xingfu Electronic Materials Co., Ltd.). In October 2012, the Company converted US$ 1,698,000 of retained earnings into capital stock. In April 2013, the Company increased its capital by US$3,000,000, and in July 2018, the Company transferred US$3,000,000 of retained earnings into capital.

Note 5: This includes accumulated outward remittance for investments in Keyron Top Chemical (Shanghai) Co., Ltd. (US$ 2,017,000). The company was liquidated in August 2006.

Note 6: The investment in Shandong Fangda Jinke Additive Co., Ltd. was remitted from Taiwan (US$1,300,000). The company was liquidated in January 2017.

69

SAN FU CHEMICAL CO., LTD. AND SUBSIDIARIES

INFORMATION OF MAJOR SHAREHOLDERS

BASED ON THE INFORMATION REPORTED AS OF DECEMBER 31, 2021

TABLE 8

Name of Major Shareholder Shares
Number of Shares Percentage of Ownership (%)
Sanfu Global Co., Ltd.
Pilot Keymark SDN. BHD.
24,067,315
19,929,000
23.89%
19.78%
  • Note 1: The information of major shareholders presented in this table is provided by the Taiwan Depository & Clearing Corporation based on the number of ordinary shares and preferred shares held by shareholders with ownership of 5% or greater, that have been issued without physical registration (including treasury shares) by the Company as of the last business day for the current quarter. The share capital in the consolidated financial statements may differ from the actual number of shares that have been issued without physical registration because of different preparation basis.

  • Note 2: If a shareholder delivers the shareholdings to the trust, the above information will be disclosed by the individual trustor who opened the trust account. For shareholders who declare insider shareholdings with ownership greater than 10% in accordance with the Security and Exchange Act, the shareholdings include shares held by shareholders and those delivered to the trust over which shareholders have rights to determine the use of trust property. For information relating to insider shareholding declaration, please refer to the MOPS (Market Observation Post System) of Taiwan Stock Exchange.

70