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SFC Annual Report 2019

Nov 14, 2019

51753_rns_2019-11-14_fd32a114-616a-4a08-b7f0-87d437a122b3.pdf

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Standard Foods Corporation and Subsidiaries

Consolidated Financial Statements for the Years Ended December 31, 2019 and 2018 and Independent Auditors’ Report

DECLARATION OF CONSOLIDATION OF FINANCIAL STATEMENTS OF AFFILIATES

The companies required to be included in the consolidated financial statements of affiliates in accordance with the “Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises” for the year ended December 31, 2019 are all the same as the companies required to be included in the consolidated financial statements of parent and subsidiary companies as provided in International Financial Reporting Standards No. 10, “Consolidated Financial Statements”. Relevant information that should be disclosed in the consolidated financial statements of affiliates has all been disclosed in the consolidated financial statements of parent and subsidiary companies. Hence, we have not prepared a separate set of consolidated financial statements of affiliates.

Very truly yours,

STANDARD FOODS CORPORATION

By

TER-FUNG TSAO Chairman

March 18, 2020

  • 1 -

INDEPENDENT AUDITORS’ REPORT

The Board of Directors and Shareholders Standard Foods Corporation

Opinion

We have audited the accompanying consolidated financial statements of Standard Foods Corporation and its subsidiaries (collectively referred to as the “Group”), which comprise the consolidated balance sheets as of December 31, 2019 and 2018, and the consolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the consolidated financial statements, including a summary of significant accounting policies (collectively referred to as the “consolidated financial statements”).

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2019 and 2018, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

Basis for Opinion

We conducted our audit of the consolidated financial statements for the year ended December 31, 2019 in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants, Rule No. 1090360805 issued by the Financial Supervisory Commission of the Republic of China on February 25, 2020, and auditing standards generally accepted in the Republic of China. We conducted our audit of the consolidated financial statements for the year ended December 31, 2018 in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with The Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

  • 2 -

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements for the year ended December 31, 2019. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

The key audit matter identified in the Group’s consolidated financial statements for the year ended December 31, 2019 is stated as follows:

Evaluation of Inventory

The products of the Group mainly include nutritional food, edible oils, dairy products, and beverages. Management estimated the allowance for impairment loss of inventory of various products based on the current market condition and historical sales experience. Refer to Notes 4, 5, and 12 to the consolidated financial statements for detailed information related to assessment of inventory. Because the assessment of impairment loss of inventory involves management’s critical accounting estimates and judgments, we considered the assessment of the allowance for impairment loss of inventory to be a key audit matter.

The audit procedures that we performed in response to the abovementioned key audit matter included obtaining information pertaining to the lower of cost or net realizable value (LCNRV), sampling the projected pricing information to the most recent sales record to assess the reasonableness of the judgment on LCNRV, and collecting the related documentations on obsolete inventory to assess the appropriateness of methodology adopted in the calculation of the impairment loss of inventory.

Other Matter

We have also audited the parent company only financial statements of Standard Foods Corporation as of and for the years ended December 31, 2019 and 2018 on which we have issued an unmodified opinion.

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

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

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

Those charged with governance, including the audit committee, are responsible for overseeing the Group’s financial reporting process.

  • 3 -

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

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

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

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

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

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

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

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

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

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

  • 4 -

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements for the year ended December 31, 2019 and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners on the audit resulting in this independent auditors’ report are Tza-Li Gung and Ching-Cheng Yang.

Deloitte & Touche Taipei, Taiwan Republic of China March 18, 2020

Notice to Readers

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

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

  • 5 -

STANDARD FOODS CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2019 AND 2018

(In Thousands of New Taiwan Dollars)

ASSETS
CURRENT ASSETS
Cash and cash equivalents (Note 6)
Financial assets at fair value through profit or loss - current (Note 7)
Financial assets at fair value through other comprehensive income - current (Note 8)
Financial assets at amortized cost - current (Note 9)
Notes receivable (Notes 10 and 26)
Trade receivables (Notes 10 and 26)
Lease receivables - current (Note 11)
Finance lease receivables - current (Note 11)
Other receivables (Note 10)
Current tax assets (Note 28)
Inventories (Note 12)
Prepayments (Note 13)
Other current assets (Notes 20 and 36)
Total current assets
NON-CURRENT ASSETS
Financial assets at fair value through profit or loss - non-current (Note 7)
Financial assets at fair value through other comprehensive income - non-current (Note 8)
Property, plant and equipment (Notes 15 and 36)
Right-of-use assets (Note 16)
Investment properties (Notes 17 and 36)
Goodwill
Other intangible assets (Note 18)
Deferred tax assets (Note 28)
Lease receivables - non-current (Note 11)
Finance lease receivables - non-current (Note 11)
Net defined benefit assets
Long-term prepayments for leases (Note 19)
Other non-current assets (Notes 20 and 36)
Total non-current assets
TOTAL
LIABILITIES AND EQUITY

CURRENT LIABILITIES

Short-term borrowings (Notes 21 and 36)

Short-term bills payable (Note 21)

Contract liabilities - current (Note 26)

Notes payable (Note 22)

Trade payables (Note 22)

Trade payables to related parties (Note 35)

Other payables (Note 23)

Current tax liabilities (Note 28)

Lease liabilities - current (Note 16)

Current portion of long-term borrowings (Notes 21 and 36)

Finance lease payables - current

Other current liabilities (Note 23)


Total current liabilities


NON-CURRENT LIABILITIES

Long-term borrowings (Notes 21 and 36)

Deferred tax liabilities (Note 28)

Lease liabilities - non-current (Note 16)

Finance lease payables - non-current

Net defined benefit liabilities

Other non-current liabilities (Note 23)


Total non-current liabilities


Total liabilities


EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY (Note 25)

Ordinary shares

Capital surplus

Retained earnings

Legal reserve

Special reserve

Unappropriated earnings

Total retained earnings

Other equity

Treasury shares


Total equity attributable to owners of the Company


NON-CONTROLLING INTERESTS (Note 25)


Total equity


TOTAL
2019
Amount
%
$ 3,705,903
15
667,673
3
186,711
1
2,206,805
9
2,977
-
6,439,550
25
-
-
2,775
-
193,083
1
46,114
-
3,646,984
14
1,385,226
5

29,384

-
18,513,185

73
7,575
-
189,695
1
5,125,312
20
699,679
3
122,492
-
818
-
67,269
-
473,398
2
-
-
26,948
-
919
-
-
-

260,975

1

6,975,080

27
$ 25,488,265
100
$ 1,382,955
6
99,968
1
326,644
1
316,444
1
2,014,619
8
26,141
-
2,850,674
11
547,018
2
83,119
-
6,000
-
-
-

28,501

-

7,682,083

30
-
-
268,813
1
264,496
1
-
-
299,204
2

22,978

-

855,491

4

8,537,574

34

9,150,897

36

109,718

-
2,945,412
11
330,945
1

4,739,831

19

8,016,188

31

(577,494)

(2)

(21,182)

-
16,678,127
65

272,564

1
16,950,691

66
$ 25,488,265
100
2018





















































































Amount
%
$ 2,589,952
11
617,790
2
154,439
1
1,505,913
6
2,887
-
6,161,079
26
2,640
-
-
-
222,129
1
13,349
-
4,199,286
17
1,615,672
7

21,911

-
17,107,047

71
7,315
-
167,260
1
5,478,238
23
-
-
110,776
-
818
-
72,232
-
400,746
2
29,724
-
-
-
2,564
-
381,081
2

239,855

1

6,890,609

29
$ 23,997,656
100
$ 1,731,478
7
119,904
-
360,115
2
131,916
1
2,162,745
9
8,602
-
2,609,886
11
337,835
1
-
-
12,000
-
2,137
-

34,316

-

7,510,934

31
15,000
-
136,123
1
-
-
4,809
-
265,770
1

24,695

-

446,397

2

7,957,331

33

9,150,897

38

93,045

-
2,650,503
11
260,426
1

4,004,182

17

6,915,111

29

(330,945)

(1)

(21,182)

-
15,806,926
66

233,399

1
16,040,325

67
$ 23,997,656
100

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

  • 6 -

STANDARD FOODS CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2019 AND 2018 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

OPERATING REVENUE
Sales (Note 26)

OPERATING COSTS
Cost of goods sold (Notes 12, 27 and 35)

GROSS PROFIT

OPERATING EXPENSES (Note 27)
Selling and marketing expenses
General and administrative expenses
Research and development expenses
Expected credit loss

Total operating expenses

OPERATING INCOME

NON-OPERATING INCOME AND EXPENSES
Other income (Note 27)
Other gains (Notes 19 and 27)
Finance costs (Note 27)

Total non-operating income and expenses

PROFIT BEFORE INCOME TAX
INCOME TAX EXPENSE (Note 28)

NET PROFIT FOR THE YEAR

OTHER COMPREHENSIVE INCOME (LOSS)
Items that will not be reclassified subsequently to
profit or loss:
Remeasurement of defined benefit plans
Unrealized gain (loss) on investments in equity
instruments at fair value through other
comprehensive income
Income tax relating to items that will not be
reclassified subsequently to profit or loss
(Note 28)

Total items that will not be reclassified
subsequently to profit or loss
2019
Amount
%
$ 31,266,232 100

21,635,219
69


9,631,013
31

3,967,158 13
1,078,836
4
148,384
-

12,762

-


5,207,140
17


4,423,873
14

110,737
1
60,803
-

(46,879)

-


124,661

1

4,548,534 15

1,093,698

4


3,454,836
11

(36,667)
-
54,764
-

7,671

-


25,768

-
2018






























Amount
%
$ 27,340,587 100

19,086,242
70

8,254,345
30

4,010,005 15

921,459
3

167,794
-

5,251

-

5,104,509
18

3,149,836
12

71,957
-

535,184
2

(80,745)

-

526,396

2

3,676,232 14

707,925

3

2,968,307
11

(6,336)
-

(36,460)
-

11,060

-

(31,736)

-
(Continued)
  • 7 -

STANDARD FOODS CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2019 AND 2018 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

Items that may be reclassified subsequently to profit
or loss:
Exchange differences on translating the financial
statements of foreign operations

Income tax relating to the items that may be
reclassified subsequently to profit or loss
(Note 28)

Total items that may be reclassified
subsequently to profit or loss

Other comprehensive loss for the year, net of
income tax

TOTAL COMPREHENSIVE INCOME FOR THE
YEAR

NET PROFIT ATTRIBUTABLE TO:
Owners of the Company

Non-controlling interests


TOTAL COMPREHENSIVE INCOME
ATTRIBUTABLE TO:
Owners of the Company

Non-controlling interests


EARNINGS PER SHARE (Note 29)
Basic
Diluted
2019
Amount
%
$ (351,999) (1)

70,042

-


(281,957)
(1)


(256,189)
(1)

$ 3,198,647
10

$ 3,416,097 11

38,739

-

$ 3,454,836
11

$ 3,142,252 10

56,395

-

$ 3,198,647
10

$ 3.76
$ 3.76
2018




















Amount
%
$ (147,177) (1)

40,164

-

(107,013)
(1)

(138,749)
(1)
$ 2,829,558
10
$ 2,949,089 11

19,218

-
$ 2,968,307
11
$ 2,813,107 10

16,451

-
$ 2,829,558
10
$ 3.25
$ 3.24



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

(Concluded)

  • 8 -

STANDARD FOODS CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2019 AND 2018 (In Thousands of New Taiwan Dollars)

BALANCE AT JANUARY 1, 2018

Effect of retrospective application and retrospective
restatement

BALANCE AT JANUARY 1, 2018 AS RESTATED

Appropriation of 2017 earnings
Legal reserve

Special reserve

Cash dividends to shareholders

Adjustment of capital surplus for the Company's cash
dividends received by subsidiaries

Actual acquisitions of interests in subsidiaries

Decrease in non-controlling interests

Net profit for the year ended December 31, 2018
Other comprehensive income (loss) for the year ended
December 31, 2018, net of income tax

Total comprehensive income (loss) for the year ended
December 31, 2018

Disposal of investments in equity instruments
designated as at fair value through other
comprehensive income

BALANCE AT DECEMBER 31, 2018

Appropriation of 2018 earnings
Legal reserve

Special reserve

Cash dividends to shareholders

Adjustment of capital surplus for the Company's cash
dividends received by subsidiaries

Decrease in non-controlling interests

Net profit for the year ended December 31, 2019
Other comprehensive income (loss) for the year ended
December 31, 2019, net of income tax

Total comprehensive income (loss) for the year ended
December 31, 2019

BALANCE AT DECEMBER 31, 2019
Equity Attrib ut able to Owners of the Company Total
Non-controlling
Interests
$ 14,785,740
$ 237,868


24,598

19,289


14,810,338

257,157


-

-


-

-


(1,830,179)

-


13,339

-


321

(11,491)


-

(28,718)

2,949,089
19,218

(135,982)

(2,767)


2,813,107

16,451


-

-


15,806,926

233,399


-

-


-

-


(2,287,724)

-


16,673

-


-

(17,230)

3,416,097
38,739

(273,845)

17,656


3,142,252

56,395

$ 16,678,127
$ 272,564
Total Equity
$ 15,023,608

43,887

15,067,495

-

-

(1,830,179)

13,339

(11,170)

(28,718)
2,968,307

(138,749)

2,829,558

-

16,040,325

-

-

(2,287,724)

16,673

(17,230)
3,454,836

(256,189)

3,198,647
$ 16,950,691
Ordinary Shares
Capital Surplus
$ 9,150,897
$ 83,124


-

-


9,150,897

83,124


-

-


-

-


-

-


-

13,339


-

(3,418)


-

-

-
-

-

-


-

-


-

-


9,150,897

93,045


-

-


-

-


-

-


-

16,673


-

-

-
-

-

-


-

-

$ 9,150,897
$ 109,718
Retained Earnings Total
$ 5,833,327


2,014


5,835,341


-


-


(1,830,179)


-


(44,494)


-

2,949,089

5,040


2,954,129


314


6,915,111


-


-


(2,287,724)


-


-

3,416,097

(27,296)


3,388,801

$ 8,016,188
Other Equity Total
Treasury Shares
$ (260,426 ) $ (21,182 )

22,584

-


(237,842)

(21,182)


-

-


-

-


-

-


-

-


48,233

-


-

-

-
-

(141,022)

-


(141,022)

-


(314)

-


(330,945)

(21,182)


-

-


-

-


-

-


-

-


-

-

-
-

(246,549)

-


(246,549)

-

$ (577,494)
$ (21,182)




















Exchange
Differences on
Translating the
Financial
Statements of

Foreign
Operations
$ (307,846 )

-


(307,846)


-


-


-


-


1,263


-

-

(106,286)


(106,286)


-


(412,869)


-


-


-


-


-

-

(280,169)


(280,169)

$ (693,038)
Unrealized Gain
(Loss) on
Available-for-
Unrealized Gain
(Loss) on
Financial Assets
at Fair Value
Through Other
sale Financial
Assets
Comprehensive
Income
$ 94,390
$ -


(94,390)

116,974


-

116,974


-

-


-

-


-

-


-

-


-

-


-

-

-
-

-

(34,736)


-

(34,736)


-

(314)


-

81,924


-

-


-

-


-

-


-

-


-

-

-
-

-

33,620


-

33,620

$ -
$ 115,544
Other
$ (46,970 )

-


(46,970)


-


-


-


-


46,970


-

-

-


-


-


-


-


-


-


-


-

-

-


-

$ -




















Legal Reserve
Special Reserve
Unappropriated
Earnings
$ 2,433,199
$ 81,797
$ 3,318,331


-

-

2,014


2,433,199

81,797

3,320,345


217,304

-

(217,304)


-

178,629

(178,629)


-

-

(1,830,179)


-

-

-


-

-

(44,494)


-

-

-

-
-
2,949,089

-

-

5,040


-

-

2,954,129


-

-

314


2,650,503

260,426

4,004,182


294,909

-

(294,909)


-

70,519

(70,519)


-

-

(2,287,724)


-

-

-


-

-

-

-
-
3,416,097

-

-

(27,296)


-

-

3,388,801

$ 2,945,412
$ 330,945
$ 4,739,831

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

  • 9 -

STANDARD FOODS CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2019 AND 2018 (In Thousands of New Taiwan Dollars)

CASH FLOWS FROM OPERATING ACTIVITIES
Income before income tax

Adjustments for:
Depreciation expenses
Amortization expenses
Expected credit loss recognized on trade receivables
Net gain loss on fair value changes of financial assets and financial
liabilities at fair value through profit or loss
Finance costs
Interest income
Dividend income
Loss on disposal of property, plant and equipment
Loss (gain) on disposal of investment properties
Impairment losses recognized on property, plant and equipment
Others
Changes in operating assets and liabilities
Financial assets mandatorily classified as fair value through profit or
loss
Notes receivable
Trade receivables
Other receivables
Inventories
Prepayments
Other current assets
Accrued pension assets
Contract liabilities
Notes payable
Trade payables
Trade payables - related parties
Other payables
Other current liabilities
Net defined benefit liabilities

Cash generated from operations
Interest received
Interest paid
Income tax paid

Net cash generated from operating activities

CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from sale of financial assets at fair value through other
comprehensive income
Purchase of financial assets at amortized cost

Refund of financial assets at amortized cost
Payments for property, plant and equipment
2019
$ 4,548,534

574,798
54,237
12,762
(7,812)
46,879
(74,819)
(11,231)
37,346
4,268
-
(19)
(42,330)
(204)
(418,070)
30,739
490,995
185,019
(7,472)
1,645
(21,368)
196,093
(121,831)
17,540
298,026
(5,242)
(3,124)

5,785,359
72,781
(50,799)
(780,867)

5,026,474

-
(3,588,919)
2,879,221
(405,804)
2018
$ 3,676,232
473,373
53,528
5,251

(22,339)
80,745

(39,917)

(10,584)
8,243
(369,427)
18,035

-

(561,425)

1,920
(1,134,594)
(62,972)
326,026
38,204

454
(1,134)

154,687
34,401

666,896
5,332
234,594

(146,238)

(113,121)
3,316,170
36,998

(78,814)

(635,107)

2,639,247
2,621
(1,512,643)
820,126

(386,244)
(Continued)
  • 10 -

STANDARD FOODS CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2019 AND 2018 (In Thousands of New Taiwan Dollars)

Proceeds from disposal of property, plant and equipment

Proceeds from disposal of investment properties
Payments for intangible assets
Increase in finance lease receivables
Decrease in finance lease receivables
Increase in other financial assets
Decrease in other financial assets
Increase in other non-current assets
Decrease in other non-current assets
Other dividends received

Net cash used in investing activities

CASH FLOWS FROM FINANCING ACTIVITIES
Decrease in short-term borrowings
Increase in short-term bills payable
Decrease in short-term bills payable
Payments for long-term borrowings
Increase in finance lease payables
Repayment of the principal portion of lease liabilities
Increase in other financial liabilities
Decrease in other financial liabilities
Decrease in other non-current liabilities
Dividends paid to owners of the Company

Acquisition of subsidiaries

Net cash used in financing activities

EFFECTS OF EXCHANGE RATE CHANGES ON THE BALANCE
OF CASH HELD IN FOREIGN CURRENCIES

NET INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE
YEAR

CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR
2019
$ 20,095

-
(7,564)
-
2,640
(13,000)
-
-
2,296
11,006

(1,100,029)

(301,316)
-
(19,936)
(21,000)
-
(73,714)
705
-
(1,757)
(2,288,281)
-

(2,705,299)

(105,195)

1,115,951
2,589,952

$ 3,705,903
2018
$ 13,913
495,580

(5,572)
(36,290)
38,701

-
21,101
(22,340)
-

10,584

(560,463)

(555,347)
19,951

-

(12,000)
4,067

-
-
(28,458)

(687)
(1,845,558)

(59,682)
(2,477,714)

(163,800)
(562,730)

3,152,682
$ 2,589,952

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

(Concluded)

  • 11 -

STANDARD FOODS CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2019 AND 2018 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

1. GENERAL INFORMATION

Standard Foods Corporation (the “Company”) was incorporated on June 6, 1986. The Company mainly manufactures and sells nutritious foods, edible oils, dairy products and beverages.

The Company’s shares have been listed on the Taiwan Stock Exchange since April 1994.

The consolidated financial statements of the Company and its subsidiaries, collectively referred to as the “Group”, are presented in the Company’s functional currency, the New Taiwan dollar.

2. APPROVAL OF FINANCIAL STATEMENTS

The consolidated financial statements were approved by the Company’s board of directors on March 18, 2020.

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

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

Except for the following, the initial application of the amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the IFRSs endorsed and issued into effect by the FSC did not have any material impact on the Group’s accounting policies:

1) IFRS 16 “Leases”

IFRS 16 provides a comprehensive model for the identification of lease arrangements and their treatment in the financial statements of both lessee and lessor. It supersedes IAS 17 “Leases”, IFRIC 4 “Determining whether an Arrangement contains a Lease”, and a number of related interpretations. Refer to Note 4 for information relating to the relevant accounting policies.

Definition of a lease

The Group elects to apply the guidance of IFRS 16 in determining whether contracts are, or contain, a lease only to contracts entered into (or changed) on or after January 1, 2019. Contracts identified as containing a lease under IAS 17 and IFRIC 4 are not be reassessed and are accounted for in accordance with the transitional provisions under IFRS 16.

  • 12 -

The Group as lessee

The Group recognizes right-of-use assets or investment properties if the right-of-use assets meet the definition of investment properties, and lease liabilities for all leases on the consolidated balance sheets except for those whose payments under low-value asset and short-term leases are recognized as expenses on a straight-line basis. On the consolidated statements of comprehensive income, the Group presents the depreciation expense charged on right-of-use assets separately from the interest expense accrued on lease liabilities; interest is computed using the effective interest method. On the consolidated statements of cash flows, cash payments for the principal portion of lease liabilities are classified within financing activities; cash payments for the interest portion are classified within financing activities. Prior to the application of IFRS 16, payments under operating lease contracts were recognized as expenses on a straight-line basis. Cash flows for operating leases were classified within operating activities on the consolidated statements of cash flows. Leased assets and finance lease payables were recognized on the consolidated balance sheets for contracts classified as finance leases.

Lease liabilities were recognized on January 1, 2019 for leases previously classified as operating leases under IAS 17. Lease liabilities were measured at the present value of the remaining lease payments, discounted using the lessee’s incremental borrowing rate on January 1, 2019. Right-of-use assets are measured at either amount equal to the lease liabilities, adjusted by the amount of any prepaid or accrued lease payments.

For as an operating lease under IAS 17, a lease liability measured at the present value of the remaining lease payments, discounted using the lessee’s incremental borrowing rate on January 1, 2019. Part of right-of-use assets are presented as prepaid lease or lease payments. The Company applies IAS 36 to all right-of-use assets.

The Group also applies the following practical expedients:

  • a) The Group applies a single discount rate to a portfolio of leases with reasonably similar characteristics to measure lease liabilities.

  • b) The Group accounts for those leases for which the lease term ends on or before December 31, 2019 as short-term leases.

  • c) The Group excludes initial direct costs from the measurement of right-of-use assets on January 1, 2019.

  • d) The Group uses hindsight, such as in determining lease terms, to measure lease liabilities.

The lessee’s weighted incremental borrowing rate applied to lease liabilities recognized on January 1, 2019 is 1.07%-12.04%. The difference between the lease liabilities recognized and operating lease commitments disclosed under IAS 17 on December 31, 2018 is explained as follows:

The future minimum lease payments of non-cancellable operating lease
commitments on December 31, 2018

Less: Recognition exemption for short-term leases


Undiscounted amounts on January 1, 2019


Discounted amounts using the incremental borrowing rate on January 1, 2019

Add: Finance lease liabilities on December 31, 2018

Lease liabilities recognized on January 1, 2019
$ 155,631

(21,890)
$ 133,741
$ 132,164

6,946
$ 139,110
  • 13 -

The Group as lessor

The Group does not make any adjustments for leases in which it is a lessor, and it accounts for those leases with the application of IFRS 16 starting from January 1, 2019.

The impact on assets, liabilities and equity as of January 1, 2019 from the initial application of IFRS 16 is set out as follows:

Adjustments Adjustments
As Originally Arising from
Stated on Initial Restated on
January 1, 2019 Application January 1, 2019
Finance lease receivables - current $
-
$
2,640
$ 2,640
Lease receivables - non-current 29,724 (29,724) -
Finance lease receivables - non-current - 29,724 29,724
Lease receivables - current 2,640 (2,640) -
Property, plant and equipment 5,889 (5,889) -
Prepayments for leases - non-current 381,081
(381,081) -
Right-of-use assets -
519,134 519,134
Total effect on assets $ 419,334
$ 132,164 $ 551,498
Lease liabilities $
-
$ 139,110 $ 139,110
Finance lease payables - current 2,137 (2,137) -
Finance lease payables - non-current 4,809
(4,809) -
Total effect on liabilities $
6,946
$ 132,164 $ 139,110

The amendments stipulate that, if a plan amendment, curtailment or settlement occurs, the current service cost and the net interest for the remainder of the annual reporting period are determined using the actuarial assumptions used for the remeasurement of the net defined benefit liabilities (assets). In addition, the amendments clarify the effect of a plan amendment, curtailment or settlement on the requirements regarding the asset ceiling. The Group applied the above amendments prospectively.

  • b. The IFRSs endorsed by the Financial Supervisory Commission (FSC) for application starting from 2020
New IFRSs
Amendments to IFRS 3 “Definition of a Business”

Amendments to IAS 1 and IAS 8 “Definition of Material”
Effective Date
Announced by IASB
January 1, 2020 (Note 1)
January 1, 2020 (Note 2)
  • Note 1: The Group shall apply these amendments to business combinations for which the acquisition date is on or after the beginning of the first annual reporting period beginning on or after January 1, 2020 and to asset acquisitions that occur on or after the beginning of that period.

  • Note 2: The Group shall apply these amendments prospectively for annual reporting periods beginning on or after January 1, 2020.

  • 14 -

  • 1) Amendments to IFRS 3 “Definition of a Business”

The amendments clarify that, to be considered a business, an acquired set of activities and assets must include, at a minimum, an input and a substantive process applied to the input that together significantly contribute to the ability to create outputs. The amendments narrow the definitions of outputs by focusing on goods and services provided to customers, and the reference to an ability to reduce costs is removed. Moreover, the amendments remove the assessment of whether market participants are capable of replacing any missing inputs or processes and continuing to produce outputs. In addition, the amendments introduce an optional concentration test that permits a simplified assessment of whether or not an acquired set of activities and assets is a business.

  • 2) Amendments to IAS 1 and IAS 8 “Definition of material”

The amendments are intended to make the definition of material in IAS 1 easier to understand and are not intended to alter the underlying concept of materiality in IFRSs. The concept of “obscuring” material information with immaterial information has been included as part of the new definition. The threshold for materiality influencing users has been changed from “could influence” to “could reasonably be expected to influence”.

Except for the above impact, as of the date the consolidated financial statements were authorized for issue, the Group is continuously assessing the possible impact that the application of other standards and interpretations will have on the Group’s financial position and financial performance and will disclose the relevant impact when the assessment is completed.

  • c. New IFRSs in issue but not yet endorsed and issued into effect by the FSC
New IFRSs
Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets
between an Investor and its Associate or Joint Venture”

Amendments to IAS 1 “Classification of Liabilities as Current or
Non-current”
Effective Date
Announced by IASB (Note)
To be determined by IASB
January 1, 2022

Note: Unless stated otherwise, the above New IFRSs are effective for annual reporting periods beginning on or after their respective effective dates.

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

4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

  • a. Statement of compliance

The consolidated financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and IFRSs as endorsed and issued into effect by the FSC.

  • b. Basis of preparation

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

  • 15 -

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

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

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

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

  • c. Classification of current and non-current assets and liabilities

Current assets include:

  • 1) Assets held primarily for the purpose of trading;

  • 2) Assets expected to be realized within twelve months after the reporting period; and

  • 3) Cash and cash equivalents unless the asset is restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

Current liabilities include:

  • 1) Liabilities held primarily for the purpose of trading;

  • 2) Liabilities due to be settled within twelve months after the reporting period; and

  • 3) Liabilities for which the Group does not have an unconditional right to defer settlement for at least twelve months after the reporting period.

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

  • d. Basis of consolidation

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

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

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

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

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

  • 16 -

Refer to Note 14, Tables 7 and 8 for the detailed information on subsidiaries (including the percentages of ownership and main businesses).

e. Foreign currencies

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

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

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

Non-monetary items that are measured at historical cost in a foreign currency are translated using the exchange rate at the date of the transaction.

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

  • f. Inventories

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

  • g. Property, plant and equipment

Property, plant and equipment (including assets held under finance leases) are stated at cost, less recognized accumulated depreciation and accumulated impairment loss.

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

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

  • 17 -

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

  • h. Investment properties

Investment properties are properties held to earn rentals and/or for capital appreciation.

Investment properties are measured initially at cost, including transaction costs. Subsequent to initial recognition, investment properties are measured at cost less accumulated depreciation and accumulated impairment loss. Depreciation is recognized using the straight-line method.

On derecognition of an investment property, the difference between the net disposal proceeds and the carrying amount of the asset is included in profit or loss.

  • i. Goodwill

Goodwill arising from the acquisition of a business is carried at cost as established at the date of acquisition of the business less accumulated impairment loss.

For the purposes of impairment testing, goodwill is allocated to each of the Group’s cash-generating units or groups of cash-generating units (referred to as cash-generating units) that is expected to benefit from the synergies of the combination.

A cash-generating unit to which goodwill has been allocated is tested for impairment annually, or more frequently when there is an indication that the unit may be impaired, by comparing its carrying amount, including the attributed goodwill, with its recoverable amount. However, if the goodwill allocated to a cash-generating unit was acquired in a business combination during the current annual period, that unit shall be tested for impairment before the end of the current annual period. If the recoverable amount of the cash-generating unit is less than its carrying amount, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro rata based on the carrying amount of each asset in the unit. Any impairment loss is recognized directly in profit or loss. An impairment loss recognized for goodwill is not reversed in subsequent periods.

If goodwill has been allocated to a cash-generating unit and the entity disposes of an operation within that unit, the goodwill associated with the operation which is disposed of is included in the carrying amount of the operation when determining the gain or loss on disposal, and is measured on the basis of the relative values of the operation disposed of and the portion of the cash-generating unit retained.

  • j. Intangible assets

  • 1) Intangible assets acquired separately

Intangible assets with finite useful lives that are acquired separately are initially measured at cost and subsequently measured at cost less accumulated amortization and accumulated impairment loss. Amortization is recognized on a straight-line basis. The estimated useful life, residual value, and amortization method are reviewed at the end of each reporting period, with the effect of any changes in estimate accounted for on a prospective basis. Intangible assets with indefinite useful lives that are acquired separately are measured at cost less accumulated impairment loss.

  • 2) Intangible assets acquired in a business combination

Intangible assets acquired in a business combination and recognized separately from goodwill are initially recognized at their fair value at the acquisition date (which is regarded as their cost). Subsequent to initial recognition, they are measured on the same basis as intangible assets that are acquired separately.

  • 18 -

3) Derecognition of intangible assets

On derecognition of an intangible asset, the difference between the net disposal proceeds and the carrying amount of the asset is recognized in profit or loss.

  • k. Impairment of tangible and intangible assets other than goodwill

At the end of each reporting period, the Group reviews the carrying amounts of its tangible and intangible assets, excluding goodwill, to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. When it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs. When a reasonable and consistent basis of allocation can be identified, corporate assets are also allocated to individual cash-generating units, or otherwise they are allocated to the smallest group of cash-generating units for which a reasonable and consistent allocation basis can be identified.

Intangible assets with indefinite useful lives and intangible assets not yet available for use are tested for impairment at least annually, and whenever there is an indication that the asset may be impaired.

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

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

l. Financial instruments

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

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

1) Financial assets

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

  • a) Measurement category

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

  • 19 -

  • i. Financial assets at FVTPL

Financial assets are classified as at FVTPL when such a financial asset is mandatorily classified as at FVTPL. Financial assets mandatorily classified as at FVTPL include investments in equity instruments which are not designated as at FVTOCI.

Financial assets at FVTPL are subsequently measured at fair value, with any gains or losses arising on remeasurement recognized in profit or loss. Fair value is determined in the manner described in Note 34.

  • ii. Financial assets at amortized cost

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

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

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

Subsequent to initial recognition, financial assets at amortized cost, including cash and cash equivalents, notes receivable, trade receivables, investments in debt instruments, other receivables and other financial assets that measured at amortized cost, which equals the gross carrying amount determined using the effective interest method less any impairment loss. Exchange differences are recognized in profit or loss.

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

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

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

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

iii. Investments in equity instruments at FVTOCI

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

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

  • 20 -

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

  • b) Impairment of financial assets

The Group recognizes a loss allowance for expected credit losses on financial assets at amortized cost (including trade receivables) and finance lease receivables.

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

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

The Group recognizes an impairment gain or loss in profit or loss for all financial instruments with a corresponding adjustment to their carrying amount through a loss allowance account.

  • c) Derecognition of financial assets

The Group derecognizes a financial asset when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another party.

Before 2018, on derecognition of a financial asset in its entirety, the difference between the asset’s carrying amount and the sum of the consideration received and receivable and the cumulative gain or loss which had been recognized in other comprehensive income is recognized in profit or loss. Starting from 2018, on derecognition of a financial asset at amortized cost in its entirety, the difference between the asset’s carrying amount and the sum of the consideration received and receivable is recognized in profit or loss. On derecognition of an investment in a debt instrument at FVTOCI, the difference between the asset’s carrying amount and the sum of the consideration received and receivable and the cumulative gain or loss which had been recognized in other comprehensive income is recognized in profit or loss. However, on derecognition of an investment in an equity instrument at FVTOCI, the difference between the asset’s carrying amount and the sum of the consideration received and receivable is recognized in profit or loss, and the cumulative gain or loss which had been recognized in other comprehensive income is transferred directly to retained earnings, without recycling through profit or loss.

2) Equity instruments

Debt and equity instruments issued by the Group are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.

Equity instruments issued by the Group are recognized at the proceeds received, net of direct issue costs.

  • 21 -

The repurchase of the Group’s own equity instruments is recognized in and deducted directly from equity. No gain or loss is recognized in profit or loss on the purchase, sale, issue or cancellation of the Group’s own equity instruments.

  • m. Revenue recognition

The Group identifies contracts with customers and recognizes revenue when performance obligations are satisfied.

For contracts where the period between the date on which the Group transfers a promised good to a customer and the date on which the customer pays for that good is one year or less, the Group does not adjust the promised amount of consideration for the effects of a significant financing component.

  • Revenue from the sale of goods

Revenue from the sale of goods comes from sales of nutritious foods, cooking products, electronic goods and cosmetics. Sales of goods are recognized as revenue when the goods are delivered to the customer’s specific location because it is the time when the customer has full discretion over the manner of distribution and price to sell the goods, has the primary responsibility for sales to future customers and bears the risks of obsolescence. Trade receivables and contract assets are recognized concurrently. Any amounts previously recognized as contract assets are reclassified to trade receivables when the remaining obligations are performed. When the customer initially purchases the goods, the transaction price received is recognized as a contract liability until the goods have been delivered to the customer.

  • n. Leases

2019

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

1) The Group as lessor

Leases are classified as finance leases whenever the terms of a lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases.

Under finance leases, the lease payments comprise fixed payments, residual value guarantees. The net investment in a lease is measured at (a) the present value of the sum of the lease payments receivable by a lessor and any unguaranteed residual value accrued to the lessor plus (b) initial direct costs and is presented as a finance lease receivable. Finance lease income is allocated to the relevant accounting periods so as to reflect a constant, periodic rate of return on the Group’s net investment outstanding in respect of leases.

Lease payments (less any lease incentives payable) from operating leases are recognized as income on a straight-line basis over the terms of the relevant leases.

  • 2) The Group as lessee

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

  • 22 -

Right-of-use assets are initially measured at cost, which comprises the initial measurement of lease liabilities adjusted for lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs needed to restore the underlying assets, and less any lease incentives received. Right-of-use assets are subsequently measured at cost less accumulated depreciation and impairment losses and adjusted for any remeasurement of the lease liabilities. Right-of-use assets are presented on a separate line in the consolidated balance sheets.

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

Lease liabilities are initially measured at the present value of the lease payments, which comprise fixed payments and in-substance fixed payments. The lease payments are discounted using the interest rate implicit in a lease, if that rate can be readily determined. If that rate cannot be readily determined, the Group uses the lessee’s incremental borrowing rate.

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

2018

Leases are classified as finance leases whenever the terms of a lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases.

1) The Group as lessor

Amounts due from lessees under finance leases are recognized as receivables at the amount of the Group’s net investment in the leases. Finance lease income is allocated to accounting periods so as to reflect a constant periodic rate of return on the Group’s net investment outstanding in respect of the leases.

Rental income from operating leases is recognized on a straight-line basis over the term of the relevant lease.

2) The Group as lessee

Assets held under finance leases are initially recognized as assets of the Group at their fair value at the inception of the lease or, if lower, at the present value of the minimum lease payments. The corresponding liability to the lessor is included in the consolidated balance sheets as a finance lease obligation.

Finance expenses implicit in lease payments for each period are recognized immediately in profit or loss, unless they are directly attributable to qualifying assets; in which case, they are capitalized.

Operating lease payments are recognized as expenses on a straight-line basis over the lease term.

o. Borrowing costs

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

  • 23 -

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

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

p. Government grants

Government grants are not recognized until there is reasonable assurance that the Group will comply with the conditions attached to the grants and that the grants will be received.

Government grants are recognized in profit or loss on a systematic basis over the periods in which the Group recognizes as expenses the related costs for which the grants are intended to compensate. Specifically, government grants whose primary condition is that the Group should purchase, construct or otherwise acquire non-current assets are recognized as deferred revenue and transferred to profit or loss on a systematic and rational basis over the useful lives of the related assets.

Government grants that are receivable as compensation for expenses or losses already incurred or for the purpose of giving immediate financial support to the Group with no future related costs are recognized in profit or loss in the period in which they become receivable.

  • q. Employee benefits

  • 1) Short-term employee benefits

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

2) Retirement benefits

Payments to defined contribution retirement benefit plans are recognized as an expense when employees have rendered services entitling them to the contributions.

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

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

  • 3) Termination benefits

A liability for a termination benefit is recognized at the earlier of when the Group can no longer withdraw the offer of the termination benefit and when the Group recognizes any related restructuring costs.

  • 24 -

r. Taxation

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

1) Current tax

According to the Income Tax Law, an additional tax at 10% of unappropriated earnings is provided for as income tax in the year the shareholders approve to retain the earnings.

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

2) Deferred tax

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

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

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

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

  • 3) Current tax and deferred taxes for the year

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

5. CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

In the application of the Group’s accounting policies, management is required to make judgments, estimates and assumptions based on historical experience and other factors that are considered to be relevant which related to information that are not readily apparent from other sources. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and future periods if the revision affects both current and future periods.

  • 25 -

Write-down of Inventory

Net realizable value of inventory is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale. The estimation of net realizable value was based on current market conditions and the historical experience of selling products of a similar nature. Changes in market conditions may have a material impact on the estimation of net realizable value.

6. CASH AND CASH EQUIVALENTS

Cash on hand

Checking accounts and demand deposits
Cash equivalents (investments with original maturities of less than 3
months)
Time deposits
Repurchase agreements collateralized by bonds

**December 31 ** **December 31 **


2019
$ 2,940

3,198,093
184,478
320,392

$ 3,705,903
2018
$ 2,757
2,096,223
490,972

-
$ 2,589,952

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

Bank deposits

Repurchase agreements collateralized by bonds
December 31
2019
2018
0.001%-3.220% 0.001%-3.600%
0.550%-0.560%
-

7. FINANCIAL INSTRUMENTS AT FAIR VALUE THROUGH PROFIT OR LOSS

Financial assets at FVTPL-current
Financial assets mandatorily classified as at FVTPL
Non-derivative financial assets
Mutual funds

Financial assets at FVTPL-non-current
Financial assets mandatorily classified as at FVTPL
Non-derivative financial assets
Domestic unlisted shares
December 31 December 31

2019
$ 667,673

$ 7,575
2018
$ 617,790
$ 7,315
  • 26 -

8. FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME

Current
Investments in equity instruments at FVTOCI

Non-current
Investments in equity instruments at FVTOCI

a. Investments in equity instruments at FVTOCI
Current
Listed shares and emerging market shares
Ordinary shares - Far Eastern International Bank

Ordinary shares - Chunghwa Telecom Co., Ltd
Ordinary shares - Formosa Plastics Corporation
Ordinary shares - China Steel Corporation
Ordinary shares - Polytronics Technology Corp.
Ordinary shares - Taiwan Semiconductor Manufacturing Co.,
Ltd.


Non-current
Listed shares and emerging market shares
Ordinary shares - GeneFerm Biotechnology Co., Ltd.

Unlisted shares
Ordinary shares - Dah Chung Bills Finance Corp.
Ordinary shares - InnoComm Mobile Technology Corp.
Ordinary shares - AsiaVest Liquidation Co.

December 31 December 31

2019
2018
$ 186,711
$ 154,439
$ 189,695
$ 167,260
**December 31 **





2019
$ 16,479

5,346
9,126
19,198
106,772
29,790

$ 186,711

$ 65,640

15,702
107,424
929

$ 189,695
2018
$ 13,434
5,492
9,236
19,479
86,503

20,295
$ 154,439
$ 90,095
12,805
63,360

1,000
$ 167,260

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

In January 2018, the Group sold its shares in Company F in order to manage credit concentration risk. The shares sold had a fair value of $798 thousand and its related unrealized valuation gain of $578 thousand was transferred from other equity to retained earnings.

Dividends of $11,231 thousand and $10,584 thousand were recognized during 2019 and 2018, respectively.

  • 27 -

9. FINANCIAL ASSETS AT AMORTIZED COST - 2019 AND 2018

Current
Time deposits with original maturities of more than 3 months
December 31 December 31
2019
$ 2,206,805
2018
$ 1,505,913

The ranges of interest rates for time deposits with original maturities of more than 3 months were approximately 0.65%-2.85% and 0.79%-3.20% per annum as of December 31, 2019 and 2018, respectively.

10. NOTES RECEIVABLE, TRADE RECEIVABLES AND OTHER RECEIVABLES

Notes receivable
Operating

Trade receivables
At amortized cost
Gross carrying amount

Less: Allowance for impairment loss


Other receivables
Accrued interest

Payments on behalf of others
Others

**December 31 ** **December 31 **






2019
$ 2,977

$ 6,460,483

(20,933)

$ 6,439,550

$ 8,912

595
183,576

$ 193,083
2018
$ 2,887
$ 6,169,871

(8,792)
$ 6,161,079
$ 6,767
491

214,871
$ 222,129

The average credit period of receivables from sales of goods was 30-90 days. In order to minimize credit risk, the management of the Group has delegated a team responsible for determining credit limits, credit approvals and other monitoring procedures to ensure that follow-up action is taken to recover overdue debts. In addition, the Group reviews the recoverable amount of each individual trade debt at the end of the reporting period to ensure that adequate allowance is made for possible irrecoverable amounts.

The Group measures the loss allowance for trade receivables at an amount equal to lifetime ECLs. The expected credit losses on trade receivables are estimated using a provision matrix by reference to the past default experience of the debtor and an analysis of the debtor’s current financial position, adjusted for general economic conditions of the industry in which the debtors operate and an assessment of both the current as well as the forecasted direction of economic conditions at the reporting date.

The Group writes off a trade receivable when there is information indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery. For trade receivables that have been written off, the Group continues to engage in enforcement activity to attempt to recover the receivables due. Where recoveries are made, these are recognized in profit or loss.

  • 28 -

The following table details the loss allowance of trade receivables based on the Group’s provision matrix.

December 31, 2019


Expected credit loss rate
Gross carrying amount

Loss allowance (Lifetime ECL)

Amortized cost
Not Past Due
0.01%
$ 6,340,444

(733)

$ 6,339,712
Less than 30
Days

1.68%
$ 54,029

(906)

$ 53,124
31 to 90 Days 91 to 180 Days Over 180 Days
3.36%
38.44%
61.05%
$ 36,932 $ 6,717 $ 25,338

(1,242)

(2,582)

(15,470)

$ 35,689
$ 4,135
$ 9,867
Total
$ 6,463,460

(20,933)
$ 6,442,527

December 31, 2018


Expected credit loss rate

Gross carrying amount

Loss allowance (Lifetime ECLs)


Amortized cost
Not Past Due
0.00%
$ 5,637,795

(45)

$ 5,637,750
Less than 30
Days

0.10%
$ 319,103

(325)

$ 318,778
31 to 90 Days 91 to 180 Days Over 180 Days
0.14%
2.37%
100.00%
$ 192,296 $ 15,789 $ 7,775

(273)

(374)

(7,775)

$ 192,023
$ 15,415
$ -
Total
$ 6,172,758

(8,792)
$ 6,163,966

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

Balance at January 1
Add: Net remeasurement of loss allowance
Less: Amounts written off
Foreign exchange translation gains and losses
Balance at December 31
For the Year Ended December 31
2019
2018
$ 8,792
$ 5,392
12,762
5,251
-
(1,733)

(621)

(118)
$ 20,933
$ 8,792
For the Year Ended December 31
2019
2018
$ 8,792
$ 5,392
12,762
5,251
-
(1,733)

(621)

(118)
$ 20,933
$ 8,792
For the Year Ended December 31
2019
2018
$ 8,792
$ 5,392
12,762
5,251
-
(1,733)

(621)

(118)
$ 20,933
$ 8,792
2019
$ 8,792

12,762
-

(621)

$ 20,933
2018
$ 5,392
5,251
(1,733)

(118)
$ 8,792

11. FINANCE LEASE RECEIVABLES

2019

December 31, December 31,
2019
Undiscounted lease payments
Year 1 $
4,200
Year 2 4,200
Year 3 4,700
Year 4 4,800
Year 5 4,800
Year 6 onwards 13,400
Less: Unearned finance income (6,377)
Net investment in leases presented as finance lease receivables $ 29,723
  • 29 -

2018

December 31, December 31,
2018
Gross investments in leases
Not later than 1 year $
4,200
Later than 1 year and not later than 5 years 17,900
Later than 5 years 18,200
40,300
Less: Unearned finance income (7,936)
Present value of minimum lease payments $ 32,364
Lease receivables
Not later than 1 year $
2,640
Later than 1 year and not later than 5 years 13,133
Later than 5 years 16,591
Lease receivables $ 32,364

The Group entered into finance lease arrangements for biological assets with annual fixed lease payments of $350 thousand. All leases were denominated in New Taiwan dollars. The term of finance leases entered into was 10 years.

The interest rates inherent in leases are fixed at the contract dates for the entire term of the lease. The average effective interest rates contracted were approximately 5.01% as of December 31, 2019 and 2018.

As of December 31, 2019, no finance lease receivable was past due. The Group has not recognized a loss allowance for finance lease receivables after taking into consideration the historical default experience and the future prospects of the industries in which the lessees operate, together with the value of collateral held over these finance lease receivables.

12. INVENTORIES

Merchandise

Finished goods
Work in progress
Raw materials
Packing materials

**December 31 ** **December 31 **


2019
$ 578,324

1,544,663
344,702
1,111,234
68,061

$ 3,646,984
2018
$ 589,695
1,679,573
402,693
1,442,850

84,475
$ 4,199,286

The cost of inventories recognized as cost of goods sold for the year ended December 31, 2019 included loss on write-down of inventories of $2,307 thousand and loss on abandoned inventories of $46,508 thousand. The cost of inventories recognized as cost of goods sold for the year ended December 31, 2018 included reversals of inventory write-downs of $4,047 thousand and loss on abandoned inventories of $59,736 thousand.

  • 30 -

13. PREPAYMENTS

Prepayments for purchases

Prepayments for rent
Prepayments for insurance
Excess business tax paid
Prepayments for advertisements
Others

December 31 December 31


2019
$ 884,193

6,215
1,139
255,952
13,578
224,149

$ 1,385,226
2018
$ 966,879
8,673
14,632
252,592
241,060

131,836
$ 1,615,672

14. SUBSIDIARIES

Subsidiaries included in consolidated financial statements.


Investor
Investee
Main Business
The Company
Standard Dairy Products Taiwan
Limited (“Standard Dairy
Products”)
Manufacture and sale of dairy
products and beverages
The Company
Charng Hui Ltd. (“Charng Hui”)
Investing
The Company
Domex Technology Corporation
(“Domex Technology”)
Manufacture and sale of
computer peripherals and
computer appliances
The Company
Standard Beverage Company
Limited (“Standard Beverage”)
Manufacture and sale of
beverages
The Company
Accession Limited
Investing
The Company
Standard Investment (“Cayman”)
Limited (“Cayman Standard”)
Investing
The Company
Le Bonta Wellness International
Corporation (“Le Bonta
Wellness”)
Sale of health food
Accession Limited
Shanghai Standard Foods Co.,
Ltd. (“Shanghai Standard”)
Manufacture and sale of edible
oils and nutritious foods
Accession Limited
Shanghai Le Ben De Health
Technology Co., Ltd.
(“Shanghai Le Ben De”)
Technical consultant on health
technology, technical
transfer and technical
service
Accession Limited
Dermalab S.A. (“Dermalab”)
Development and sale of
cosmetics
Dermalab
Swissdema SL (“Swissdema”)
Sale of cosmetics
Cayman Standard
Standard Corporation (Hong
Kong) Limited (“Hong Kong
Standard”)
Investing
Hong Kong Standard
Standard Investment (China) Co.,
Ltd. (“China Standard
Investment”)
Investing and sale of edible
oils and nutritious foods
Hong Kong Standard
Shanghai Le Ming Industrial Co.,
Ltd. (“Shanghai Le Ming”)
Management of properties
Hong Kong Standard
Shanghai Le Ho Industrial Co.,
Ltd. (“Shanghai Le Ho”)
Management of properties
China Standard
Investment
Standard Foods (China) Co., Ltd.
(“China Standard Foods”)
Manufacture and sale of edible
oils and nutritious foods
China Standard
Investment
Shanghai Dermalab Corporation
(“Shanghai Dermalab”)
Sale of nutritional foods,
cosmetic and engage in
import and export business
The Company and
China Standard
Investment
Shanghai Le Ben Tuo Health
Technology Co., Ltd.
(“Shanghai Le Ben Tuo”)
Sale of nutritional foods and
engage in import and export
business
China Standard
Investment
Standard Foods (Xiamen) Co.,
Ltd. (“Xiamen Standard")
Manufacture and sale of edible
oils and nutritious foods
Proportion of Ownership
December 31
2019
2018
Remark
100.0
100.0
-
100.0
100.0
-
52.0
52.0
-
100.0
100.0
-
100.0
100.0
-
100.0
100.0
In September 2018, the Company
invested RMB437 thousand in
Cayman Standard.
100.0
100.0
-
100.0
100.0
-
100.0
100.0
-
100.0
100.0
In May 2018, Accession Limited bought
20% equity from non-controlling
interests, and the Company’s
percentage of shareholding increased
from 80% to 100%, refer to Note 31.
100.0
100.0
-
100.0
100.0
In September 2018, Cayman Standard
invested RMB259 thousand in Hong
Kong Standard.
99.0
99.0
-
100.0
100.0
-
100.0
100.0
-
100.0
100.0
-
100.0
100.0
-
100.0
100.0
-
100.0
100.0
-
  • 31 -

15. PROPERTY, PLANT AND EQUIPMENT


Cost
Balance at January 1, 2018

Additions
Disposals
Reclassified
Effects of foreign currency exchange differences

Balance at December 31, 2018

Accumulated depreciation and impairment
Balance at January 1, 2018

Disposals
Depreciation expenses
Impairment losses recognized
Effects of foreign currency exchange differences

Balance at December 31, 2018

Carrying amount at December 31, 2018

Cost
Balance at January 1, 2019

Adjustments on initial application of IFRS 16

Balance at January 1, 2019 (restated)
Additions
Disposals
Reclassified
Transfers to investment properties
Effects of foreign currency exchange differences

Balance at December 31, 2019

Accumulated depreciation and impairment
Balance at January 1, 2019

Adjustments on initial application of IFRS 16

Balance at January 1, 2019 (restated)
Disposals
Depreciation expenses
Transfers to investment properties
Effects of foreign currency exchange differences

Balance at December 31, 2019

Carrying amount at December 31, 2019
Freehold Land
$ 702,405
-
-
-

-

$ 702,405

$ -
-
-
-

-

$ -

$ 702,405

$ 702,405

-

702,405
-
-
-
-

-

$ 702,405

$ -

-

-
-
-
-

-

$ -

$ 702,405
Buildings
$ 3,378,166

-

(40,088 )

149,726

(40,616)

$ 3,447,188

$ 1,126,492

(39,513 )

148,160

7,288

(8,185)

$ 1,234,242

$ 2,212,946

$ 3,447,188

-


3,447,188

-

(49,378 )

871,706

(129,033 )

(62,333)

$ 4,078,150

$ 1,234,242

-


1,234,242

(35,189 )

169,112

(115,644 )

17,158

$ 1,269,679

$ 2,808,471
Equipment
$ 4,017,731

1,657

(99,012 )

320,982

(88,150)

$ 4,153,208

$ 2,562,300

(80,695 )

267,506

10,747

(11,178)

$ 2,748,680

$ 1,404,528

$ 4,153,208

-


4,153,208

846

(315,990 )

279,875

-

(48,741)

$ 4,069,198

$ 2,748,680

-


2,748,680

(277,760 )

279,868

-

(20,571)

$ 2,730,217

$ 1,338,981
Other
Equipment
$ 555,165

1,738

15,617

38,504

(366)

$ 610,658

$ 400,639

18,882

55,387

-

(2,895)

$ 472,013

$ 138,645

$ 610,658

(9,752)


600,906

2,429

(53,531 )

124,342

-

(112,208)

$ 561,938

$ 472,013

(3,863)


468,150

(48,675 )

46,359

-

(40,463)

$ 425,371

$ 136,567
Property in
Construction
$ 1,112,048

382,849

-

(523,543 )

48,360

$ 1,019,714

$ -

-

-

-

-

$ -

$ 1,019,714

$ 1,019,714

-


1,019,714

402,529

(166 )
(1,275,904 )

(7,285)

$ 138,888

$ -

-


-

-

-

-

-

$ -

$ 138,888
Total
$ 9,765,515

386,244

(123,483 )

(14,331 )

(80,772)
$ 9,933,173
$ 4,089,431

(101,326 )

471,053

18,035

(22,258)
$ 4,454,935
$ 5,478,238
$ 9,933,173

(9,752)

9,923,421

405,804

(419,065 )

19
(129,033 )

(230,567)
$ 9,550,579
$ 4,454,935

(3,863)

4,451,072

(361,624 )

495,339

(115,644 )

(43,876)
$ 4,425,267
$ 5,125,312

No impairment assessment was performed for the year ended December 31, 2019 as there was no indication of impairment.

The above items of property, plant and equipment are depreciated on a straight-line basis over the following estimated useful lives of the assets:

Building Main buildings 20-51 years Electrical and mechanical equipment 8-20 years Engineering 3-39 years Others 3-20 years Equipment Main equipment 2-20 years Engineering 3-20 years Others 3-15 years Other equipment 2-15 years

Refer to Note 36 for the carrying amount of property, plant and equipment pledged by the Group to secure borrowings granted to the Group.

  • 32 -

16. LEASE ARRANGEMENTS

a. Right-of-use assets - 2019

December 31, December 31,
2019
Carrying amounts
Land $ 404,964
Buildings 286,147
Office equipment 390
Transportation equipment 8,178
$ 699,679
For the Year
Ended
December 31,
2019
Additions to right-of-use assets $ 176,972
Depreciation charge for right-of-use assets
Land $
12,381
Buildings 61,539
Office equipment 29
Transportation equipment 2,975
$
76,924
Lease liabilities - 2019
December 31,
2019
Carrying amounts
Current $
83,119
Non-current $ 264,496
Range of discount rate for lease liabilities was as follows:
December 31,
2019
Land 1.07%-1.49%
Buildings 1.07%-4.35%
Office equipment 1.07%
Transportation equipment 1.07%-12.04%
  • b. Lease liabilities - 2019

  • 33 -

  • c. Material lease-in activities and terms

The Group also leases land, buildings and transportation equipment for the use of plants, offices and business cars with lease terms of 1 to 50 years. The Group does not have bargain purchase options to acquire the leasehold land and buildings at the end of the lease terms. In addition, the Group is prohibited from subleasing or transferring all or any portion of the underlying assets without the lessor’s consent.

d. Other lease information

Lease arrangements under operating leases for leasing out the investment properties are set out in Note 17. Lease arrangements for leasing out the assets under finance leases are set out in Note 11.

2019

For the Year For the Year
Ended
December 31,
2019
Expenses relating to short-term leases $
96,334
Expenses relating to low-value asset leases $
881
Expenses relating to variable lease payments not included in the
measurement of lease liabilities $
-
Total cash outflow for leases $ (178,717)

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

2018

The future minimum lease payments of non-cancellable operating lease commitments are as follows:

December 31, December 31,
2018
Not later than 1 year $ 55,887
Later than 1 year and not later than 5 years 99,744
$ 155,631

The lease payments and sublease payments recognized in profit or loss were as follows:

For the Year
Ended
December 31,
2018
Minimum lease payments $ 131,944
  • 34 -

17. INVESTMENT PROPERTIES

Completed
Investment
Properties
Right-of-use
Assets
Cost
Balance at January 1, 2018
$ 298,579
$ -

Disposals
(141,270)

-

Balance at December 31, 2018
$ 157,309
$ -

Accumulated depreciation and impairment
Balance at January 1, 2018
$ 59,330
$ -

Depreciation expenses
2,320
-
Disposals

(15,117)

-

Balance at December 31, 2018
$ 46,533
$ -

Carrying amount at December 31, 2018
$ 110,776
$ -

Cost
Balance at January 1, 2019
$ 157,309
$ -

Transfers from right-of-use assets
-
5,898
Transfers from property, plant and equipment
129,033
-
Disposals
(41,592)
-
Effects of foreign currency exchange differences
(3,039)

(350)

Balance at December 31, 2019
$ 241,711
$ 5,548

Accumulated depreciation and impairment
Balance at January 1, 2019
$ 46,533
$ -

Depreciation expenses
2,310
225
Disposals
(37,324)
-
Transfers from right-of-use assets
-
123
Transfers from property, plant and equipment
115,644
-
Effects of foreign currency exchange differences
(2,729)

(15)

Balance at December 31, 2019
$ 124,434
$ 333

Carrying amount at December 31, 2019
$ 117,277
$ 5,215
Total
$ 298,579
(141,270)
$ 157,309
$ 59,330
2,320
(15,117)
$ 46,533
$ 110,776
$ 157,309
5,898
129,033
(41,592)
(3,389)
$ 247,259
$ 46,533
2,535
(37,324)
123
115,644
(2,744)
$ 124,767
$ 122,492

The investment properties held by the Group are depreciated using the straight-line method over the following estimated useful lives:

Building Main buildings 35-51 years Electrical and mechanical equipment 24-25 years Engineering 28 years Right-of-use assets 49 years Others 24 years

  • 35 -

The maturity analysis of lease payments receivable under operating leases of investment properties as of December 31, 2019 was as follows:

December 31,
2019
Year 1 $ 29,280
Year 2
15,769
$ 45,049

The future minimum lease payments of non-cancellable operating lease commitments as of December 31, 2018 are as follows:

December 31,
2018
Not later than 1 year $ 18,986
Later than 1 year and not later than 5 years
18,943
$ 37,929
The investment properties held by the Group are depreciated using the straight-line method over the
following estimated useful lives:
Building
Main buildings 35-51 years
Electrical and mechanical equipment 24-25 years
Engineering 28 years
Right-of-use assets 49 years
Others 24 years

The investment properties held by the Group are depreciated using the straight-line method over the following estimated useful lives:

The fair values of the investment properties were $212,653 thousand and $214,323 thousand as of December 31, 2019 and 2018, respectively. The management of the Group determined the fair value with reference to market transaction prices of similar properties.

On May 8, 2018, the Company entered into a property sale agreement with Pei Chen Co., Ltd. for a property located in Wugu District, New Taipei City. The selling price was $508,620 thousand (which included business tax), and the gain on disposal of property was $369,427 thousand (which was included in the statements of comprehensive income under other gains and losses). The transaction was accomplished at the third quarter of September 2018.

All of the Group’s investment properties are held under freehold interests. The carrying amounts of investment properties pledged by the Group to secure borrowings granted to the Group are disclosed in Note 36.

  • 36 -

18. OTHER INTANGIBLE ASSETS

Trademark
Cost

Balance at January 1, 2018
$ 91,195

Additions
-
Effects of foreign currency exchange differences
115,844

Balance at December 31, 2018
$ 207,039

Accumulated amortization and impairment
Balance at January 1, 2018
$ 17,531

Amortization expenses
5,048
Effects of foreign currency exchange differences
114,690

Balance at December 31, 2018
$ 137,269

Carrying amount at December 31, 2018
$ 69,770

Cost

Balance at January 1, 2019
$ 207,039

Additions
-
Transfers from prepayments
34
Effects of foreign currency exchange differences
20,187

Balance at December 31, 2019
$ 227,260

Accumulated amortization and impairment
Balance at January 1, 2019
$ 137,269

Amortization expenses
5,081
Effects of foreign currency exchange differences
21,092

Balance at December 31, 2019
$ 163,442

Carrying amount at December 31, 2019
$ 63,818
Computer
Software
$ 228,195

5,572
(498)

$ 233,269

$ 224,610

6,684
(487)

$ 230,807

$ 2,462

$ 233,269

7,564
-
(1,120)

$ 239,713

$ 230,807

6,551
(1,096)

$ 236,262

$ 3,451
Total
$ 319,390
5,572

115,346
$ 440,308
$ 242,141
11,732

114,203
$ 368,076
$ 72,232
$ 440,308
7,564
34

19,067
$ 466,973
$ 368,076
11,632

19,996
$ 399,704
$ 67,269

The above items of other intangible assets are amortized on a straight-line basis over the following estimated lives:

Trademark 10-20 years Computer software 2-3 years

19. LONG-TERM PREPAYMENTS FOR LEASES

The long-term prepayments for leases are land use rights located in mainland China. As of December 31, 2018, long-term prepayments for leases amounted to $381,081 thousand.

  • 37 -

20. OTHER ASSETS

Current
Pledge time deposits (Note 36)

Advances to officers
Temporary payments
Others


Non-current
Prepayments for equipment

Refundable deposits
Pledge time deposits (Note 36)
Others

December 31 December 31





2019
$ 4,013

15,570
9,683
118

$ 29,384

$ 6,984

53,615
85,950
114,426

$ 260,975
2018
$ 1,010
20,901
-

-
$ 21,911
$ 31,565
41,720
89,506

77,064
$ 239,855

21. BORROWINGS

a. Short-term borrowings

Secured borrowings (Note 36)
Bank loans

Unsecured borrowings
Bank loans

**December 31 ** **December 31 **


2019
$ 150,000

1,232,955

$ 1,382,955
2018
$ 90,000

1,641,478
$ 1,731,478

The range of interest rates on bank loans was 1.05%-4.35% and 1.05%-4.35% per annum as of December 31, 2019 and 2018, respectively.

b. Short-term bills payable

Commercial paper

Less: Unamortized discount on bills payable

December 31 December 31


2019
$ 100,000

(32)

$ 99,968
2018
$ 120,000

(96)
$ 119,904
  • 38 -

Outstanding short-term bills payable were as follows:

December 31, 2019

Financial
Institutions
Commercial paper
Mega Bills Finance
Co., Ltd.

International Bills
Finance Corp.


December 31, 2018
Financial
Institutions
Commercial paper
Mega Bills Finance
Co., Ltd.

International Bills
Finance Corp.
Taiwan Bills
Finance Corp.

Nominal
Amount
$ 50,000

50,000

$ 100,000

Nominal
Amount
$ 50,000
50,000

20,000

$ 120,000
Discount
Amount
$ (3)

(29)

$ (32)

Discount
Amount
$ (13)

(63)

(20)

$ (96)
Carrying
Amount
Interest
Rate
Collateral

$ 49,997
1.36%
-


49,971
1.34%
-

$ 99,968

Carrying
Amount
Interest
Rate
Collateral
$ 49,987
1.34%
-


49,937
1.34%
-

19,980
1.34%
-

$ 119,904
Carrying
Amount of
Collateral
$ -

-
$ -
Carrying
Amount of
Collateral
$ -
-

-
$ -

c. Long-term borrowings

Secured borrowings (Note 36)
Bank loans*
Less: Current portions
Long-term borrowings
**December ** **31 **


2019
$ 6,000


(6,000)

$ -
2018
$ 27,000
(12,000)
$ 15,000
  • As of December 31, 2019, the interest rate of the bank borrowings secured by the Group’s equipment (see Note 36) was 1.91% per annum. The bank borrowings will be repayable quarterly from March 2018 to March 2021.

  • 39 -

22. NOTES PAYABLE AND TRADE PAYABLES

Notes payable
Operating

Trade payables
Operating
December 31 December 31

2019
$ 316,444

$ 2,014,619
2018
$ 131,916
$ 2,162,745

The average credit period of payables for purchases of goods was 30-90 days. The Group has financial risk management policies in place to ensure that all payables are paid within the pre-agreed credit terms.

23. OTHER LIABILITIES

Current
Other payables
Payable for salaries or bonuses

Payable for compensation of employees
Payable for remuneration to directors
Payable for commission and rebates
Advertisement payable
Payable for royalties
Payable for freight
Payable for equipment
Others


Other liabilities
Advance receipts from customers

Refund liability
Others


Non-current
Other liabilities
Guarantee deposits

Others

December 31 December 31








2019
$ 306,728

52,013
25,073
963,712
199,232
25,668
100,658
113,698
1,063,892

$ 2,850,674

$ 1,337
13,055
14,109

$ 28,501

$ 20,044
2,934

$ 22,978
2018
$ 282,514
31,723
20,960
840,152
285,122
23,806
101,140
158,266

866,203
$ 2,609,886
$ 1,147

15,231

17,938
$ 34,316
$ 19,961

4,734
$ 24,695
  • 40 -

24. RETIREMENT BENEFIT PLANS

a. Defined contribution plans

The Company and domestic subsidiaries of the Group adopted a pension plan under the Labor Pension Act (LPA), which is a state-managed defined contribution plan. Under the LPA, an entity makes monthly contributions to employees’ individual pension accounts at 6% of monthly salaries and wages. The foreign subsidiaries also make contributions to defined contribution plan in accordance with the local regulations.

b. Defined benefit plans

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

Dermalab of the Group also adopted a defined benefit plan.

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

December 31
2019
2018
Present value of funded defined benefit obligation
$ 719,306
$ 700,665
Fair value of plan assets
(421,021)
(437,458)
Net defined benefit liabilities
$ 298,285
$ 263,207
Movements in net defined benefit liabilities (assets) were as follows:
Present Value
of the Defined
Benefit
Obligation
Fair Value of
the Plan Assets
Net Defined
Benefit
Liabilities
(Assets)
Balance at January 1, 2018
$ 705,155
$ (334,366)
$ 370,789
Service cost
Current service cost
10,904
-
10,904
Past service cost and loss on settlements
1,305
-
1,305
Net interest expense (income)

7,901

(3,789)

4,112
Recognized in profit or loss

20,110

(3,789)

16,321
Remeasurement
Return on plan assets (excluding amounts
included in net interest)
-
(6,758)
(6,758)
(Continued)
December 31
  • 41 -
Present Value Present Value Net Defined Net Defined
of the Defined Benefit
Benefit Fair Value of Liabilities
Obligation the Plan Assets (Assets)
Actuarial loss - changes in demographic
assumptions $
4,531
$
-
$
4,531
Actuarial gain - changes in financial
assumptions (1,022) - (1,022)
Actuarial loss - experience adjustments 9,586
-
9,586
Recognized in other comprehensive income 13,095
(6,758)
6,337
Contributions from the employer -
(130,576)
(130,576)
Contributions from plan participants 2,475
(2,475)
-
Benefits paid (41,468)
41,468
-
Exchange differences 1,298
(962)
336
Balance at December 31, 2018 700,665
(437,458)
263,207
Service cost
Current service cost 9,845 - 9,845
Net interest expense (income) 7,701
(4,918)
2,783
Recognized in profit or loss 17,546
(4,918)
12,628
Remeasurement
Return on plan assets (excluding amounts
included in net interest) - (14,227) (14,227)
Actuarial loss - changes in demographic
assumptions 4,877 - 4,877
Actuarial gain - changes in financial
assumptions 30,164 - 30,164
Actuarial loss - experience adjustments 15,853
-
15,853
Recognized in other comprehensive income 50,894
(14,227)
36,667
Contributions from the employer -
(14,102)
(14,102)
Contributions from plan participants 2,279
(2,279)
-
Benefits paid (41,409)
41,409
-
Exchange differences (479)
364
(115)
Others (10,190)
10,190
-
Balance at December 31, 2019 $ 719,306
$ (421,021)
$ 298,285
(Concluded)

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

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

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

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

  • 42 -

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

Discount rates

Expected rates of salary increase
**December 31 **
2019
2018
0.300%-0.800% 0.875%-1.250%
0.500%-3.000% 0.500%-3.000%

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

Discount rates
0.250% increase
0.250% decrease
Expected rates of salary increase
0.250% increase
0.250% decrease
December 31



2019
$ (21,945)

$ 22,800

$ 20,102

$ (19,758)
2018
$ (21,406)
$ 22,249
$ 19,815
$ (19,341)

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

The expected contributions to the plan for the next year
The average duration of the defined benefit obligation
**December ** **31 **
2019
2018
$ 22,248
$ 33,078
19-16.5 years
2.8-15.1 years

25. EQUITY

  • a. Share capital

  • 1) Ordinary shares

Number of shares authorized (in thousands)

Shares authorized

Number of shares issued and fully paid (in thousands)

Shares issued
December 31 December 31



2019
920,000

$ 9,200,000

915,089

$ 9,150,897
2018

920,000
$ 9,200,000

915,089
$ 9,150,897

2) Global depositary receipts

As of December 31, 2019, a total of 6,908.4 units of Global Depositary Receipts (GDRs) (representing 34,542 shares of the Company’s ordinary shares), where each GDR representing five shares of the Company’s ordinary shares, were traded on the Euro MTF Market of the Luxembourg Stock Exchange. Holders of the GDRs may request at any time that the shares represented by the GDRs be transferred to them.

  • 43 -

b. Capital surplus

May be used to offset a deficit, distributed as cash dividends, or
transferred to share capital (1)
Recognized from the difference between consideration received
or paid and the carrying amount of the subsidiaries’ net assets
during actual disposal or acquisition

May be used to offset a deficit
Changes in percentage of ownership interests in subsidiaries (2)
Recognized from treasury share transactions

December 31 December 31



2019
$ 1


466
109,251

$ 109,718
2018
$ 1
466

92,578
$ 93,045
  • 1) Such capital surplus may be used to offset a deficit; in addition, when the Company has no deficit, such capital surplus may be distributed as cash dividends or transferred to share capital (limited to a certain percentage of the Company’s capital surplus and to once a year).

  • 2) Such capital surplus arises from the effect of changes in ownership interests in subsidiaries that result from equity transactions other than actual disposals or acquisitions, or from changes in capital surplus of subsidiaries accounted for using the equity method.

  • c. Retained earnings and dividend policy

Under the dividend policy as set forth in the amended Articles, where the Company made profit in a fiscal year, the profit shall be appropriated from (less any paying taxes and deficit):

  • 1) 10% thereof as legal reserve;

  • 2) Special reserve provided or reversed in accordance with the regulations;

  • 3) 30% to 100% of this the sum of the remainder and prior years’ unappropriated earnings as dividends.

The Company’s Articles of Incorporation also prescribe that 30% to 100%of dividends shall be paid in cash; however, if the Company has major investment plans for which external funds are not available, the percentage may be lowered to 5% to 20%. The distribution plan shall be proposed by the Company’s board of directors and resolved in the shareholders’ meeting for distribution of dividends and bonus to shareholders. For the policies on distribution of the compensation of employees and remuneration of directors after amendment, refer to Note 27(h) “employees’ compensation and remuneration of directors”.

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

  • 44 -

Items referred to under Rule No. 1010012865 and Rule No. 1010047490 issued by the FSC and the directive titled “Questions and Answers for Special Reserves Appropriated Following Adoption of IFRSs” should be appropriated to or reversed from a special reserve by the Company.

Except for non-ROC resident shareholders, all shareholders receiving the dividends are allowed a tax credit equal to their proportionate share of the income tax paid by the Company.

The appropriations of earnings 2018 and 2017 approved in the shareholders’ meetings on June 13, 2019 and June 15, 2018, respectively, were as follows:


Legal reserve

Special reserve
Cash dividends
Cash dividends per share (NT$)
Appropriation of Earnings
**For the Year Ended December 31 **
2018
2017
$ 294,909
$ 217,304
70,519
178,629
2,287,724
1,830,179
2.5
2.0

The appropriations of earnings for 2019 had been proposed by the Company’s board of directors on March 18, 2020. The appropriations and dividends per share were as follows:

Appropriation Appropriation Dividends Per Dividends Per
of Earnings Share (NT$)
Legal reserve $ 341,610
Special reserve 246,549
Cash dividends 2,424,987
$
2.65

The appropriations of earnings for 2019 are subject to the resolution of the shareholders in their meeting to be held on June 16, 2020.

  • d. Special reserve

Beginning at January 1

Appropriation in respect of:
Debit to other equity items

Balance at December 31
For the Year Ended For the Year Ended December 31


2019
$ 260,426

70,519

$ 330,945
2018
$ 81,797

178,629
$ 260,426

Appropriation for special reserve should be made in the amount equal to the net debit balance of other equity. Any special reserve appropriated may be reversed to the extent that the net debit balance reverses and, thereafter, distributed.

  • 45 -

e. Other equity items

  • 1) Exchange differences on translating the financial statements of foreign operations
For the Year Ended December 31
2019
2018
Balance at January 1
$ (412,869)
$ (307,846)
Effect of change in tax rate
-
11,127
Recognized for the year
Exchange differences on translating the financial
statements of foreign operations
(280,169)
(117,413)
Other comprehensive income recognized for the year
(280,169)
(106,286)
Acquisition of further interests in subsidiaries

-

1,263
Balance at December 31
$ (693,038)
$ (412,869)
2) Unrealized gain (loss) on financial assets at FVTOCI
For the Year Ended December 31
2019
2018
Balance at January 1
$ 81,924
$ 116,974
Recognized for the year
Unrealized gain (loss) - equity instruments

33,620

(34,736)
Other comprehensive income recognized for the year

33,620

(34,736)
Cumulative unrealized gain (loss) of equity instruments
transferred to retained earnings due to disposal

-

(314)
Balance at December 31
$ 115,544
$ 81,924
3) Other equity items - other (recognized from put option of equity instruments from disposal of
subsidiaries)
For the Year Ended December 31
2019
2018
Balance at January 1
$ -
$ (46,970)
Exercised the put option of equity instruments from disposal
of subsidiaries

-

46,970
Balance at December 31
$ -
$ -
f. Non-controlling interests
For the Year Ended December 31
2019
2018
Balance at January 1
$ 233,399
$ 257,157
Share in profit for the year
38,739
19,218
Other comprehensive income (loss) during the year
Effect of change in tax rate
-
89
Exchange difference on translating the financial statements of
foreign operations
(1,788)
(728)
Unrealized gain (loss) on financial assets at FVTOCI
21,147
(1,641)
(Continued)
**For the Year Ended ** **December 31 **
2019
$ (412,869)

-
(280,169)

(280,169)


-

$ (693,038)

For the Year Ended
2018
$ (307,846)
11,127
(117,413)
(106,286)

1,263
$ (412,869)
December 31
2019
2018
$ -
$ (46,970)

-

46,970
$ -
$ -
For the Year Ended December 31
2019
2018
$ 233,399
$ 257,157
38,739
19,218
-
89
(1,788)
(728)
21,147
(1,641)
(Continued)
  • 46 -

Remeasurement on defined benefit plans

Related income tax
Acquisition of non-controlling interests in subsidiaries
Cash dividends distributed by subsidiaries to non-controlling
interests

Balance at December 31
**For the Year Ended ** **For the Year Ended ** **December 31 **


2019
$ (2,129)

426
-
(17,230)

$ 272,564
2018
$ (609)
122
(11,491)

(28,718)
$ 233,399
(Concluded)

g. Treasury shares

Shares Held by
Subsidiaries (In
Thousands of
Purpose of Buy-back Shares)
Number of shares at January 1, 2019
6,669
Number of shares at December 31, 2019
6,669
Number of shares at January 1, 2018
6,669
Number of shares at December 31, 2018
6,669

For the purpose of maintaining the Company’s credit and shareholders’ equity, the Company’s shares held by its subsidiaries at the end of the reporting periods were as follows:

Name of Subsidiary
Number of
Shares Held
(In Thousands
of Shares)
December 31, 2019
Chang Hui
6,669

December 31, 2018
Chang Hui
6,669
Carrying
Amount
Market Price
$ 21,182
$ 464,195
$ 21,182
$ 331,473

The Company’s shares held by subsidiaries were treated as treasury shares, aside from the rights to participate in any share issuance for cash and to vote, the rest were similar to general shareholder’s rights.

26. REVENUE


Revenue from contracts with customers
Revenue from sale of goods
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31
2019
$ 31,266,232
2018
$ 27,340,587
  • 47 -

a. Contract balances

Notes receivable (Note 10)
Trade receivables (Note 10)
Contract liabilities - current
Sale of goods
Disaggregation of revenue
For the year ended
December 31, 2019
Types of goods or services
Sale of goods

For the year ended
December 31, 2018
Types of goods or services
Sale of goods
December 31,
2019
December 31,
2018
January 1, 2018
$ 2,977
$ 2,887
$ 4,846
$ 6,439,550
$ 6,161,079
$ 5,079,140
$ 326,644
$ 360,115
$ 210,540
Reportable Segments
Nutritious
Foods
Cooking
Products
Others
Total
$ 11,984,151
$ 15,551,432
$ 3,730,649
$ 31,266,232
$ 10,929,907
$ 13,817,285
$ 2,593,395
$ 27,340,587
December 31,
2019
December 31,
2018
January 1, 2018
$ 2,977
$ 2,887
$ 4,846
$ 6,439,550
$ 6,161,079
$ 5,079,140
$ 326,644
$ 360,115
$ 210,540
Reportable Segments
Nutritious
Foods
Cooking
Products
Others
Total
$ 11,984,151
$ 15,551,432
$ 3,730,649
$ 31,266,232
$ 10,929,907
$ 13,817,285
$ 2,593,395
$ 27,340,587

Nutritious
Foods
$ 11,984,151

$ 10,929,907
Cooking
Products
$ 15,551,432

$ 13,817,285

b. Disaggregation of revenue

27. NET PROFIT

Net profit includes:
a. Other income


Rental income

Operating lease rental income

Investment properties

Others


Interest income

Bank deposits

Financial assets at amortized cost

Repurchase agreements collateralized by bonds

Others


Dividends

Investments in equity instruments at FVTOCI


For the Year Ended For the Year Ended December 31















2019
$ 23,824

863

24,687

51,405
21,459
569
1,386

74,819

11,231

$ 110,737
2018
$ 20,878

578

21,456
29,541
8,701
150

1,525

39,917

10,584
$ 71,957
  • 48 -

b. Other gains and losses


Fair value changes of financial assets and financial liabilities
Financial assets held for trading

Financial liabilities held for trading
Net foreign exchange gains (losses)
Net loss on disposal of property, plant and equipment
Net gain on disposal of investment properties
Impairment losses recognized on property, plant and equipment
Government grants
Others


c. Finance costs

Interest on bank loans
Interest on short-term bills payable
Interest on obligations under finance leases
Interest on lease liabilities
Other interest expense
d. Impairment losses recognized (reversed)

Trade receivables
Inventories (included in operating costs)
Property, plant and equipment
e. Depreciation and amortization

An analysis of depreciation by function
Operating costs

Operating expenses
Non-operating revenue and expenses


An analysis of amortization by function
Operating costs

Operating expenses

For the Year Ended For the Year Ended December 31
2019
$ 7,812

-
(26,043)
(41,828)
-

-
65,423

55,439

$ 60,803

For the Year Ended
2018
$ 13,031
9,308
10,478
(8,243)
369,427
(18,035)
107,359

51,859
$ 535,184
December 31
2019
$ 37,982
1,060
-
7,788

49
$ 46,879
**For the Year Ended **
2018
$ 79,564
96
718
-

367
$ 80,745
**December 31 **
2019
$ 12,762
$ 2,307
$ -
For the Year Ended
2018
$ 5,251
$ (4,047)
$ 18,035
December 31





2019
$ 399,640

172,623
2,535

$ 574,798

$ 20,977

33,260

$ 54,237
2018
$ 381,355
89,698

2,320
$ 473,373
$ 23,794

29,734
$ 53,528
  • 49 -

f. Operating expenses directly related to investment properties


Direct operating expenses of investment properties that generated
rental income
Direct operating expenses of investment properties that did not
generated rental income
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31


2019
$ 702


572

$ 1,274
2018
$ 751

581
$ 1,332

g. Employee benefits expense


Post-employment benefits
Defined contribution plans

Defined benefit plans (see Note 24)

Other employee benefits

Total employee benefits expense

An analysis of employee benefits expense by function
Operating costs

Operating expenses

**For the Year Ended December 31 ** **For the Year Ended December 31 ** **For the Year Ended December 31 **






2019
$ 127,502
12,628

140,130
2,338,177

$ 2,478,307

$ 846,191
1,632,116

$ 2,478,307
2018
$ 124,208

16,321

140,529

2,126,065
$ 2,266,594
$ 828,990

1,437,604
$ 2,266,594

h. Employees’ compensation and remuneration of directors

The Company accrued compensation of employees and remuneration of directors at the rates of no less than 0.5% and no higher than 0.75%, respectively, of net profit before income tax, compensation of employees, and remuneration of directors. The compensation of employees and remuneration of directors for the years ended December 31, 2019 and 2018, which were approved by the Company’s board of directors on March 18, 2020 and March 22, 2019, respectively, were as follows:

Accrual rate


Compensation of employees
Remuneration of directors
Amount
For the Year Ended December 31
2019
2018
1.22%
0.90%
0.59%
0.59%

Compensation of employees
Remuneration of directors
**For the Year Ended December 31 ** **For the Year Ended December 31 **
2019
Cash
$ 52,013
25,073
2018
Cash
$ 31,723
20,960
  • 50 -

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

There was no difference between the actual amounts of compensation of employees and remuneration of directors paid and the amounts recognized in the consolidated financial statements for the year ended December 31, 2018 and 2017.

Information on the compensation of employees and remuneration of directors resolved by the Company’s board of directors in 2020 and 2019 is available on the Market Observation Post System website of the Taiwan Stock Exchange.

  • i. Gain or loss on foreign currency exchange

Foreign exchange gains

Foreign exchange losses

Net gains (losses)
**For the Year Ended ** **For the Year Ended ** **December 31 **


2019
$ 75,308

(101,351)

$ (26,043)
2018
$ 76,847

(66,369)
$ 10,478

28. INCOME TAXES

  • a. Major components of tax expense recognized in profit or loss

Current tax
In respect of the current year

Land value increment tax
Income tax on unappropriated earnings
Adjustments for prior years

Deferred tax
In respect of the current year
Effect of tax rate changes


Income tax expense recognized in profit or loss
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31




2019
$ 1,057,020

-
12,941
(37,010)

1,032,951
60,747
-

60,747

$ 1,093,698
2018
$ 639,471
27,947
-

(14,407)
653,011
77,051

(22,137)

54,914
$ 707,925

A reconciliation of accounting profit and income tax expenses is as follows:


Profit before tax

Income tax expense calculated at the statutory rate

Nondeductible expenses in determining taxable income
Tax-exempt income
Unrecognized deductible temporary differences and loss
carryforwards
**For the Year Ended December 31 ** **For the Year Ended December 31 ** **For the Year Ended December 31 **

2019
$ 4,548,534

$ 1,193,055

24,491
(118,486)
52,053
2018
$ 3,676,232
$ 887,299
23,150

(174,944)
2,459
(Continued)
  • 51 -

Investment credits

Income tax on unappropriated earnings
Land value increment tax
Effect of tax rate changes
Adjustments for prior years’ tax

Income tax expense recognized in profit or loss
**For the Year Ended December 31 ** **For the Year Ended December 31 ** **For the Year Ended December 31 **


2019
$ (33,346)
12,941
-
-
(37,010)

$ 1,093,698
2018
$ (21,442)
-
27,947
(22,137)

(14,407)
$ 707,925
(Concluded)

The Income Tax Act in the ROC was amended in 2018, and the corporate income tax rate was adjusted from 17% to 20%. In addition, the rate of the corporate surtax applicable to the 2018 unappropriated earnings was reduced from 10% to 5%. The applicable tax rate used by subsidiaries in China is 25%. Tax rates used by other group entities operating in other jurisdictions are based on the tax laws in those jurisdictions.

b. Income tax recognized in other comprehensive income


Deferred tax
Effect of tax rate changes
In respect of the current year
Exchange differences on translating the financial statements of
foreign operations
Fair value changes of financial assets at FVTOCI
Remeasurement of defined benefit plans
Total income tax recognized in other comprehensive income
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31
2019
$ -
(70,042)
(3)

(7,668)
$ (77,713)
2018
$ (21,055)
(29,037)
(83)

(1,049)
$ (51,224)

c. Current tax assets and liabilities

Current tax assets
Tax refund receivable

Current tax liabilities
Income tax payable
December 31 December 31

2019
$ 46,114

$ 547,018
2018
$ 13,349
$ 337,835
  • 52 -

d. Deferred tax assets and liabilities

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

For the year ended December 31, 2019

Deferred tax assets
Temporary differences
Investments accounted for using the
equity method

Exchange differences on translating the
financial statements of foreign
operations
Defined benefit plans
Advertisement payable
Deferred sales returns and allowances
Allowance for inventory loss
Financial assets measured at cost
Others

Loss carryforwards


Deferred tax liabilities
Temporary differences
Investments accounted for using the
equity method

Reserve for land value increment tax
Defined benefit plans
Others

Opening
Balance

R
$ 91,100

103,216
76,490
54,776
6,767
10,071
43,886

14,345

400,651

95

$ 400,746

$ 100,460

33,685
740

1,238

$ 136,123
Effect of Tax
ate Changes
Recognized in
Profit or Loss
Recognized in
Other
Comprehensive
Income
$ -
$ (9,014 )
$ -

-
-
70,042
-
237
7,410
-
-
-
-
2,007
-
-
(11 )
-
-
-
3

-

4,279

-

-
(2,502 )
77,455

-

(95)

-

$ -
$ (2,597)
$ 77,455

$ -
$ 131,725
$ -

-
-
-
-
1,781
(258 )

-

(560)

-

$ -
$ 132,946
$ (258)
Exchange
Differences
Closing Balance
$ -
$ 82,086
-
173,258
(19 )
84,118
(2,176 )
52,600
-
8,774
-
10,060
-
43,889

(11)

18,613
(2,206 )
473,398

-

-
$ (2,206)
$ 473,398
$ -
$ 232,185
-
33,685
-
2,263

2

680
$ 2
$ 268,813

For the year ended December 31, 2018

Deferred tax assets
Temporary differences
Investments accounted for using the
equity method

Exchange differences on translating the
financial statements of foreign
operations
Defined benefit plans
Advertisement payable
Deferred sales returns and allowances
Allowance for inventory loss
Financial assets measured at cost
Others

Loss carryforwards


Deferred tax liabilities
Temporary differences
Investments accounted for using the
equity method

Reserve for land value increment tax
Defined benefit plans
Others

Opening
Balance

R
$ 92,479

63,052
63,789
55,745
19,129
7,326
41,930

18,652

362,102

81

$ 362,183

$ 53,736

33,685
332

5,226

$ 92,979
Effect of Tax
ate Changes
Recognized in
Profit or Loss
Recognized in
Other
Comprehensive
Income
$ 16,330
$ (17,709 )
$ -

11,127
-
29,037
10,855
551
1,229
-
-
-
3,376
(15,738 )
-
1,332
1,413
-
7,400
(5,527 )
83

3,010

(7,342)

-

53,430
(44,352 )
30,349

14

-

-

$ 53,444
$ (44,352)
$ 30,349

$ 9,483
$ 37,241
$ -

-
-
-
228
-
180

541

(4,542)

-

$ 10,252
$ 32,699
$ 180
Exchange
Differences
Closing Balance
$ -
$ 91,100
-
103,216
66
76,490
(969 )
54,776
-
6,767
-
10,071
-
43,886

25

14,345
(878 )
400,651

-

95
$ (878)
$ 400,746
$ -
$ 100,460
-
33,685
-
740

13

1,238
$ 13
$ 136,123
  • 53 -

  • e. Deductible temporary differences and unused loss carryforwards for which no deferred tax assets have been recognized in the consolidated balance sheets

Loss carryforwards
Expiry in 2019

Expiry in 2020
Expiry in 2021
Expiry in 2022
Expiry in 2023
Expiry in 2024


Deductible temporary differences
December 31 December 31



2019
$ -

10,400
24,285
41,636
68,909
227,559

$ 372,789

$ 23,720
2018
$ 580
11,268
25,402
41,636
69,645

-
$ 148,531
$ 50,272
  • f. Income tax assessments

The income tax returns of Domex Technology for the year ended December 31, 2016 had been assessed by the tax authorities.

The income tax returns of the Company, Standard Dairy Products, Charng Hui, Standard Beverage and Le Bonta Wellness for the year ended December 31, 2017 had been assessed by the tax authorities.

29. EARNINGS PER SHARE


Basic earnings per share
Diluted earnings per share
For Unit: NT$ Per Share
the Year Ended December 31
Unit: NT$ Per Share
the Year Ended December 31

2019
$ 3.76

$ 3.76
2018
$ 3.25
$ 3.24

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

Net Profit for the Year


Earnings used in the computation of basic earnings per share
**For the Year Ended December 31 ** **For the Year Ended December 31 ** **For the Year Ended December 31 **
2019
$ 3,416,097
2018
$ 2,949,089
  • 54 -

Weighted average number of ordinary shares outstanding (in thousands of shares):


Weighted average number of ordinary shares used in computation of
basic earnings per share
Effect of potentially dilutive ordinary shares:
Compensation of employees
Weighted average number of ordinary shares used in the
computation of diluted earnings per share
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31


2019
908,420


709

909,129
2018
908,420

742
909,162

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

30. GOVERNMENT GRANTS

The Group received government grants, and recognized $65,423 thousand and $107,359 thousand as other gains during 2019 and 2018, respectively.

31. EQUITY TRANSACTIONS WITH NON-CONTROLLING INTERESTS

On May 18, 2018, the Group subscribed for shares of non-controlling interests at a percentage of 20%, which increased its continuing interest from 80% to 100%.

The above transactions were accounted for as equity transactions, since the Group did not cease to have control over these subsidiaries.

Dermalab
Cash consideration received $ (59,682)
The transfer of capital premium’s stock warrants 48,512
The equity instrument’s put option of the financial liability of the subsidiary transferred
to non-controlling interests 3,418
The proportionate share of the carrying amount of the net assets of the subsidiary
transferred to non-controlling interests 11,491
Reattribution of other equity from non-controlling interests
Exchange differences on translating the financial statements of foreign operation
(Note 25) (1,263)
Others (46,970)
Differences recognized from equity transactions $ (44,494)
Line items adjusted for equity transactions
Capital surplus - changes in percentage of ownership interests in subsidiaries $ (44,494)
  • 55 -

32. CASH FLOWS INFORMATION

Changes in liabilities arising from financing activities:

For the year ended December 31, 2019

Short-term borrowings

Short-term bills payable
Long-term borrowings
Lease liabilities
Guarantee deposits received
Other non-current liabilities


For the year ended December 31, 2018
Opening
Balance
$ 1,731,478
119,904
27,000
139,110
19,961

4,734

$ 2,042,187

Opening
Balance
$ 2,312,473
99,953
39,000
2,833
48,769

5,305

$ 2,508,333
Cash Flows
$ (301,316)

(19,936)

(21,000)

(73,714)

705

(1,757)

$ (417,018)

Cash Flows
$ (555,347)

19,951

(12,000)

4,067

(28,458)

(687)

$ (572,474)
Non-cash
Changes
Exchanging
Rate
Adjustments
$ (47,207)

-

-

282,219

(622)

(43)

$ 234,347

Non-cash
Changes
Exchanging
Rate
Adjustments
$ (25,648)

-

-

46

(350)

116

$ (25,836)
Closing
Balance
$ 1,382,955

99,968

6,000

347,615

20,044

2,934
$ 1,859,516
Closing
Balance
$ 1,731,478

119,904

27,000

6,946

19,961

4,734
$ 1,910,023







Short-term borrowings

Short-term bills payable
Long-term borrowings
Finance lease payables
Guarantee deposits received
Other non-current liabilities







33. CAPITAL MANAGEMENT

The Group’s capital management objective is to ensure financial resources are available and operating plans are in place for working capital, capital expenditures, research and development expenses, refund liabilities and dividend disbursement, etc. in the next twelve months. The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximizing the return to shareholders through the optimization of the debt and equity balance.

  • 56 -

34. FINANCIAL INSTRUMENTS

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

  • 1) Fair value hierarchy

December 31, 2019
Financial assets at FVTPL
Unlisted shares

Mutual fund beneficiary
certification


Financial assets at FVTOCI
Investments in equity
instruments at
FVTOCI
Listed shares and
emerging market
shares

Unlisted shares


December 31, 2018
Financial assets at FVTPL
Unlisted shares

Mutual fund beneficiary
certification


Financial assets at FVTOCI
Investments in equity
instruments at
FVTOCI
Listed shares and
emerging market
shares

Unlisted shares

Level 1
$ -

667,673

$ 667,673

$ 252,351

-

$ 252,351

Level 1
$ -


617,790

$ 617,790

$ 244,534


-

$ 244,534
Level 2
$ -

-

$ -

$ -

-

$ -

Level 2
$ -


-

$ -

$ -


-

$ -
Level 3
$ 7,575

-

$ 7,575

$ -

124,055

$ 124,055

Level 3
$ 7,315


-

$ 7,315

$ -


77,165

$ 77,165
Total
$ 7,575

667,673
$ 675,248
$ 252,351

124,055
$ 376,406
Total
$ 7,315

617,790
$ 625,105
$ 244,534

77,165
$ 321,699

There were no transfers between Levels 1 and 2 for the years ended December 31, 2019 and 2018.

  • 57 -

  • 2) Reconciliation of Level 3 fair value measurements of financial instruments

For the year ended December 31, 2019

Financial Assets
Balance at January 1, 2019

Recognized in profit or loss (included in
other gains and losses)
Recognized in other comprehensive
income (included in unrealized gain
(loss) on financial assets at FVTOCI)
Impact of exchange rates

Balance at December 31, 2019

Recognized in other gains and losses -
unrealized

For the year ended December 31, 2018
Financial Assets
at FVTPL
Equity
Instruments
$ 7,315

260
-

-

$ 7,575

$ 260
Financial Assets
at FVTOCI
Equity
Instruments
$ 77,165

-
46,928

(38)

$ 124,055

Total
$ 84,480
260
46,928

(38)
$ 131,630
$ 260
Financial Assets
Balance at January 1, 2018

Recognized in profit or loss (included in
other gains and losses)
Recognized in other comprehensive
income (included in unrealized gain
(loss) on financial assets at FVTOCI)
Sales/settlements
Transfers out of Level 3
Impact of exchange rates

Balance at December 31, 2018

Recognized in other gains and losses -
unrealized
Financial Assets
at FVTPL
Equity
Instruments
$ 6,368

3,125
-
(1,978)
(200)

-

$ 7,315

$ 1,147
Financial Assets
at FVTOCI
Equity
Instruments
$ 83,754

-
(4,749)
(1,823)
-

(17)

$ 77,165

Total
$ 90,122
3,125
(4,749)
(3,801)
(200)

(17)
$ 84,480
$ 1,147
  • 3) The valuation techniques of unlisted shares with no active market are mainly applicable for market and asset valuation methods.

The market method is mainly used to value the fair value of investment objects’ market prices and environments.

The asset method is mainly utilized to value the fair value of investment objects’ net asset values.

  • 58 -

b. Categories of financial instruments

Financial assets
Financial assets at FVTPL
Mandatorily classified as at FVTPL

Financial assets at amortized cost (1)
Financial assets at FVTOCI
Equity instruments
Financial liabilities
Financial liabilities at amortized cost (2)
December 31
2019
2018
$ 675,248 $ 625,105
12,691,896
10,614,196
376,406
321,699
3,983,402
4,367,443
  • 1) The balances include financial assets at amortized cost, which comprise cash and cash equivalents, debt investments, and notes receivable and trade receivables. Those reclassified to held-for-sale disposal groups are also included.

  • 2) The balances include financial liabilities at amortized cost, which comprise short-term and long-term loans, short-term bills payable, trade and other payables, and bonds issued. Those reclassified to held-for-sale disposal groups are also included.

  • c. Financial risk management objectives and policies

The Group’s major financial instruments include cash and cash equivalents, equity and debt investments, mutual funds, trade receivables, trade payables and loans. The Group’s Financial Department provides services to the business, coordinates access to financial markets, monitors and manages the financial risks relating to the operations of the Group through internal risk reports which analyze exposures by degree and magnitude of risks. These risks include market risk (including currency risk, interest rate risk and other price risk), credit risk and liquidity risk.

1) Market risk

The Group’s activities exposed it primarily to the financial risks of changes in foreign currency exchange rates (see (a) below) and interest rates (see (b) below).

a) Foreign currency risk

The Group’s foreign currency risk arises from its foreign currency monetary assets and liabilities. The Group watches out for the fluctuation of market exchange rate, and takes appropriate actions to manage the exchange rate risk.

The carrying amounts of the Group’s foreign currency denominated monetary assets and monetary liabilities (including those eliminated on consolidation) at the end of the reporting period are set out in Note 38.

  • 59 -

Sensitivity analysis

The Group was mainly exposed to the RMB, USD, EUR, AUD, CHF and SGD.

The following table details the Group’s sensitivity to a 3% increase or decrease in the functional currency against the relevant foreign currencies. A change of 3% is the sensitivity rate used when reporting foreign currency risk internally to key management personnel and represents management’s assessment of the reasonably possible change in foreign exchange rates. The sensitivity analysis used the outstanding foreign currency denominated monetary items at the end of the reporting period and assumed the exchange rates at the end of the reporting period changed by 3% increase of decrease. The amount below indicates an increase (decrease) in pre-tax profit associated with the functional currency weakening 3% against the relevant currency. For a 3% strengthening of the functional currency against the relevant currency, there would be an equal and opposite impact on pre-tax profit and the balances below would be negative.

Profit or loss

Profit or loss

Profit or loss
RMB Impact
For the Year Ended
December 31
2019
2018
$ 1,310 (i) $ 834 (i)
EUR Impact
For the Year Ended
December 31
2019
2018
$ 2,349 (iii) $ 1,378 (iii)
CHF Impact
For the Year Ended
December 31
2019
2018
$ 1,792 (v) $ 2,735 (v)
USD Impact
For the Year Ended
**December 31 **
2019
2018
$ 28,367 (ii) $ 18,939 (ii)
AUD Impact
For the Year Ended
December 31
2019
2018
$ 817 (iv) $ 2,707 (iv)
SGD Impact
For the Year Ended
December 31
2019
2018
$ (348) (vi) $ (338) (vi)
  • i. This was mainly attributable to the exposure of outstanding RMB bank deposits which were not hedged at the end of the reporting period.

  • ii. This was mainly attributable to the exposure of outstanding USD bank deposits, debt investments with no active market, receivables and payables which were not hedged at the end of the reporting period.

  • iii. This was mainly attributable to the exposure on bank deposits and payables in EUR which were not hedged at the end of the reporting period.

  • iv. This was mainly attributable to the exposure of bank deposits and payables in AUD which were not hedged at the end of the reporting period.

  • v. This was mainly attributable to the exposure of bank deposits and payables in CHF which were not hedged at the end of the reporting period.

  • vi. This was mainly attributable to the exposure of bank deposits and payables in SGD which were not hedged at the end of the reporting period.

  • 60 -

b) Interest rate risk

The Group was exposed to interest rate risk because entities in the Group borrowed funds at both fixed and floating interest rates. The Group pays attention to the fluctuations of exchange rates in the market, and takes appropriate actions to manage the exchange rate risk.

The carrying amounts of the Group’s financial assets and financial liabilities with exposure to interest rates at the end of the reporting periods were as follows.

Fair value interest rate risk
Financial assets

Financial liabilities
Cash flow interest rate risk
Financial assets
Financial liabilities
Sensitivity analysis
December 31
2019
2018
$ 1,658,861
$ 955,885
1,791,538
1,806,328
1,172,500
1,163,880
45,000
79,000

The sensitivity analyses below were determined based on the Group’s exposure to interest rates for non-derivative instruments at the end of the reporting period. For floating rate assets and liabilities, the analysis was prepared assuming the amount of the asset and liability outstanding at the end of the reporting period was outstanding for the whole year. A 1% basis point increase or decrease was used when reporting interest rate risk internally to key management personnel and represents management’s assessment of the reasonably possible change in interest rates.

If interest rates had been 1% higher and all other variables were held constant, the Group’s pre-tax profit for the years ended December 31, 2019 and 2018 would increase (decrease) by $11,275 thousand and $10,849 thousand, respectively.

The Group’s sensitivity to interest rates decreased during the current year mainly due to the decrease in variable rate debt instruments.

c) Other price risk

The Group was exposed to equity price risk due to its investments in listed equity securities and mutual funds. The Group has appointed a special team to monitor the price risk and will consider hedging the risk exposure should the need arise.

Sensitivity analysis

The sensitivity analyses below were determined based on the exposure to equity price risks at the end of the reporting period.

If equity prices had been 1% higher/lower, pre-tax profit for the year ended December 31, 2019 would have increased/decreased by $6,752 thousand, as a result of the changes in fair value of financial assets at FVTPL, and the pre-tax other comprehensive income for the year ended December 31, 2019 would have increased/decreased by $3,764 thousand, as a result of the changes in fair value of financial assets at FVTOCI.

  • 61 -

If equity prices had been 1% higher/lower, pre-tax profit for the year ended December 31, 2018 would have increased/decreased by $6,251 thousand, as a result of the changes in fair value of financial assets at FVTPL, and the pre-tax other comprehensive income for the year ended December 31, 2018 would have increased/decreased by $3,217 thousand, as a result of the changes in fair value of financial assets at FVTOCI.

2) Credit risk

Credit risk refers to the risk that counterparty will default on its contractual obligations resulting in financial loss to the Group. As at the end of the reporting period, the Group’s maximum exposure to credit risk which will cause a financial loss to the Group due to failure of counterparties to discharge an obligation could be the carrying amount of the respective recognized financial assets as stated in the consolidated balance sheets.

In order to minimize credit risk, management of the Group has delegated a team responsible for determining credit limits, credit approvals and other monitoring procedures to ensure that follow-up action is taken to recover overdue debts. In addition, the Group reviews the recoverable amount of each individual trade receivable at the end of the reporting period to ensure that adequate allowances are made for irrecoverable amounts.

The table below analyzes the collaterals held as security and other credit enhancements, and their financial effect in respect of the financial assets recognized in the Group’s consolidated balance sheets:

December 31, 2019


Carrying
Amount
Receivables
$ 6,442,527
December 31, 2018
Maximum Exposure to Credit Risk Mitigated by
Collateral
Other Credit
Enhancements
Total
$ 76,270 $ 391 $ 76,661

Carrying
Amount
Receivables
$ 6,163,966
Maximum Exposure to Credit Risk Mitigated by
Collateral
Other Credit
Enhancements
Total
$ 94,755 $ 11,189 $ 105,944
  • 3) Liquidity risk

The Group manages liquidity risk by monitoring and maintaining a level of cash and cash equivalents deemed adequate to finance the Group’s operations and mitigate the effects of fluctuations in cash flows. In addition, management monitors the utilization of bank borrowings and ensures compliance with loan covenants.

The Group relies on bank borrowings as a significant source of liquidity. As of December 31, 2019 and 2018, the Group had available unutilized bank loan facilities in the amounts of $5,186,434 thousand and $8,454,225 thousand, respectively.

  • 62 -

  • Liquidity and interest rate risk table for non-derivative financial liabilities

The following table details the Group’s remaining contractual maturity for its non-derivative financial liabilities with agreed repayment periods. The table had been drawn up based on the undiscounted cash flows of financial liabilities from the earliest date on which the Group can be required to pay. The table included both interest and principal cash flows. Specifically, bank loans with a repayment on demand clause were included in the earliest time band regardless of the probability of the banks choosing to exercise their rights. The maturity dates for other non-derivative financial liabilities were based on the agreed repayment dates.

December 31, 2019

Non-derivative financial liabilities
Non-interest bearing

Lease liabilities
Variable interest rate liabilities
Fixed interest rate liabilities
Contract liabilities


December 31, 2018
Non-derivative financial liabilities
Non-interest bearing

Finance lease liabilities
Variable interest rate liabilities
Fixed interest rate liabilities
Contract liabilities

On Demand
or Less than
1 Month

$ 793,371
25,466
-
612,591

108,881

$ 1,540,309

On Demand
or Less than
1 Month

$ 260,158
222
30,067
644,922

120,038

$ 1,055,407
1-3 Months
$ 1,592,308

14,902

-

788,292

217,763

$ 2,613,265

1-3 Months
$ 603,234

445

3,086

627,795

240,077

$ 1,474,637
3 Months to
1 Year
$ 86,769

52,197

45,003

48,461

-

$ 232,430

3 Months to
1 Year
$ 1,599,695

2,002

31,304

509,072

-

$ 2,142,073
1-5 Years
$ 20,044

283,028

-

-

-
$ 303,072
1-5 Years
$ 19,961

5,164

15,215

37,371

-
$ 77,711

The amounts included above for variable interest rate instruments for non-derivative financial liabilities was subject to change if changes in variable interest rates differ from those estimates of interest rates determined at the end of the reporting period.

  • 63 -

35. TRANSACTIONS WITH RELATED PARTIES

Balances and transactions between the Company and its subsidiaries, which are related parties of the Company, have been eliminated on consolidation and are not disclosed in this note. Besides as disclosed elsewhere in other notes, details of transactions between the Group and other related parties are disclosed below.

  • a. Related parties and relationships

Name of Related Party Relationship with the Group GeneFerm Biotechnology Co., Ltd. (“GeneFerm”) The Company is one of the directors

  • b. Purchases of goods

Related Party Category/Name

The Company is one of the directors

GeneFerm
**For the Year Ended December 31 ** **For the Year Ended December 31 ** **For the Year Ended December 31 **


2019
$ 48,186
2018
$ 25,529

Purchases from related parties were conducted on normal commercial terms.

  • c. Payables to related parties
Line Items
Related Party Category/Name

Trade payables
The Company is one of the directors
GeneFerm
**December ** **31 **
2019
$ 26,141
2018
$ 8,602

The outstanding payables from related parties were unsecured.

  • d. Compensation of key management personnel

Short-term employee benefits
Post-employment benefits
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31


2019
$ 45,293


522

$ 45,815
2018
$ 40,280

533
$ 40,813

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

  • 64 -

36. ASSETS PLEDGED AS COLLATERAL OR FOR SECURITY

The following assets were provided as collateral for bank borrowings, issuance of bank acceptances, performance guaranty, and bond for customs clearance:

Pledge time deposits (included in other current assets)

Pledge time deposits (included in other non-current assets)
Property, plant and equipment, net
Investment properties, net

December 31 December 31


2019
$ 4,013

85,950
137,554
56,909

$ 284,426
2018
$ 1,010
89,506
153,868

58,697
$ 303,081

37. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED COMMITMENTS

In addition to those disclosed in other notes, significant commitments and contingencies of the Group as of December 31, 2019 were as follows:

  • a. The Company has entered into a license agreement with The Quaker Oats Company (Quaker) for a period ending July 11, 2029. The agreement provides that the Company may use Quaker’s trademark, and process, manufacture, market and sell Quaker baby cereal, oatmeal, fruit cereal, ready-to-eat cereal, sesame paste, milk powder and other cereal products in the ROC. In consideration of the above, the Company shall pay Quaker royalties at an agreed percentage of net sales (as defined).

  • b. Unused letters of credit of approximately US$2,075 thousand.

  • c. Unrecognized commitments for acquisition of property, plant and equipment of approximately $122,010 thousand.

  • d. Unrecognized commitments for acquiring approximately 46,391 tons of colostrum from dairymen.

38. SIGNIFICANT ASSETS AND LIABILITIES DENOMINATED IN FOREIGN CURRENCIES

The significant assets and liabilities denominated in foreign currencies other than functional currencies of the Group entities and the exchange rates between foreign currencies and respective functional currencies were as follows:

December 31, 2019

Foreign Carrying
Currencies Exchange Rate Amount
Financial assets
Monetary items
USD $
26,052
29.98 (USD:NTD) $
781,058
USD 6,480 6.98 (USD:RMB) 194,612
EUR 2,331 33.59 (EUR:NTD) 78,298
RMB 10,142 4.31(RMB:NTD) 43,658
AUD 2,058 21.01 (AUD:NTD) 43,228
(Continued)
  • 65 -
Foreign
Currencies
Exchange Rate
CHF
$ 1,341
30.93 (CHF:NTD)
CHF
591
7.18 (CHF:RMB)


Financial liabilities


Monetary items

USD
1,003
29.98 (USD:NTD)
AUD
762
20.01 (AUD:NTD)
SGD
520
22.28 (SGD:NTD)

December 31, 2018
Foreign
Currencies
Exchange Rate
Financial assets
Monetary items
USD
$ 12,753
30.72 (USD:NTD)
USD
14,631
6.86 (USD:RMB)
EUR
1,661
35.20 (EUR:NTD)
RMB
6,219
4.47 (RMB:NTD)
AUD
4,717
21.67 (AUD:NTD)
CHF
2,923
6.97 (CHF:RMB)

Non-monetary items

USD
33
6.86 (USD:RMB)
CHF
1,379
6.97 (CHF:RMB)


Financial liabilities


Monetary items

USD
771
30.72 (USD:NTD)
USD
6,045
6.86 (USD:RMB)
EUR
356
35.20 (EUR:NTD)
AUD
551
21.67 (AUD:NTD)
SGD
501
22.48 (SGD:NTD)
Carrying
Amount
$ 41,470

18,272
$ 1,200,596
$ 30,087

16,006

11,586
$ 57,679
(Concluded)
Carrying
Amount
$ 391,681

449,371

58,453

27,810

102,184

91,155
$ 1,120,654
$ 1,000

43,007
$ 44,007
$ 23,666

185,681

12,535

11,944

11,262
$ 245,088
  • 66 -

The Group is mainly exposed to RMB and USD. The following information was aggregated by the functional currencies of the group entities, and the exchange rates between respective functional currencies and the presentation currency were disclosed. The significant realized and unrealized foreign exchange gains (losses) were as follows:

For the Year Ended December 31

Foreign
Currencies
NTD
RMB
CHF
2019
Exchange Rate
Net Foreign
Exchange Gains
(Losses)
1 (NTD:NTD)
$ (27,536)
4.45 (RMB:NTD)
1,483
30.93 (CHF:NTD)

10
$ (26,043)
2018
Exchange Rate
Net Foreign
Exchange Gains
(Losses)
1 (NTD:NTD)
$ 5,483
4.55 (RMB:NTD)
5,136
31.19 (CHF:NTD)

(141)
$ 10,478

39. SEPARATELY DISCLOSED ITEMS

  • a. Financings provided: See Table 1 attached.

  • b. Endorsement/guarantee provided: See Table 2 attached.

  • c. Marketable securities held (excluding investments in subsidiaries): See Table 3 attached.

  • d. Marketable securities acquired and disposed of at costs or prices of at least NT$300 million or 20% of the paid-in capital: None.

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

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

  • g. Total purchases from or sales to related parties amounting to at least NT$100 million or 20% of the paid-in capital: See Table 4 attached.

  • h. Receivables from related parties amounting to at least NT$100 million or 20% of the paid-in capital: See Table 5 attached.

  • i. Trading in derivative instruments: None.

  • j. Others: Intercompany relationships and significant intercompany transactions: See Table 6 attached.

  • k. Information on investees (excluding investees of mainland China): See Table 7 attached.

  • l. Information on investment in mainland China

  • 1) The name of the investee in mainland China, the main businesses and products, its issued capital, method of investment, information on inflow or outflow of capital, percentage of ownership, income (losses) of the investee, share of profits/losses of investee, ending balance, amount received as dividends from the investee, and the limitation on investee: See Table 8 attached.

  • 2) Significant direct or indirect transactions with the investee, its prices and terms of payment, unrealized gain or loss: None.

  • 67 -

40. SEGMENT INFORMATION

Information reported to the chief operating decision maker for the purpose of resource allocation and assessment of segment performance focuses on types of corporation. Specifically, the Group’s reportable segments were as follows:

  • Standard Foods segment - the Company

  • Standard Dairy Products segment - Standard Dairy Products

  • China Standard segment - Shanghai Standard, China Standard Investment, China Standard Foods and Xiamen Standard

  • Other segments - other than the above corporation

  • a. Operating segment information


For the year ended December 31, 2019
Sales from external customers

Sales among intersegments


Total sales


Interest income

Financial cost

Depreciation expense

Amortization expense

Operating segment income (loss)

Unallocated amount


Income before income tax

For the year ended December 31, 2018
Sales from external customers

Sales among intersegments


Total sales


Interest income

Financial cost

Depreciation expense

Amortization expense

Other important non-cash items
Impairment loss on assets


Operating segment income (loss)

Unallocated amount


Income before income tax
Standard Foods
Segment

$ 11,668,690

1,471,254

$ 13,139,944

$ 22,823

$ 1,339

$ 222,087

$ 11,998

$ 2,992,111

$ 10,675,041

1,512,866

$ 12,187,907

$ 15,502

$ 686

$ 187,440

$ 10,324

$ 18,035

$ 2,778,553
Standard Dairy
Products
Segment

$ 2,657,213

917,346

$ 3,574,559

$ 4,946

$ 12

$ 44,583

$ 2,428

$ 564,292

$ 2,615,642

739,330

$ 3,354,972

$ 4,109

$ -

$ 34,733

$ 2,029

$ -

$ 540,305
China Standard
Segment

$ 14,334,709

412

$ 14,335,121

$ 42,255

$ 37,186

$ 234,190

$ 29,117

$ 999,415

$ 12,171,356

2,378

$ 12,173,734

$ 18,074

$ 76,371

$ 213,340

$ 34,612

$ -

$ 348,732
Other Segments
$ 2,605,620

14,273

$ 2,619,893

$ 9,667

$ 13,214

$ 78,508

$ 10,694

$ 35,557

$ 1,878,548

10,813

$ 1,889,361

$ 7,541

$ 8,997

$ 37,859

$ 6,563

$ -

$ 10,204
Adjustments
and
Eliminations
$ -

(2,403,285)

$ (2,403,285)

$ (4,872)

$ (4,872)

$ (4,570)

$ -

$ (42,841)



$ -

(2,265,387)

$ (2,265,387)

$ (5,308)

$ (5,308)

$ -

$ -

$ -

$ (1,563)


Consolidated
$ 31,266,232

-
$ 31,266,232
$ 74,819
$ 46,879
$ 574,798
$ 54,237
$ 4,548,534

-
$ 4,548,534
$ 27,340,587

-
$ 27,340,587
$ 39,917
$ 80,745
$ 473,373
$ 53,528
$ 18,035
$ 3,676,232

-
$ 3,676,232
  • b. Geographical information:

The Group operates in two principal geographical areas - Taiwan and mainland China.

  • 68 -

The Group’s revenue from external customers by location of operations and information about its non-current assets by location of asset are detailed below.



Taiwan

Mainland China
Others



Taiwan

Mainland China
Others

Revenue from External
Customers
Revenue from External
Customers
Revenue from External
Customers
For the Year Ended December 31



2019
2018

$ 16,675,005 $ 14,977,018
14,470,605
12,247,648

120,622

115,921
$ 31,266,232
$ 27,340,587
Non-current Assets
**December 31 **



2019
$ 2,269,496
3,711,638

32,538

$ 6,013,672
2018
$ 2,198,922

3,812,887

28,373
$ 6,040,182

Non-current assets exclude financial instruments, deferred tax assets and net defined benefit assets.

  • 69 -

TABLE 1

STANDARD FOODS CORPORATION AND SUBSIDIARIES

FINANCING PROVIDED TO OTHERS FOR THE YEAR ENDED DECEMBER 31, 2019 (In Thousands of New Taiwan Dollars)

No.
(Note 1)
Lender Borrower Financial Statement
Account
Related
Parties
Highest Balance
for the Period
Ending Balance Actual
Borrowing
Amount
Interest
Rate
Nature of
Financing
(Note 2)
Business
Transaction
Amounts
Reasons for
Short-term
Financing
Allowance for
Impairment Loss
Collateral Collateral Financing Limit
for Each
Borrower
(Note 3)
Aggregate
Financing Limits
(Note 3)

Note
Item Value
0 Standard Foods
Corporation
Dermalab S.A. Financing receivables -
related parties

Y
$ 47,783 $ 46,387 $ - - b $ - Need for operation $ - - $ - $ 6,350,870
(Note 3)
$ 6,350,870
(Note 3)
Note 11
1 Standard
Investment
(China) Co., Ltd.
Shanghai Dermalab
Corporation
Standard Foods
(Xiamen) Co.,
Ltd.
Standard Foods
(China) Co., Ltd.
Shanghai Le Ben
Tuo Health
Technology Co.,
Ltd.
Financing receivables -
related parties
Financing receivables -
related parties
Financing receivables -
related parties
Financing receivables -
related parties

Y

Y

Y

Y
92,048
736,384
460,240
92,048
85,950
687,600
429,750
85,950
79,891
238,507
348,188
85,950
2.50%
2.50%
2.50%
2.50%
b.
b.
b.
b.
-
-
-
-
Need for operation
Need for operation
Need for operation
Need for operation
-
-
-
-
-
-
-
-
-
-
-
-
1,664,013
(Note 4)
1,664,013
(Note 4)
1,664,013
(Note 4)
1,664,013
(Note 4)
1,664,013
(Note 4)
1,664,013
(Note 4)
1,664,013
(Note 4)
1,664,013
(Note 4)
Note 11
Note 11
Note 11
Note 11
2 Shanghai Standard
Foods Co., Ltd.
Standard Foods
(China) Co., Ltd.
Standard
Investment
(China) Co., Ltd.
Standard Foods
(Xiamen) Co.,
Ltd.
Financing receivables -
related parties
Financing receivables -
related parties
Financing receivables -
related parties

Y

Y

Y
483,252
667,348
474,390
-
623,138
451,238
-
116,299
451,238
2.50%
2.50%
2.50%
b.
b.
b.
-
-
-
Need for operation
Need for operation
Need for operation
-
-
-
-
-
-
-
-
-
1,227,427
(Note 5)
1,227,427
(Note 5)
1,227,427
(Note 5)
1,227,427
(Note 5)
1,227,427
(Note 5)
1,227,427
(Note 5)
Note 11
Note 11
Note 11
3 Accession Limited Shanghai Standard
Foods Co., Ltd.
Dermalab S.A.
Financing receivables -
related parties
Financing receivables -
related parties

Y

Y
185,730
70,081
-
-
-
-
0.00%
1.90%
b.
b.
-
-
Need for operation
Need for operation
-
-
-
-
-
-
3,492,091
(Note 6)
3,492,091
(Note 6)
3,492,091
(Note 6)
3,492,091
(Note 6)
Note 11
Note 11
4 Shanghai Le Ben
Tuo Health
Technology Co.,
Ltd.
Standard
Investment
(China) Co., Ltd.
Financing receivables -
related parties

Y
23,012 21,488 - 2.50% b. - Need for operation - - - 88,844
(Note 7)
88,844
(Note 7)
Note 11
5 Shanghai Le Ben
De Health
Technology Co.,
Ltd.
Standard
Investment
(China) Co., Ltd.
Financing receivables -
related parties

Y
9,205 8,595 - 2.50% b. - Need for operation - - - 11,640
(Note 8)
11,640
(Note 8)
Note 11
6 Shanghai Le Ho
Industrial Co.,
Ltd.
Standard
Investment
(China) Co., Ltd.
Financing receivables -
related parties

Y
184,096 171,900 658 2.50% b. - Need for operation - - - 210,049
(Note 9)
210,049
(Note 9)
Note 11
7 Shanghai Le Min
Industrial Co.,
Ltd.
Standard
Investment
(China) Co., Ltd.
Financing receivables -
related parties

Y
92,048 85,950 597 2.50% b. - Need for operation - - - 131,101
(Note 10)
131,101
(Note 10)
Note 11

(Continued)

  • 70 -

(Concluded)

Note 1: “0” for the Company, subsidiaries are numbered from “1”.

Note 2: Reasons for financing are as follows:

a. Need for operation.

  • b. Need for short-term financing.

Note 3: The total amount shall not exceed 40% of net value of Standard Foods Corporation, which was calculated to be $6,350,870 thousand (the net value per financial statements of $15,877,175 thousand x 40% as of September 30, 2019). Note 4: The total amount shall not exceed 40% of net value of Standard Investment (China) Co., Ltd., which was calculated to be $1,664,013 thousand (the net value per financial statements of $4,160,032 thousand x 40% as of September 30, 2019).

Note 5: The total amount shall not exceed 40% of net value of Shanghai Standard Foods Co., Ltd., which was calculated to be $1,227,427 thousand (the net value per financial statements of $3,068,568 thousand x 40% as of September 30, 2019). Note 6: The total amount shall not exceed 100% of net value of Accession Limited, which was calculated to be $3,492,091 thousand (the net value per financial statements of $3,492,091 thousand x 100% as of September 30, 2019). Note 7: The total amount shall not exceed 40% of net value of Shanghai Le Ben Tuo Health Technology Co., Ltd., which was calculated to be $88,844 thousand (the net value per financial statements of $222,111 thousand x 40% as of September 30, 2019). Note 8: The total amount shall not exceed 40% of net value of Shanghai Le Ben De Health Technology Co., Ltd., which was calculated to be $11,640 thousand (the net value per financial statements of $29,101 thousand x 40% as of September 30, 2019). Note 9: The total amount shall not exceed 40% of net value of Shanghai Le Ho Industrial Co., Ltd., which was calculated to be $210,049 thousand (the net value per financial statements of $525,122 thousand x 40% as of September 30, 2019). Note 10: The total amount shall not exceed 40% of net value of Shanghai Le Min Industrial Co., Ltd., which was calculated to be $131,101 thousand (the net value per financial statements of $327,753 thousand x 40% as of September 30, 2019). Note 11: The amount was eliminated upon consolidation.

  • 71 -

TABLE 2

STANDARD FOODS CORPORATION AND SUBSIDIARIES

ENDORSEMENTS/GUARANTEES PROVIDED FOR THE YEAR ENDED DECEMBER 31, 2019 (In Thousands of New Taiwan Dollars)

No.
(Note 1)
Endorsement/Guarantee
Provider
Guaranteed Party Guaranteed Party Limits on
Endorsement/
Guarantee
Amount
Provided to Each
Guaranteed
Party

Maximum
Balance for the
Period
Ending Balance Amount Actually
Drawn

Amount of
Endorsement/
Guarantee
Collateralized by
Properties
Ratio of
Accumulated
Endorsement/
Guarantee to Net
Equity Per Latest
Financial
Statements


Maximum
Endorsement/
Guarantee
Amount
Guarantee
Provided by
Parent Company
(Note 9)
Guarantee
Provided by
Subsidiary
(Note 9)
Guarantee
Provided to
Subsidiaries in
Mainland China
(Note 9)
Note
Name Nature of
Relationship
(Note 2)
0 Standard Foods Corporation Accession Limited
Standard Beverage Company
Limited
b.
b.
$ 12,701,740
(Note 3)
12,701,740
(Note 3)
$ 184,620
158,000

29,980

149,900
$ -
20,000
$ -
-
0.19%
0.94%
$ 15,877,175
(Note 4)
15,877,175
(Note 4)
Y
Y
-
-
-
-
  • Note 1: “0” for the Company, subsidiaries are numbered from “1”.

  • Note 2: Relationships between the endorsement/guarantee provider and the guaranteed party:

  • a. Trading partner.

  • b. Majority owned subsidiary.

  • c. The Company and subsidiary owns over 50% ownership of the investee company.

  • d. A subsidiary jointly owned by the Company and company’s directly-owned subsidiary.

  • e. Guaranteed by the Company according to construction contract.

  • f. Investee company. The guarantees were provided based on the Company’s proportionate share in an investee company.

  • Note 3: The total amount shall not exceed 80% of the net value in the financial statements of Standard Foods Corporation; the amount was calculated at $12,701,740 thousand (the net value per financial statements of $15,877,175 thousand x 80% as of September 30, 2019).

Note 4: The total amount shall not exceed 100% of the net value in the financial statements of Standard Foods Corporation; the amount was calculated at $15,877,175 thousand (the net value per financial statements of $15,877,175 thousand x 100% as of September 30, 2019).

Note 5: Guarantee provided by the listed parent company, guarantee provided by the subsidiary or guarantee provided to subsidiaries in mainland China, coded “Y”.

  • 72 -

TABLE 3

STANDARD FOODS CORPORATION AND SUBSIDIARIES

MARKETABLE SECURITIES HELD DECEMBER 31, 2019 (In Thousands of New Taiwan Dollars)

Holding Company Name Type and Name of Marketable Securities Relationship with the
Holding Company
Financial Statement Account December 31, 2019 December 31, 2019 Note
Shares Carrying
Amount
Percentage
of
Ownership


Fair Value
(Note 2)
Standard Foods Corporation Shares
Far Eastern International Commercial Bank Co., Ltd.
Chunghwa Telecom Co., Ltd.
GeneFerm Biotechnology Co., Ltd.
Dah Chung Bills Finance Corp.
Mutual funds
Taishin 1699 Money Market Fund
Jih Sun Money Market Fund
Mega Diamond Money Market
FSITC Taiwan Money Market Fund
Walden VC 2, L.P.
Shares
Techgains Pan-Pacific Corporation
Authenex, Inc.
Global Strategic Investment Co., Ltd.
Paradigm Venture Capital Corporation
U-Teck Environment Corporation, Ltd.
Octamer, Inc. - Series E Preferred Stock
Octamer, Inc. - Series F Preferred Stock
The Company is one of the
directors
Financial assets at fair value through other
comprehensive income - current
Financial assets at fair value through other
comprehensive income - current
Financial assets at fair value through other
comprehensive income - non-current
Financial assets at fair value through other
comprehensive income - non-current
Financial assets at fair value through profit or
loss - current
Financial assets at fair value through profit or
loss - current
Financial assets at fair value through profit or
loss - current
Financial assets at fair value through profit or
loss - current
Financial assets at fair value through profit or
loss - non-current
Financial assets at fair value through profit or
loss - non-current
Financial assets at fair value through profit or
loss - non-current
Financial assets at fair value through profit or
loss - non-current
Financial assets at fair value through profit or
loss - non-current
Financial assets at fair value through profit or
loss - non-current
Financial assets at fair value through profit or
loss - non-current
Financial assets at fair value through profit or
loss - non-current
1,379,027
48,600
2,145,110
1,243,213
2,430,814
14,196,913
21,453,425
2,736,051
Note 1
500,000
2,424,242
850,500
180,376
11,200
800,000
107,815
$ 16,479
5,346
65,640
15,702
33,021
211,216
270,122
42,034

-
-
-
4,619
2,956
-
-
-
-
-
7.8
0.3
-
-
-
-
1.9
0.9
5.5
1.9
7.0
0.2
7.8
1.0
$ 16,479
5,346
65,640
15,702
33,021
211,216
270,122
42,034
-
-
-
4,619
2,956
-
-
-

(Continued)

  • 73 -
Holding Company Name Type and Name of Marketable Securities Relationship with the
Holding Company
Financial Statement Account December 31, 2019 December 31, 2019 Note
Shares Carrying
Amount
Percentage
of
Ownership


Fair Value
(Note 2)
Standard Dairy Products Taiwan
Limited
Charng Hui Ltd.
Fortemedia, Inc. - Series D Preferred Stock
Fortemedia, Inc. - Series E Preferred Stock
Fortemedia, Inc. - Series F Preferred Stock
Fortemedia, Inc. - Series G Preferred Stock
Fortemedia, Inc. - Series I Preferred Stock
Fortemedia, Inc. - Series - Common Stock
Mutual funds
Jih Sun Money Market Fund
FSITC Taiwan Money Market Fund
Shares
Standard Foods Corporation
Formosa Plastics Corporation
China Steel Corporation
Polytronics Technology Corp.
Taiwan Semiconductor Manufacturing Co., Ltd.
Mutual funds
Fuh Hwa Global Strategic Allocation FoF
Franklin Templeton SinoAm Franklin Templeton Global
Bond Fund of Funds-Accu.
Shares
Hong Da Leasing & Finance Co., Ltd.
CNEX Co., Ltd.
Parent of Charng Hui Ltd.
Charng Hui Ltd. is one of
the directors
Charng Hui Ltd. is one of
the directors
Financial assets at fair value through profit or
loss - non-current
Financial assets at fair value through profit or
loss - non-current
Financial assets at fair value through profit or
loss - non-current
Financial assets at fair value through profit or
loss - non-current
Financial assets at fair value through profit or
loss - non-current
Financial assets at fair value through profit or
loss - non-current
Financial assets at fair value through profit or
loss - current
Financial assets at fair value through profit or
loss - current
Financial assets at fair value through other
comprehensive income - current
Financial assets at fair value through other
comprehensive income - current
Financial assets at fair value through other
comprehensive income - current
Financial assets at fair value through other
comprehensive income - current
Financial assets at fair value through other
comprehensive income - current
Financial assets at fair value through profit or
loss - current
Financial assets at fair value through profit or
loss - current
Financial assets at fair value through profit or
loss - non-current
Financial assets at fair value through profit or
loss - non-current
3,455
71,397
29,173
31,135
29,102
12,938
3,034,955
1,953,197
6,669,471
91,440
803,258
1,596,000
90,000
1,000,000
1,453,360
8,297,000
1,000,000
$ -
-
-
-
-
-
45,153
30,007
464,195
9,126
19,198
106,772
29,790
11,270
18,958
-
-
1.2
1.2
1.2
1.3
1.3
1.2
-
-
0.7
-
-
2.0
-
-
-
23.7
6.0
$ -
-
-
-
-
-
45,153
30,007
464,195
9,126
19,198
106,772
29,790
11,270
18,958
-
-
Note 2

(Continued)

  • 74 -
Holding Company Name Type and Name of Marketable Securities Relationship with the
Holding Company
Financial Statement Account December 31, 2019 December 31, 2019 Note
Shares Carrying
Amount
Percentage
of
Ownership


Fair Value
(Note 2)
Standard Beverage Company
Limited
Domex Technology Corporation
Accession Limited
Mutual funds
Fuh Hwa Greater China Mid & Small Cap
Franklin Templeton SinoAm Global Bd Acc
Shares
InnoComm Mobile Technology Corp.
Shares
AsiaVest Liquidation Co.
Financial assets at fair value through profit or
loss - current
Financial assets at fair value through profit or
loss - current
Financial assets at fair value through other
comprehensive income - non-current
Financial assets at fair value through other
comprehensive income - non-current
225,000
282,988
3,600,000
200
$ 2,201
3,691
107,424
929
-
-
13.4
0.7
$ 2,201
3,691
107,424
929

Note 1: No number of units of the Fund.

Note 2: The amount was eliminated upon consolidation.

(Concluded)

  • 75 -

TABLE 4

STANDARD FOODS CORPORATION AND SUBSIDIARIES

TOTAL PURCHASES FROM OR SALES TO RELATED PARTIES AMOUNTING TO AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE YEAR ENDED DECEMBER 31, 2019

(In Thousands of New Taiwan Dollars)

Company Name Related Party Nature of Relationships Transaction Transaction Details Abnormal Transaction Abnormal Transaction Notes/Accounts Payable
(Receivable)
Notes/Accounts Payable
(Receivable)
Note
Purchases
(Sales)
Amount % to
Total
Payment Terms Unit Price Payment Terms Ending Balance
% to
Total
Standard Foods Corporation
Standard Dairy Products
Taiwan Limited
Shanghai Standard Foods Co.,
Ltd.
Standard Investment (China)
Co., Ltd.
Standard Foods (China) Co.,
Ltd.
Standard Investment (China)
Co., Ltd.
Standard Foods (China) Co.,
Ltd.
Standard Foods (Xiamen) Co.,
Ltd.
Standard Investment (China)
Co., Ltd.
Standard Dairy Products
Taiwan Limited
Standard Foods Corporation
Standard Investment
(China) Co., Ltd.
Shanghai Standard Foods
Co., Ltd.
Standard Investment
(China) Co., Ltd.
Standard Foods (China)
Co., Ltd.
Standard Foods (Xiamen)
Co., Ltd.
Standard Foods (China)
Co., Ltd.
Standard Investment
(China) Co., Ltd.
Standard Foods (Xiamen)
Co., Ltd.
The Company’s subsidiary
Parent company of Standard
Dairy Products Taiwan
Limited
Brother company of Shanghai
Standard Foods Co., Ltd.
Brother company of Standard
Investment (China) Co., Ltd.
Parent company of Standard
Foods (China) Co., Ltd.
Standard Investment (China)
Co., Ltd.’s subsidiary
Parent company of Standard
Foods (China) Co., Ltd.
Parent company of Standard
Foods (Xiamen) Co., Ltd.
Standard Investment (China)
Co., Ltd.’s subsidiary
Standard Investment (China)
Co., Ltd.’s subsidiary
Sales
Purchases
Purchases
Sales
Sales
Purchases
Purchases
Sales
Sales
Purchases
Purchases
Sales
Sales
Purchases
$ (1,470,332)
917,346
1,470,332
(917,346)
(1,735,989)
397,459
1,735,989
(397,459)
(5,160,756)
5,160,756
411,285
(411,285)
(3,589,545)
3,589,545
11.19
12.24
59.38
25.66
78.07
21.46
16.51
2.95
98.62
49.16
8.78
8.64
75.44
34.20
55 days after month end closing
(net of receivables and
payables)
55 days after month end closing
(net of receivables and
payables)
55 days after month end closing
(net of receivables and
payables)
55 days after month end closing
(net of receivables and
payables)
60 days after month-end closing
60 days after month-end closing
60 days after month-end closing
60 days after month-end closing
55 days after month-end closing
60 days after month-end closing
60 days after month-end closing
60 days after month-end closing
60 days after month-end closing
60 days after month-end closing
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
$ 141,484
-
(141,484)
-
491,530
(161,842)
(491,530)
161,842
1,665,818
(1,665,818)
(222,633)
222,633
1,099,150
(1,099,150)
6.17
-
40.45
-
96.61
64.38
15.00
4.94
99.65
50.82
38.08
16.84
83.15
33.54
Note
Note
Note
Note
Note
Note
Note
Note
Note
Note
Note
Note
Note
Note

Note: The amounts presented above were eliminated upon consolidation.

  • 76 -

TABLE 5

STANDARD FOODS CORPORATION AND SUBSIDIARIES

RECEIVABLES FROM RELATED PARTIES AMOUNTING TO AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL DECEMBER 31, 2019

(In Thousands of New Taiwan Dollars)

Company Name Related Party Nature of Relationships Ending Balance for Account Receivable - Related
Parties
Ending Balance for Account Receivable - Related
Parties
Turnover
Rate
Overdue Overdue Amounts Received in
Subsequent Period
Allowance for
Bad Debts
Allowance for
Bad Debts
Note
Amount **Actions Taken **
Standard Foods Corporation
Shanghai Standard Foods Co., Ltd.
Standard Foods (China) Co., Ltd.
Standard Investment (China) Co., Ltd.
Standard Foods (Xiamen) Co., Ltd.
Standard Investment (China) Co., Ltd.
Standard Foods (Xiamen) Co., Ltd.
Standard Dairy Products Taiwan
Limited
Standard Investment (China) Co., Ltd.
Standard Foods (Xiamen) Co., Ltd.
Standard Foods (China) Co., Ltd.
Standard Investment (China) Co., Ltd.
Standard Foods (China) Co., Ltd.
Standard Foods (Xiamen) Co., Ltd.
Standard Investment (China) Co., Ltd.
Shanghai Standard Foods Co., Ltd.
Standard Foods (China) Co., Ltd.
The Company’s subsidiary
Brother company of Shanghai
Standard Foods Co., Ltd.
Brother company of Shanghai
Standard Foods Co., Ltd.
Brother company of Shanghai
Standard Foods Co., Ltd.
Parent company of Standard Foods
(China) Co., Ltd.
Standard Investment (China) Co.,
Ltd.’s subsidiary
Standard Investment (China) Co.,
Ltd.’s subsidiary
Parent company of Standard Foods
(Xiamen) Co., Ltd.
Brother company of Standard
Investment (China) Co., Ltd.
Brother company of Standard
Foods (Xiamen) Co., Ltd.
Trade receivables

Other receivables


Trade receivables

Financing receivables
Other receivables


Trade receivables

Financing receivables
Other receivables


Trade receivables

Other receivables


Trade receivables

Other receivables


Trade receivables

Financing receivables
Other receivables


Trade receivables

Financing receivables
Other receivables


Trade receivables

Other receivables


Trade receivables

Other receivables


Trade receivables
$ 141,484

3,127
$ 144,611
$ 491,530
116,299

59,364
$ 667,193
$ 6,647
451,238

6,549
$ 464,434
$ 8,456

618
$ 9,074
$ 1,665,818

34,798
$ 1,700,616
$ 93
348,188

14,179
$ 362,460
$ 28
238,507

12,284
$ 250,819
$ 1,099,150

13,165
$ 1,112,315
$ 161,842

40,698
$ 202,540
$ 222,633
9.31
3.39
3.51
3.69
3.06
4.07
22.72
5.81
4.91
1.80



























$ -

-
$ -
$ -
-

-
$ -
$ -
-

-
$ -
$ -

-
$ -
$ -

-
$ -
$ -
-

-
$ -
$ -
-

-
$ -
$ -

-
$ -
$ -

-
$ -
$ -



























$ 141,484 (Note 1)

3,127(Note 1)
$ 144,611(Note 1)
$ 202,729 (Note 1)
- (Note 1)

- (Note 1)
$ 202,729(Note 1)
$ 6,647 (Note 1)
- (Note 1)

- (Note 1)
$ 6,647(Note 1)
$ 8,456 (Note 1)

- (Note 1)
$ 8,456(Note 1)
$ 816,964 (Note 1)

34,798(Note 1)
$ 851,762(Note 1)
$ 93 (Note 1)
- (Note 1)

- (Note 1)
$ 93(Note 1)
$ 28 (Note 1)
- (Note 1)

- (Note 1)
$ 28(Note 1)
$ 952,155 (Note 1)

10,869(Note 1)
$ 963,024(Note 1)
$ 101,261 (Note 1)

- (Note 1)
$ 101,261(Note 1)
$ 222,633(Note 1)



























$ -

-
$ -
$ -
-

-
$ -
$ -
-

-
$ -
$ -

-
$ -
$ -

-
$ -
$ -
-

-
$ -
$ -
-

-
$ -
$ -

-
$ -
$ -

-
$ -
$ -
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2

Note 1: Amounts received before March 18, 2020.

Note 2: The amounts presented above were eliminated upon consolidation.

  • 77 -

TABLE 6

STANDARD FOODS CORPORATION AND SUBSIDIARIES

INTERCOMPANY RELATIONSHIPS AND SIGNIFICANT INTERCOMPANY TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 2019

(In Thousands of New Taiwan Dollars)

No.
(Note 1)
Investee Company Counterparty Relationship
(Note 2)
Transactions Details Transactions Details
Financial Statement Accounts Amount
(Note 4)
Payment Terms % to Total Sales
or Assets (Note 3)
0 Standard Foods Corporation Standard Dairy Products Taiwan Limited
Standard Dairy Products Taiwan Limited
Standard Dairy Products Taiwan Limited
Standard Dairy Products Taiwan Limited
Standard Dairy Products Taiwan Limited
Standard Beverage Company Limited
Standard Beverage Company Limited
Standard Beverage Company Limited
Standard Investment (China) Co., Ltd.
a.
a.
a.
a.
a.
a.
a.
a.
a.
Trade receivables - related parties
Other receivables - related parties
Sales
Purchases
Royalty revenue
Other receivables - related parties
Purchases
Service revenue
Sales
$ 141,484
3,127
1,470,332
917,346
9,146
115
1,756
1,320
922
According to the general conditions
According to the general conditions
According to the general conditions
According to the general conditions
According to the general conditions
According to the general conditions
According to the general conditions
According to the general conditions
According to the general conditions
0.6
-
4.7
2.9
-
-
-
-
-
1 Accession Limited Dermalab a. Interest income 627 Interest rate 1.900% -
2 Shanghai Standard Foods Co., Ltd. Standard Investment (China) Co., Ltd.
Standard Investment (China) Co., Ltd.
Standard Investment (China) Co., Ltd.
Standard Investment (China) Co., Ltd.
Standard Investment (China) Co., Ltd.
Standard Investment (China) Co., Ltd.
Standard Investment (China) Co., Ltd.
Standard Investment (China) Co., Ltd.
Standard Investment (China) Co., Ltd.
Standard Investment (China) Co., Ltd.
Standard Investment (China) Co., Ltd.
Standard Investment (China) Co., Ltd.
Standard Investment (China) Co., Ltd.
Standard Investment (China) Co., Ltd.
Standard Investment (China) Co., Ltd.
Standard Investment (China) Co., Ltd.
Standard Foods (Xiamen) Co., Ltd.
Standard Foods (Xiamen) Co., Ltd.
Standard Foods (Xiamen) Co., Ltd.
Standard Foods (Xiamen) Co., Ltd.
Standard Foods (Xiamen) Co., Ltd.
Standard Foods (Xiamen) Co., Ltd.
c.
c.
c.
c.
c.
c.
c.
c.
c.
c.
c.
c.
c.
c.
c.
c.
c.
c.
c.
c.
c.
c.
Trade payables - related parties
Other payables - related parties
Sales
Trade receivables - related parties
Other receivables - related parties
Financing receivables - related parties
Other expenses
Interest income
Purchases
Research and development expenses
Trade payables - related parties
Sales
Purchases
Trade receivables - related parties
Other payables - related parties
Interest income
Sales
Purchases
Trade receivables - related parties
Other payables - related parties
Financing receivables - related parties
Interest income
161,842
40,698
1,735,989
491,530
59,364
116,299
610
42,165
397,459
8,425
5,126
23,967
16,465
8,456
618
5,029
18,297
825
6,647
6,549
451,238
6,785
According to the general conditions
According to the general conditions
According to the general conditions
According to the general conditions
According to the general conditions
Interest rate 2.500%
According to the general conditions
Interest rate 2.500%
According to the general conditions
According to the general conditions
According to the general conditions
According to the general conditions
According to the general conditions
According to the general conditions
According to the general conditions
Interest rate 2.500%
According to the general conditions
According to the general conditions
According to the general conditions
According to the general conditions
Interest rate 2.500%
Interest rate 2.500%
0.6
0.2
5.6
1.9
0.2
0.5
-
0.1
1.3
-
-
0.1
0.1
-
-
-
0.1
-
-
-
1.8
-
3 Standard Investment (China) Co., Ltd. Standard Foods (China) Co., Ltd.
Standard Foods (China) Co., Ltd.
Standard Foods (China) Co., Ltd.
Standard Foods (China) Co., Ltd.
a.
a.
a.
a.
Trade receivables - related parties
Other receivables - related parties
Trade payables - related parties
Other payables - related parties
93
14,179
1,665,818
34,798
According to the general conditions
According to the general conditions
According to the general conditions
According to the general conditions
-
0.1
6.5
0.1

(Continued)

  • 78 -
No.
(Note 1)
Investee Company Counterparty Relationship
(Note 2)
Transactions Details Transactions Details
Financial Statement Accounts Amount
(Note 4)
Payment Terms % to Total Sales
or Assets (Note 3)
Standard Foods (China) Co., Ltd.
Standard Foods (China) Co., Ltd.
Standard Foods (China) Co., Ltd.
Standard Foods (China) Co., Ltd.
Standard Foods (China) Co., Ltd.
Standard Foods (China) Co., Ltd.
Shanghai Dermalab Corporation
Shanghai Dermalab Corporation
Shanghai Dermalab Corporation
Shanghai Dermalab Corporation
Shanghai Dermalab Corporation
Standard Foods (Xiamen) Co., Ltd.
Standard Foods (Xiamen) Co., Ltd.
Standard Foods (Xiamen) Co., Ltd.
Standard Foods (Xiamen) Co., Ltd.
Standard Foods (Xiamen) Co., Ltd.
Standard Foods (Xiamen) Co., Ltd.
Standard Foods (Xiamen) Co., Ltd.
Standard Foods (Xiamen) Co., Ltd.
Standard Foods (Xiamen) Co., Ltd.
Shanghai Le Ben Tuo Co., Ltd.
Shanghai Le Ben Tuo Co., Ltd.
Shanghai Le Ben Tuo Co., Ltd.
Shanghai Le Ben Tuo Co., Ltd.
Shanghai Le Ben Tuo Co., Ltd.
Shanghai Le Ben Tuo Co., Ltd.
Shanghai Le Ben Tuo Co., Ltd.
Shanghai Le Ho Industrial Co., Ltd.
Shanghai Le Ho Industrial Co., Ltd.
Shanghai Le Ho Industrial Co., Ltd.
Shanghai Le Ho Industrial Co., Ltd.
Shanghai Le Ho Industrial Co., Ltd.
Shanghai Le Ho Industrial Co., Ltd.
Shanghai Le Ben De Co., Ltd.
Shanghai Le Ben De Co., Ltd.
a.
a.
a.
a.
a.
a.
a.
a.
a.
a.
a.
a.
a.
a.
a.
a.
a.
a.
a.
a.
a.
a.
a.
a.
a.
a.
a.
c.
c.
c.
c.
c.
c.
c.
c.
Sales
Purchases
Rental expenses
Financing receivables - related parties
Other revenue
Interest income
Other receivables - related parties
Expense
Advance payable
Financing receivables - related parties
Interest income
Trade receivables - related parties
Other receivables - related parties
Trade payables - related parties
Other payables - related parties
Sales
Purchases
Financing receivables - related parties
Other revenue
Interest income
Other receivables - related parties
Trade payables - related parties
Sales
Purchases
Financing receivables - related parties
Advance payable
Interest income
Other payables - related parties
Financing payables - related parties
Interest expenses
Other payables - related parties
Financing payables - related parties
Interest expenses
Trade payables - related parties
Purchases
$ 537
5,160,756
97
348,188
13,835
2,660
3,617
618
3,438
79,891
2,584
28
12,284
1,099,150
13,165
659
3,589,545
238,507
11,986
15,653
1,355
542
20
8,318
85,950
2,248
2,238
66
658
19
93
597
32
1,027
3,560
According to the general conditions
According to the general conditions
According to the general conditions
Interest rate 2.500%
According to the general conditions
Interest rate 2.500%
According to the general conditions
According to the general conditions
According to the general conditions
Interest rate 2.500%
Interest rate 2.500%
According to the general conditions
According to the general conditions
According to the general conditions
According to the general conditions
According to the general conditions
According to the general conditions
Interest rate 2.500%
According to the general conditions
Interest rate 2.500%
According to the general conditions
According to the general conditions
According to the general conditions
According to the general conditions
Interest rate 2.500%
According to the general conditions
Interest rate 2.500%
According to the general conditions
Interest rate 2.500%
Interest rate 2.500%
According to the general conditions
Interest rate 2.500%
Interest rate 2.500%
According to the general conditions
According to the general conditions
-
16.5
-
1.4
-
-
-
-
-
0.3
-
-
-
4.3
0.1
-
11.5
0.9
-
0.1
-
-
-
-
0.3
-
-
-
-
-
-
-
-
-
-
4 Shanghai Dermalab Corporation Dermalab
Dermalab
Shanghai Le Ben Tuo Co., Ltd.
c.
c.
c.
Purchases
Trade payables - related parties
Purchases
56,720
7,808
7,216
According to the general conditions
According to the general conditions
According to the general conditions
0.2
-
-
5 Standard Foods (China) Co., Ltd. Shanghai Le Ben Tuo Co., Ltd.
Shanghai Le Ben Tuo Co., Ltd.
Shanghai Le Ben Tuo Co., Ltd.
Shanghai Le Ben Tuo Co., Ltd.
Shanghai Le Ben Tuo Co., Ltd.
Standard Foods (Xiamen) Co., Ltd.
Standard Foods (Xiamen) Co., Ltd.
Standard Foods (Xiamen) Co., Ltd.
c.
c.
c.
c.
c.
c.
c.
c.
Sales
Other expense
Rental revenue
Other receivables - related parties
Purchases
Trade payables - related parties
Sales
Purchases
392
4,211
4,571
793
21
222,633
3,449
411,285
According to the general conditions
According to the general conditions
According to the general conditions
According to the general conditions
According to the general conditions
According to the general conditions
According to the general conditions
According to the general conditions
-
-
-
-
-
0.9
-
1.3

(Continued)

  • 79 -
No.
(Note 1)
Investee Company Counterparty Relationship
(Note 2)
Transactions Details Transactions Details
Financial Statement Accounts Amount
(Note 4)
Payment Terms % to Total Sales
or Assets (Note 3)
6 Shanghai Le Ben Tuo Co., Ltd. Shanghai Le Ben De Co., Ltd.
Shanghai Le Ben De Co., Ltd.
c.
c.
Sales
Trade receivables - related parties
$ 3,521
1,018
According to the general conditions
According to the general conditions
-
-

Note 1: The parent company and its subsidiaries do business with each other. Information shall be stated separately and numbered as follows:

  • a. Parent company is 0.

  • b. Subsidiaries, sequentially numbered by Arabic numerals from 1.

Note 2: The related parties have the following three relationships:

  • a. Parent company to its subsidiaries.

  • b. Subsidiaries to its parent company.

  • c. Subsidiaries to subsidiaries.

Note 3: Amounts of balance sheet accounts are calculated as percentage of consolidated total assets; amounts of income statement accounts are calculated as percentage of consolidated total revenues.

Note 4: The amount was eliminated upon consolidation.

(Concluded)

  • 80 -

TABLE 7

STANDARD FOODS CORPORATION AND SUBSIDIARIES

INFORMATION ON INVESTEES FOR THE YEAR ENDED DECEMBER 31, 2019 (In Thousands of New Taiwan Dollars)

Investor Company Investee Company Location Main Businesses and Products Original Investment Amount Original Investment Amount As of December 31, As of December 31, 2019 Net Income
(Loss) of the
Investee
Share of
Profits (Loss)
Note
December 31,
2019
December 31,
2018
Shares % Carrying
Amount
Standard Foods Corporation
Accession Limited
Dermalab S.A.
Standard Investment
(Cayman) Limited
Accession Limited
Standard Investment (Cayman) Limited
Standard Dairy Products Taiwan
Limited
Charng Hui Ltd.
Domex Technology Corporation
Standard Beverage Company Limited
Le Bonta Wellness International
Corporation
Dermalab S.A.
Swissderma SL
Standard Corporation (Hong Kong)
Limited
Tortola, British Virgin Islands
Grand Cayman, Cayman Islands
Taipei, Taiwan
Taipei, Taiwan
Hsinchu, Taiwan
Taipei, Taiwan
Yilan, Taiwan
Switzerland
Spain
Hong Kong
Investment business
Investment business
Manufacture and sale of dairy products and beverages
Investment business
Manufacture and sale of computer peripherals and
computer and information products
Manufacture and sale of beverages
Sale of health foods
Development and sale of cosmetics
Sale of cosmetics
Investment business
$ 3,936,267
4,710,865
300,853
230,000
114,116
79,072
14,350
266,587
96
4,708,566
$ 3,936,267

4,710,865

300,853

230,000

114,116

79,072

14,350

266,587

96

4,708,566
123,600,000
150,124,815
30,000,000
24,100,000
10,374,399

7,907,000

Note 4

2,600

3,000
150,050,815
100
100
100
100
52
100
100
100
100
100
$ 3,381,908
5,220,048
1,000,126
290,480
247,879
82,342
8,781
174,559
-
5,219,208
$ 74,585

658,622

447,084

22,157

66,347

2,350

(2,979)

7,694

-

658,817
$ 67,374
(Note 1)

658,622

449,425
(Note 2)

5,483

34,507

1,847
(Note 3)

(2,979)



Subsidiary (Note 5)
Subsidiary (Note 5)
Subsidiary (Note 5)
Subsidiary (Note 5)
Subsidiary (Note 5)
Subsidiary (Note 5)
Subsidiary (Note 5)
Indirect subsidiary
(Note 5)
Indirect subsidiary
(Note 5)
Indirect subsidiary
(Note 5)

Note 1: This amount was the share of profit of the investee of $74,585 thousand minus the unrealized gain on sidestream transactions of $7,211 thousand.

Note 2: This amount was the share of profit of the investee of $447,084 thousand minus the unrealized gain on sidestream transactions of $2,341 thousand.

Note 3: This amount was the share of profit of the investee of $2,350 thousand plus the realized gain on upstream transactions of $503 thousand.

Note 4: This is a limited company with no issued shares.

Note 5: The amount was eliminated upon consolidation.

  • 81 -

TABLE 8

STANDARD FOODS CORPORATION AND SUBSIDIARIES

INFORMATION ON INVESTMENTS IN MAINLAND CHINA FOR THE YEAR ENDED DECEMBER 31, 2019

(In Thousands of New Taiwan Dollars)

Investee Company Main Businesses and Products Paid-in Capital Method of
Investment
(Note 1)
Accumulated
Outward
Remittance for
Investment
from Taiwan as
of January 1,
2019
Remittance of Funds Remittance of Funds Accumulated
Outward
Remittance for
Investment from
Taiwan as of
December 31, 2019

Net Income (Loss)
of the Investee

% Ownership
of Direct or
Indirect
Investment
Investment
Gain (Loss)
(Note 2)
Carrying Amount
as of
December 31,
2019
Accumulated
Repatriation of
Investment
Income as of
December 31,
2019
Note

Outward
Inward
Shanghai Standard Foods Co., Ltd.
Standard Investment (China) Co., Ltd.
Standard Foods (China) Co., Ltd.
Shanghai Dermalab Corporation
Shanghai Le Ben Tuo Health
Technology Co., Ltd.
Shanghai Le Ben De Health
Technology Co., Ltd.
Standard Foods (Xiamen) Co., Ltd.
Shanghai Le Ho Industrial Co., Ltd.
Shanghai Le Min Industrial Co., Ltd.
Manufacture and sale of edible oil
products and nutritional foods
Investment and sales of edible oil
products and nutritional foods
Manufacture and sale of edible oil
products and nutritional foods
Sale of nutritional foods,
cosmetics and international
trading
Sale of nutritional foods and
international trading
Sale of nutritional foods and
international trading
Manufacture and sale of edible oil
products and nutritional foods
Property management
Property management
$ 3,949,575
3,755,530
1,631,668
57,205
380,418
31,220
1,307,582
607,717
378,009
b.
(Note 3)
b.
(Note 5)
c.
(Note 6)
c.
(Note 6)
1 and c.
(Note 7)
c.
(Note 4 and 8)
c.
(Note 6)
b.
(Note 5)
b.
(Note 5)
$ 3,949,575
(Note 4)
3,718,677
(Note 5)
-
(Note 6)
-
(Note 6)
181,048
(Note 7)

31,220
(Note 4)
-
(Note 6)
607,717
(Note 5)
378,009
(Note 5)
$ -
-
-
-
-
-
-
-
-
$ -
-
-
-
-
-
-
-
-
$ 3,949,575
(Note 4)
3,718,677
(Note 5)
-
(Note 6)
-
(Note 6)
181,048
(Note 7)
31,220
(Note 4)
-
(Note 6)
607,717
(Note 5)
378,009
(Note 5)
$ 69,321
689,913
162,562
(8,057)
(43,680)
706
175,986
(14,666)
(9,392)
100.0
99.0
99.0
99.0
99.5
100.0
99.0
100.0
100.0
$ 65,798
(Note 9)
683,014
(Note 9)
149,001
(Note 9)
(7,976)
(Note 9)
(43,466)
(Note 9)
706
(Note 9)
165,369
(Note 9)
(14,666)
(Note 9)
(9,392)
(Note 9)
$ 2,992,501
4,391,390
1,834,068
(10,779)
211,188
28,649
1,328,982
509,309
317,638
$ -
-
-
-
-
-
-
-
-
Note 11
Note 11
Note 11
Note 11
Note 11
Note 11
Note 11
Note 11
Note 11
Accumulated Outward Remittance for
Investment in Mainland China as of
Investment Amounts Authorized by
Upper Limit on the Amount of
Investment Stipulated by Investment
December 31, 2019 Investment Commission, MOEA
Commission, MOEA
$8,919,525 $8,919,525 Unlimited amount of investment (Note 10)
  • Note 1: The methods for engaging in investment in mainland China include the following:

  • a. Direct investment in mainland China.

  • b. Indirect investment in mainland China through companies registered in a third region. c. Other methods.

(Continued)

  • 82 -

Note 2: For the investment income (loss) recognized in the current period:

  • a. There was no investment income (loss) recognized due to the investment still being in the development stage.

  • b. The investment income (loss) was determined based on the following basis:

    • 1) The financial report was audited and certified by an international accounting firm in cooperation with an ROC accounting firm.

    • 2) The financial statements audited by the CPA of the parent company in Taiwan.

    • 3) Others.

  • Note 3: Accession Limited is the investor company in third region.

Note 4: There was no difference between the beginning balance and the ending balance of the accumulated amount invested from Taiwan for the year ended December 31, 2018; the investment remained at $4,034,074 thousand. Of the $4,034,074 thousand, $53,279 thousand has been retained in Accession Limited. The remaining balance of thereof, amounting to $3,980,795 thousand, was originally the outward remittance of the investment of Shanghai Standard Foods Co., Ltd. in 2015. However, as of July 2015, of the $3,980,795 thousand, $31,220 thousand was invested in Shanghai Le Ben De Health Technology Co., Ltd. by Shanghai Standard Foods Co., Ltd. In aggregate, the outward remittance of the investments of Shanghai Standard Foods Co., Ltd. and Shanghai Le Ben De Health Technology Co., Ltd. was $3,949,575 thousand and $31,220 thousand, respectively.

  • Note 5: Standard Corporation (Hong Kong) Limited is the investor company in third region.

Note 6: The company in mainland China was reinvested through a company registered in mainland China, namely Standard Investment (China) Co., Ltd.

  • Note 7: The company in mainland China was invested directly by Standard Foods Corporation and was reinvested through a company registered in mainland China, namely Standard Investment (China) Co., Ltd. The amount invested directly was $181,048 thousand.

  • Note 8: This company was spun off from Shanghai Standard Foods Co., Ltd; it is the investor company in third region.

  • Note 9: Recognition of investment income (loss) was based on Note 2, b.2).

  • Note 10: The Industrial Development Bureau of the MOEA issued the proofing document of operational headquarters to the Company; the document is still valid within the audit period. Hence, according to the Investment Commission of the MOEA, there is no upper limit on the amount of investment.

Note 11: The amount was eliminated upon consolidation.

(Concluded)

  • 83 -