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SANITAR Audit Report / Information 2020

Nov 13, 2020

51930_rns_2020-11-13_a9853e46-9c2d-4392-ad73-5b5f5223a99c.pdf

Audit Report / Information

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Stock Code: 1817

Sanitar Co., Ltd. and Its Subsidiaries

Consolidated Financial Statements and Accountant’s Audit Report 2020 & 2019

(Translation Edition)

Address: 7F., No. 111-8, Xingde Rd., Sanchong Dist., New Taipei City Tel: (02)85123712

  • 1 -

§TABLE OF CONTENTS§

ITEM
PAGE

I. Cover Page
1
II. Table of Contents
2
III. Declaration of Consolidated Financial
Statements of Affiliated Companies
3
IV. Accountant's Audit Report
47
V. Consolidated Balance Sheet
8
VI. Consolidated Statement of
Comprehensive Income
910
VII. Consolidated Statement of Change in
Equity
11
VIII. Consolidated Statement of Cash
Flows
1213
IX. Notes to the Consolidated Financial
Statements
(1) Company history
14
(2) The date when the financial
reports were authorized for
issuance and the process
involved
14
(3) Applicability of new issuing &
revised standards and
interpretation
1418
(4) Summary and explanation of
material accounting policies
1827
(5) Primary sources of uncertainty
in major accounting judgments,
estimates, and assumptions
27
(6) Descriptions of Material
Accounting Items
2748
(7) Transaction with related parties
49
(8) Pledged Assets
50
(9) Significant contingent liabilities
and unrecognized contractual
commitments
50
(10) Significant Disaster Loss
-
(11) Significant Events after the End
of the Financial Reporting
Period
-
(12) Other
51
(13) Supplementary Disclosures
1. Information on Significant
Transactions
52
2. Information on Investment
52
NUMBER OF
NOTE TO THE
FINANCIAL
STATEMENTS
-
-
-
-
-
-
-
-
1
2
3
4
5
625
26
27
28
-
-
2930
31
31
  • 2 -
Business
3. Information of investment 52 31
from Mainland China
4. Information of Major 52 31
Shareholders
(14) Operating Segments 5253 32
  • 3 -

Declaration of Consolidated Financial Statements of Affiliated Companies

The information of the companies that should be included when preparing the consolidated financial reports for the affiliated enterprises according to “Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises” and the companies that should be included when preparing the consolidated financial reports for the parent and subsidiary companies according to International Financial Reporting Standards No. 10 for the year ended December 31, 2020 (from Jan. 1, 2020 to Dec. 31, 2020) for our company are the same. The relevant information required to be disclosed on the consolidated financial reports of the affiliated company has been disclosed on the consolidated financial reports for the parent and subsidiary companies. Therefore, the consolidated financial reports won’t be prepared separately.

Company Name: Sanitar Co., Ltd.

Chairman: HSIAO, CHUN-XIANG

March 9, 2021

  • 4 -

Accountant's Audit Report

To Sanitar Co., Ltd.:

Audit opinion

I have audited the financial statements of Sanitar Co., Ltd. and Its Subsidiaries, which comprise the Consolidated Statements of Financial Position as of Dec. 31, 2020 and Dec. 31, 2019, the Consolidated Statement of Comprehensive Income from Jan. 1 to Dec. 31, 2020 and from Jan. 1 to Dec. 31, 2019, Consolidated Statement of Change in Equity, Consolidated Statement of Cash Flows, and Consolidated Financial Statement Notes (including a summary of significant accounting policies).

In my opinion, the accompanying consolidated financial statements are properly drawn up in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), International Financial Reporting Interpretations Committee (IFRIC), and Standing Interpretations Committee (SIC) (hereinafter referred to as IFRSs) rec ognized and announced effectiveness by Financial Supervisory Commission (hereinafter referred to as FSC) so as to give a true and fair view of the consolidated financial position of the Sanitar Co., Ltd. and Its Subsidiaries as of December 2020 and 2019 and of the financial performance, changes in equity and cash flows of Sanitar Co., Ltd. and Its Subsidiaries from January 1 to December 31, 2020 and 2019.

Basis for audit opinion

I conducted my audit in accordance with Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and Generally Accepted Auditing Standards. My responsibilities under those standards are further described in the 'Accountant's responsibilities for the audit

  • 5 -

of the financial statements' section of our report. I am independent of Sanitar Co., Ltd. and Its Subsidiaries in accordance with the Accounting and Corporate Regulatory Authority Code of Professional Conduct and Ethics for Public Accountants and Accounting Entities, and I have fulfilled my other ethical responsibilities in accordance with these requirements. I believe that the audit evidence I have obtained is sufficient and appropriate to provide a basis for my opinion.

Key Audit Matter

The key auditing matter is which that, in my professional judgment, is most significant to my review of the Consolidated Financial Statements of Sanitar Co., Ltd. and Its Subsidiaries for 2020. Such matter has been considered in the process of examining the consolidated financial statements taken as a whole and forming an opinion thereon, and I do not express an opinion on the matter individually.

The following is the description of the key audit matter in the Consolidated Financial Statements of Sanitar Co., Ltd. and Its Subsidiaries for 2020:

Key Audit Matter: Authenticity in Sales to Specific Customers

Due to the significant audit risk associated with the revenue recognition under auditing standards, Sanitar Co., Ltd. and Its Subsidiaries are mainly dealing with distributors and have added significant sales from specific non-distributor customers, therefore, based on the consideration of the materiality of the financial statements, the authenticity in sales revenue from specific customers with high order amounts and significant new sales in the current year is considered as a key audit matter. Please refer to Notes 4 (11) and 20 to the Parent Company Only Financial Statements.

In connection with the above key matter, I conducted the following princip al audit procedures:

  1. To understand, evaluate and test the effectiveness of the design and implementation of the internal control system related to revenue recognition.

  2. To obtain a detailed sales breakdown from specific customers in fiscal 2020, verify the original orders, delivery notes, invoices and other related documents of the relevant transactions, and verify with the recorded amounts to confirm the authenticity of the revenues.

  3. 6 -

  4. To obtain a breakdown of subsequent sales returns from specific customers, verify the related documents and examine the reasonableness of the returns.

Other Matters

Sanitar Co., Ltd. has prepared its Parent Company Only Financial Statements for the years ended December 31, 2020 and 2019, and I have provided my unqualified opinion on those statements for reference.

Responsibilities of management and directors for the consolidated financial statements

Management is responsible for the preparation of financial statements that give a true and fair view in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IFRSs recognized and announced effectiveness by FSC, and for devising and maintaining a system of internal accounting controls sufficient to provide a reasonable assurance that assets are safeguarded against loss from unauthorized use or disposition.

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

The responsibilities of the governing body (including supervisors) include overseeing the financial reporting process of Sanitar Co., Ltd. and Its Subsidiaries

  • 7 -

Auditors’ responsibilities for the audit of the consolidated financial

statements

My 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 my opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with GAAS 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 in the basis of these consolidated financial statements.

As part of an audit in accordance with GAAS, I exercise professional judgment and maintain professional skepticism throughout the audit. I 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 audit opinions. Because fraud may be related to conspiracy, forgery, deliberate omission, false statement or breach of internal control, the risk of a material misstatement caused by fraud which is not identified is higher than the risk of a material misstatement caused by any error.

  2. Obtain an understanding of internal controls 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 internal control effectiveness of Sanitar Co., Ltd. and Its Subsidiaries.

  3. Assess the appropriateness of management’s use of accounting policies and the reasonability of the accounting estimate and relevant disclosure.

  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 ability of Sanitar Co., Ltd. and Its Subsidiaries to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the consolidated financial statements or, if such

  5. 8 -

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 Sanitar Co., Ltd. and Its Subsidiaries to cease to continue as a going concern.

  1. Evaluate the overall presentation, structure and content of the consolidated financial statements (including the relevant notes), and whether the consolidated financial statements represent the underlying trans actions and events in a manner that achieves fair presentation.

  2. I have obtained sufficient and appropriate evidence to audit the consolidated financial information of Sanitar Co., Ltd. and Its Subsidiaries to express an opinion on the Consolidated Financial Statements. I am responsible for the guidance, supervision and execution of the audit and for forming an audit opinion on Sanitar Co., Ltd. and Its Subsidiaries.

I communicate with the governing body regarding, among other matters, the planned scope and timing of the audit and significant audit findings (including any significant deficiencies in internal controls that we identify during our audit).

I have also provided the governing body with a statement that the independence-regulated personnel of the firm to which I am affiliated have complied with the Code of Ethics for Professional Accountants with respect to independence and communicate with the governing body about all relationships and other matters (including related protective measures) th at may be considered to affect the accountant's independence.

I have determined the key audit matter for the audit of the Consolidated Financial Statements of Sanitar Co., Ltd. and Its Subsidiaries for the year ended December 31, 2020 from the communications I have had with the governing body. I identified such matter in my auditor's report, except for those matters that are not permitted by law to be disclosed publicly or, in the rarest of circumstances, I decided not to communicate those matters in my auditor's report because I reasonably could expect the negative effect of such communication to outweigh the public interest.

  • 9 -

Deloitte & Touche Accountant SU, YU-XIU Accountant WENG, BO-REN

FSC Approval Number: Jin-Guan-Zheng-Shen-Zi No.1040024195

FSC Approval Number: Jin-Guan-Zheng-Shen-Zi No. 1010028123

March 9, 2021

  • 10 -

Sanitar Co., Ltd. and Its Subsidiaries

Consolidated Statement of Financial Position

Dec. 31, 2020 & 2019

Code

1100
1136
1150
1170
1180
1200
1210
1220
130X
1419
1421
1479
11XX

1517
1600
1755
1780
1840
1915
1920
1990
15XX
1XXX

Code

2100
2130
2170
2200
2230
2280
2399
21XX

2570
2580
2645
25XX
2XXX

3110
3200
3310
3320
3350
3300
3400
3500
31XX
36XX

3XXX
Assets
Current assets
Cash and cash equivalents (Note IV, VI and XXV)
Financial assets measured at amortized cost – current (Note IV, VIII and
XXV)
Notes receivable, net (Note IV, IX and XXV)
Net value of accounts receivable (Note IV, IX, XX and XXV)
Accounts receivableRelated parties, net (Note IV, IX, XX, XXV and
XXVI)
Other accounts receivable (Note IV and XXV)
Other accounts receivableRelated parties (Note XXV and XXVI)
Income tax assets in the current period (Note XXII)
Inventory (Note IV, X and XXVII)
Other prepaid expenses
Prepayments for goods
Other current assetsother (Note XV)
Total of current assets
Non-current assets
Financial assets measured at fair value through other comprehensive
income - non-current (Note IV, VII and XXV)
Property, plant and equipment (Note IV, XII, XXVII and XXVIII)
Right-of-use assets (Note IV and XIII)
Intangible assets (Note IV and XIV)
Deferred income tax assets (Note IV and XXII)
Prepayments for business facilities (Note XXVIII)
Refundable deposits
Other non-current assetsother (Note XV)
Total of non-current assets
Total assets
Liabilities and Equity
Current liabilities
Short-term loans (Note XVI and XXV)
Contract liabilities - current (Note IV and XX)
Accounts payable (Note XVII and XXV)
Other payables (Note XVIII and XXV)
Current income tax liabilities (Note IV, XX and XXV)
Lease liabilities - current (Note IV and XIII)
Other current liabilitiesother (Note XXV)
Total of current liability
Non-current liabilities
Deferred income tax liabilities (Note IV and XXII)
Lease liabilities - non-current (Note IV and XIII)
Deposits received
Total of non-current liability
Total liability
Equity attributable to the owners of the Company (Note IV, XIX and XXII)
Share capital
Common shares
Additional paid-in capital
Retained earnings
Legal reserve
Special reserve
Unappropriated retained earnings
Total retained earnings
Other equity
Treasury shares
Total liabilities of the owners of the Company
Non-controlling interests
Total liabilities
Total of liability and equity
Dec. 31,2020 %
6
2
1
9
-
-
-
-
26
-
1
1
46
-
43
5
-
3
2
-
1
54
100
14
-
3
4
2
1
-
24
7
2
-
9
33
29
11
9
6
22
37
9
)
1
)
67
-
67
100
Unit: NT$ thousands
Dec. 31,2019
Unit: NT$ thousands
Dec. 31,2019
Unit: NT$ thousands
Dec. 31,2019
Amount
$ 164,816
56,199
13,804
226,984
4,201
2,257
5
-
652,151
9,505
30,751
12,510
1,173,183
262
1,096,721
136,307
5,474
63,646
45,474
7,754
20,192
1,375,830
$ 2,549,013
$ 344,442
5,412
70,200
107,290
51,373
12,919
8,404
600,040
170,786
62,402
258
233,446
833,486
726,000
277,452
220,568
166,030
565,898
952,496
237,459
)
15,674
)
1,702,815
12,712
1,715,527
$ 2,549,013
Amount
$ 238,566
46,888
14,519
226,806
3,419
2,836
5
7,486
512,549
7,824
7,484
7,043
1,075,425
-
1,189,276
146,625
6,634
46,335
41,565
7,119
15,026
1,452,580
$ 2,528,005
$ 346,140
8,714
91,510
113,451
16,409
14,915
3,451
594,590
176,566
63,316
276
240,158
834,748
726,000
277,452
202,583
146,675
506,566
855,824
166,030
)
-
1,693,246
11
1,693,257
$ 2,528,005
%
















(
(
















(
(


















(

















(



10
2
1
9
-
-
-
-
20
1
-
-
43
-
47
6
-
2
2
-
-
57
100
14
-
4
4
1
1
-
24
7
2
-
9
33
29
11
8
6
20
34
7
)
-
67
-
67
100

The notes attached are part of the consolidated financial report.

Chairperson: HSIAO, CHUN-XIANG

Manager: CHEN, WEI-CHIH

Accounting Supervisor:CHEN, YU-CHUAN

  • 11 -

Sanitar Co., Ltd. and Its Subsidiaries

Consolidated Statement of Comprehensive Income

From Jan. 1 to Dec. 31, 2020 and from Jan. 1 to Dec. 31, 2019

Unit: NT$ thousands Except the earnings per share are in NT$

Code
Operating revenue (Note IV, XX
and XXVI)
4110
Sales revenue

4170
Sales return

4190
Sales allowances

4800
Other operating revenue

4000
Total operating
revenue
Operating costs (Note X and
XXI)
5110
Cost of sales

5800
Other operating costs

5000
Total operating costs

5900
Gross operating profit

Operating expenses (Note XXI)
6100
Marketing expenses

6200
Management expenses

6300
R&D expenses

6450
Expected credit losses

6000
Total operating
expenses
6500
Other income and expenses, net
(Note XXI)
6900
Net operating profit

Non-operating income and
expenses (Note IV)
7100
Interest income
7110
Rental income
7190
Other income
7230
Foreign exchange gain
7510
Interest expense

7590
Miscellaneous expenses

7000
Non-operating Total
income and
expenses
2020 %
102
(
1 )
(
2 )

1

100

(
66 )
(
2
)
(
68
)

32

(
11 )
(
8 )
(
1 )

-

(
20
)

-


12


-

-

-

-

-

-


-
2019
Amount
$ 2,347,987
(
9,273 )
(
46,362 )

14,169


2,306,521

(
1,522,765 )
(
49,588
)
(
1,572,353
)

734,168


(
255,241 )
(
169,215 )
(
17,706 )
(
2,329
)
(
444,491
)
(
631
)

289,046

4,779
530
1,733
1,740
(
8,125 )
(
128
)

529
Amount
$ 2,389,950
(
28,829 )
(
38,285 )

12,090


2,334,926

(
1,588,252 )
(
44,991
)
(
1,633,243
)

701,683

(
270,248 )
(
165,849 )
(
17,223 )
(
1,860
)
(
455,180
)

210


246,713


4,654

2,286

1,261

2,035
(
8,067 )
(
3,339
)
(
1,170
)
%
102
(
1 )
(
2 )

1
100
(
68 )
(
2
)
(
70
)

30
(
11 )
(
7 )
(
1 )

-
(
19
)

-

11

-

-

-

-

-

-

-

(Continued on the next page)

  • 12 -

(Continued from the previous page)

C o d e

7900
Net income before tax

7950
Income tax expense (Note IV
and XXII)
8000
Net income in the term

Other comprehensive income
(Note IV, XIX and XXII)
Items that will not be
reclassified to profit or
loss:
8316
Investment in equity
instruments
measured at
Unrealized gains or
losses measured at
FVTOCI
8360
Items that may be
reclassified subsequently
to profit or loss:
8361
Exchange differences
on translation of
foreign financial
statements
8399
income tax related to
the items that may
be reclassified
8300
Other comprehensive
income in the term
(net value after tax)
8500
Total comprehensive income in
the term
Net income attributable to:
8610
The owners of the Company
8620
Non-controlling interests

8600

The total comprehensive income
attributed to:
8710
The owners of the Company
8720
Non-controlling interests

8700

Earnings per share (Note XXIII)
9750
Basic

9850
Diluted
2020
A
m
o
u
n
t
$ 289,575
(
69,519
)

220,056

(
2,738 )
(
85,866 )

17,173

(
71,431
)
$ 148,625

$ 220,092
(
36
)
$ 220,056

$ 148,663
(
38
)
$ 148,625


$ 3.04

$ 3.03
  • 13 -

The notes attached are part of the consolidated financial report.

Chairperson: HSIAO, CHUN-XIANG

Manager: CHEN, WEI-CHIH Accounting Supervisor:CHEN, YU-CHUAN

  • 14 -


C o d e
A1
Balance as of Jan. 1, 2019
Appropriation and distribution of
earnings in 2018
B1
Legal reserve
B3
Special reserve
B5
Cash dividends for the
shareholders of the
Company
D1
Net income for 2019
D3
Other comprehensive income after
tax, 2019
D5
The total comprehensive income in
2019
Z1
Balance as of Dec. 31, 2019
Appropriation and distribution of
earnings in 2019
B1
Legal reserve
B3
Special reserve
B5
Cash dividends for the
shareholders of the
Company
O1
Cash dividends for shareholders
D1
Net income for 2020
D3
Other comprehensive income after
tax, 2020
D5
The total comprehensive income in
2020
E1
Cash capital increase

L1
Purchase of treasury shares

Z1
Balance as of Dec. 31, 2020
E
q
u
i
t
y
a
t
t
Sanitar Co., Ltd. and Its Subsidiaries
Consolidated Statement of Change in Equity
From Jan. 1 to Dec. 31, 2020 and from Jan. 1 to Dec. 31, 2019
r
i
b
u
t
a
b
l
e
t
o
t
h
e
o
w
n
e
r
s
Sanitar Co., Ltd. and Its Subsidiaries
Consolidated Statement of Change in Equity
From Jan. 1 to Dec. 31, 2020 and from Jan. 1 to Dec. 31, 2019
r
i
b
u
t
a
b
l
e
t
o
t
h
e
o
w
n
e
r
s
Sanitar Co., Ltd. and Its Subsidiaries
Consolidated Statement of Change in Equity
From Jan. 1 to Dec. 31, 2020 and from Jan. 1 to Dec. 31, 2019
r
i
b
u
t
a
b
l
e
t
o
t
h
e
o
w
n
e
r
s
Sanitar Co., Ltd. and Its Subsidiaries
Consolidated Statement of Change in Equity
From Jan. 1 to Dec. 31, 2020 and from Jan. 1 to Dec. 31, 2019
r
i
b
u
t
a
b
l
e
t
o
t
h
e
o
w
n
e
r
s
Sanitar Co., Ltd. and Its Subsidiaries
Consolidated Statement of Change in Equity
From Jan. 1 to Dec. 31, 2020 and from Jan. 1 to Dec. 31, 2019
r
i
b
u
t
a
b
l
e
t
o
t
h
e
o
w
n
e
r
s
o
f
t
h
e
C
o
m
p
a
n
y
Total
$ 1,699,730

-
-

166,980 )
179,851

19,355
)
160,496

1,693,246
-
-

123,420 )
-

220,092


71,429
)
148,663

-


15,674
)
$ 1,702,815
Unit: NT$ thousands
Non-controlling
interests
Total equity
$ 10
$ 1,699,740
-
-
-
-

-
(
166,980 )
1
179,852

-
(
19,355
)

1

160,497
11
1,693,257
-
-
-
-

-
(
123,420 )
(
1 ) (
1 )
(
36 )
220,056
(
2
) (
71,431
)
(
38
)
148,625

12,740

12,740

-
(
15,674
)
$ 12,712
$ 1,715,527
Unit: NT$ thousands
Non-controlling
interests
Total equity
$ 10
$ 1,699,740
-
-
-
-

-
(
166,980 )
1
179,852

-
(
19,355
)

1

160,497
11
1,693,257
-
-
-
-

-
(
123,420 )
(
1 ) (
1 )
(
36 )
220,056
(
2
) (
71,431
)
(
38
)
148,625

12,740

12,740

-
(
15,674
)
$ 12,712
$ 1,715,527
Unit: NT$ thousands
Non-controlling
interests
Total equity
$ 10
$ 1,699,740
-
-
-
-

-
(
166,980 )
1
179,852

-
(
19,355
)

1

160,497
11
1,693,257
-
-
-
-

-
(
123,420 )
(
1 ) (
1 )
(
36 )
220,056
(
2
) (
71,431
)
(
38
)
148,625

12,740

12,740

-
(
15,674
)
$ 12,712
$ 1,715,527
S h a r e
c a p i t a l
A m o u n t
$ 726,000

-
-
-
-

-


-

726,000
-
-
-
-
-

-


-


-


-

$ 726,000

A d d i t i o n a l
paid-in capital
$ 277,452

-
-
-
-

-


-

277,452
-
-
-
-
-

-


-


-


-

$ 277,452
R
e
t
a
i
n
e
d
e
a
r


n
i
n
g
s

Unappropriated
retained
earnings
$ 514,876

(
25,401 )

4,220
(
166,980 )
179,851

-


179,851

506,566

(
17,985 )
(
19,355 )
(
123,420 )
-
220,092

-


220,092


-


-

$ 565,898
O
t
h
e
r
e
q
u
i
t
y
Unrealized gains
or losses on
financial assets
at fair value
through other
comprehensive
income

$ -

-
-
-
-

-


-


-
-
-
-
-
-
(
2,738
)
(
2,738
)

-


-

($ 2,738
)
Treasuryshares
$ -

-
-
-

-

-


-

-

-
-
-

-
-

-


-


-

(
15,674
)
($ 15,674
)
Exchange
difference arising
from translation of
foreign operation
financial
statements
( $ 146,675 )

-
-

-
-
(
19,355
)
(
19,355
)
(
166,030 )

-

-

-
-
-
(
68,691
)
(
68,691
)

-


-

($ 234,721
)
N u m b e r o f
shares (1,000
s h a r e s )
72,600

-
-
-
-

-


-

72,600
-
-
-
-
-

-


-


-


-


72,600
Legal reserve
$ 177,182

25,401
-

-
-

-


-

202,583
17,985
-
-
-
-

-


-


-


-

$ 220,568
Special reserve
$ 150,895

-

(
4,220 )
-

-

-


-

146,675
-

19,355

-

-
-

-


-


-


-

$ 166,030




























(







(

(


(
(
(




(


(
(
(



(
(


(




(
(


(






(
(

(
(


(
(


(





(
(
(
(



(
(


(
(

(


(
$ 1,699,740
-
-

166,980 )
179,852

19,355
)
160,497
1,693,257
-
-

123,420 )

1 )

220,056

71,431
)
148,625
12,740

15,674
)
$ 1,715,527

Unit: NT$ thousands

  • 15 -

The notes attached are part of the consolidated financial report.

Chairperson: HSIAO, CHUN-XIANG

Manager: CHEN, WEI-CHIH

Accounting Supervisor:CHEN, YU-CHUAN

  • 16 -

Sanitar Co., Ltd. and Its Subsidiaries

Consolidated Statement of Cash Flows

From Jan. 1 to Dec. 31, 2020 and from Jan. 1 to Dec. 31, 2019

Unit: NT$ thousands

Code
Cash flow from operating activities
A10000
Net income before tax in the term

A20010
Income charges (credits)
A20100
Depreciation expense
A20200
Amortization expense
A20300
Expected credit losses
A20900
Interest expense
A21200
Interest income

A22500
Net income from the disposal
and obsolescence of property,
plant and equipment
A23700
Loss for market price decline and
obsolete
and
slow-moving
inventory
A23800
Gains
on
inventory
value
recoveries
A29900
Profit from lease modification

A30000
Net changes in operating assets and
liabilities
A31130
Notes receivable
A31150
Accounts receivable

A31160
Accounts receivable Related
parties
A31180
Other receivables
A31190
Other
receivables

related
parties
A31200
Inventory

A31220
Other prepaid expenses

A31230
Prepayments

A31240
Other current assets

A32125
Contract liabilities - current

A32150
Accounts payable

A32180
Other payables

A32230
Other current liabilities

A33000
Cash from operating activities
A33100
Interests received
A33300
Interests paid

A33500
Income tax paid

AAAA
Net cash inflow from operating
activities
2020
$ 289,575

107,789
2,004
2,329
8,125
(
4,779 )

(
91 )

2,427
-

(
244 )
715
(
2,512 )

(
782 )

580

-

(
142,029 )
(
1,681 )
(
23,267 )

(
5,467 )
(
3,302 )
(
21,310 )

(
5,904 )


4,953

207,129
4,778
(
8,182 )

(
33,113
)


170,612
2019
$ 245,543
86,579
1,681
1,860
8,067
(
4,654 )
(
357 )
-
(
1,085 )
-
13,886
(
22,837 )
(
1,063 )
(
1,208 )
(
5 )
83,050
1,897
(
1,180 )
10,895
6,209
(
18,355 )
(
9,708 )

619
399,834
4,654
(
4,083 )
(
52,965
)

347,440
  • 17 -

(Continued on the next page)

  • 18 -

(Continued from the previous page)

Code
Cash flow from investing activities
B00010
Acquisition
of
financial
assets
measured at fair value through
other comprehensive income
B00040
Increase in financial assets measured
at amortized cost
B02700
Purchase of property, plant and
equipment
B02800
Price for the disposal of property,
plant and equipment
B03700
Increase in refundable deposits

B03800
Decrease in refundable deposits
B04500
Acquisition of intangible assets

B06700
Increase in other non-current assets

B07100
Increase in prepayments for business
facilities
BBBB
Net cash outflow from investing
activities
Cash flow from financing activities
C00100
Increase in short-term loans
C00200
Decrease in short-term loans

C03100
Return of deposits received
C04020
Repayment of lease principal

C04500
Payment of dividends for the owners
of the Company
C04900
Redemption cost for treasury shares

C05800
Payment
of
cash
dividends
for
non-controlling interests
C09900
Increase in non-controlling interests

CCCC
Net cash outflow from financing
activities
DDDD Effect of the changes in exchange rate on
cash and cash equivalents
EEEE
Increase (decrease) in cash and cash
equivalents
E00100 Beginning balance of cash and cash
equivalents
E00200 Ending
balance
of
cash
and
cash
equivalents
2020
( $ 3,000 )

(
9,311 )

(
38,484 )

348
(
875 )

240
(
1,197 )

(
5,166 )

(
4,676
)

(
62,121
)

523,302
(
525,000 )
-

(
15,747 )

(
123,420 )

(
15,674 )
(
1 )

12,740

(
143,800
)

(
38,441
)

(
73,750 )

238,566

$ 164,816
2019
$ -
(
31,148 )
(
164,355 )
492
(
1,924 )
-
(
5,431 )
(
5,795 )
(
95,979
)
(
304,140
)
177,074
-
(
5 )
(
16,277 )
(
166,980 )
-
-

-
(
6,188
)
(
10,488
)
26,624

211,942
$ 238,566
  • 19 -

The notes attached are part of the consolidated financial report.

Chairperson: HSIAO, CHUN-XIANG

Manager: CHEN, WEI-CHIH Accounting Supervisor:CHEN, YU-CHUAN

  • 20 -

Sanitar Co., Ltd. and Its Subsidiaries

Consolidated Financial Statement Notes

From Jan. 1 to Dec. 31, 2020 and from Jan. 1 to Dec. 31, 2019

(Unless otherwise specified, the basic unit for any amount shall be NT$ 1,000.)

I. Company history

Sanitar Co., Ltd. (hereinafter referred to as "the Company") was established in 1985 as Lian Tuo Co., Ltd. as a porcelain sanitary ware manufacturer and distributor, and was reorganized as San Yu Co., Ltd. on January 26, 1988. The Company was renamed Sanitar Co., Ltd. in 2003 and is mainly engaged in the sales of bathing equipment such as bathtubs, toilets, and copper water supply fittings.

In August 2011, the Company was approved by the Taipei Exchange (TPEx) to trade on the emerging stock market and has been listed and traded on the Taiwan Stock Exchange (TWSE) since October 24, 2013.

The consolidated financial reports were expressed with the functional currency, New Taiwan Dollar, adopted by the Company. II. The date when the financial reports were authorized for issue and the process involved

The consolidated financial reports were approved by Board of Directors on March 9, 2021.

III. Applicability of new issuing & revised standards and interpretation

  • (1) First-time application of IFRSs recognized and announced effectiveness by FSC.

Except for the following statements, the application of IFRSs that are recognized and announced as effective by Financial Supervisory won’t cause any major changes to the accounting policies of the Consolidated Company:

Amendments to IAS 1 and IAS 8 —Definition of Material

The amendment applied to the Consolidated Company from January 1, 2020, switching to ''it could reasonably be expected to influence users'' as the materiality threshold and adjusting the disclosure in the consolidated financial statements to remove immaterial information that could obscure material information.

  • 21 -

  • (2) IFRSs recognized by the Financial Supervisory Commission ("FSC")

  • applicable in 2021

New/amended/revised standards and interpretations Amendments to IFRS 4 "Extension of Temporary Exemption from Applying IFRS 9 Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16 "Interest Rate Benchmark Reform - Phase II”

Amendments to IFRS 16 “Covid-19 Related Rent Concessions”

Effective date published by IASB

Effective from the date of publication Effective for annual reporting periods beginning on or after January 1, 2021 Effective for annual reporting periods beginning on or after June 1, 2020

Amendments to IFRS 16 “Covid-19 Related Rent Concessions”

The amendment to IFRS 16, "Covid-19 Related Rent Concessions," provides that if the Consolidated Company enters into a rental agreement with a lessor directly related to Covid-19, when certain conditions are met, the Consolidated Company may elect the practical expedient of recognizing a reduction in lease payments in profit or loss upon the occurrence of the concession and reducing the lease liability accordingly.

The Consolidated Company has not yet entered into any rental agreements in connection with the foregoing in 2020, but will elect to apply the foregoing if such agreements occur in 2021.

  • (3) IFRSs announced by IASB but have not been approved as effective by the FSC

Effective date published by New/amended/revised standards and interpretations IASB (Note 1) “Annual Improvements for 2018-2020” Jan. 1, 2022 (Note 2) Amendments to IFRS 3 “Updating a Reference to the Conceptual Framework” Jan. 1, 2022 (Note 3) Amendments to IFRS 10/IAS 28 “Sales or TBD Contributions of Assets Between an Investor and Its Associate/Joint Venture IFRS 17 “Insurance Contracts” Jan. 1, 2023 Amendments to IFRS 17 Jan. 1, 2023 Amendments to IAS 1 “Classification of Liabilities Jan. 1, 2023 as Current or Non-current” Amendments to IAS 1 “Disclosure of Accounting Jan. 1, 2023 (Note 6) Policies”

  • 22 -

Amendments to IAS 8 “Definition of Accounting Jan. 1, 2023 (Note 7) Estimates” Amendments to IAS 16 “Property, Plant and Jan. 1, 2022 (Note 4) Equipment: Proceeds before Intended Use” Amendments to IAS 37 “Onerous Contracts—Cost Jan. 1, 2022 (Note 5) of Fulfilling a Contract”

  • Note 1: Other than being special specified, the above new issued/ amended/ revised standards or interpretation will be effective from the fiscal year after the dates for above.

  • Note 2: The amendments to IFRS 9 apply to swaps or changes in the terms of financial liabilities occurring in annual reporting periods beginning after Jan. 1, 2022; the amendments to IAS 41 “Agriculture” apply to fair value measurements in annual reporting periods beginning after Jan. 1, 2022; and the amendments to IFRS 1 “First-time Adoption of IFRSs” apply retrospectively to annual reporting periods beginning after 1 January 2022. The amendment to IFRS 1 "First-time Adoption of IFRSs" apply retrospectively to annual reporting periods beginning on or after Jan. 1, 2022.

  • Note 3: The amendments apply to business combinations for which th e acquisition date begins on or after Jan. 1, 2022 in the annual reporting period.

  • Note 4: The amendments apply to the plant, property and equipment that will be in the location and condition necessary to achieve management's intended mode of operation beginning on or after Jan. 1, 2021.

  • Note 5: The amendments apply to contracts with all obligations outstanding as at Jan. 1, 2022.

  • Note 6: The amendments apply prospectively to annual reporting periods beginning on or after Jan. 1, 2023.

  • Note 7: The amendments apply to changes in accounting estimates and changes in accounting policies that occur in annual reporting periods beginning on or after Jan. 1, 2023.

  • Amendments to IFRS 10/IAS 28 “Sales or Contributions of Assets Between an Investor and Its Associate/Joint Venture

  • 23 -

The amendments provide that if the Consolidated Company sells or contributes assets to an associate/joint venture, or if the Consolidated Company loses control of a subsidiary but retains significant influence (or joint control) over the subsidiary, the Consolidated Company recognizes the full amount of the gain or loss arising from those transactions if the aforementioned assets or subsidiary meet the definition of ''business'' under IFRS 3 ''Business Combinations.”

Moreover, where the Consolidated Company sells or contributes assets to an associate/joint venture, or the Consolidated Company loses control of a subsidiary in a transaction with the associate/joint venture, but retains significant influence (or joint control) over the subsidiary, if the foregoing assets or subsidiary do not fall within the definition of "business" in IFRS 3, the Consolidated Company recognizes gains or losses arising from the transaction only to the extent that they are not related to the investor's interest in the associate/joint venture, I.e., the Consolidated Company's share of such gains or losses should be eliminated.

  1. Amendments to IAS 1 “Classification of Liabilities as Current or Non-current”

The amendments clarify that in determining whether a liability is classified as non-current, an assessment should be made as to whether the Consolidated Company has the right to defer settlement at the end of the reporting period until at least 12 months after the reporting period. If the Consolidated Company has such a right at the end of the reporting period, the liability is classified as non-current, regardless of whether the Consolidated Company expects to exercise the right. The amendments also clarify that if required to comply with certain conditions in order to have the right to defer settlement of its liabilities, the Consolidated Company must have followed the specified conditions as at the end of the reporting period, even if the lender

  • 24 -

tests whether the Consolidated Company has adhered to those conditions at a later date.

The amendments provide that for the purpose of liability classification, the aforementioned settlement means the extinguishment of a liability resulting from the transfer of cash, other economic resources or equity instruments of the Consolidated Company to the counterparty. However, if the terms of a liability may, at the option of the counterparty, result in the settlement of an equity instrument of the Consolidated Company, and if the option is separately recognized in equity in accordance with IAS 32 "Financial Instruments: Presentation," the foregoing terms do not affect the classification of the liability.

  1. Amendments to IAS 1 “Disclosure of Accounting Policies”

The amendments specify that the Consolidated Company shall determine the material accounting policy information to be disclosed based on the definition of material. Accounting policy information is material if it could reasonably be expected to influence the decisions that the primary users of general-purpose financial statements make on the basis of those financial statements. The amendments also clarify that:

  • (1) accounting policy information relating to immaterial transactions, other events or conditions is immaterial and that the Consolidated Company is not required to disclose such information.

  • (2) the Consolidated Company may judge relevant accounting policy information to be material because of the nature of the transactions, other events or conditions, even if the sums are not material.

  • (3) not all accounting policy information relating to significant transactions, other events or conditions is material.

  • In addition, the amendments cite examples of accounting

  • policy information that may be material if it relates to significant transactions, other events or conditions and if:

  • 25 -

  • (1) the Consolidated Company changes its accounting policy during the reporting period and the change results in a material change in financial statement information;

  • (2) the Consolidated Company selects its applicable accounting policy from the options permitted by the standard;

  • (3) the Consolidated Company, due to the absence of a specific standard, establishes an accounting policy pursuant to IAS 8 "Accounting Policies, Changes in Accounting Estimates and Errors";

  • (4) the Consolidated Company discloses a relevant accounting policy that requires the application of significant judgement or assumptions; or

(5) involve complex accounting requirements and users of the financial statements rely on such information to understand those significant transactions, other events or conditions.

  1. Amendments to IAS 8 “Definition of Accounting Estimates”

The amendments expressly state that the accounting estimates represent the monetary amounts in the financial statements that are subject to measurement uncertainty. In applying accounting policies, the Consolidated Company may need to measure items in the financial statements using monetary amounts that are not directly observable but must be estimated, and therefore measurement techniques and inputs are used to create accounting estimates for this purpose. The effect of changes in measurement techniques or inputs on accounting estimates that are not corrections of prior period errors are accounted for as changes in accounting estimates.

In addition to the impact described above, the Consolidated Company is continuing to evaluate the impact of amendments to other standards and interpretations on its financial position and financial performance as of the date of adoption and publication of these consolidated financial statements, which will be disclosed when the evaluation is completed.

IV. Summary and explanation of important accounting policies

  • 26 -

(1) Compliance statement

This consolidated financial report is prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the IFRS approved by the FSC.

(2) Basis of preparation

Except for the financial instruments evaluated at the fair price, the consolidated financial reports were prepared according to the historical costs.

Fair value measurement can be classified as level 1 to level 3 according to the observable degrees and importance of the relevant input values:

  1. Level 1 input value: It refers to the quoted price at the active market on the same asset or liability available on the measurement day (unadjusted).

  2. Level 2 input value: It refers to the direct (that is the price) or indirect (inferred from the price) observable input values on asset or liability other than the level 1 quoted price.

  3. Level 3 input value: Unobservable input value of asset or liability.

  4. (3) Standard in determining whether the asset or liability are current or

  5. non-current

Current assets include:

  1. Assets held mainly for transaction purposes;

  2. Assets to be realized within 12 months of the asset balance sheet; and

  3. Cash and cash equivalents (but not including cash used to exchange or clear liability within 12 months of the asset balance sheet).

Current liabilities include:

  1. Liabilities held mainly for transaction purposes;

  2. Liabilities due for payment within 12 months after the balance sheet date (a liability with long-term refinancing done or payment agreement rearranged also belongs to the current liabilities); and

  3. The business entity does not have an unconditional right to defer settlement of the liability for at least 12 months after the balance

  4. 27 -

sheet date. However, where the terms of the liabilities may, at the option of the counterparty, lead to the settlement by issuing an instrument of equity, the classification will not be affected. Assets or liabilities not classified within the above definitions will be classified as non-current assets and liabilities.

  • (4) Consolidation basis

The consolidated financial reports include the financial reports of the Company’s and the individual entity (subsidiary company) that is controlled by the Company. The subsidiary company’s financial reports have been adjusted to be consistent with its accounting policies and the accounting policies for the Consolidated Company. When preparing the consolidated financial reports, the transaction, account balance, income and expense among each individual have been eliminated. The total comprehensive income of the subsidiary company is attributing to the owners of the company and non-controlling interests even though the non-controlling interests become balance account of loss. The total comprehensive income of the subsidiary company belongs to the owner of the Company and non-controlling equity, even though it may cause the non-controlling equity to become the balance of total loss.

For details, shareholding ratio, and business items of the subsidiary, please refer to Note 11 and Schedule 4.

  • (5) Foreign currency

When financial reports are prepared by each company, currency (foreign currency) other than individual functional currencies used for transactions is translated into a functional currency record at the exchange rate on the trading day.

Foreign currency monetary items are translated at the closing rate on each balance sheet date. The exchange difference arising from the delivery of monetary items or the conversion of monetary items should be recognized in profit or loss in the current year.

The foreign currency non-monetary items measured at fair value are translated at the exchange rate of the day on which the fair value is determined. The resulting exchange differences are recognized in profit or loss of the year. However, when the change in fair value is

  • 28 -

recognized in other comprehensive income, the exchange differences arising therefrom should be recognized in other comprehensive income. Foreign currency non-monetary items as measured at historical cost are translated at the exchange rate of the trading day and are not retranslated.

In preparing the consolidated financial statements, the assets and liabilities of foreign operators (including subsidiaries that operate in countries or currencies different from those of the Company) are translated into New Taiwan dollars at the exchange rate at each balance sheet date. Income and expense items are translated at average exchange rates for the period, with the resulting exchange differences included in other comprehensive income and attributed to the Company's owners and non-controlling interests, respectively.

  • (6) Inventory

Inventory includes raw materials, supplies, work in process, finished goods and merchandise inventory and is to be assessed by the cost and market value, except for inventory of same kind, the separate items shall be listed individually. The calculation of market value is the sales price minus the cost and the cost of inventory is calculated by weighted average method.

  • (7) Property, plant and equipment

Property, plant, and equipment are recognized by cost, and then measured by cost less accumulated depreciation and accumulated impairment loss.

Property, plant and equipment under construction are recognized at cost less accumulated impairment losses. Cost includes fees for professional services and borrowing costs eligible for capitalization. These assets are classified into the appropriate categories of property, plant and equipment and depreciation commences when they are completed and in their intended state of use.

The property, plant, and equipment are depreciated separately for each major part by the straight-line basis method over the life of service. The Consolidated Company reviews the estimated useful lives,

  • 29 -

residual values and depreciation methods at least at each year-end and defers the effect of changes in applicable accounting estimates.

The difference between the net disposal proceeds and the carrying amount of the asset is recognized in profit or loss when property, plant, and equipment are derecognized.

  • (8) Intangible assets

  • Acquired separately

Intangible assets with limited duration acquired separately were initially measured at cost and subsequently at cost less accumulated amortization and accumulated impairment losses. Intangible assets are amortized over their useful lives on a straight-line basis and the estimated useful lives, residual values and amortization method are reviewed at least at each year-end and the effect of changes in applicable accounting estimates is deferred. Intangible assets with indefinite useful lives are stated at cost less accumulated impairment losses.

  1. Derecognition

The difference between the net disposal proceeds and the carrying amount of the asset is recognized in profit or loss of the year when intangible assets are derecognized.

  • (9) Impairment of property, plant and equipment, right-of-use assets and intangible assets

The Consolidated Company assesses at each balance sheet date whether there is any indication that property, plant and equipment, right-of-use assets and intangible assets may have been impaired. If any sign of impairment exists, the recoverable amount of the asset is estimated. If it is impossible to estimate the recoverable amount of an individual asset, the Consolidated Company estimates the recoverable amount of the asset at the cash generating unit. Corporate assets are allocated to the smallest groups of cash-generating unit on a reasonable and consistent basis.

Intangible assets with indefinite useful lives and not yet available for use are tested for impairment at least annually and whenever there is an indication of impairment.

  • 30 -

The recoverable amount is the higher fair value less selling cost and use value. If the recoverable amount of an individual asset or cash generating unit is less than its carrying amount, the carrying amount of the asset or cash generating unit shall be reduced to its recoverable amount, with the impairment loss recognized in profit or loss.

When the following recoverable amount increases, the carrying amount of the asset or cash generating unit increases to the amount that can be recovered after the revision. However, the increased carrying amount shall not exceed that (minus amortization or depreciation) determined by the asset or cash generating unit where the impairment loss was not recognized in the previous year. The reversal of impairment loss is recognized in profit or loss.

  • (10) Financial instruments

Financial assets and financial liabilities are recognized in the Consolidated Statement of Financial Position when the Consolidated Company becomes a party to the contractual provisions of the instrument.

On initial recognition, financial assets and financial liabilities that are not measured at fair value through profit or loss are measured at fair value plus transaction costs that are directly attributable to the acquisition or issuance of the financial assets or financial liabilities. Transaction costs directly attributable to the acquisition or issue of financial assets or financial liabilities measured at fair value through profit or loss are recognized immediately in profit or loss.

  1. Financial assets

The transaction practice of the financial assets adopts accounting recognition and de-recognition on the transaction day. (1) Measurement types

The types of financial assets held by the Consolidated Company are equity instruments measured at fair value through other comprehensive income and financial assets measured at amortized cost.

  • A. Financial assets measured at amortized cost

  • 31 -

The Consolidated Company's investments in financial assets are classified as financial assets carried at amortized cost if both of the following conditions are met:

  • a. they are held within an operating model whose objective is to hold the financial assets to collect the contractual cash flows; and

  • b. the contractual terms give rise to cash flows at a specific date, which are solely payments of principal and interest on the principal amount outstanding.

Financial assets measured at amortized cost (including cash and cash equivalents, notes receivable, accounts receivable and other receivables measured at amortized cost) are measured at amortized cost using the effective interest method to determine the total carrying amount less any impairment loss after initial recognition, with any foreign currency exchange gain or loss recognized in profit or loss.

Interest income is calculated by multiplying the effective interest rate by the total carrying amount of the financial assets, except in the following two cases:

  • a. Interest income on credit-impaired financial assets acquired or created is calculated by multiplying the credit-adjusted effective interest rate by the amortized cost of the financial assets.

  • b. Interest income is calculated by multiplying the effective interest rate by the amortized cost of the financial asset for financial assets that are not acquired or originated as credit-impaired but subsequently become credit-impaired.

  • Credit-impaired financial assets are those for which

  • the issuer or the debtor has experienced significant financial difficulty, default, a probability that the debtor may declare bankruptcy or other financial reorganization,

  • 32 -

or the disappearance of an active market for the financial asset as a result of financial difficulty.

  • 33 -

Cash equivalents include time deposits that are highly liquid, readily convertible into known amounts of cash and subject to a low risk of changes in value within 3 months from the date of acquisition, and are used to meet short-term cash commitments.

  • B. Investments in equity instruments measured at fair value

through other comprehensive income

At initial recognition, the Consolidated Company has an irrevocable option to designate investments in equity instruments that are not held for trading and for which there is contingent consideration recognized by the acquirer of the business combination to be measured at fair value through other comprehensive income.

Investments in equity instruments measured at fair value through other comprehensive income are measured at fair value, with subsequent changes in fair value reported in other comprehensive income and accumulated in other equity. On disposal of investments, the cumulative gain or loss is transferred directly to retained earnings and is not reclassified to profit or loss.

Dividends on investments in equity instruments measured at fair value through other comprehensive income are recognized in profit or loss when the right to receive payments from the Consolidated Company is established, unless it is clear that the dividend represents a partial recovery of the cost of the investment.

(2) The impairment of financial assets

The Consolidated Company assesses financial assets (including notes receivable, accounts receivable and other receivables) measured at amortized cost at each balance sheet date based on expected credit losses.

Accounts receivable are recognized as an allowance for loss based on expected credit losses during the period of duration. Other financial assets are first evaluated to

  • 34 -

determine whether there is a significant increase in credit risk since initial recognition. If not, they are recognized as an allowance for loss based on expected credit losses over 12 months, and if so, based on expected credit losses over the duration period.

Expected credit losses are the average credit losses weighted by the risk of default. The 12-month expected credit loss represents the expected credit loss arising from default events on a financial instrument that are possible withi n the 12 months after the reporting date, while the expected credit loss over the life of the instrument represents the expected credit loss resulting from all default events on a financial instrument that are possible over the expected life.

  • 35 -

For internal credit risk management purposes, the Company determines, without regard to the collateral held, that a default on a financial asset has occurred if:

  • A. there is internal or external information indicating that the debtor is unlikely to meet its obligations.

  • B. it is more than a certain number of days past due, unless there is reasonable and supportable information indicating that a deferred default basis is more appropriate.

All impairment losses on financial assets are reversed through an allowance account and do not reduce the carrying amount of the financial assets.

  • (3) Derecognition of financial assets

The Company derecognizes financial assets only when the contractual rights to the cash flows from the financial assets have lapsed or when the financial assets have been transferred and substantially all the risks and rewards of ownership of the assets have been transferred to other enterprises.

When financial assets are derecognized in their entirety at amortized cost, the difference between the carrying amount and the consideration received is recognized in profit or loss.

When investments in equity instruments measured at fair value through other comprehensive income are derecognized as a whole, the cumulative gain or loss is transferred direc tly to retained earnings and is not reclassified to profit or loss.

  1. Financial liabilities

  2. (1) Subsequent measurement

All of the financial liabilities should be measured at the amortized costs through effective interest rate.

  • (2) Derecognition of financial liabilities

When derecognizing the financial liabilities, the difference between its book value amount and the consideration (including any non-cash asset transferred or the liability borne) paid will be recognized as income.

  • 36 -

(11) Income recognition

The Consolidated Company allocates the transaction price to each performance obligation after the performance obligation is identified in the customer contract and recognizes revenue when each performance obligation is satisfied.

If the interval between the transfer of merchandises or services and the receipt of consideration is less than one year, no adjustment is made to the transaction price for the significant financing component of the contract.

  • 37 -

Merchandise sales revenue

Merchandise sales revenue is derived from the sale of sanitary ware products such as porcelain toilets and water faucets. The Consolidated Company recognizes revenue and accounts receivable at the shipping point because the customer has the right to set the price and use the products and has the primary responsibility for re-selling the products and bears the risk of obsolescence of the products from that point onwards.

(12) Lease

The Consolidated Company assesses whether a contract is (or contains) a lease at the contract inception date.

  1. Consolidated Company as lessor

If the lease clauses transfer nearly all risks and Compensation associated with the assets to the lessee, the lease shall be classified as finance lease. All other leases shall be classified as business lease.

Under operating leases, lease payments, net of lease incentives, are recognized as income on a straight-line basis over the term of the relevant lease. The original direct costs incurred in acquiring an operating lease are added to the carr ying amount of the subject asset and recognized as an expense on a straight-line basis over the lease term.

  1. Consolidated Company as lessee

Right-of-use assets and lease liabilities are recognized at the inception date of the lease, except for leases of low-value subject assets to which a recognition exemption applies and short -term leases where lease payments are recognized as an expense on a straight-line basis over the lease term.

Right-of-use assets are measured initially at cost (comprising the original measurement of the lease liability, lease payments made prior to the commencement date of the lease less lease incentives received, original direct cost and estimated cost to reinstate the subject asset) and subsequently at cost less accumulated depreciation and accumulated impairment losses,

  • 38 -

with adjustments for remeasurement of the lease liability. Right-of-use assets are presented separately on individual balance sheets.

Right-of-use assets are depreciated on a straight-line basis from the commencement date of the lease to the earlier of the end of the useful life or the end of the lease term.

Lease obligations are measured initially at the present value of the lease payments (comprising fixed payments, effective fixed payments, variable lease payments dependent on indices or rates, amounts expected to be paid by the lessee under residual guarantees, exercise prices of purchase options where there is reasonable assurance that they will be exercised, and lease termination penalties reflected in the term of the lease, less lease incentives received). If the implied interest rate of the lease is readily determinable, the lease payments are discounted using that rate. If the rate is not readily determinable, the lessee's incremental borrowing rate is used.

Subsequently, lease liabilities are measured on an amortized cost basis using the effective interest method and interest expense is amortized over the lease term. If there is a change in the lease term, future lease payments as a result of variations in th e expected payments under the residual guarantee, the evaluation of the purchase option on the subject asset, or changes in the index or rate used to determine lease payments, the Consolidated Company remeasures the lease liability and adjusts the right-of-use asset accordingly, except that if the carrying amount of the right -of-use asset is reduced to zero, the remaining remeasurement amount is recognized in profit or loss. Lease liabilities are presented separately on the Consolidated Statement of Financial Position.

Rentals under leases that do not depend on changes in indices or rates are recognized as an expense in the period in which they are incurred.

(13) Income tax

  • 39 -

Income tax expense is the sum of current income taxes and deferred income taxes.

  1. Current income tax

The additional income tax on the undistributed surplus calculated in accordance with the Income Tax Act shall be included in the income tax expense for the year of resolution of the shareholders' meeting.

The adjustment of income tax payable in the previous year shall be included in the current income ta .

  1. Deferred income tax

Deferred income tax is calculated based on the temporary differences between the carrying amount of assets and liabilities on the books and the basis for the calculation of taxable income.

Deferred tax liabilities are generally recognized for all temporary differences in taxable income, while deferred income tax assets are recognized when there is a high likelihood that the taxable income will be used as a tax deduction for deductible temporary differences.

Deferred tax liabilities are recognized for taxable temporary differences associated with investments in subsidiaries, except where the Consolidated Company is able to control the timing of the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred income tax assets are recognized for deductible temporary differences associated with such investments only to the extent that it is probable that sufficient taxable income will be available to allow the temporary differences to be realized and to the extent that reversal is expected in the foreseeable future.

The carrying amount of deferred income tax assets is reviewed at each balance sheet date and reduced for those where it is no longer probable that there will be sufficient taxable income to allow all or part of the assets to be recovered. Deferred income tax assets not previously recognized as such are also reviewed at each balance sheet date and the carrying amount is increased for

  • 40 -

those where it is probable that taxable income will be available to recover all or part of the assets.

Deferred income tax assets and liabilities are measured by the tax rate of the expected liabilities settlement or assets realization in the current period, according to the tax rate and the tax law which have been legalized or substantively legalized on the balance sheet date. The measurement of deferred tax liabilities and assets reflects the tax consequences of the way in which the Consolidated Company is expected to recover or pay off the carrying amount of its assets and liabilities on the balance sheet date.

  1. Current and deferred tax

The current and deferred tax are recognized in profit or loss, provided that the current and deferred tax in relation to the items recognized in other comprehensive income or directly included in equity are recognized in other comprehensive income or directly included in equity, respectively.

V. Primary sources of uncertainty in major accounting judgments, estimates, and assumptions

When the Consolidated Company adopts an accounting policy, management must make relevant judgments, estimates, and assumptions of relevant information that is difficult to obtain from other sources based on historical experience and other relevant factors.

The Consolidated Company has included the economic impact of the COVID-19 outbreak in the consideration of significant accounting estimates and management will review the estimates and underlying assumptions on an ongoing basis. If an amendment to an estimate affects only the current period, the amendment is recognized in the period in which it is made. If an amendment to an accounting estimate affects both the current and future periods, the amendment is recognized in both the current and future periods.

VI. Cash and cash equivalents

Dec. 31, 2020 Dec. 31, 2019 Cash on hand and revolving funds $ 1,823 $ 1,875

  • 41 -
Checks and fixed deposit

Cash equivalents
Time deposits with original
maturity
within
three
months

145,480

17,513

$ 164,816
188,512
48,179
$ 238,566
  • 42 -

VII. Financial assets measured at fair value through other comprehensive

income - non-current

income-non-current
Investments in equity instruments
measured at fair value through
other comprehensive income
Stock of unlisted companies
Amsalp Biomedical Corporation
Dec. 31,2020
$ 262
Dec. 31,2019
$ -

The Consolidated Company invests in the above-mentioned subjects for medium- and long-term strategic purposes and expects to make profits from the long-term investments. The management of the Consolidated Company considers that it would be inconsistent with the aforementioned long-term investment plan to include short-term fair value fluctuations of these investments in profit or loss, and therefore chooses to designate these investments as measured at fair value through other comprehensive income.

The Consolidated Company's investments in equity instruments measured at fair value through other comprehensive income are not pledged.

VIII. Financial assets measured at amortized cost

Current
Time
deposits
with
original
maturity over three months
Notes and accounts receivable
Notes receivable
Generated
from
operating
activities
Accounts receivable
Non-related parties
Minus: allowance for loss
Related parties
Dec. 31,2020
$ 56,199
Dec. 31,2020
$ 13,804
$ 231,415
(
4,431
)
$ 226,984
$ 4,201
Dec. 31,2019 Dec. 31,2019
$ 46,888
Dec. 31,2019


(



(

$ 14,519
$ 228,834

2,028
)
$ 226,806
$ 3,419

IX. Notes and accounts receivable

The average credit period for the Consolidated Company's merchandise sales ranges from 30 to 90 days, and no interest is charged

  • 43 -

on accounts receivable. To mitigate credit risk, the management of the Consolidated Company assigns a dedicated team to ensure that appropriate actions are taken to collect overdue receivables. In addition, the Consolidated Company reviews the recoverable amounts of receivables on a case-by-case basis at the balance sheet date to ensure that appropriate impairment losses are recorded for uncollectible receivables. Accordingly, the Consolidated Company's management believes that the Consolidated Company's credit risk has been significantly reduced.

The Consolidated Company uses the simplified approach of IFRS 9 to recognize an allowance for losses on accounts receivable based on lifetime expected credit losses. The lifetime expected credit losses are calculated using an provision matrix, which takes into account the customer's past default history and current financial position, the economic situation of the industry, as well as the GDP forecast and industry outlook, and classifies customers into different risk groups and recognizes an allowance for losses based on the expected loss rate of each group.

If there is evidence that the counterparty is in serious financial difficulty and the Consolidated Company cannot reasonably expect to recover the amount, such as when the counterparty is in liquidation, the Consolidated Company will directly write off the related accounts receivable but will continue to conduct recourse actions and recognize the amount recovered in profit or loss as a result of the recourse.

The Consolidated Company's allowance for losses on accounts receivable based on the provision matrix is summarized as follows: Dec. 31, 2020

Dec. 31, 2020
Total carrying
amount

Allowance for loss
(Expected credit
loss in the
duration)

Amortized cost
Within normal
creditperiod
$ 228,043

(
1,986
)
$ 226,057
Overdue
1-180 days
$ 6,101


1,159
)
$ 4,942
Overdue
Over 180 days
$ 1,472
(
1,286
)
$ 186
Total

(

(

(

(
$ 235,616

4,431
)
$ 231,185
  • 44 -

Dec. 31, 2019

Dec. 31, 2019
Total carrying
amount

Allowance for loss
(Expected credit
loss in the
duration)

Amortized cost
Within normal
creditperiod
$ 227,608

(
1,308
)
$ 226,300

O
1
v e r d u e
- 1 8 0 d ays


O v e r d u e
Over 180 days
$ 406
(
326
)
$ 80
Total

(

(
$ 4,239

394
)
$ 3,845

(
$ 232,253

2,028
)
$ 230,225

Information on the changes in allowance for losses on notes receivable, accounts receivable and overdue receivables is as follows:

Beginning balance

Plus: Impairment losses
recognized in the period
Minus: Reversal of
impairment losses in the
current period
Differences from translation
of foreign currencies
Ending balance
2020
notes receivable
$ -

-
-

-

$ -
accounts
receivable
$ 2,028

2,429
-

26
)
$ 4,431
overdue
receivables



(
$ 1,445
-
(
100 )
(
21
)
$ 1,324
  • 45 -
Beginning balance

Plus: listed impairment losses
in the period
Differences from translation
of foreign currencies
Ending balance
2019
notes receivable
$ -

-

-

$ -
accounts
receivable
$ 516

1,521

9
)
$ 2,028
overdue
receivables



(


$ 1,112
339
(
6
)
$ 1,445

The Consolidated Company's notes receivable, accounts receivable and overdue receivables are not pledged.

X. Inventory

Inventory
Raw materials
Work in progress
Finished goods
Merchandise inventory
Dec. 31,2020
$ 146,386
52,044
256,052
197,669
$ 652,151
Dec. 31,2019








$ 118,754
28,558
188,714
176,523
$ 512,549

The allowance for loss for market price decline and obsolete inventory was $36,660 thousand and $35,658 thousand as of December 31, 2020 and 2019, respectively.

Cost of sales related to inventory for fiscal 2020 and 2019 are as follows:

follows:
Loss for market price decline and
obsolete and slow-moving inventory
(gain from price recovery)
Inventory short (over)
Loss on inventory obsolescence
Income from the sale of leftover
materials
2020
$ 2,427
(
873 )
470
(
11
)
$ 2,013
2019
( $ 1,085 )
3,489
8,352
(
115
)
$ 10,641

Please refer to Note 27 for the amount of inventory set by the Consolidated Company as collateral for the loan facility.

The increase in the net realizable value of the Consolidated Company's inventory in fiscal 2019 was due to the increase in the sellin g price of inventory.

  • 46 -

XI. Subsidiaries

(1) Subsidiaries included in the consolidated financial statements

The principal structure of the preparation of the Consolidated Financial Statements is as follows:

Name of the Investment
Company
Sanitar Co., Ltd.

Sanitar Co., Ltd.
Name of Subsidiary
Vietnam Caesar Sanitary
Wares Joint Stock Company

Kai Sheng Sanitary Ware Co.,
Ltd.
Nature of
Business
Manufacturing
and sale

Manufacturing
and sale
Shareholding
percentage
Shareholding
percentage
2020
Dec. 31
99.9993%
51%

2019
Dec. 31
99.9993%
-

On November 4, 2020, the Board of Directors resolved to establish Kai Sheng Sanitary Ware Co., Ltd. as a distribution base in Taoyuan through investment by the Sanitar Co., Ltd. of the Consolidated Company. The total capital is $50,000 thousand, divided into 5,000,000 shares at NT$10 per share, and authorized to be issued by the Board of Directors in several installments. Sanitar Co., Ltd. invested $13,260 thousand and holds 51% of the shares, while the remaining 49% of the shares are held by non-affiliated parties. After considering the voting rights held by other shareholders, the Consolidated Company was considered to have the actual ability to direct the relevant activities of Kai Sheng Sanitary Ware Co., Ltd. Since Kai Sheng Sanitary Ware Co., Ltd. was established in December 2020 and has no significant operating activities, Kai Sheng Sanitary Ware Co., Ltd.'s own financial statements were adopted for the preparation of the Consolidat ed Financial Statements.

  • (2) Subsidiaries not included in the consolidated financial statements: None.

XII. Property, plant and equipment

Cost
Balance on Jan. 1,
2020

Increment
Disposal
Recategorized
Net
exchange
differences

Balance on Dec. 31,
2020


Accumulated
depreciation

Balance on Jan. 1,
2020

Depreciation expense
S elf-owned land Buildings Machinery
equipment
Transportation
equipment
Transportation
equipment
Other
equipment
Leasehold
improvements
Leasehold
improvements

C
onstruction-in-
progress
Total






$ 243,280

-
-
-
-

$ 243,280

$ -

-

(

$ 797,729

6,063
-
2,344

35,920
)
$ 770,216

$ 147,188

31,731

(

$ 491,947

8,594
-

767

32,567
)
$ 468,741

$ 261,715

39,563

(
(

$ 59,416

9,679

1,073 )
-

2,108
)
$ 65,914

$ 32,052

7,222

(
(

$ 23,573

52

266 )
-

947
)
$ 22,412

$ 10,844

3,072

(
(

$ 15,303

7,046

380 )
10,572


53
)
$ 32,488

$ 3,953

6,798


(
(

$ 13,780

7,050

-


13,116 )

124
)
$ 7,590

$ -

-

(

(

$ 1,645,028
38,484

1,719 )

567

71,719
)
$ 1,610,641
$ 455,752
88,386
  • 47 -
Disposal

Net
exchange
differences

Balance on Dec. 31,
2020


Net on Dec. 31, 2020

Cost
Balance on Jan. 1,
2019

Increment
Disposal
Recategorized
Net
exchange
differences

Balance on Dec. 31,
2019
-
-
(
$ -

$ 243,280

$ 243,280

-
-
(
-
-
(
$ 243,280
-

8,556
) (
$ 170,363

$ 599,853

$ 515,618

9,555

163 ) (
284,076

11,357
) (
$ 797,729
-
(

18,731
) (
$ 282,547

$ 186,194

$ 432,975

8,149

1,069 ) (
61,012

9,120
) (
$ 491,947

844 ) (

958
) (
$ 37,472

$ 28,442

$ 49,217

7,091

3,228 ) (
6,911

575
) (
$ 59,416

238 ) (

506
) (
$ 13,172

$ 9,240

$ 12,519

5,487

327 )
6,188

294
)
$ 23,573

380 )

5
)
$ 10,366

$ 22,122

$ 14,003

1,300

-
-
(
-

$ 15,303

-
(
-
(
$ -

$ 7,590

$ 161,424

132,773
-
(

281,389 )
972
(
$ 13,780

1,462 )

28,756
)
$ 513,920
$ 1,096,721
$ 1,429,036
164,355

4,787 )

76,798

20,374
)
$ 1,645,028

(Continued on the next page)

  • 48 -

(Continued from the previous page)

Accumulated
depreciation

Balance on Jan. 1,
2019

Depreciation expense
Disposal

Net
exchange
differences

Balance on Dec. 31,
2019


Net on Dec. 31, 2019
S elf-owned land Buildings Machinery
equipment
Transportation
equipment
Transportation
equipment
Other
equipment
Leasehold
improvements
Leasehold
improvements

C
onstruction-in-
progress
Total







$ -

-
-

-

$ -

$ 243,280

(
(

$ 128,090

21,410

163 )

2,149
)
$ 147,188

$ 650,541

(
(

$ 230,676
36,957

1,069 )

4,849
)
$ 261,715
$ 230,232

(
(

$ 28,930

6,447

3,093 )

232
)
$ 32,052

$ 27,364

(
(

$ 8,315

2,987

327 )

131
)
$ 10,844

$ 12,729




$ 984

2,969

-
-

$ 3,953

$ 11,350



$ -

-
-

-

$ -

$ 13,780

(
(

$ 396,995
70,770

4,652 )

7,361
)
$ 455,752
$ 1,189,276

There is no indication of impairment of property, plant and equipment listed above in fiscal 2020 and 2019 as assessed by management.

Depreciation expense is calculated through straight-line basis according to the following years:

to the following years:
Buildings
Main office building 50-55 years
Factory building 50 years
Distribution center 35 years
Others 2-50 years
Machinery equipment 1-25 years
Transportation equipment 4-25 years
Other equipment 1-10 years
Leasehold improvements 5 years

Please refer to Note 27 for the amount of property, plant and equipment pledged as collateral for the loan amount.

The Company leases the roof of its factory in Zaoqiao Township for the installation and operation of a solar photovoltaic system to generate electricity for sale to Taiwan Power Company. The lessee does not have a preferential right to purchase the asset at the end of the lease period. The lease period is from the commercial operation date of the solar power system on March 14, 2019 to the end of 20 years. At the end of the lease term, the lessee does not have a preferential right to acquire the asset.

The total future lease payments to be received under operating leases are as follows

are as follows
The 1st year
The 2nd year
The 3rd year
2020
$ 530
530
530
2019
$ 530
530
530
  • 49 -
The 4th year The 4th year 530 530
The 5th year 530 530
Over 5 years 6,890 7,420
$ 9,540 $ 10,070
XIII.
Lease agreement
(1)
Lands Buildings Total
Cost
Balance on Jan. 1, 2020
$ 119,583
$
55,391
$
174,974
Increment - 25,746 25,746
Disposal -
(
16,612 ) ( 16,612 )
Net exchange differences
( 7,825
) ( 938
) ( 8,763
)
Balance on Dec. 31, 2020 $ 111,758 $ 63,587 $ 175,345
Accumulated depreciation
Balance on Jan. 1, 2020
$ 16,046
$
12,303
$

28,349
Depreciation expense 3,124 16,279 19,403
Disposal -
(
7,101 ) ( 7,101 )
Net exchange differences
( 1,178
) ( 435
) ( 1,613
)
Balance on Dec. 31, 2020 $ 17,992 $ 21,046 $
39,038
Net on Dec. 31, 2020
$ 93,766 $ 42,541 $ 136,307
Cost
Balance on Jan. 1, 2019
$ -
$
-
$

-
Effect of the first-time
application of IFRS 16 121,693 32,494 154,187
Increment - 23,222 23,222
Disposal -
(
75 ) ( 75 )
Net exchange differences
( 2,110
) ( 250
) ( 2,360
)
Balance on Dec. 31, 2019 $ 119,583 $ 55,391 $ 174,974
Accumulated depreciation
Balance on Jan. 1, 2019
$ -
$
-
$

-
Effect of the first-time
application of IFRS 16 13,066 - 13,066
Depreciation expense 3,284 12,525 15,809
Disposal -
(
75 ) ( 75 )
Net exchange differences
( 304
) ( 147
) ( 451
)
Balance on Dec. 31, 2019 $ 16,046 $ 12,303 $
28,349
Net on Dec. 31, 2019
$ 103,537 $ 43,088 $ 146,625
  • 50 -

  • (2) Lease liabilities

Dec. 31,2020 Dec. 31,2019 Dec. 31,2019
Carrying amount of lease
liabilities
Current $ 12,919 $ 14,915
Non-current $ 62,402 $ 63,316
Discount rate ranges of lease liabilities are as follows:
2020 2019
Lands 8.37% 8.37%
Buildings 1.66%~8.37% 1.79%~8.37%
  • (3) Other leasing information
Other leasing information
Lease expenses of low-value
assets
Changed
lease
payment
expenses not considered in
the measurement of lease
liabilities
Total cash outflow from lease
2020
$ 706
$ 508
$ 17,339
)
2019


(


(
$ 1,804
$ 164
$ 18,486
)

The Consolidated Company has elected to apply the exemption from recognition to leases of Office equipment that qualify as short-term leases and leases of Office equipment that qualify as low-value asset leases and not to recognize the related right-of-use assets and lease liabilities for these leases.

XIV. Intangible assets

Intangible assets
Cost

Balance on Jan. 1, 2020

Acquired separately
Disposal

Net exchange differences

Balance on Dec. 31, 2020

Accumulated amortization
Balance on Jan. 1, 2020

Amortization expense
Disposal

Net exchange differences

Balance on Dec. 31, 2020
T r a d e m a r k
r
i
g
h
t
s
$ 8,572

-
(
8,572 )


-

$ -

$ 8,572

-
(
8,572 )


-

$ -

C o s t
o f
c o m p u t e r
s o f t w a r e
$ 14,239

1,197
(
2,200 )

(
769
)

$ 12,467

$ 7,605

2,004
(
2,200 )

(
416
)

$ 6,993
T
o
t
a
l
$ 22,811
1,197
(
10,772 )
(
769
)
$ 12,467
$ 16,177
2,004
(
10,772 )
(
416
)
$ 6,993
  • 51 -

  • $

$ 5,474 $ 5,474

Net on Dec. 31, 2020

(Continued on the next page)

  • 52 -

(Continued from the previous page)

Cost

Balance on Jan. 1, 2019

Acquired separately
Disposal
Net exchange differences

Balance on Dec. 31, 2019

Accumulated amortization
Balance on Jan. 1, 2019

Amortization expense
Disposal
Net exchange differences

Balance on Dec. 31, 2019

Net on Dec. 31, 2019
T r a d e m a r k
r
i
g
h
t
s
$ 8,572

-
-


-

$ 8,572

$ 8,572

-
-


-

$ 8,572

$ -

C o s t
o f
c o m p u t e r
s o f t w a r e
$ 9,852

5,431
(
810 )

(
234
)

$ 14,239

$ 6,831

1,681
(
810 )

(
97
)

$ 7,605

$ 6,634
T
o
t
a
l






$ 18,424
5,431
(
810 )
(
234
)
$ 22,811
$ 15,403
1,681
(
810 )
(
97
)
$ 16,177
$ 6,634

Amortization expenses were calculated and recognized using straight line basis with the following service lives:

Trademark rights 20 years Computer software 1-8 years

XV. Other assets

Current
Input tax
Others
Non-current
Long-term prepaid expenses
Overdue receivables
Minus: Allowance for bad debts
Dec. 31,2020
$ 11,922

588
$ 12,510
$ 20,192
1,324
(
1,324
)
$ 20,192
Dec. 31,2019 Dec. 31,2019




(




(
$ 6,641
402
$ 7,043
$ 15,026
1,445

1,445
)
$ 15,026
  • 53 -

XVI. Short-term loans

Short-term loans
Secured loan
(Note XXVII)
Bank borrowings
Dec. 31,2020
$ 344,442
Dec. 31,2019
$ 346,140

The interest rates on revolving bank loans ranged from 0.85% to 1.25% and 1.07% to 3.10% in 2020 and Dec. 31, 2019, respectively.

XVII. Accounts payable

Dec. 31, 2020 Dec. 31, 2019 Accounts payable Generated from operating activities $ 70,200 $ 91,510

XVIII. Other payables

Other payables
Salaries and bonuses payable
Employee bonuses payable
Compensation of directors and
supervisors payable
Gas bills payable
Freight charges payable
Advertising expenses payable
Other
Dec. 31,2020
$ 54,587
8,749
5,833
5,388
3,565
3,092
26,076
$ 107,290
Dec. 31,2019




$ 52,337
7,303
4,869
7,775
4,277
3,528
33,362
$ 113,451

XIX. Equity

  • (1) Share capital
Share capital
Rated number of shares (1,000
shares)
Rated share capital
Paid-in shares (1,000 shares)
Issued shares
Dec. 31,2020

100,000
$ 1,000,000

72,600
$ 726,000
Dec. 31,2019






100,000
$ 1,000,000
72,600
$ 726,000

The issued common stock has a par value of $10 per share and each share is entitled to one vote and the right to receive dividends.

  • 54 -

  • (2) Additional paid-in capital

Additional paid-in capital
Dec. 31,2020 Dec. 31,2019
Can be used to make up losses,
to issue cash dividends or to
add into share capital
(Note)
Share premium $ 254,700 $ 254,700
Premium on capital stock due
to merger 9,481 9,481
Cannot be used for any purpose
Cost of employee stock options 13,271 13,271
$ 277,452 $ 277,452
Note:
Such additional paid-in capital may be used to cover losses
or, when the company is not losing money, to make cash payments
or to capitalize share capital, provided that the capitalization is
limited to a certain percentage of paid-in share capital each year.
  • (3) Retained earnings and dividend policies

In accordance with the distribution policy of the Consolidated Company's Articles of Incorporation, if there is any after-tax net income in the annual consolidated financial statements, the accumulated deficit (including the adjustment of the Unappropriated retained earnings Amount) shall first be offset and 10% shall be set aside as legal reserve in accordance with the law. However, the legal reserve shall not be used when the accumulated legal reserve has reached the total paid-in capital of the Consolidated Company. The Board of Directors shall prepare a resolution for the distribution of the remaining earnings, together with the Unappropriated retained earnings (including the adjustment of the Unappropriated retained earnings Amount) at the beginning of the period. The Board of Directors shall prepare a resolution on the appropriation of earnings and submit it to the shareholders for resolution on the distribution of dividends to shareholders.

The dividend policy of the Consolidated Company is based on current and future development plans, consideration of the investment environment, capital requirements and domestic and international competition, as well as the interests of shareholders. Dividends may be distributed to shareholders in cash or in stock, with cash dividend s not

  • 55 -

less than 10% of the total stock dividends, except when the stock dividends are less than one dollar per share.

The legal reserve shall be set aside until the balance reaches the total paid-up capital of the Company. The statutory reserve may be applied to make up losses. If the Company is not in deficit, the excess of the legal reserve over 25% of the total paid-in capital may be distributed in cash in addition to capitalization.

The Company has appropriated and reversed the special reserve in accordance with Jin-Guan-Zheng-Fa-Zi Letter No. 1010012865, Jin-Guan-Zheng-Fa-Zi Letter No. 1010047490, Jin-Guan-Zheng-Fa-Zi Letter No. 1030006415 and the “Questions and Answers for Special Reserves Appropriated Following Adoption of IFRSs.”

The Company of Consolidated Company held its regular shareholders' meetings on May 28, 2020 and June 20, 2019, and resolved to approve the earnings distribution for fiscal 2019 and 2018, respectively, as follows:

respectively, as follows:
Legal reserve
Special reserve
Cash dividends
Cash
dividends
per
share
(NT$)
2019
$ 17,985
$ 19,355

$ 123,420

$ 1.71
2018




(

$ 25,401
$ 4,220
)
$ 166,980
$ 2.30

The Company proposed the following distribution of earnings for fiscal 2020 at the Board of Directors' meeting on March 9, 2021:

Legal reserve
Special reserve
Cash dividends
Cash
dividends
per
share
(NT$)
2020



$ 22,009
$ 71,429

$ 144,152
$ 2.00

The distribution of earnings for fiscal 2020 is subject to the resolution of the shareholders' meeting scheduled to be held on May 27, 2021.

  • (4) Special reserve

2020 2019 Beginning balance $ 146,675 $ 150,895

  • 56 -
Reversal of special reserve - ( 4,220 )
Provision of special reserve
Allowances for deductions
in other equity interest
items 19,355 -
Ending balance $ 166,030 $ 146,675
Other equity interest items
1. Exchange
differences
on translation of foreign
financial
statements
2020 2019
Beginning balance ( $ 166,030 ) ( $ 146,675 )
Exchange difference on
translation of the
financial statements of
foreign operations (
85,864
) ( 24,194 )
Relevant income tax of
the loss on translation
of the financial
statements of foreign
operations 17,173 4,839
Ending balance ( $ 234,721
) ( $ 166,030
)

(5) Other equity interest items

  • 57 -

  • Unrealized gains or losses on financial assets measured at fair

value through other comprehensive income

2020 2019 Beginning balance $ - $ - Generated in the period Unrealized gains or losses Equity instrument ( 2,738 ) - - Ending balance ( $ 2,738 ) $

  • (6) Treasury shares
Treasury shares
Reasons for the retirement of
shares
Number of shares as of Jan. 1,
2020
Increase in the current period
Number of shares as of Dec.
31, 2020
Transfer of shares
to employees
(1,000 shares)

-
524
524

Treasury shares held by the Company are not pledged under the Securities and Exchange Act and are not entitled to dividend distribution or voting rights.

  • (7) Non-controlling interests
Non-controlling interests
Beginning balance
Share belonging to
non-controlling interests
Increase in
non-controlling
interests because of the
establishment of
Kai-Sheng (Note XI)
Net income (loss) in the
period
Exchange differences on
translation of foreign
financial statements
Cash
dividends
of
subsidiaries
Ending balance
2020
$ 11
12,740
(
36 )
(
2 )
(
1
)
$ 12,712
2019


$ 10
-
1
-
-
$ 11

XX. Income

2020

2019

  • 58 -
Income from customer contracts
Porcelain
Water use equipment
Automated equipment
Bathtubs
Others
Contract balance
Accounts receivable
Contract liabilities
Payment for goods collected
in advance
$ 1,124,375
463,194
245,240
62,383

411,329
$ 2,306,521
Dec. 31,2020
$ 231,185
$ 5,412
$ 1,142,763
494,716
210,305
84,606

402,536
$ 2,334,926
Dec. 31,2019
$ 1,142,763
494,716
210,305
84,606

402,536
$ 2,334,926
Dec. 31,2019


$ 230,225
$ 8,714

2020 and 2019 Income from customer contracts, of which $373,583 thousands and $447,502 thousands were reclassified from contract liabilities, respectively.

XXI. Net income from continuing operations

Net income from continuing operations includes the following items:

(1) Other income and expenses, net

Compensation for losses
Net income from the disposal
and obsolescence of
property, plant and
equipment
Other
2020
( $ 966 )
91

244
($ 631
)
2019
( $ 147 )
357

-
$ 210

(2) Depreciation and amortization, employee benefit expenses

Employee
benefit
expenses
Salary expenses

Premium for the
insurance of employees
Benefits after retirement
Defined contribution
plan
Other employee benefit
expenses
Total of employee benefit
expenses
Depreciation expense
2020 2019 2019
Belonging
to operating
costs
Belonging
to operating
expenses
$175,305
15,963

3,732

7,563

$ 202,563
Total Belonging
to operating
costs
$ 165,934
19,334

1,509

7,841

$ 194,618
Belonging
to operating
expenses
Total




$ 191,317
18,968
1,590

9,178

$ 221,053




$ 366,622
34,931

5,322
16,741

$ 423,616








$ 152,820
14,839

2,989

8,531

$ 179,179




$ 318,754
34,173

4,498
16,372
$ 373,797
  • 59 -
Property, plant and
equipment

Right-of-use assets


Amortization expense
$ 56,767

949

$ 57,716

$ 743
$ 31,619
18,454

$ 50,073

$ 1,261
$ 88,386
19,403

$ 107,789

$ 2,004
$ 44,790

1,050

$ 45,840

$ 69
$ 25,980
14,759

$ 40,739

$ 1,612
$ 70,770
15,809

$ 86,579

$ 1,681
  • (3) Compensation to employees and compensation to directors and supervisors

The Consolidated Company contributes 2% to 5% of the pre-tax benefit before compensation to employees and directors and supervisors as compensation to employees and no more than 2% as compensation to directors and supervisors for the year.

  • 60 -

The compensation to employees and compensation to directors and supervisors for the years 2020 and 2019 were resolved by the Board of Directors on March 9, 2021 and February 27, 2020, respectively, as follows:

Estimated listing ratio

Compensation of employees
Compensation of directors and
supervisors
2020
3%
2%
2019
3%
2%

Amount

Amount
Compensation of employees
Compensation of directors and
supervisors
2020
C
a
s
h
$ 8,749
5,833
2019
C
a
s
h
$ 7,303
4,869

If there is any change in the annual Consolidated Financial Statements after the date of adoption, the change in accounting estimate will be treated as an adjustment in the following year.

There was no difference between the actual amount of compensation to employees and compensation to directors and supervisors for fiscal 2019and 2018 and the amount recognized in the 2019 and 2018 Consolidated Financial Statements.

For information on the compensation to employees and compensation to directors and supervisors resolved by the Board of Directors of the Company, please visit the Market Observation Post System (MOPS) of the Taiwan Stock Exchange.

XXII. Income tax of continuing operations

  • (1) Major items of income tax expenses recognized in profit or losses:

Main components of income tax expenses recognized in profit or losses:

losses:
Current income tax
Generated in the period
Surtax on unappropriated
retained earnings
Adjustments for the prior
year
2020
$ 74,029
954

950
)
2019

(

$ 46,378
3,292
11
  • 61 -
74,033

Deferred income tax
Generated in the period
(
6,006 )

The
tax
paid
in
foreign
countries
cannot
be
deducted

1,492

Income tax expense recognized
in profit or losses
$ 69,519
49,681
14,457
1,553
$ 65,691
  • 62 -

The reconciliations of accounting income and income tax expenses are as follows:

are as follows:
2020 2019
Net income before tax $ 289,575 $ 245,543
Income tax expense of the net
income before tax calculated
with statutory tax rate $ 58,004 $ 49,109
Non-deductible expenses in the
tax (
2,654
) (
2,169 )
Surtax
on
unappropriated
retained earnings 954 3,292
Temporary differences which
were not recognized 12,673 13,895
The
tax
paid
in
foreign
countries cannot be deducted 1,492 1,553
Adjustments to the income tax
expenses in the past years in
the current period ( 950
) 11
Income tax expense recognized
in profit or losses $ 69,519 $ 65,691

According to the document 512/CT-TTHT of the Dong Nai Provincial Tax Office of the General Administration of Taxation of the Socialist Republic of Vietnam, the Vietnam Caesar Sanitary Wares Joint Stock Company is subject to a preferential corporate income tax rate of 15% for the initial investment projects with more than 50% of exported products. The tax rate is 15% for the initial investment and 20% for the expanded investors who are not in the area of tax incentives.

  • (2) Income tax recognized in other comprehensive income
Deferred income tax
Generated in the period
Translation of the financial
statements of foreign
operations
2020
$ 17,173
2019
$ 4,839
  • (3) Income tax assets and liabilities in the current period
Income tax assets in the current
period
Current income tax liabilities
Dec. 31,2020
$ -
$ 51,373
Dec. 31,2019 Dec. 31,2019


$ 7,486
$ 16,409
  • 63 -

  • 64 -

(4) Deferred income tax assets and liabilities

Changes in deferred income tax assets and liabilities are as follows:

2020

2020
Deferred income tax
assets
Temporary differences
Allowance for bad
debts
Unrealized loss for
market price
decline and
obsolete and
slow-moving
inventory
Exchange
difference on
translation of
the financial
statements of
foreign
operations
Amortization of
prepaid rent
Unrealized foreign
exchange losses
Others


Deferred income tax
liabilities
Temporary differences
Investment income
recognized
using equity
method (foreign
investment)
Unrealized foreign
exchange gains

2019
Deferred income tax
assets
Temporary differences
Allowance for bad
debts
Unrealized loss for
market price
Beginning
balance

$ 679

3,494
41,508
282

30


342

$ 46,335


$176,544


22

$176,566

Beginning
balance

$ 749

3,721
Recognized
in profit or
losses
$ 380

485
-

(
275 )
(
30 )
(
333
)
$ 227

( $ 5,825 )

46

($ 5,779
)
Recognized
in profit or
losses
( $ 64 )
(
213 )
Recognized in
other
comprehensive
income
$ -

-

17,173

-


-

-

$ 17,173

$ -


-

$ -

Recognized in
other
comprehensive
income
$ -


-
Exchange
difference
$ 28 )

45 )
-


7 )
-
9
)
$ 89
)
$ -

1
)
$ 1
)
Exchange
difference
$ 6 )

14 )
Ending
balance
(
(
(
(
(

(
(








$ 1,031

3,934
58,681

-
-
-
$ 63,646
$170,719
67
$170,786
Ending
balance
(
(

$ 679

3,494
  • 65 -
decline and
obsolete and
slow-moving
inventory
Exchange
difference on
translation of
the financial
statements of
foreign
operations

Amortization of
prepaid rent
Unrealized foreign
exchange losses
Others


Deferred income tax
liabilities
Temporary differences
Investment income
recognized
using equity
method (foreign
investment)

Unrealized foreign
exchange gains

36,669
470
(
-
-

$ 41,609
(
$162,166

23
(
$162,189
-

183 )
30
350

$ 80
)
$ 14,378

1
)
$ 14,377
4,839

-
(
-
-
(
$ 4,839
(
$ -

-

$ -
-


5 )
-
8
)
$ 33
)
$ -

-

$ -
41,508

282
30
342
$ 46,335
$176,544
22
$176,566
  • 66 -

  • (5) Deductible temporary differences of deferred income tax assets which

were not recognized in the statement of financial position

Dec. 31, 2020 Dec. 31, 2019 Deductible temporary differences $ 4,299 $ 4,762

  • (6) Income tax assessment

The income tax returns of the Company have been assessed and approved by the tax authorities through fiscal 2018.

XXIII. Earnings per share

  • (1) Basic earnings per share

The earnings and weighted-average number of common stocks

used to calculate basic earnings per share were as follows:

Net income attributable to the
owners of the company
Weighted average number of
common shares used in the
calculation of basic earnings
per share (1,000 shares)
Basic earnings per share (NT$)
2020
$ 220,092
72,290
$ 3.04
2019




$ 179,851
72,600
$ 2.48
  • (2) Diluted earnings per share

The earnings and weighted-average number of common stocks

used to calculate diluted earnings per share were as follows:

Net income attributable to the
owners of the company
Weighted average number of
common shares used in the
calculation of basic earnings
per share (1,000 shares)
Influence of dilutive potential
common shares on employee
bonuses or Compensation of
employees (1,000 shares)
Weighted average number of
common shares used in the
calculation of diluted earnings
per share (1,000 shares)
Diluted earnings per share (NT$)
2020
$220,092
72,290
376
72,666
$ 3.03
2019








$ 179,851
72,600
352
72,952
$ 2.47
  • 67 -

If the Consolidated Company has the option of paying employees in stock or cash, it is assumed that employee compensation will be paid in stock and is included in the weighted-average number of shares outstanding for the purpose of calculating diluted earnings per share when the potential ordinary share has a dilutive effect. The dilutive effect of these potential ordinary shares shall also continue to be considered in the calculation of diluted earnings per share before t he following year's resolution on the number of employee compensation shares to be distributed.

  • 68 -

XXIV. Capital risk management

The Consolidated Company is currently in a stable operating phase and the objective of capital risk management is to ensure that it is able to maximize shareholder returns by optimizing debt and equity balances while continuing to operate and grow.

The Consolidated Company adopts a prudent risk management strategy and conducts regular reviews to determine the most appropriate capital structure for itself based on its business development strategy and overall planning of operational needs.

XXV. Financial instrument

  • (1) Fair value information

  • Financial instruments not measured at fair value

The Consolidated Company considered that the carrying amounts of financial assets and liabilities which were not measured at fair value were close to their fair values.

  1. Financial instruments measured at fair value

  2. (1) Fair value levels

December 31, 2020

Level 1 Level 2 Level 3 Total Non-current financial assets measured at fair value through other comprehensive income Investments in equity instruments Stocks of domestic companies which are not listed or traded over the counter $ - $ - $ 262 $ 262

There were no transfers between Level 1 and Level 2 fair value measurements in fiscal 2020 and 2019.

  • (2) Valuation techniques and Inputs for level 3 fair value measurements

Category of financial instruments Valuation technique and input value

  • 69 -

Investment in the stocks of Price-to-book ratio method: The net book domestic companies value per share can be calculated which are not listed or based on the financial information of traded over the counter the Company, and the current value of gain or loss from holding an item of investment can thus be calculated.

  • 70 -

  • (2) Types of financial instruments

Dec. 31, 2020

Dec. 31, 2019

Types of financial instruments Dec. 31,2020 Dec. 31,201
Financial assets
Financial assets measured at
amortized cost
Cash and cash equivalents $ 164,816 $ 238,566
Financial assets measured
at amortized cost -
current 56,199 46,888
Notes receivable, net 13,804 14,519
Net value of accounts
receivable 226,984 226,806
Accounts receivable
Related parties, net 4,201 3,419
Other receivables 2,257 2,836
Other receivablesrelated
parties 5 5
Financial assets measured at fair
value through other
comprehensive income
Investments in equity
instruments 262 -
Financial liabilities
Measured at amortized cost
Short-term loans 344,442 346,140
Accounts payable 70,200 91,510
Other payables 107,290 113,451

(3) Purpose and policy of financial risk management

The Consolidated Company is committed to ensuring that the Company has adequate and cost effective working capital for its operations. The Consolidated Company carefully manages market risk (including foreign currency exchange rate risk, interest rate risk and other price risk), credit risk and liquidity risk associated with its operating activities to reduce the potential adverse effects of market uncertainties on the Company's finances.

  1. Market risk management

  2. (1) Exchange rate risk

The Consolidated Company mainly focuses on the domestic market, and all foreign sales and purchase transactions are quoted in foreign currencies. The Consolidated Company adopts the natural hedging method of

  • 71 -

offsetting foreign currency receipts and expenditures, and the net foreign currency portion is relatively small.

Please refer to Note XXIX for the Carrying amount of foreign-currency-denominated monetary assets and monetary liabilities of the Consolidated Company as of the balance sheet date.

The sensitivity analysis of the foreign currency exchange rate risk is based on foreign currency monetary items as of the end of the financial reporting period. If the New Taiwan dollar depreciates/strengthens by 5% against the U.S. dollar, the Consolidated Company's net income before tax would decrease by $4,383 thousands and $3,858 thousands for the years ended December 31, 2020 and 2019, respectively.

  • (2) Interest rate risk

The Consolidated Company continues to reduce the level of borrowings from financial institutions and the Consolidated Company's management believes that fluctuations in borrowing rates will have little impact on the Consolidated Company.

  • (3) Other price risk

The price risk of the Consolidated Company’s equity came from the investment of financial assets measured at fair value through other comprehensive income (mainly invested in the stocks of domestic companies which are not listed or traded over the counter).

Sensitivity Analysis

The following sensitivity analysis is based on the equity price risk at the balance sheet date.

If the equity price increases/decreases by 0.5%, other comprehensive income will increase/decrease by $1 thousand from Jan. 1, 2020 to Dec. 31, 2020 due to the change in fair value of financial assets measured at fair value through other gains or losses.

  • 72 -

2. Credit risk

Credit risk represents the risk of financial loss to the Group due to default on contractual obligations by the counter-parties. As of the balance sheet date, the Consolidated Company's maximum exposure to credit risk due to non-performance of counter-parties' obligations is the carrying value of financial assets recognized in the Consolidated Statement of Financial Position. As of the balance sheet date, the Consolidated Company's maximum exposure to credit risk arising from the counterparty's failure to meet its obligations is the carrying value of financial assets recognized in the Consolidated Statement of Financial Position.

To mitigate credit risk and maintain the quality of Accounts receivable, the Consolidated Company has established operating-related credit risk management procedures, and the Consolidated Company also uses certain credit enhancement tools, such as payment for goods collected in advance and the acquisition of security deposits, at appropriate times to reduce customers' credit risk. The Consolidated Company also uses certain credit enhancement tools, such as payment for goods collected in advance and margin acquisition, at appropriate times to reduce customers' credit risk. In addition, the Consolidated Company reviews the recoverable amounts of receivables on a case-by-case basis at the balance sheet date to ensure that appropriate impairment losses have been recorded for uncollectible receivables.

  • 73 -

In 2020 and 2019, except for Company A, the Consolidated Company's concentration of credit risk to other customers does not exceed 10% of the total Accounts receivable, and these companies have a long history and good repayment status, so the Consolidated Company's related credit risk is not significant.

The credit risk is limited because the counter-parties of liquidity are financial institutions with good credit ratings, and therefore no significant credit risk is expected.

  1. Liquidity risk

The Consolidated Company copes with the operation and reduces the influence of cash flow fluctuations through the management and maintenance of sufficient amount of cash and cash equivalents. The management of the Consolidated Company monitors the use of banking facilities and ensures compliance with the terms of borrowing contracts. The Consolidated Company is able to meet its contractual obligations by maintaining appropriate capital and banking facilities. The Consolidated Company's working capital is sufficient to meet its obligations, and therefore there is no liquidity risk that the Consolidated Company will not be able to raise funds to meet its contractual obligations.

The unused funds of the credit agreements from the bank until December 31, 2020 and 2019 respectively are $725,189 thousands and $758,412 thousands.

The following table is based on the earliest possible period for which the Consolidated Company may be required to make repayments and is prepared using undiscounted cash flows of financial liabilities, which include cash flows of interest and principal. The Consolidated Company's working capital is sufficient to meet the demand.

Dec. 31, 2020

Dec. 31, 2020
Non-derivative
financial
liabilities
Short-term loans

Accounts payable
Less than 1
year
1-2years 2-3years More than 3
years
Total
$ 344,442
70,200
$ -

-
$ -

-
$ -

-
$ 344,442

70,200
  • 74 -
Other payables 107,290
-

-

-

107,290
Current income tax
liabilities 51,373
-

-

-

51,373
Lease liabilities -
current 12,919
-

-

-

12,919
Other current
liabilitiesother 8,404
-

-

-

8,404
Lease liabilities -
non-current -
15,641

13,377

72,117

101,135

Dec. 31, 2019

Dec. 31, 2019
Non-derivative
financial
liabilities
Short-term loans

Accounts payable
Other payables
Current income tax
liabilities
Lease liabilities -
current
Other current
liabilitiesother
Lease liabilities -
non-current
Less than 1
year
1-2years
$ -

-

-

-

-

-

11,618
2-3years More than 3
years
Total
$ 346,140
91,510
113,451
16,409
14,915
3,451
-
$ -

-

-

-

-

-

14,171
$ -

-

-

-

-

-

88,595
$ 346,140

91,510

113,451

16,409

14,915

3,451

114,384

XXVI. Related party transaction

The transactions, balances in accounts, income and expenses between the Company and the subsidiary (a related party of the Company) were all written off at the time of the merger, so they were not disclosed in the Notes. The transactions between the Consolidated Company and related parties (aside from those revealed in notes) are listed below:

  • (1) Names of related parties and their relationships
Name of relatedparty
Chia-Ta-Hang Co., Ltd.
Relationshipwith the Company
Substantive related partyThe
chairperson of that company was the
spouse of a relative of the chairperson
of the Company within second degree
of kinship
  • (2) Operating income
Operating income
Accountingitem
Sales revenue

Type of relatedparty 2020
$ 43,655
2019
Substantive related party
Chia-Ta-Hang Co.,
Ltd.

$ 36,330

There was no material difference between the terms of transaction for the purchase and sale transactions between the Consolidated Company and related parties and those for other non-related parties.

  • 75 -

  • (3) Accounts receivable from related parties (excluding loans to related parties)

Type of related Accounting item party/Name Dec. 31, 2020 Dec. 31, 2019 Accounts Substantive related party receivable Related parties Chia-Ta-Hang Co., $ 4,201 $ 3,419 Ltd.

  • (4) Other accounts receivable from related parties

Type of related Accounting item party/Name Dec. 31, 2020 Dec. 31, 2019 Other receivables Substantive related party Chia-Ta-Hang Co., $ 5 $ 5 Ltd.

  • (5) Compensation of key management personnel
Short-term employee benefits
Benefits after retirement
2020
$ 24,138
408
$ 24,546
2019




$ 21,923
399
$ 22,322

The remuneration of directors and other key management personnel is determined by the Compensation Committee based on individual performance and market trends.

  • XXVII. Pledged assets

  • (1) The following assets have been provided as collateral to secure loans or lines of credit with banks:

nes of credit with banks:
Property, plant and equipment
land
Property, plant and equipment
buildings
Dec. 31,2020
$ 61,652
35,728
$ 97,380
Dec. 31,2019




$ 61,652
36,622
$ 98,274
  • (2) As of Dec. 31, 2020 and 2019, in addition to the collaterals mentioned above, Vietnam Caesar Sanitary Wares Joint Stock Company provided to Bank of Vietnam as collaterals with the Bank's borrowings with a credit guarantee value of US$0 thousand and US$450 thousands,

  • 76 -

respectively, and inventory value of not less than US$1,500 thousand and US$1,050 thousand.

XXVIII. Material contingent liabilities and unrecognized contractual commitments

In addition to those described in other notes, the Consolidated Company had the following significant commitments and contingencies as of the balance sheet date:

  • (1) As of Dec. 31, 2020, the Consolidated Company's Vietnam Caesar Sanitary Wares Joint Stock Company had entered into contracts with various manufacturers for the purchase of machinery and equipment or construction work and related taxes for a total amount of $39,972,806 thousands, of which $38,674,656 thousands (equivalent to $46,428 thousands) had been paid in VND, which was listed under Prepayments for business facilities and Construction in progress, depending on their nature.

  • (2) As of Dec. 31, 2020, the Consolidated Company had entered into construction contracts with various manufacturers for a total amount of NT$9,481 thousands, and the price paid was NT$6,636 thousands, which was recognized under Construction in progress.

  • (3) As of Dec. 31, 2020 and 2019, the Consolidated Company had unused letters of credit amounting to US$0 thousand and US$414 thousands, respectively.

  • (4) As of Dec. 31, 2020 and 2019, the Consolidated Company's guarantee for the financing loans of Vietnam Caesar Sanitary Wares Joint Stock Company amounted to NT$142,400 thousands (US$5,000 thousands) and NT$194,870 thousands (US$1,870 thousands), respectively. (US$6,500,000).

  • 77 -

XXIX. Foreign-currency-denominated assets and liabilities that have significant influence

The following information is presented in the aggregate in foreign currencies other than the functional currency of each of the consolidated companies, and the exchange rates disclosed represent the rates at which these foreign currencies were translated into the functional currency. Assets and liabilities denominated in foreign currencies that have a significant effect are as follows.

Assets in
foreign
currencies
Monetary items
USD

RMB
Liabilities in
foreign
currencies
Monetary items
USD
Dec. 31,2020
Foreign
currency
Exchange
rate
NT$ $ 1,533
28.48 $ 43,672
10
4.37
44
4,611
28.48 131,326
Dec. 31,2020
Foreign
currency
Exchange
rate
NT$ $ 1,533
28.48 $ 43,672
10
4.37
44
4,611
28.48 131,326
Dec. 31,2019 Dec. 31,2019 Dec. 31,2019
Foreign
currency
$ 1,533
10
4,611
Exchange
rate

28.48

4.37

28.48
Foreign
currency
$ 1,383

-

3,956
Exchange
rate
29.980

-
29.980
NT$
$ 41,455

-
118,611

XXX. Other matters

The Consolidated Company was affected by the global pandemic of novel coronavirus pneumonia, but the impact was relatively insignificant because the epidemic was well controlled in Taiwan. As of Dec. 31, 2020, the cumulative consolidated operating revenue decreased by approximately 1.2% compared to the same period last year, indicating that the epidemic did not have a serious impact on the Consolidated Company's operations. Although the recent epidemic in Europe and the United States is on the rise, the Consolidated Company's operating revenue is concentrated in Taiwan and Vietnam, and is not expected to be significantly affected.

The Consolidated Company has maintained normal working capital, salaries, interest, rent and other expenses, and has not applied to the government for relief.

  • 78 -

XXXI. Disclosures

  • (I) Information on significant transactions and (II) information on investees:

  • Lending to others: None.

  • Endorsement for other parties: Schedule 1.

  • Marketable securities held at the end of the period (excluding investments in subsidiaries, associates and joint ventures): None.

  • The cumulative amount of securities purchased or sold reaches NT$300 million or 20% of the paid-in capital: None.

  • Acquisition of real estate amounting to at least NT$300 million or 20% of the paid-in capital: None.

  • Disposal of real estate amounting to at least NT$300 million or 20% of the paid-in capital: None.

  • The amount of purchase or sale of goods with related parties reaches NT$100 million or 20% of the paid-in capital: (Schedule 2)

  • Related party receivables amounting to at least NT$100 million or 20% of the paid-in capital: None.

  • Engage in derivative transactions: None.

  • Other: the business relationships among the parent company and subsidiaries and the significant amounts and conditions of transaction: (Schedule 3).

  • Information of investee companies: (Schedule 4).

  • (III) Information of investment from Mainland China: None.

  • (IV) Information of Major Shareholders: The names of shareholders who held more than 5% of the Company’s shares and the number of shares held by them and the ratio to all the outstanding shares: (Schedule 5).

XXXII. Department details

The Consolidated Company is an independent operating segment that provides information to the decision maker for the purpose of allocating resources and evaluating segment performance, with emphasis on each type of product or service delivered or provided. The reportable segments of the Consolidated Company are as follows.

Financial information by region

  • 79 -

The Consolidated Company's business units are divided into two reportable segments: the Taiwan Sanitary Equipment segment and the Vietnam Sanitary Equipment segment, which are mainly engaged in the design, manufacturing and trading of sanitary equipment and copper water supply products, but the two reportable segments are treated separately because they have their own independent strategies.

  • 80 -

The Consolidated Company does not allocate income tax expense (benefit) or extraordinary gain or loss to reportable segments. In addition, not all reportable segments include significant non-cash items other than depreciation and amortization.

The accounting policies of each operating segment are the same as the summary of significant accounting policies described in Note IV. The Consolidated Company's operating profit and loss in the sector is measured on a pre-tax basis (excluding extraordinary gain or loss) and is used as the basis for evaluating performance.

The Consolidated Company considers intersegment sales and transfers as transactions with third parties, which are measured at the current market.

Financial information of the Consolidated Company by region is as follows.

follows.
2020
Revenue
Revenue from external
customers

Revenue from other
segments

Total revenue

Profit and loss in the sector

Total assets of the segment

Total liabilities of the segment
2019
Revenue
Revenue from external
customers

Revenue from other
segments

Total revenue

Profit and loss in the sector

Total assets of the segment

Total liabilities of the segment
Segment of
Sanitary Wares
in Taiwan
$ 1,456,489

14,907

$ 1,471,396

$ 276,989

$ 2,320,902

$ 592,162

$ 1,284,658

15,525

$ 1,300,183

$ 231,275

$ 2,346,230

$ 652,984
Segment of
Sanitary Wares
in Foreign
Countries
$ 850,032

402,339

$ 1,252,371

$ 75,796

$ 1,517,729

$ 275,743

$ 1,050,268

408,381

$ 1,458,649

$ 83,619

$ 1,562,509

$ 209,797
Adjustment
and Write-off
$ -

417,246
)
$ 417,246
)
$ 63,210
)
$ 1,289,618
)
$ 34,419
)
$ -

423,906
)
$ 423,906
)
$ 69,351
)
$ 1,380,734
)
$ 28,033
)
Total























(
(
(
(
(

(
(
(
(
(











$ 2,306,521

-
$ 2,306,521
$ 289,575
$ 2,549,013
$ 833,486
$ 2,334,926

-
$ 2,334,926
$ 245,543
$ 2,528,005
$ 834,748
  • 81 -

Unit: NT$ thousands (unless otherwise specified)

Sanitar Co., Ltd. and Its Subsidiaries

Endorsement for Other Parties

From Jan. 1 to Dec. 31, 2020

Schedule 1

No. Name of the
endorser/guarantor
Guaranteedparty Guaranteedparty Limits on
endorsement/guar
antee amount
provided to each
guaranteed party
Maximum
balance for the
period
Ending balance Amount actually
drawn

Amount of
endorsement/guar
antee
collateralized by
properties
Ratio of
accumulated
endorsement/gu
arantee to net
equity per latest
financial
statements (%)
Maximum
endorsement/guar
antee amount
allowable
Guarantee
provided
by parent
company
Guarantee
provided
by a
subsidiary
Guarantee
provided
to entities
in
Mainland
China
Remark
Company Name Relationships
1 Sanitar Co., Ltd. Vietnam Caesar Sanitary
Wares Joint Stock
Company

Investment
accounted for using
the equity method
$ 340,563 $ 196,625 $ 142,400 $ 59,680 $ - 8.36 $ 681,126 Y N N (Note)

Note: The endorsement/guarantee limit is based on the endorsement/guarantee procedures approved by the shareholders' meeting and stipulated by the Bureau of Securities and Futures of the Financial Supervisory Commission, Executive Yuan on December 18, 2002, by Order no.(91) -Tai-tsai-zhen-(6)-0910161919. The total amount of the Company's endorsement and guarantee shall not exceed 40% of the Company's net worth and the amount of endorsement and guarantee for subsidiaries direc tly holding more than 50% of the common stock shall not exceed 20% of the Company's net worth for the period.

  • 82 -

Sanitar Co., Ltd. and Its Subsidiaries

Marketable Securities Held at the End of Period

Dec. 31, 2020

Schedule 2

Unit: NT$ thousands (unless otherwise specified)

Holding Company Type and Name of Marketable
Securities
Relationship with the
issuer of the marketable
securities
Financial statement account End of theperiod End of theperiod End of theperiod Remark
Number of shares Carrying amount Shareholding
percentage
Fair value
Sanitar Co., Ltd. Stock
Amsalp Biomedical Corporation

-
Non-current financial assets
measured at the fair value
through other comprehensive
income
154,700 $ 262 18.20% $ 262
  • 83 -

Sanitar Co., Ltd. and Its Subsidiaries

The amount of purchase or sale of goods with related parties reaches NT$100 million or 20% of the paid -in capital

From Jan. 1 to Dec. 31, 2020

Schedule 3

Unit: NT$ thousands (unless otherwise specified)

Company name Transaction
counterparty
Relationships Transaction Transaction Situation and reason of why trading
conditions are different from general
trading
Situation and reason of why trading
conditions are different from general
trading
Notes/ accounts receivable or
payable
Notes/ accounts receivable or
payable
Remark
Purchases
(Sales)
Amount Ratio to total
purchases/sales
amount(%)
Loan period Unit Price Loan period Balance Ratio to total
amount of
notes/accounts
receivable or
payable(%)
Sanitar Co., Ltd. Vietnam Caesar
Sanitary Wares Joint
Stock Company
Investment
accounted for
using the equity
method
Purchase $ 402,339 39% Vietnam Caesar
Sanitary
Wares Joint
Stock
Company
should pay
within 30 days
after the
delivery, but
this can be
adjusted
regarding the
demand for
funds.
Discussed by
both parties in
the transaction
with reference
to the market
price and
gross profit of
products
Vietnam Caesar
Sanitary
Wares Joint
Stock
Company
should pay
within 30 days
after the
delivery, but
this can be
adjusted
regarding the
demand for
funds.
Accounts
payable
$ -
- Note

Note: Transaction with related parties on the consolidated and parent company only statements were all adjusted and amortized .

  • 84 -

Sanitar Co., Ltd. and Its Subsidiaries

The Business Relationships among the Parent Company and Subsidiaries and the Significant Amounts and Conditions of Transactions

From Jan. 1 to Dec. 31, 2020

Schedule 4

Unit: NT$ thousands (unless otherwise specified)

No.
(Note 1)
Name of the Trader Name of the transaction
counterparty
Relationship with
the Trader
(Note 2)
Conditions of Transactions Conditions of Transactions Conditions of Transactions Conditions of Transactions
Accounting Item Amount Terms of Transaction Ratio to the total
consolidated
operating revenue
or the total
consolidated assets
(Note 3)
0 Sanitar Co., Ltd. Vietnam Caesar Sanitary Wares
Joint Stock Company

1
1
1
1
Other operating revenue
Accounts
receivable

Related parties
Other receivablesrelated
parties
Purchase
$ 14,907
4,172

30,246
402,339
The payment will be collected within 2
months after the end of each quarter.
However, this can be adjusted according
to the demand for funds.


The prices of goods purchased by Sanitar
Co., Ltd. from Vietnam Caesar Sanitary
Wares Joint Stock Company were
discussed by both parties in the
transaction with reference to the market
price and gross profit of products. The
payment shall be made within 30 days
after the delivery, and this can be
adjusted according to the demand for
funds.



-
-
1%
17%

Note 1: Information on business transactions between the parent company and subsidiaries should be indicated in the numbered column respectively, and the number should be filled in as follows.

(1) Enter 0 for the parent company.

(2) Subsidiaries are numbered in order by company, starting from the Arabic numeral 1.

Note 2: Relationship with the Trader has the following three types, just label the type.

(1) Parent company to subsidiary company.

(2) Subsidiary to parent company.

(3) Subsidiary to Subsidiary

Note 3: The calculation of the ratio of transaction amount to consolidated total revenue or total assets is calculated as Ending balance to consolidated total assets in the case of assets and liabilities, or as cumulative amount to consolidated total revenue in the case of profit and loss.

Note 4: Significant Conditions of Transactions in this table may be presented at the Company's discretion based on the principle of materiality.

  • 85 -

Sanitar Co., Ltd.

Name, Location, and Other Related Information of Investees

From Jan. 1 to Dec. 31, 2020

Schedule 5

Unit: NT$ thousands (unless otherwise specified)

Name of the Investment
Company
Name of the Investee
Company
Location Main businesses Original investment amount Original investment amount Shares held as of the end of theperiod Shares held as of the end of theperiod Shares held as of the end of theperiod Net income (loss)
of the investee
Gain (loss) on
investment
recognized in
theperiod
Remark
End of the
period
End of last
period
Number of
shares (1,000
shares)
Ratio (%)
(Note 3)
Carrying amount
Sanitar Co., Ltd.
Sanitar Co., Ltd.
Vietnam Caesar Sanitary
Wares Joint Stock
Company
Kai Sheng Sanitary Ware
Co., Ltd.
Vietnam
Taiwan
Manufacturing and
sale of sanitary
equipment and
water supply
equipment
Sale of sanitary
equipment and
water supply
equipment
$ 665,303
13,260
$ 665,303
-
41,878
1,326

100

51
$ 1,225,499

13,221
$ 63,253
(
76 )
$ 58,988
(
39 )
Note 1, 2
and 3
Note 2

Note 1: The difference between the comprehensive income of Vietnam Caesar Sanitary Wares Joint Stock Company and the gain on investment recognized by Sanitar Co., Ltd. was the net change of the unrealized gains or losses from upstream sale, which was NT$4,264,000.

Note 2: The gain (loss) on investment on the consolidated and parent company only statements were adjusted and amortized.

Note 3: The ratio of shares held as of the end of the period was 99.9993%

  • 86 -

Sanitar Co., Ltd. and Its Subsidiaries

Information of Major Shareholders

Dec. 31, 2020

Schedule 6

Name of Major Shareholder Shares Shares
Number of shares
held bytheperson
Shareholding
percentage
XIAO, JUN-XIANG 5,013,581 6.90%

Information of Major Shareholders is calculated based on the last business day of the quarter in which the shareholders hold 5% or more of the Company's common shares and preferred shares that have been delivered without physical registration (including Treasury shares). The number of shares in the consolidated financial statements may differ from the actual number of shares delivered due to different bases of computation.

The above information is revealed by the trustee's opening of a trust account with individual subaccounts of the principal if the shareholder has delivered the shares to the trust. As for the shareholder's shareholding of more than 10% of insider shares reported under the Securities and Exchange Act, the shareholding includes the shareholding of the shareholder himself/herself plus the shareholding of the shareholder delivered to the trust and has the right to decide the use of the trust property, etc. Please refer to the Market Observation Post System for the information on insider shareholding reporting.

  • 87 -