AI assistant
SFC — Audit Report / Information 2020
Nov 13, 2020
51753_rns_2020-11-13_c230eb30-5714-4edb-8bd7-e9eb739fd1ae.pdf
Audit Report / Information
Open in viewerOpens in your device viewer
Standard Foods Corporation
Financial Statements for the Years Ended December 31, 2020 and 2019 and Independent Auditors’ Report
INDEPENDENT AUDITORS’ REPORT
The Board of Directors and Shareholders Standard Foods Corporation
Opinion
We have audited the accompanying financial statements of Standard Foods Corporation (the “Company”), which comprise the balance sheets as of December 31, 2020 and 2019, and the statements of comprehensive income, changes in equity and cash flows for the years then ended, and notes to the financial statements, including a summary of significant accounting policies (collectively referred to as the “financial statements”).
In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2020 and 2019, and its financial performance and its cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.
Basis for Opinion
We conducted our audit of the consolidated financial statements for the year ended December 31, 2020 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. 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. 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.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements for the year ended December 31, 2020. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
- 1 -
The key audit matter identified in the Company’s financial statements for the year ended December 31, 2020 is stated as follows:
Estimate of Return Liability
The Company mainly manufactures and sells nutritious foods, edible oils, dairy products and beverages. Taking into account the historical experience of its sales in the past, the Company estimates the probable amount of each product’s return liability. Refer to Notes 5 and 19 to the financial statements for detailed information related to return liability. Because the assessment of return liability involves management’s critical accounting estimates and judgments, we considered the assessment of return liability to be a key audit matter.
The key audit procedures that we performed in respect of the estimate of return liability included the following:
-
We obtained an understanding and tested the design and operating effectiveness of the key controls over the estimates of the return liability.
-
We selected samples from the sales return transactions and inspected the correctness of the sales returns in current year.
-
We obtained the relevant reports of estimates of sales return liability, and we recalculated and reviewed that the assessment results were adequate.
Responsibilities of Management and Those Charged with Governance for the Financial Statements
Management is responsible for the preparation and fair presentation of the financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
Those charged with governance, including the audit committee, are responsible for overseeing the Company’s financial reporting process.
Auditors’ Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the 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 financial statements.
- 2 -
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:
-
Identify and assess the risks of material misstatement of the 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.
-
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.
-
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
-
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Company to cease to continue as a going concern.
-
Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
-
Obtain sufficient and appropriate audit evidence regarding the financial information of entities or business activities within the Company to express an opinion on the financial statements. We are responsible for the direction, supervision and performance of the 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.
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 financial statements for the year ended December 31, 2020 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.
- 3 -
The engagement partners on the audits resulting in this independent auditors’ report are Tza-Li Gung and Zhi-Yuan Chen.
Deloitte & Touche Taipei, Taiwan Republic of China March 22, 2021
Notice to Readers
The accompanying financial statements are intended only to present the 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 financial statements are those generally applied in the Republic of China.
For the convenience of readers, the independent auditors’ report and the accompanying 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 financial statements shall prevail.
- 4 -
STANDARD FOODS CORPORATION
BALANCE SHEETS DECEMBER 31, 2020 AND 2019 (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 22) Trade receivables from unrelated parties (Notes 10 and 22) Trade receivables from related parties (Notes 22 and 28) Other receivables (Note 10) Other receivables from related parties (Note 28) Inventories (Note 11) Prepayments (Note 12) Other current assets (Notes 17 and 19) 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) Investments accounted for using the equity method (Note 13) Property, plant and equipment (Note 14) Right-of-use assets (Note 15) Other intangible assets (Note 16) Deferred tax assets (Note 24) Other non-current assets (Note 17) Total non-current assets TOTAL LIABILITIES AND EQUITY CURRENT LIABILITIES Contract liabilities - current (Note 22) Notes payable (Note 18) Trade payables (Note 18) Trade payables to related parties (Note 28) Other payables (Note 19) Current tax liabilities (Note 24) Lease liabilities - current (Note 15) Other current liabilities (Notes 5 and 19) Total current liabilities NON-CURRENT LIABILITIES Deferred tax liabilities (Note 24) Lease liabilities - non-current (Note 15) Net defined benefit liabilities (Note 20) Other non-current liabilities (Note 19) Total non-current liabilities Total liabilities EQUITY (Note 21) Ordinary shares Capital surplus Retained earnings Legal reserve Special reserve Unappropriated earnings Total retained earnings Other equity Treasury shares Total equity TOTAL |
2020 Amount % $ 205,747 1 1,118,813 5 20,671 - 1,092,961 5 5 - 1,980,474 10 136,585 1 34,420 - 947,545 5 1,834,330 9 167,706 1 27,378 - 7,566,635 37 1,894 - 77,341 - 11,167,932 54 1,352,887 7 63,174 - 13,660 - 321,299 2 19,928 - 13,018,115 63 $ 20,584,750 100 $ 21,440 - 289 - 827,945 4 20,526 - 1,110,589 5 299,812 2 20,979 - 24,670 - 2,326,250 11 347,410 2 38,059 - 188,393 1 150 - 574,012 3 2,900,262 14 9,150,897 44 127,392 1 3,287,022 16 577,494 3 4,918,357 24 8,782,873 43 (355,492) (2) (21,182) - 17,684,488 86 $ 20,584,750 100 |
2019 | ||
|---|---|---|---|---|
| Amount % $ 624,431 3 556,393 3 21,825 - 1,610,195 8 - - 2,148,846 11 141,484 1 15,523 - 3,242 - 1,926,771 10 242,149 1 15,348 - 7,306,207 37 7,575 - 81,342 - 10,339,942 53 1,372,629 7 84,295 1 2,943 - 378,132 2 23,123 - 12,289,981 63 $ 19,596,188 100 $ 15,035 - 577 - 876,262 5 26,141 - 1,041,136 5 391,748 2 25,349 - 8,284 - 2,384,532 12 265,870 2 56,304 - 211,205 1 150 - 533,529 3 2,918,061 15 9,150,897 47 109,718 - 2,945,412 15 330,945 2 4,739,831 24 8,016,188 41 (577,494) (3) (21,182) - 16,678,127 85 $ 19,596,188 100 |
The accompanying notes are an integral part of the financial statements.
- 5 -
STANDARD FOODS CORPORATION
STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)
| OPERATING REVENUE Sales (Notes 22 and 28) OPERATING COSTS Cost of goods sold (Notes 11, 23 and 28) GROSS PROFIT OPERATING EXPENSES (Note 23) Selling and marketing expenses General and administrative expenses Research and development expenses Expected credit gain Total operating expenses OPERATING INCOME NON-OPERATING INCOME AND EXPENSES Interest income (Notes 23 and 28) Other income (Notes 23 and 28) Other gains (Note 23) Finance costs (Note 23) Share of the profit of subsidiaries Total non-operating income and expenses PROFIT BEFORE INCOME TAX INCOME TAX EXPENSE (Note 24) 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 (Note 20) Unrealized loss on investments in equity instruments at fair value through other comprehensive income |
2020 Amount % $ 13,184,535 100 8,455,471 64 4,729,064 36 1,340,048 10 453,697 3 87,553 1 (217) - 1,881,081 14 2,847,983 22 21,974 - 11,298 - 50,398 - (1,084) - 990,798 8 1,073,384 8 3,921,367 30 708,566 6 3,212,801 24 (20,575) - (5,155) - |
2019 | ||
|---|---|---|---|---|
| Amount % $ 13,139,944 100 8,469,936 64 4,670,008 36 1,223,016 9 397,433 3 94,429 1 (95) - 1,714,783 13 2,955,225 23 22,823 - 11,933 - 3,468 - (1,339) - 1,191,976 9 1,228,861 9 4,184,086 32 767,989 6 3,416,097 26 (20,000) - (18,658) - (Continued) |
- 6 -
STANDARD FOODS CORPORATION
STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)
| Share of the other comprehensive income of subsidiaries accounted for using the equity method Income tax relating to items that will not be reclassified subsequently to profit or loss (Note 24) Total items that will not be reclassified subsequently to profit or loss Items that may be reclassified subsequently to profit or loss: Exchange differences on translation of the financial statements of foreign operations Income tax relating to items that may be reclassified subsequently to profit or loss (Note 24) Total items that may be reclassified subsequently to profit or loss Other comprehensive income (loss) for the year, net of income (loss) tax TOTAL COMPREHENSIVE INCOME FOR THE YEAR EARNINGS PER SHARE (Note 25) Basic Diluted |
2020 Amount % $ 101,676 1 4,095 - 80,041 1 151,041 1 (30,209) - 120,832 1 200,873 2 $ 3,413,674 26 $ 3.54 $ 3.53 |
2019 | ||
|---|---|---|---|---|
| Amount % $ 40,644 - 4,338 - 6,324 - (350,212) (3) 70,043 1 (280,169) (2) (273,845) (2) $ 3,142,252 24 $ 3.76 $ 3.76 |
||||
The accompanying notes are an integral part of the financial statements.
(Concluded)
- 7 -
STANDARD FOODS CORPORATION
STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)
| Ordinary Shares Capital Surplus BALANCE AT JANUARY 1, 2019 $ 9,150,897 $ 93,045 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 - 16,673 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 9,150,897 109,718 Appropriation of 2019 earnings Legal reserve - - Cash dividends to shareholders - - Share dividends to shareholders - - Adjustment of capital surplus for the Company’s cash dividends received by subsidiaries - 17,674 Net profit for the year ended December 31, 2020 - - Other comprehensive income (loss) for the year ended December 31, 2020, net of income tax - - Total comprehensive income for the year ended December 31, 2020 - - BALANCE AT DECEMBER 31, 2020 $ 9,150,897 $ 127,392 |
Retained Earnings | Total $ 6,915,111 - - (2,287,724) - 3,416,097 (27,296) 3,388,801 8,016,188 - - (2,424,987) - 3,212,801 (21,129) 3,191,672 $ 8,782,873 |
Other Equity | Total Treasury Shares $ (330,945) $ (21,182) - - - - - - - - - - (246,549) - (246,549) - (577,494) (21,182) - - - - - - - - - - 222,002 - 222,002 - $ (355,492) $ (21,182) |
Total Equity $ 15,806,926 - - (2,287,724) 16,673 3,416,097 (273,845) 3,142,252 16,678,127 - - (2,424,987) 17,674 3,212,801 200,873 3,413,674 $ 17,684,488 |
|---|---|---|---|---|---|
| Exchange Differences on Translation of the Financial Statements of Unrealized Gain (Loss) on Financial Assets at Fair Value Through Other Foreign Operations Comprehensive Income $ (412,869) $ 81,924 - - - - - - - - - - (280,169) 33,620 (280,169) 33,620 (693,038) 115,544 - - - - - - - - - - 120,832 101,170 120,832 101,170 $ (572,206) $ 216,714 |
|||||
Legal Reserve Special Reserve Unappropriated Earnings $ 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 4,739,831 341,610 - (341,610) - 246,549 (246,549) - - (2,424,987) - - - - - 3,212,801 - - (21,129) - - 3,191,672 $ 3,287,022 $ 577,494 $ 4,918,357 |
The accompanying notes are an integral part of the financial statements.
- 8 -
STANDARD FOODS CORPORATION
STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)
| CASH FLOWS FROM OPERATING ACTIVITIES Income before income tax Adjustments for: Depreciation expenses Amortization expenses Expected credit loss reversed on trade receivables Net gain on fair value changes of financial assets and liabilities designated as at fair value through profit or loss Finance costs Interest income Dividend income Share of the profit of subsidiaries Net loss on disposal of property, plant and equipment Changes in operating assets and liabilities Financial assets mandatorily classified as at fair value through profit or loss Notes receivable Trade receivables Trade receivables from related parties Other receivables Other receivables from related parties Inventories Prepayments Other current assets Contract liabilities Notes payable Trade payables Trade payables to 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 Purchase of financial assets at amortized cost Proceeds from sale of financial assets at amortized cost Payments for property, plant and equipment Proceeds from disposal of property, plant and equipment Payments for intangible assets (Increase) decrease in other financial assets |
2020 $ 3,921,367 225,981 8,105 (217) (3,063) 1,084 (21,974) (1,721) (990,798) 951 (553,676) (5) 168,589 4,899 (20,660) (944,303) 92,441 74,443 (12,030) 6,405 (288) (48,317) (5,615) 69,453 16,386 (43,387) 1,944,050 23,737 (1,084) (688,243) 1,278,460 (2,240,636) 2,757,870 (185,413) 2,417 (13,541) 1,323 |
2019 $ 4,184,086 222,087 11,998 (95) (4,098) 1,339 (22,823) (2,787) (1,191,976) 2,087 (95,054) 567 (164,585) 33,008 55,058 715 (93,767) 39,532 5,061 7,040 (8,771) (8,917) 12,485 36,273 (175) 8 3,018,296 21,489 (1,339) (522,605) 2,515,841 (2,768,840) 2,141,408 (159,044) 1,131 (7,564) (3,441) (Continued) |
|---|---|---|
- 9 -
STANDARD FOODS CORPORATION
STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)
| Increase in other non-current assets Dividends received from subsidiaries Other dividends received Net cash generated from (used in) investing activities CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from guarantee deposits received Repayment of the principal portion of lease liabilities Dividends paid to owners of the Company Acquisition of interest in subsidiaries Net cash used in financing activities NET 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 |
2020 $ (3,409) 442,255 1,721 762,587 - (25,688) (2,424,987) (9,056) (2,459,731) (418,684) 624,431 $ 205,747 |
2019 $ (7,235) 424,580 2,787 (376,218) (50) (26,113) (2,287,724) - (2,313,887) (174,264) 798,695 $ 624,431 |
|---|---|---|
The accompanying notes are an integral part of the financial statements.
(Concluded)
- 10 -
NOTES TO FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
STANDARD FOODS CORPORATION
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 financial statements are presented in the Company’s functional currency, the New Taiwan dollar.
2. APPROVAL OF FINANCIAL STATEMENTS
The financial statements were approved by the Company’s board of directors on March 22, 2021.
3. APPLICATION OF NEW, AMENDED AND REVISED STANDARDS AND INTERPRETATIONS
- a. Initial application of the amendments to the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) (collectively, the “IFRSs”) endorsed and issued into effect by the Financial Supervisory Commission (FSC)
Except for the following, the initial application of the IFRSs endorsed and issued into effect by the FSC did not have material impact on the Company’s accounting policies:
1) Amendments to IFRS 3 “Definition of a Business”
The Company applies the amendments to IFRS 3 to transactions that occur on or after January 1, 2020. 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 that together significantly contribute to the ability to create outputs. To determine whether an acquired process is substantive, different criteria apply, depending on whether there are outputs at the acquisition date. 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 Company adopted the amendments starting from January 1, 2020. The threshold of materiality that could influence users has been changed to “could reasonably be expected to influence”. Accordingly, disclosures in the consolidated financial statements do not include immaterial information that may obscure material information.
-
11 -
-
b. The IFRSs endorsed by the Financial Supervisory Commission (FSC) for application starting from 2021
| New IFRSs Amendments to IFRS 4 “Extension of the Temporary Exemption from Applying IFRS 9” Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16 “Interest Rate Benchmark Reform - Phase 2” Amendment to IFRS 16 “Covid-19 - Related Rent Concessions” |
Effective Date Announced by IASB |
|---|---|
| Effective immediately upon promulgation by the IASB January 1, 2021 June 1, 2020 |
Except for the above impact, as of the date the consolidated financial statements were authorized for issue, the Company is continuously assessing the possible impact that the application of other standards and interpretations will have on the Company’s financial position and financial performance and will disclose the relevant impact when the assessment is completed.
- c. New IFRSs in issue but not yet endorsed and issued into effect by the FSC
| New IFRSs “Annual Improvements to IFRS Standards 2018-2020” Amendments to IFRS 3 “Reference to the Conceptual Framework” Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets between an Investor and its Associate or Joint Venture” IFRS 17 “Insurance Contracts” Amendments to IFRS 17 Amendments to IAS 1 “Classification of Liabilities as Current or Non-current” Amendments to IAS 1 “Disclosure of Accounting Policies” Amendments to IAS 8 “Definition of Accounting Estimates” Amendments to IAS 16 “Property, Plant and Equipment - Proceeds before Intended Use” Amendments to IAS 37 “Onerous Contracts - Cost of Fulfilling a Contract” |
Effective Date Announced by IASB (Note 1) |
|---|---|
| January 1, 2022 (Note 2) January 1, 2022 (Note 3) To be determined by IASB January 1, 2023 January 1, 2023 January 1, 2023 January 1, 2023 (Note 6) January 1, 2023 (Note 7) January 1, 2022 (Note 4) January 1, 2022 (Note 5) |
-
Note 1: Unless stated otherwise, the above New IFRSs are effective for annual reporting periods beginning on or after their respective effective dates.
-
Note 2: The amendments to IFRS 9 will be applied prospectively to modifications and exchanges of financial liabilities that occur on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IAS 41 “Agriculture” will be applied prospectively to the fair value measurements on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IFRS 1 “First-time Adoptions of IFRSs” will be applied retrospectively for annual reporting periods beginning on or after January 1, 2022.
-
Note 3: The amendments are applicable to business combinations for which the acquisition date is on or after the beginning of the annual reporting period beginning on or after January 1, 2022.
-
Note 4: The amendments are applicable to property, plant and equipment that are brought to the location and condition necessary for them to be capable of operating in the manner intended by management on or after January 1, 2021.
-
Note 5: The amendments are applicable to contracts for which the entity has not yet fulfilled all its obligations on January 1, 2022.
-
12 -
-
Note 6: The amendments will be applied prospectively for annual reporting periods beginning on or after January 1, 2023.
-
Note 7: The amendments are applicable to changes in accounting estimates and changes in accounting policies that occur on or after the beginning of the annual reporting period beginning on or after January 1, 2023.
Except for the above impact, as of the date the financial statements were authorized for issue, the Company is continuously assessing the possible impact that the application of other standards and interpretations will have on the Company’s financial position and financial performance and will disclose the relevant impact when the assessment is completed.
4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
- a. Statement of compliance
These financial statements of the Company are the parent company only financial statements and have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.
- b. Basis of preparation
The financial statements have been prepared on the historical cost basis except for financial instruments which are measured at fair values and net defined benefit liabilities that are determined by deducting the fair value of plan assets from the present value of the defined benefit obligation.
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.
When preparing these parent company only financial statements, the Company adopts the equity method to account for its investment in subsidiaries. In order for the amounts of the net profit for the year, other comprehensive income for the year and total equity in these parent company only financial statements to be the same as the amounts attributable to the owners of the Company in its consolidated financial statements, adjustments arising from the differences in accounting treatment between parent company only basis and consolidated basis were made to the investments accounted for by the equity method, the share of profit or loss of subsidiaries, the share of other comprehensive income of subsidiaries and the related equity items, as appropriate, in these parent company only financial statements.
- 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
-
13 -
-
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, even if an agreement to refinance or to reschedule payments on a long-term basis is completed after the reporting period and before the financial statements are authorized for issue; and
-
3) Liabilities for which the Company does not have an unconditional right to defer settlement for at least twelve months after the reporting period. Terms of a liability that could, at the option of the counterparty, result in its settlement by the issue of equity instruments do not affect its classification.
Assets and liabilities that are not classified as current are classified as non-current.
- d. Foreign currencies
In preparing the Company’s financial statements, transactions in currencies other than the Company’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 not retranslated.
For the purpose of presenting the financial statements, the functional currencies of the entities (including operations of the subsidiaries in other countries that use currencies which are different from the functional 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; 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.
On the disposal of a foreign operation (i.e., a disposal of the Company’s entire interest in a foreign operation, or a disposal involving loss of control over a subsidiary that includes a foreign operation), all of the exchange differences accumulated in equity in respect of that operation are reclassified to profit or loss.
In relation to a partial disposal of a subsidiary that does not result in the Company losing of control over the subsidiary, the proportionate share of accumulated exchange differences is not recognized in profit or loss. For all other partial disposals, the proportionate share of the accumulated exchange differences recognized in other comprehensive income is reclassified to profit or loss.
- 14 -
e. Inventories
Inventories consist of raw materials, packaging materials and supplies, work-in-process, finished goods and merchandise and are stated at the lower of cost or net realizable value. Inventory write-downs are made by item, except where it may be appropriate to group similar or related items. 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.
f. Investment in subsidiaries
The Company used the equity method to account for its investments in subsidiaries.
Subsidiaries are the entities controlled by the Company.
Under the equity method, investment in a subsidiary is initially recognized at cost and adjusted thereafter to recognize the Company’s share of the profit or loss and other comprehensive income of the subsidiary. The Company also recognizes the changes in the Company’s share of equity of subsidiaries attributable to the Company.
Changes in the Company’s ownership interest in a subsidiary that do not result in the Company losing control of the subsidiary are equity transactions. The Company recognizes directly in equity any difference between the carrying amount of the investment and the fair value of the consideration paid or received.
When the Company’s share of losses of a subsidiary exceeds its interest in that subsidiary (which includes any carrying amount of the investment accounted for by the equity method and long-term interests that, in substance, form part of the Company’s net investment in the subsidiary), the Company continues recognizing its share of further losses.
Any excess of the cost of acquisition over the Company’s share of the net fair value of the identifiable assets and liabilities of a subsidiary at the date of acquisition is recognized as goodwill, which is included within the carrying amount of the investment and is not amortized. Any excess of the Company’s share of the net fair value of the identifiable assets and liabilities over the cost of acquisition is recognized immediately in profit or loss.
The Company assesses its investment for any impairment by comparing the carrying amount with the estimated recoverable amount as assessed based on the entire financial statements of the invested company. Impairment loss is recognized when the carrying amount exceeds the recoverable amount. If the recoverable amount of the investment subsequently increases, the Company recognizes reversal of the impairment loss; the adjusted post-reversal carrying amount should not exceed the carrying amount that would have been recognized (net of amortization or depreciation) had no impairment loss been recognized in prior years. An impairment loss recognized on goodwill cannot be reversed in a subsequent period.
When the Company loses control of a subsidiary, it recognizes the investment retained in the former subsidiary at its fair value at the date when control is lost. The difference between the fair value of the retained investment plus any consideration received and the carrying amount of previous investment at the date when control is lost is recognized as a gain or loss in profit or loss. Besides, the Company accounts for all amounts previously recognized in other comprehensive income in relation to that subsidiary on the same basis as would be required if the Company had directly disposed of the related assets or liabilities.
Profits and losses resulting from downstream transactions are eliminated in full in the financial statements. Profits and losses transactions from upstream and transactions between subsidiaries are recognized in the financial statements only to the extent of interests in the subsidiaries that are not related to the Company.
-
15 -
-
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.
Properties in the course of construction for production, supply or administrative purposes are carried at cost, less any recognized impairment loss. Cost includes professional fees and borrowing costs eligible for capitalization. Such properties 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 a lease term is shorter than the assets’ useful lives, such assets are depreciated over the lease term. The estimated useful lives, residual values and depreciation methods are reviewed at the end of each reporting period, with the effect of any changes in the estimates accounted for on a prospective basis.
On derecognition of an item of property, plant and equipment, the difference between the sales proceeds and the carrying amount of the asset is recognized in profit or loss.
- 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 or the fixed-percentage of declining-balance 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. 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) 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.
- j. Impairment of property, plant and equipment, right-of-use asset, intangible assets
At the end of each reporting period, the Company reviews the carrying amounts of its property, plant and equipment, right-of-use asset and intangible assets, 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 Company estimates the recoverable amount of the cash-generating unit to which the asset belongs. When it is not possible to estimate the recoverable amount of an individual asset, the Company estimates the recoverable amount of the
- 16 -
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.
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.
- k. Financial instruments
Financial assets and financial liabilities are recognized when the Company 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
- 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 27.
- 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
-
17 -
-
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, 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-impaired 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 Company may make an irrevocable election to designate investments in equity instruments as at FVTOCI. Designation as at FVTOCI is not permitted if the equity investment is held for trading or if it is contingent consideration recognized by an acquirer in a business combination.
Investments in equity instruments at FVTOCI are subsequently measured at fair value with gains and losses arising from changes in fair value recognized in other comprehensive income and accumulated in other equity. The cumulative gain or loss will not be reclassified to profit or loss on disposal of the equity investments; instead, it will be transferred to retained earnings.
Dividends on these investments in equity instruments are recognized in profit or loss when the Company’s right to receive the dividends is established, unless the dividends clearly represent a recovery of part of the cost of the investment.
- b) Impairment of financial assets and contract assets
The Company recognizes a loss allowance for expected credit losses on financial assets at amortized cost (including trade receivables) and finance lease receivables.
The Company always recognizes lifetime expected credit losses (ECLs) for trade receivables and finance lease receivables. For all other financial instruments, the Company recognizes lifetime ECLs when there has been a significant increase in credit risk since initial recognition. If, on the other hand, the credit risk on a financial instrument has not increased significantly since initial recognition, the Company measures the loss allowance for that financial instrument at an amount equal to 12-month ECLs.
- 18 -
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 Company 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 Company 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.
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 Company 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 Company are recognized at the proceeds received, net of direct issue costs.
The repurchase of the Company’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 Company’s own equity instruments.
3) Financial liabilities
- a) Subsequent measurement
All financial liabilities are measured at amortized cost using the effective interest method.
- b) Derecognition of financial liabilities
The difference between the carrying amount of a financial liability derecognized and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognized in profit or loss.
- 19 -
l. Revenue recognition
The Company identifies contracts with customers and recognizes revenue when performance obligations are satisfied.
Revenue from the sale of goods
Revenue from the sale of goods comes from sales of nutritious foods, cooking products. 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.
m. Leases
At the inception of a contract, the Company assesses whether the contract is, or contains, a lease.
The Company as lessee
The Company recognizes right-of-use assets and lease liabilities for all leases at the commencement date of a lease, except for short-term leases and low-value asset leases accounted for applying a recognition exemption where lease payments are recognized as expenses on a straight-line basis over the lease terms.
Right-of-use assets are initially measured at cost, which comprises the initial measurement of lease liabilities 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, 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 Company uses the lessee’s incremental borrowing rate.
Subsequently, lease liabilities are measured at amortized cost using the effective interest method, with interest expense recognized over the lease terms. When there is a change in a lease term resulting from a change to those payments, the Company remeasures the lease liabilities with a corresponding adjustment to the right-of-use-assets. However, if the carrying amount of the right-of-use assets is reduced to zero, any remaining amount of the remeasurement is recognized in profit or loss. Lease liabilities are presented on a separate line in the consolidated balance sheets.
n. Employee benefits
1) Short-term employee benefits
Liabilities recognized in respect of short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in exchange for the related services.
- 20 -
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 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 they occur. 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 Company’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 Company can no longer withdraw the offer of the termination benefit and when the Company recognizes any related restructuring costs.
- o. Taxation
Income tax expense represents the sum of the tax currently payable and deferred tax.
1) Current tax
Income tax payable is based on taxable profit for the year determined according to the applicable tax laws of each tax jurisdiction.
According to the Income Tax Act, an additional tax on unappropriated earnings is provided for in the year the shareholders approve to retain earnings.
Adjustments of prior years’ tax liabilities are added to or deducted from the current year’s tax provision.
- 2) Deferred tax
Deferred tax is recognized on temporary differences between the carrying amounts of assets and liabilities and the corresponding tax bases used in the computation of taxable profit.
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.
- 21 -
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 Company 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 Company’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 Company considers the economic implications of the COVID-19 when making its critical accounting estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised if the revisions affect only that period or in the period of the revisions and future periods if the revisions affect both current and future periods.
Estimate of return liability
The sales of goods are recognized upon completion of the profit-making process, on the conditions set out in Note 4. Management estimates the return liability based on market condition and the historical return rates. The sales return allowance are recorded as the deduction of sales and management periodically reviews the reasonableness of accounting estimates.
6. CASH AND CASH EQUIVALENTS
| Cash on hand Checking accounts and demand deposits Cash equivalents (investments with original maturities of 3 months or less) Time deposits Repurchase agreements collateralized by bonds |
December 31 | December 31 | |
|---|---|---|---|
| 2020 $ 1,432 168,318 35,997 - $ 205,747 |
2019 $ 1,432 223,408 131,144 268,447 $ 624,431 |
- 22 -
The market rate intervals of cash in bank at the end of the reporting period were as follows:
| Bank balance Repurchase agreements collateralized by bonds |
December 31 |
|---|---|
| 2020 2019 0.010%-2.500% 0.001%-3.220% - 0.550%-0.560% |
7. FINANCIAL INSTRUMENTS AT FAIR VALUE THROUGH PROFIT OR LOSS
| Financial assets at fair value through profit or loss (FVTPL)-current Financial assets mandatorily classified as at FVTPL Non-derivative financial assets Mutual funds Note cash Financial assets at FVTPL-non-current Financial assets mandatorily classified as at FVTPL Non-derivative financial assets Domestic unlisted shares |
**December 31 ** | **December 31 ** | |
|---|---|---|---|
| 2020 $ 1,089,781 29,032 $ 1,118,813 $ 1,894 |
2019 $ 556,393 - $ 556,393 $ 7,575 |
8. FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME
| Current Investments in equity instruments at fair value through other comprehensive income (FVTOCI) Non-current Investments in equity instruments at FVTOCI |
**December ** | **31 ** | |
|---|---|---|---|
| 2020 $ 20,671 $ 77,341 |
2019 $ 21,825 $ 81,342 |
- 23 -
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. Non-current Listed shares and emerging market shares Ordinary shares - GeneFerm Biotechnology Co., Ltd. Unlisted shares Ordinary shares - Dah Chung Bills Finance Corp. |
December | 31 | |
|---|---|---|---|
| 2020 $ 15,374 5,297 $ 20,671 $ 62,423 14,918 $ 77,341 |
2019 $ 16,479 5,346 $ 21,825 $ 65,640 15,702 $ 81,342 |
These investments in equity instrument are not held for trading. Instead, they are held for medium- to long-term strategic purposes. Accordingly, the management elected to designate these investments in equity instruments as at FVTOCI as they believe that recognizing short-term fluctuations in these investments’ fair value in profit or loss would not be consistent with the Company’s strategy of holding these investments for long-term purposes.
Dividend of $1,721 thousand and $2,787 thousand were recognized during 2020 and 2019, respectively.
9. FINANCIAL ASSETS AT AMORTIZED COST
| Current Time deposits with original maturities of more than 3 months |
**December 31 ** | **December 31 ** | |
|---|---|---|---|
| 2020 $ 1,092,961 |
2019 $ 1,610,195 |
The ranges of interest rates for time deposits with original maturities of more than 3 months were approximately 0.40%-2.08% and 0.79%-2.85% per annum as of December 31, 2020 and 2019, respectively.
- 24 -
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 Payment on behalf of others Accrued promoted subsidy Others |
December 31 | December 31 | |
|---|---|---|---|
| 2020 $ 5 $ 1,981,590 (1,116) $ 1,980,474 $ 3,442 3,259 19,543 8,176 $ 34,420 |
2019 $ - $ 2,150,179 (1,333) $ 2,148,846 $ 5,205 595 3,118 6,605 $ 15,523 |
The average credit period of sales of goods was 30-90 days. In order to minimize credit risk, the management of the Company has delegated a team responsible for determining credit limits, credit approvals and other monitoring procedures to ensure that follow-up action is taken to recover overdue debts. In addition, the Company reviews the recoverable amount of each individual trade debt at the end of the reporting period to ensure that adequate allowance is made for possible irrecoverable amounts.
The Company 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 approach considering the past default experience of the customer, the customer’s current financial position, economic condition of the industry in which the customer operates, as well as the GDP forecasts and industry outlook.
The Company 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 Company continues to engage in enforcement activity to attempt to recover the receivables due. Where recoveries are made, these are recognized in profit or loss.
The following table details the loss allowance of trade receivables based on the Company’s provision matrix.
December 31, 2020
| Expected credit loss rate Gross carrying amount Loss allowance (Lifetime ECL) Amortized cost |
Not Past Due 0.01% $ 1,979,787 (186) $ 1,979,601 |
Less than 30 Days 6.72% $ 506 (34) $ 472 |
31 to 90 Days 91 to 180 Days Over 180 Days 21.74% 51.11% 100.00% $ 322 $ 315 $ 665 (70) (161) (665) $ 252 $ 154 $ - |
Total $ 1,981,595 (1,116) $ 1,980,479 |
|---|---|---|---|---|
- 25 -
December 31, 2019
| Expected credit loss rate Gross carrying amount Loss allowance (Lifetime ECL) Amortized cost |
Not Past Due 0.01% $ 2,147,040 (245) $ 2,146,795 |
Less than 30 Days 7.37% $ 692 (51) $ 641 |
31 to 90 Days 91 to 180 Days Over 180 Days 18.27% 47.71% 100.00% $ 1,390 $ 524 $ 533 (254) (250) (533) $ 1,136 $ 274 $ - |
Total $ 2,150,179 (1,333) $ 2,148,846 |
|---|---|---|---|---|
The movements of the loss allowance of trade receivables were as follows:
Balance at January 1 Less: Net remeasurement of loss allowance Balance at December 31 |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2020 $ 1,333 (217) $ 1,116 |
2019 $ 1,428 (95) $ 1,333 |
11. INVENTORIES
| Merchandise Finished goods Work in progress Raw materials Packing materials |
December 31 | December 31 | |
|---|---|---|---|
| 2020 $ 481,002 724,984 145,137 451,762 31,445 $ 1,834,330 |
2019 $ 463,267 829,612 136,206 458,387 39,299 $ 1,926,771 |
The cost of inventories recognized as cost of goods sold for the year ended December 31, 2020 included reversals of inventory write-downs of $2,765 thousand and loss on abandoned inventories of $6,123 thousand. The cost of inventories recognized as cost of goods sold for the year ended December 31, 2019 included reversals of inventory write-downs of $9,406 thousand and loss on abandoned inventories of $14,471 thousand.
12. PREPAYMENTS
| Prepayments for purchases Prepayments for equipment parts Prepayments for fuel oil Prepayments for insurance Prepayments for advertisements Others |
December 31 | December 31 | |
|---|---|---|---|
| 2020 $ 128,696 18,338 2,352 482 1,540 16,298 $ 167,706 |
2019 $ 207,477 16,836 3,344 619 - 13,873 $ 242,149 |
- 26 -
13. INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD
| Unlisted companies Accession Limited Standard Investment (Cayman) Limited (“Cayman Standard”) Standard Dairy Products Taiwan Limited (“Standard Dairy Products”) Charng Hui Ltd. (“Charng Hui”) Domex Technology Corporation (“Domex Technology”) Standard Beverage Company Limited (“Standard Beverage”) Le Bonta Wellness International Corporation (“Le Bonta Wellness”) Le Bonta Wellness Co., Ltd. (“Shanghai Le Bonta”) Standard Foods, LLC. |
December 31 | December 31 | |
|---|---|---|---|
| 2020 $ 3,623,593 5,685,589 1,006,590 354,881 305,990 83,597 8,958 90,190 8,544 $ 11,167,932 |
2019 $ 3,381,908 5,220,048 1,000,126 290,480 247,879 82,342 8,781 108,378 - $ 10,339,942 |
| Name of Subsidiary Accession Limited Cayman Standard Standard Dairy Products Charng Hui Domex Technology Standard Beverage Le Bonta Wellness Shanghai Le Bonta Standard Foods, LLC. (Note) |
Proportion of Ownership and Voting Rights |
|---|---|
| **December 31 ** | |
| 2020 2019 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% 52.0% 52.0% 100.0% 100.0% 100.0% 100.0% 51.0% 51.0% 100.0% - |
Note: The Company invested US$300 thousand in June 2020.
Refer to Note 31 for the details of the subsidiaries indirectly held by the Company.
- 27 -
14. PROPERTY, PLANT AND EQUIPMENT
| Freehold Land Cost Balance at January 1, 2019 $ 396,356 Adjustments on initial application of IFRS 16 - Balance at January 1, 2019 (restated) 396,356 Additions - Disposals - Reclassified - Balance at December 31, 2019$ 396,356 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 - Balance at December 31, 2019$ - Carrying amount at December 31, 2019 $ 396,356 Cost Balance at January 1, 2020 $ 396,356 Additions - Disposals - Reclassified 2,940 Balance at December 31, 2020$ 399,296 Accumulated depreciation and impairment Balance at January 1, 2020 $ - Disposals - Depreciation expenses - Balance at December 31, 2020$ - Carrying amount at December 31, 2020 $ 399,296 |
Buildings $ 975,442 - 975,442 - (19,566 ) 71,475 $ 1,027,351 $ 599,773 - 599,773 (18,370 ) 52,286 $ 633,689 $ 393,662 $ 1,027,351 - (8,859 ) 44,932 $ 1,063,424 $ 633,689 (8,698 ) 55,685 $ 680,676 $ 382,748 |
Equipment $ 2,088,287 - 2,088,287 - (26,535 ) 205,189 $ 2,266,941 $ 1,681,458 - 1,681,458 (25,607 ) 132,892 $ 1,788,743 $ 478,198 $ 2,266,941 - (74,601 ) 78,562 $ 2,270,902 $ 1,788,743 (71,401 ) 132,742 $ 1,850,084 $ 420,818 |
Other Equipment $ 194,890 (6,460) 188,430 - (20,102 ) 19,130 $ 187,458 $ 159,215 (1,077) 158,138 (19,008 ) 13,184 $ 152,314 $ 35,144 $ 187,458 - (13,838 ) 10,624 $ 184,244 $ 152,314 (13,831 ) 13,360 $ 151,843 $ 32,401 |
Property in Construction $ 206,019 - 206,019 159,044 - (295,794) $ 69,269 $ - - - - - $ - $ 69,269 $ 69,269 185,413 - (137,058) $ 117,624 $ - - - $ - $ 117,624 |
Total $ 3,860,994 (6,460) 3,854,534 159,044 (66,203 ) - $ 3,947,375 $ 2,440,446 (1,077) 2,439,369 (62,985 ) 198,362 $ 2,574,746 $ 1,372,629 $ 3,947,375 185,413 (97,298 ) - $ 4,035,490 $ 2,574,746 (93,930 ) 201,787 $ 2,682,603 $ 1,352,887 |
|---|---|---|---|---|---|
No impairment assessment was performed for the years ended December 31, 2020 and 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 40 years Electrical and mechanical equipment 8-15 years Engineering 7-39 years Others 3-14 years Equipment Main equipment 2-20 years Engineering 7-20 years Others 3-15 years Other equipment 2-15 years
- 28 -
15. LEASE ARRANGEMENTS
a. Right-of-use assets
| Carrying amounts Land Buildings Office equipment Transportation equipment Additions to right-of-use assets Depreciation charge for right-of-use assets Land Buildings Office equipment Transportation equipment Lease liabilities Carrying amounts Current Non-current Range of discount rates for lease liabilities was as follows: |
**December ** | **31 ** | |
|---|---|---|---|
| 2020 2019 $ 2,898 $ 3,615 56,602 75,984 445 390 3,229 4,306 $ 63,174 $ 84,295 For the Year Ended December 31 |
|||
| 2020 $ 3,073 $ 1,851 21,190 76 1,077 $ 24,194 December |
2019 $ 8,565 $ 865 21,754 29 1,077 $ 23,725 31 |
||
| 2020 $ 20,979 $ 38,059 |
2019 $ 25,349 $ 56,304 |
b. Lease liabilities
| Land Buildings Office equipment Transportation equipment |
December 31 |
|---|---|
| 2020 2019 1.07% 1.07% 1.07% 1.07% 1.07% 1.07% - 12.04% |
- 29 -
c. Material lease-in activities and terms
The Company leases land, buildings and transportation equipment for the use of parking garage, offices, office equipment and official vehicles with lease terms of 1 to 6 years. The Company does not have bargain purchase options to acquire the leasehold land and buildings at the end of the lease terms. In addition, the Company is prohibited from subleasing or transferring all or any portion of the underlying assets without the lessor’s consent.
d. Other lease information
Expenses relating to short-term leases Total cash outflow for leases |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2020 $ 23,730 $ (50,362) |
2019 $ 15,707 $ (43,159) |
The Company’s leases of leases certain office equipment and retail stores qualify as short-term leases. The Company has elected to apply the recognition exemption and, thus, did not recognize right-of-use assets and lease liabilities for these leases.
16. INTANGIBLE ASSETS
| Cost Balance at January 1, 2019 Additions Balance at December 31, 2019 Accumulated amortization and impairment Balance at January 1, 2019 Amortization expenses Balance at December 31, 2019 Carrying amount at December 31, 2019 Cost Balance at January 1, 2020 Additions Balance at December 31, 2020 Accumulated amortization and impairment Balance at January 1, 2020 Amortization expenses Balance at December 31, 2020 Carrying amount at December 31, 2020 |
Computer Software $ 202,819 7,564 $ 210,383 $ 201,147 6,293 $ 207,440 $ 2,943 $ 210,383 13,541 $ 223,924 $ 207,440 2,824 $ 210,264 $ 13,660 |
|---|---|
- 30 -
No impairment assessment was performed for the years ended December 31, 2020 and 2019 as there was no indication of impairment.
The above items of other intangible assets are amortized on a straight-line basis over the following estimated lives:
Computer software
2-3 years
17. OTHER ASSETS
| Current Advances to officers Right to recover a product Non-current Refundable deposits Others |
December | 31 | |
|---|---|---|---|
| 2020 $ 24,177 3,201 $ 27,378 $ 16,159 3,769 $ 19,928 |
2019 $ 15,348 - $ 15,348 $ 17,482 5,641 $ 23,123 |
18. NOTES PAYABLE AND TRADE PAYABLES
| Notes payable Operating Trade payables Trade payables |
December 31 | December 31 | |
|---|---|---|---|
| 2020 $ 289 $ 827,945 |
2019 $ 577 $ 876,262 |
The average credit period of payables for purchases of goods was 30-90 days. The Company has financial risk management policies in place to ensure that all payables are paid within the pre-agreed credit terms.
- 31 -
19. OTHER LIABILITIES
| Current Other payables Payable for salaries or bonuses Payable for compensation of employees Payable for remuneration of directors Payable for commission and rebates Advertisement payable Payable for royalties Payable for freight Payable for purchases of equipment Payable for labor and health insurance Payable for environmental recycling fee Others Other liabilities Return liability Others Non-current Other liabilities Guarantee deposits |
December 31 | December 31 | |
|---|---|---|---|
| 2020 $ 183,654 49,921 21,965 432,133 157,725 23,682 5,993 54,891 15,773 10,343 154,509 $ 1,110,589 $ 6,606 18,064 $ 24,670 $ 150 |
2019 $ 150,195 52,013 25,073 413,234 148,641 25,668 6,456 62,297 15,568 10,394 131,597 $ 1,041,136 $ 7,011 1,273 $ 8,284 $ 150 |
In accordance with business practices, the Company accepts the returns of goods sold. Taking into account the historical experience in the past, the Company estimates the return rate with the most probable amount, and recognizes the return liability, which accounts for other current liabilities, and related product rights to be returned, which accounts for other current assets.
20. RETIREMENT BENEFIT PLANS
a. Defined contribution plan
The Company 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.
b. Defined benefit plan
The defined benefit plan of the Company is operated by the government of the Republic of China (“ROC”) in accordance with the Labor Standards Act. Pension benefits are calculated on the basis of the length of service and average monthly salaries of the six months before retirement. The Company makes monthly contributions to a pension fund administered by the pension fund monitoring committee. Pension contributions are deposited in the Bank of Taiwan in the committee’s name.
- 32 -
Before the end of each year, the Company assesses the balance in the pension fund. If the amount of the balance in the pension fund is inadequate to pay retirement benefits for employees who conform to retirement requirements in the next year, the Company is required to fund the difference in one appropriation that should be made before the end of March of the next year. The pension fund is managed by the Bureau of Labor Funds, Ministry of Labor (the “Bureau”); the Company has no right to influence the investment policy and strategy.
The amounts included in the balance sheets in respect of the Company’s defined benefit plan were as follows:
| Present value of defined benefit obligation Fair value of plan assets Net defined benefit liability Movements in net defined benefit liability (asset) were as follows: Present Value of the Defined Benefit Obligation Balance at January 1, 2019 $ 506,793 Service cost Current service cost 4,061 Net interest expense (income) 5,701 Recognized in profit or loss 9,762 Remeasurement Return on plan assets (excluding amounts included in net interest) - Actuarial loss - changes in demographic assumptions 3,075 Actuarial loss - changes in financial assumptions 19,749 Actuarial loss - experience adjustments 3,797 Recognized in other comprehensive income 26,621 Contributions from the employer - Benefits paid (18,743) Balance at December 31, 2019 524,433 Service cost Current service cost 4,178 Net interest expense (income) 3,933 Recognized in profit or loss 8,111 |
December 31 | |
|---|---|---|
| 2020 2019 $ 515,182 $ 524,433 (326,789) (313,228) $ 188,393 $ 211,205 Fair Value of the Plan Assets Net Defined Benefit Liability $ (315,597) $ 191,196 - 4,061 (3,690) 2,011 (3,690) 6,072 (6,621) (6,621) - 3,075 - 19,749 - 3,797 (6,621) 20,000 (6,063) (6,063) 18,743 - (313,228) 211,205 - 4,178 (2,372) 1,561 (2,372) 5,739 (Continued) |
- 33 -
| Present Value | Present Value | ||||
|---|---|---|---|---|---|
| of the Defined | Net Defined | ||||
| Benefit | Fair Value of | Benefit | |||
| Obligation | the Plan Assets | Liability | |||
| Remeasurement | |||||
| Return on plan assets (excluding amounts | |||||
| included in net interest) | $ | - |
$ (10,454) |
$ (10,454) | |
| Actuarial loss - changes in demographic | |||||
| assumptions | 2,043 | - | 2,043 | ||
| Actuarial loss - changes in financial | |||||
| assumptions | 12,746 | - | 12,746 | ||
| Actuarial loss - experience adjustments | 16,240 |
- |
16,240 |
||
| Recognized in other comprehensive income | 31,029 |
(10,454) |
20,575 |
||
| Contributions from the employer | - | (49,126) |
(49,126) |
||
| Benefits paid | (48,391) | 48,391 |
- |
||
| Balance at December 31, 2020 | $ | 515,182 |
$ (326,789) |
$ 188,393 | |
| (Concluded) |
Through the defined benefit plan under the Labor Standards Act, the Company is exposed to the following risks:
-
1) Investment risk: The plan assets are invested in domestic and foreign equity and debt securities, bank deposits, etc. The investment is conducted at the discretion of the Bureau or under the mandated management. However, in accordance with relevant regulations, the return generated by plan assets should not be below the interest rate for a 2-year time deposit with local banks.
-
2) Interest risk: A decrease in the government bond interest rate will increase the present value of the defined benefit obligation; however, this will be partially offset by an increase in the return on the 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.
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 rate Expected rate of salary increase |
December 31 |
|---|---|
| 2020 2019 0.500% 0.750% 3.000% 3.000% |
- 34 -
If possible reasonable changes in each of the significant actuarial assumptions occur and all other assumptions remain constant, the present value of the defined benefit obligation will increase (decrease) as follows:
| Discount rate 0.250% increase 0.250% decrease Expected rate of salary increase 0.250% increase 0.250% decrease |
**December ** | **31 ** | |
|---|---|---|---|
| 2020 $ (12,759) $ 13,219 $ 12,680 $ (12,310) |
2019 $ (13,311) $ 13,802 $ 13,269 $ (12,869) |
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 ** | |
|---|---|---|---|
| 2020 $ 23,807 10.3 years |
2019 $ 6,059 10.6 years |
21. EQUITY
-
a. Share capital
-
1) Ordinary shares
| Shares authorized (in thousands of shares) Shares authorized, par value of $10 (in thousands of NT$) Shares issued and fully paid (in thousands of shares) Shares issued (in thousands of NT$) |
**December 31 ** | **December 31 ** | |
|---|---|---|---|
| 2020 920,000 $ 9,200,000 915,089 $ 9,150,897 |
2019 920,000 $ 9,200,000 915,089 $ 9,150,897 |
- 2) Global depositary receipts
As of December 31, 2020, 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.
- 35 -
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 Recognized from treasury share transactions May be used to offset a deficit Changes in percentage of ownership interests in subsidiaries (2) |
December 31 | December 31 | |
|---|---|---|---|
| 2020 $ 1 126,925 466 $ 127,392 |
2019 $ 1 109,251 466 $ 109,718 |
-
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 23(h). compensation of employees 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.
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.
- 36 -
The appropriations of earnings 2019 and 2018 approved in the shareholders’ meetings on June 16, 2020 and June 13, 2019, respectively, were as follows:
Legal reserve Special reserve Cash dividends Cash dividends per share (NT$) |
Appropriation of Earnings | Appropriation of Earnings | Appropriation of Earnings |
|---|---|---|---|
| For the Year Ended December 31 | |||
| 2019 $ 341,610 $ 246,549 $ 2,424,987 $2.65 |
2018 $ 294,909 $ 70,519 $ 2,287,724 $2.50 |
The appropriations of earnings for 2020 had been proposed by the Company’s board of directors on March 22, 2021. The appropriations and dividends per share were as follows:
| Appropriation | Appropriation | |
|---|---|---|
| of | Earnings | |
| Legal reserve | $ | 319,167 |
| Special reserve | $ | 2,287,724 |
| Cash dividends | $2.50 |
The appropriations of earnings for 2020 are subject to the resolution of the shareholders in their meeting to be held on June 11, 2021.
- 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 ** |
|---|---|---|---|
| 2020 $ 330,945 246,549 $ 577,494 |
2019 $ 260,426 70,519 $ 330,945 |
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.
-
e. Other equity items
-
1) Exchange differences on translation of the financial statements of foreign operations
Balance at January 1 Recognized for the year Exchange differences on translation of the financial statements of foreign operations Other comprehensive income recognized for the year Balance at December 31 |
**For the Year Ended ** | **For the Year Ended ** | **December 31 ** |
|---|---|---|---|
| 2020 $ (693,038) 120,832 120,832 $ (572,206) |
2019 $ (412,869) (280,169) (280,169) $ (693,038) |
-
37 -
-
2) Unrealized gain (loss) on financial assets at FVTOCI
Balance at January 1 Recognized for the year Unrealized gain (loss) - equity instruments Other comprehensive income recognized for the year Balance at December 31 |
For the Year Ended | For the Year Ended | December 31 |
|---|---|---|---|
| 2020 $ 115,544 101,170 101,170 $ 216,714 |
2019 $ 81,924 33,620 33,620 $ 115,544 |
- f. Treasury shares
| Shares Held by | |
|---|---|
| Subsidiaries (In | |
| Thousands of | |
| Purpose of Buy-back | Shares) |
| Number of shares at January 1, 2020 and December 31, 2020 | 6,669 |
| Number of shares at January 1, 2019 and December 31, 2019 | 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, 2020 Chang Hui 6,669 December 31, 2019 Chang Hui 6,669 |
Carrying Amount Market Price $ 21,182 $ 408,839 $ 21,182 $ 464,195 |
|---|---|
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 shareholders’ rights.
22. 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 ** |
|---|---|---|---|
| 2020 $ 13,184,535 |
2019 $ 13,139,944 |
- 38 -
a. Contract balances
| b. | December 31, 2020 December 31, 2019 Notes receivable (Note 10) $ 5 $ - Trade receivables (Note 10) $ 1,980,474 $ 2,148,846 Trade receivables from related parties (Note 10) $ 136,585 $ 141,484 Contract liabilities - current Sale of goods $ 21,440 $ 15,035 Disaggregation of revenue Reportable Segments Nutritious Foods Cooking Products Others For the year ended December 31, 2020 Type of goods or services Sale of goods $ 10,824,568 $ 1,998,655 $ 361,312 For the year ended December 31, 2019 Type of goods or services Sale of goods $ 10,869,880 $ 1,926,228 $ 343,836 |
January 1, 2019 $ 567 $ 1,984,166 $ 174,492 $ 7,995 Total $ 13,184,535 $ 13,139,944 |
|---|---|---|
| 23. NET PROFIT Net Profit a. Interest income Interest income Bank deposits Financial assets at amortized cost Repurchase agreements collateralized by bonds Loans to related parties Others b. Other income Royalties Dividends |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2020 2019 $ 2,850 $ 8,512 13,886 13,871 361 384 4,812 - 65 56 $ 21,974 $ 22,823 **For the Year Ended December 31 ** |
|||
| 2020 $ 9,577 1,721 $ 11,298 |
2019 $ 9,146 2,787 $ 11,933 |
- 39 -
c. Other gains and losses
Fair value changes of financial assets and financial liabilities Net gain on financial assets mandatorily classified as at FVTPL Net foreign exchange gains (losses) Net loss on disposal of property, plant and equipment Government grants Others |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2020 $ 3,063 37,129 (951) 98 11,059 $ 50,398 |
2019 $ 4,098 (13,139) (2,087) - 14,596 $ 3,468 |
d. Finance costs
Interest on bank loan Interest on lease liabilities Impairment losses recognized (reversed) Trade receivables Inventories (included in operating costs) Depreciation and amortization An analysis of depreciation by function Operating costs Operating expenses An analysis of amortization by function Operating costs Operating expenses |
For the Year Ended | For the Year Ended | December 31 |
|---|---|---|---|
| 2020 $ 140 944 $ 1,084 **For the Year Ended ** |
2019 $ - 1,339 $ 1,339 **December 31 ** |
||
| 2020 $ (217) (2,765) $ (2,982) For the Year Ended |
2019 $ (95) (9,406) $ (9,501) December 31 |
||
| 2020 $ 173,659 52,322 $ 225,981 $ 4,127 3,978 $ 8,105 |
2019 $ 170,081 52,006 $ 222,087 $ 4,309 7,689 $ 11,998 |
e. Impairment losses recognized (reversed)
f. Depreciation and amortization
- 40 -
g. Employee benefits expense
Post-employment benefits Defined contribution plans Defined benefit plans (see Note 21) 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 |
|---|---|---|---|
| 2020 $ 34,577 5,739 40,316 1,148,500 $ 1,188,816 $ 523,231 665,585 $ 1,188,816 |
2019 $ 32,606 6,072 38,678 1,069,158 $ 1,107,836 $ 494,361 613,475 $ 1,107,836 |
h. Compensation of employees 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, 2020 and 2019, which were approved by the Company’s board of directors on March 22, 2021 and March 18, 2020, respectively, were as follows:
Accrual rate
Compensation of employees Remuneration of directors Amount Compensation of employees Remuneration of directors |
For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|
| 2020 2019 1.25% 1.22% 0.55% 0.59% **For the Year Ended December 31 ** |
||
| 2020 Cash $ 49,921 21,965 |
2019 | |
| Cash $ 52,013 25,073 |
If there is a change in the amounts after the annual financial statements are 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 financial statements for the years ended December 31, 2019 and 2018.
Information on the compensation of employees and remuneration of directors resolved by the Company’s board of directors in 2020 and 2019 is available at the Market Observation Post System website of the Taiwan Stock Exchange.
-
41 -
-
i. Gain or loss on foreign currency exchange
Foreign exchange gains Foreign exchange losses Net gain (loss) |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2020 $ 85,396 (48,267) $ 37,129 |
2019 $ 33,162 (46,301) $ (13,139) |
24. INCOME TAXES
- a. Income tax recognized in profit or loss
Major components of income tax expense are as follows:
| For the Year Ended December 31 2020 2019 Current tax In respect of the current year $ 588,864 $ 614,633 Income tax on unappropriated earnings 18,783 12,941 Adjustments for prior years (11,340) (2,299) 596,307 625,275 Deferred tax In respect of the current year 112,259 142,714 Income tax expense recognized in profit or loss $ 708,566 $ 767,989 A reconciliation of accounting profit and income tax expenses is as follows: For the Year Ended December 31 2020 2019 Profit before tax from continuing operations $ 3,921,367 $ 4,184,086 Income tax expense calculated at the statutory rate (20%) $ 784,273 $ 836,817 Nondeductible expenses in determining taxable income 18,089 16,626 Tax-exempt income (101,239) (96,096) Income tax on unappropriated earnings 18,783 12,941 Adjustments for prior years’ tax (11,340) (2,299) Income tax expense recognized in profit or loss $ 708,566 $ 767,989 |
For the Year Ended | For the Year Ended | For the Year Ended | December 31 |
|---|---|---|---|---|
| 2019 $ 614,633 12,941 (2,299) 625,275 142,714 $ 767,989 **December 31 ** |
||||
| 2020 $ 3,921,367 $ 784,273 18,089 (101,239) 18,783 (11,340) $ 708,566 |
2019 $ 4,184,086 $ 836,817 16,626 (96,096) 12,941 (2,299) $ 767,989 |
-
42 -
-
b. Income tax recognized in other comprehensive income
Deferred tax In respect of the current year Translation of foreign operations Remeasurement of defined benefit plans Fair value changes of financial assets at FVTOCI 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 |
|---|---|---|---|
| 2020 $ 30,209 (4,115) 20 $ 26,114 |
2019 $ (70,043) (4,335) (3) $ (74,381) |
c. Current tax liabilities
| Current tax liabilities Income tax payable |
December 31 | December 31 | |
|---|---|---|---|
| 2020 $ 299,812 |
2019 $ 391,748 |
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, 2020
| Recognized | in | |||||||
|---|---|---|---|---|---|---|---|---|
| Other | ||||||||
| Recognized in | Comprehensive | |||||||
| Opening Balance | Profit or Loss | Income | Closing Balance | |||||
| Deferred tax assets | ||||||||
| Temporary differences | ||||||||
| Investments accounted for using the equity method | $ | 82,086 | $ | (32,205 ) | $ | - | $ | 49,881 |
| Exchange differences on translation of the financial | ||||||||
| statements of foreign operations | 173,259 | - | (30,209 ) | 143,050 | ||||
| Defined benefit plans | 64,530 | 184 | 4,115 | 68,829 | ||||
| Deferred sales returns and allowances | 2,171 | 1,745 | - | 3,916 | ||||
| Allowance for inventory loss | 2,177 | (553 ) | - | 1,624 | ||||
| FVTOCI financial assets | 43,889 | - | (20 ) | 43,869 | ||||
| Others | 10,020 | 110 | - | 10,130 | ||||
| $ | 378,132 | $ | (30,719) | $ (26,114) | $ | 321,299 | ||
| Deferred tax liabilities | ||||||||
| Temporary differences | ||||||||
| Investments accounted for using the equity method | $ | 232,185 | $ | 75,435 | $ | - | $ | 307,620 |
| Reserve for land value increment tax | 33,685 | - | - | 33,685 | ||||
| Others | - | 6,105 | - | 6,105 | ||||
| $ | 265,870 | $ | 81,540 | $ | - | $ | 347,410 |
- 43 -
For the year ended December 31, 2019
| Recognized in | Recognized in | Recognized in | |||||||
|---|---|---|---|---|---|---|---|---|---|
| Other | |||||||||
| Recognized in | Comprehensive | ||||||||
| Opening Balance | Profit or Loss | Income | Closing Balance | ||||||
| Deferred tax assets | |||||||||
| Temporary differences | |||||||||
| Investments accounted for using the equity method | $ | 91,100 | $ | (9,014 ) | $ | - | $ | 82,086 | |
| Exchange differences on translation of the financial | |||||||||
| statements of foreign operations | 103,216 | - | 70,043 | 173,259 | |||||
| Defined benefit plans | 60,478 | 1 | 4,051 | 64,530 | |||||
| Deferred sales returns and allowances | 2,176 | (5 ) | - | 2,171 | |||||
| Allowance for inventory loss | 4,058 | (1,881 ) | - | 2,177 | |||||
| FVTOCI financial assets | 43,886 | - | 3 | 43,889 | |||||
| Others | 10,110 | (90) | - | 10,020 | |||||
| $ | 315,024 | $ | (10,989) | $ | 74,097 |
$ | 378,132 | ||
| Deferred tax liabilities | |||||||||
| Temporary differences | |||||||||
| Investments accounted for using the equity method | $ | 100,460 | $ | 131,725 | $ | - | $ | 232,185 | |
| Reserve for land value increment tax | 33,685 | - | - | 33,685 | |||||
| Others | 284 | - | (284) | - | |||||
| $ | 134,429 | $ | 131,725 | $ | (284) |
$ | 265,870 |
- e. Income tax assessments
The income tax returns of the Company through 2018 have been assessed by the tax authorities.
25. 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 |
|---|---|---|---|
| 2020 $ 3.54 $ 3.53 |
2019 $ 3.76 $ 3.76 |
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 ** |
|---|---|---|---|
| 2020 $ 3,212,801 |
2019 $ 3,416,097 |
- 44 -
The weighted average number of ordinary shares outstanding (in thousands of shares) was as follows:
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 |
|---|---|---|---|
| 2020 908,420 1,070 909,490 |
2019 908,420 709 909,129 |
The Company may settle compensation paid to employees in cash or shares; therefore, the Company assumes that the entire amount of the compensation will be settled in shares and the resulting potential shares are 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.
26. CAPITAL MANAGEMENT
The Company’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 Company manages its capital to ensure that entities in the Company and subsidiaries will be able to continue as going concerns while maximizing the return to shareholders through the optimization of the debt and equity balance.
27. FINANCIAL INSTRUMENTS
-
a. Fair value of financial instruments measured at fair value on a recurring basis
-
1) Fair value hierarchy
| December 31, 2020 Financial assets at FVTPL Unlisted shares Mutual funds Note cash Financial assets at FVTOCI Investments in equity instruments Listed shares and emerging market shares Unlisted shares |
Level 1 $ - 1,089,781 - $ 1,089,781 $ 83,094 - $ 83,094 |
Level 2 $ - - 29,032 $ 29,032 $ - - $ - |
Level 3 $ 1,894 - - $ 1,894 $ - 14,918 $ 14,918 |
Total $ 1,894 1,089,781 29,032 $ 1,120,707 $ 83,094 14,918 $ 98,012 |
|---|---|---|---|---|
- 45 -
December 31, 2019
| Financial assets at FVTPL Unlisted shares Mutual funds Financial assets at FVTOCI Investments in equity instruments Listed shares and emerging market shares Unlisted shares |
Level 1 $ - 556,393 $ 556,393 $ 87,465 - $ 87,465 |
Level 2 $ - - $ - $ - - $ - |
Level 3 $ 7,575 - $ 7,575 $ - 15,702 $ 15,702 |
Total $ 7,575 556,393 $ 563,968 $ 87,465 15,702 $ 103,167 |
|---|---|---|---|---|
There were no transfers between Levels 1 and 2 in the current and prior year.
- 2) Reconciliation of Level 3 fair value measurements of financial instruments
For the year ended December 31, 2020
| Financial Assets Balance at January 1, 2020 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 Balance at December 31, 2020 Recognized in other gains and losses - unrealized |
Financial Assets at FVTPL Equity Instruments $ 7,575 (1,343) - (4,338) $ 1,894 $ 1,062 |
Financial Assets at FVTOCI Equity Instruments $ 15,702 - (784) - $ 14,918 |
Total $ 23,277 (1,343) (784) (4,338) $ 16,812 $ 1,062 |
|---|---|---|---|
- 46 -
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) Balance at December 31, 2019 Recognized in other gains and losses - unrealized |
Financial Assets at FVTPL Equity Instruments $ 7,315 260 - $ 7,575 $ 260 |
Financial Assets at FVTOCI Equity Instruments $ 12,805 - 2,897 $ 15,702 |
Total $ 20,120 260 2,897 $ 23,277 $ 260 |
|---|---|---|---|
- 3) Valuation techniques and inputs applied for Level 2 fair value measurement
Financial Instrument Valuation Technique and Inputs Note cash Discounted cash flow.
Future cash flows are discounted at a rate that reflects current borrowing interest rates of the bond issuers at the end of the year.
- 4) Valuation techniques and inputs applied for Level 3 fair value measurement
The fair values of unlisted equity securities - ROC was determined using the market approach and the asset approach (adjusted net asset method).
The market approach uses prices and other relevant information that have been generated by market transactions that involved underlying assets.
The asset approach is that assets and liabilities of an investee are measured at fair value with the objective of obtaining the fair value of the investee’s underlying asset at the measurement date.
- 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 |
|---|---|
| 2020 2019 $ 1,120,707 $ 563,968 4,413,896 4,561,203 98,012 103,167 903,801 965,427 |
-
47 -
-
1) The balances include financial assets at amortized cost, which comprise cash and cash equivalents, notes receivable, trade receivables, trade receivables from related parties, other receivables and other receivables from related parties and refundable deposits.
-
2) The balances include financial liabilities measured at amortized cost, which comprise notes payable, trade payables, trade payables from related parties, payables for purchases of equipment and guarantee deposits.
c. Financial risk management objectives and policies
The Company’s major financial instruments include cash and cash equivalents, equity and debt investments, mutual funds, trade receivables and trade payables. The Company’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 Company 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 Company’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 Company’s foreign currency risk arises from its foreign currency monetary assets and liabilities. The Company watches out for the fluctuation of market exchange rates, and takes appropriate actions to manage the exchange rate risk.
The carrying amounts of the Company’s foreign currency denominated monetary assets and monetary liabilities at the end of the reporting period are set out in Note 31.
Sensitivity analysis
The Company was mainly exposed to the RMB, USD, EUR, AUD, CHF and SGD.
The following table details the Company’s sensitivity to a 3% increase or decrease in New Taiwan dollars (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 or decrease. The amount below indicates an increase (decrease) in pre-tax profit associated with the New Taiwan dollar weakening 3% against the relevant currency. For a 3% strengthening of New Taiwan dollars 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 |
RMB Impact For the Year Ended December 31 2020 2019 $ 26,980 (i) $ 1,161 (i) |
USD Impact |
|---|---|---|
| For the Year Ended December 31 |
||
| 2020 2019 $ 5,874 (ii) $ 15,200 (ii) |
- 48 -
| Profit or loss Profit or loss |
EUR Impact For the Year Ended December 31 2020 2019 $ - (iii) $ 2,349 (iii) CHF Impact For the Year Ended December 31 2020 2019 $ 1,405 (v) $ 1,244 (v) |
AUD Impact |
|---|---|---|
| For the Year Ended **December 31 ** |
||
| 2020 2019 $ 775 (iv) $ 817 (iv) SGD Impact |
||
| For the Year Ended **December 31 ** |
||
| 2020 2019 $ - (vi) $ (348) (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 and payables which were not hedged at the end of the reporting period.
-
iii. This was mainly attributable to the exposure of outstanding EUR bank deposits and payables which were not hedged at the end of the reporting period.
-
iv. This was mainly attributable to the exposure of outstanding AUD bank deposits which were not hedged at the end of the reporting period.
-
v. This was mainly attributable to the exposure of outstanding CHF bank deposits which were not hedged at the end of the reporting period.
-
vi. This was mainly attributable to the exposure of outstanding SGD payables which were not hedged at the end of the reporting period.
-
b) Interest rate risk
The carrying amounts of the Company’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 Sensitivity analysis |
December 31 |
|---|---|
| 2020 2019 $ 434,758 $ 987,086 59,038 81,653 694,200 1,022,700 |
The sensitivity analyses below were determined based on the Company’s exposure to interest rates for non-derivative instruments at the end of the reporting period. For floating rate assets, the analysis was prepared assuming the amount of the asset 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.
- 49 -
If interest rates had been 1% higher/lower and all other variables were held constant, the Company’s pre-tax profit for the years ended December 31, 2020 and 2019 would have increased/decreased by $6,942 thousand and $10,227 thousand, respectively.
c) Other price risk
The Company was exposed to equity price risk due to its investments in listed equity securities and mutual funds. The Company 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 years ended December 31,2020 and 2019 would have increased/decreased by $11,207 thousand and $5,640 thousand, respectively, as a result of the changes in fair value of financial assets at FVTPL, and the pre-tax other comprehensive income for the years ended December 31, 2020 and 2019 would have increased/decreased by $980 thousand and $1,032 thousand, respectively, 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 Company. As at the end of the reporting period, the Company’s maximum exposure to credit risk which will cause a financial loss to the Company due to failure of counterparties to discharge an obligation and due to financial guarantees provided by the Company could arise from:
-
a) The carrying amount of the respective recognized financial assets as stated in the balance sheets; and
-
b) The amount of contingent liabilities in relation to financial guarantees issued by the Company.
In order to minimize credit risk, management of the Company has delegated a team responsible for determining credit limits, credit approvals and other monitoring procedures to ensure that follow-up action is taken to recover overdue debts. In addition, the Company reviews the recoverable amount of each individual trade receivable at the end of the reporting period to ensure that adequate allowances are made for irrecoverable amounts.
The Company’s concentration of credit risk of 79% and 79% in total trade receivables as of December 31, 2020 and 2019, was related to the Company’s four largest customers.
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 Company’s balance sheets:
| December 31, 2020 Carrying Amount Credit-impaired financial instruments according to impairment criteria in IFRS 9 Receivables $ 1,980,479 |
Maximum Exposure to Credit Risk Mitigated by |
|---|---|
| Collateral Other Credit Enhancements Total $ 19,298 $ 2,632 $ 21,930 |
- 50 -
December 31, 2019
Carrying Amount Credit-impaired financial instruments according to impairment criteria in IFRS 9 Receivables $ 2,148,846 |
Maximum Exposure to Credit Risk Mitigated by |
|---|---|
| Collateral Other Credit Enhancements Total $ 35,703 $ 391 $ 36,094 |
- 3) Liquidity risk
The Company manages liquidity risk by monitoring and maintaining a level of cash and cash equivalents deemed adequate to finance the Company’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 Company relies on bank borrowings as a significant source of liquidity. As of December 31, 2020 and 2019, the Company had available unutilized bank loan facilities in the amounts of $2,032,062 thousand and $2,033,591 thousand, respectively.
Liquidity and interest rate risk tables for non-derivative financial liabilities
The following table details the Company’s remaining contractual maturity for its non-derivative financial liabilities with agreed repayment periods. The table has been drawn up based on the undiscounted cash flows of financial liabilities from the earliest date on which the Company can be required to pay. 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.
To the extent that interest flows are at floating rates, the undiscounted amount was derived from interest rate curve at the end of the reporting period.
December 31, 2020
| On Demand or Less than 1 Month 1-3 Months 3 Months to 1 Year Non-interest bearing $ 282,526 $ 579,957 $ 41,168 Lease liabilities 18,720 601 2,076 Contract liabilities 7,147 14,293 - $ 308,393 $ 594,851 $ 43,244 |
1-5 Years $ 150 38,272 - $ 38,422 |
|---|---|
- 51 -
December 31, 2019
| On Demand or Less than 1 Month 1-3 Months 3 Months to 1 Year Non-interest bearing $ 304,351 $ 614,203 $ 46,723 Lease liabilities 19,334 870 6,086 Contract liabilities 5,012 10,023 - $ 328,697 $ 625,096 $ 52,809 |
1-5 Years $ 150 56,904 - $ 57,054 |
|---|---|
The amount included above for variable interest rate instruments for both non-derivative financial assets and 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.
28. TRANSACTIONS WITH RELATED PARTIES
The transactions between the Company and its related parties, other than those disclosed in other notes, are summarized as follows:
- a. Related parties and relationships
| Name of Related Party Standard Dairy Products Standard Beverage Accession Limited Dermalab S.A. (“Dermalab”) Standard Foods (China) Co., Ltd. (“Chain Standard Foods”) Standard Foods (Xiamen) Co., Ltd. (“Xiamen Standard Foods”) GeneFerm Biotechnology Co., Ltd. (“GeneFerm”) |
Relationship with the Company |
|---|---|
| Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary The Company is one of the directors |
- b. Sales of goods
Line Items Related Party Category/Name Sales Subsidiaries Standard Dairy Products GeneFerm Others |
**For the Year Ended December 31 ** | **For the Year Ended December 31 ** | **For the Year Ended December 31 ** |
|---|---|---|---|
| 2020 $ 1,442,012 26,058 - $ 1,468,070 |
2019 $ 1,470,332 - 922 $ 1,471,254 |
Sales to related parties were conducted on normal commercial terms.
-
52 -
-
c. Purchases of goods
Related Party Category/Name Subsidiaries Standard Dairy Products Others The Company is one of the directors GeneFerm |
For the Year Ended | For the Year Ended | December 31 |
|---|---|---|---|
| 2020 $ 900,852 1,015 72,095 $ 973,692 |
2019 $ 917,346 1,756 48,186 $ 967,288 |
Purchases from related parties were conducted on normal commercial terms.
- d. Receivables from related parties
| Line Items Related Party Category/Name Trade receivables Subsidiaries Standard Dairy Products The Company is one of the directors GeneFerm Other receivables Subsidiaries Standard Dairy Products Standard Beverage Dermalab China Standard Foods Xiamen Standard Foods |
December 31 | December 31 | |
|---|---|---|---|
| 2020 $ 127,574 9,011 $ 136,585 $ 2,761 20,117 46,842 351,346 526,479 $ 947,545 |
2019 $ 141,484 - $ 141,484 $ 3,127 115 - - - $ 3,242 |
The outstanding receivables from related parties are unsecured. For the years ended December 31, 2020 and 2019, no impairment loss was recognized on receivables from related parties.
- e. Payables to related parties
| Line Items Related Party Category/Name Trade payables The Company is one of the directors GeneFerm |
December 31 | December 31 | |
|---|---|---|---|
| 2020 $ 20,526 |
2019 $ 26,141 |
The outstanding payables from related parties are unsecured.
-
53 -
-
f. Loans to related parties
| Related Party Category/Name Standard Beverage Dermalab China Standard Foods Xiamen Standard Foods Interest expenses Related Party Category/Name Standard Beverage China Standard Foods Xiamen Standard Foods |
December 31 | December 31 | |
|---|---|---|---|
| 2020 $ 20,000 46,842 349,184 523,776 $ 939,802 For the Year Ended |
2019 $ - - - - $ - December 31 |
||
| 2020 $ 15 2,128 2,669 $ 4,812 |
2019 $ - - - $ - |
- g. Endorsements and guarantees
Endorsements and guarantees provided by the Company
| Related Party Category/Name Subsidiaries Standard Beverage Amount endorsed Amount utilized Subsidiaries Accession Limited Amount endorsed Amount utilized |
**December 31 ** |
|---|---|
| 2020 2019 $ 202,400 $ 149,900 - 20,000 - 29,980 - - |
h. Other transactions with related parties
Line Items Related Party Category/Name Royalty revenue Subsidiaries Standard Dairy Products Service revenue Subsidiaries Standard Beverage |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2020 $ 9,577 $ 1,320 |
2019 $ 9,146 $ 1,320 |
-
54 -
-
i. Remuneration of key management personnel
Short-term employee benefits Post-employment benefits |
For the Year Ended | For the Year Ended | December 31 |
|---|---|---|---|
| 2020 $ 40,383 326 $ 40,709 |
2019 $ 45,293 522 $ 45,815 |
The remuneration of directors and key executives was determined by the remuneration committee based on the performance of individuals and market trends.
29. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED COMMITMENTS
In addition to those disclosed in other notes, significant commitments and contingencies of the Company as of December 31, 2020 were as follows:
-
a. The Company has entered into a license agreement with The Quaker Oats Company (“Quaker”) for a period ending July 11, 2034. 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$1,032 thousand.
-
c. Unrecognized commitments for acquisition of property, plant and equipment of approximately $123,536 thousand.
-
d. Unrecognized commitments for acquiring approximately 30,666 tons of colostrum from dairymen.
30. SIGNIFICANT ASSETS AND LIABILITIES DENOMINATED IN FOREIGN CURRENCIES
The significant assets and liabilities denominated in foreign currencies other than functional currency of the Company and the exchange rates between foreign currencies and functional currency were as follows:
| December 31, 2020 Foreign Currency Exchange Rate Financial assets Monetary items USD $ 7,013 28.48 (USD:NTD) RMB 205,470 4.38 (RMB:NTD) AUD 1,576 21.95 (AUD:NTD) CHF 1,450 32.31 (CHF:NTD) |
Carrying Amount $ 199,736 899,341 34,585 46,842 $ 1,180,504 (Continued) |
|---|---|
- 55 -
| Foreign Currency Exchange Rate Non-monetary items Investments accounted for using the equity method USD $ 300 28.48 (USD:NTD) RMB 2,153,318 4.38 (RMB:NTD) Financial liabilities Monetary items USD 138 28.48 (USD:NTD) AUD 399 21.95 (AUD:NTD) December 31, 2019 Foreign Currency Exchange Rate Financial assets Monetary items USD $ 16,901 29.98 (USD:NTD) RMB 8,987 4.31 (RMB:NTD) EUR 2,331 33.59 (EUR:NTD) AUD 2,058 21.01 (AUD:NTD) CHF 1,341 30.93 (CHF:NTD) Non-monetary items Investments accounted for using the equity method RMB 2,027,023 4.31 (RMB:NTD) Financial liabilities Monetary items AUD 762 21.01 (AUD:NTD) SGD 520 22.28 (SGD:NTD) |
Carrying Amount $ 8,544 9,399,372 $ 9,407,916 $ 3,936 8,756 $ 12,692 (Concluded) Carrying Amount $ 506,678 38,690 78,303 43,235 41,472 $ 708,378 $ 8,710,333 $ 16,002 11,586 $ 27,588 |
|---|---|
- 56 -
The significant realized and unrealized foreign exchange gains (losses) were as follows:
For the Year Ended December 31
| Foreign Currency USD RMB EUR AUD CHF SGD Others |
2020 Exchange Rate Net Foreign Exchange Gains (Losses) 29.55 (USD:NTD) $ 962 4.28 (RMB:NTD) 32,372 33.71 (EUR:NTD) 2,040 20.40 (AUD:NTD) (215) 31.47 (CHF:NTD) 1,675 21.43 (SGD:NTD) 143 152 $ 37,129 |
2019 |
|---|---|---|
| Exchange Rate Net Foreign Exchange Gains (Losses) 30.91 (USD:NTD) $ (13,549) 4.48 (RMB:NTD) 16 34.61 (EUR:NTD) 344 21.50 (AUD:NTD) 861 31.10 (CHF:NTD) (961) 22.66 (SGD:NTD) 11 139 $ (13,139) |
31. SEPARATELY DISCLOSED ITEMS
-
a. Information about significant transactions and investees:
-
1) Financings provided: (Table 1)
-
2) Endorsement/guarantee provided: (Table 2)
-
3) Marketable securities held (excluding investments in subsidiaries): (Table 3)
-
4) Marketable securities acquired and disposed of at costs or prices of at least NT$300 million or 20% of the paid-in capital: None.
-
5) Acquisition of individual real estate at costs of at least NT$300 million or 20% of the paid-in capital: None.
-
6) Disposal of individual real estate at prices of at least NT$300 million or 20% of the paid-in capital: None.
-
7) Total purchases from or sales to related parties amounting to at least NT$100 million or 20% of the paid-in capital: (Table 4).
-
8) Receivables from related parties amounting to at least NT$100 million or 20% of the paid-in capital: (Table 5).
-
9) Information on investees (excluding investees of mainland China): (Table 6)
-
b. 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: (Table 7)
-
2) Significant direct or indirect transactions with the investee, its prices and terms of payment, unrealized gain or loss: None.
-
57 -
-
c. Information of major shareholders: List all shareholders with ownership of 5% or greater showing the name of the shareholder, the number of shares owned, and percentage of ownership of each shareholder (Table 8)
-
58 -
TABLE 1
STANDARD FOODS CORPORATION
FINANCING PROVIDED TO OTHERS FOR THE YEAR ENDED DECEMBER 31, 2020 (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 |
Aggregate Financing Limits |
Note |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Item | Value | ||||||||||||||||
| 0 | Standard Foods Corporation |
Dermalab S.A. Standard Foods (China) Co., Ltd. Standard Foods (Xiamen) Co., Ltd. Standard Beverage Company Limited |
Financing receivables - related parties Financing receivables - related parties Financing receivables - related parties Financing receivables - related parties |
Y Y Y Y |
$ 48,893 350,368 525,552 50,000 |
$ 48,458 349,184 523,776 50,000 |
$ 46,842 349,184 523,776 20,000 |
1.000% 1.000% 1.000% 0.950% |
b. b. b. b. |
$ - - - - |
Need for operation Need for operation Need for operation Need for operation |
$ - - - - |
- - - - |
$ - - - - |
$ 6,717,380 (Note 3) 3,358,690 (Note 4) 3,358,690 (Note 4) 6,717,380 (Note 3) |
$ 6,717,380 (Note 3) 6,717,380 (Note 5) 6,717,380 (Note 5) 6,717,380 (Note 3) |
Note 12 Note 12 Note 12 Note 12 |
| 1 | Standard Investment (China) Co., Ltd. |
Shanghai Dermalab Corporation Le Bonta Wellness Co., Ltd. Standard Foods (Xiamen) Co., Ltd. Standard Foods (China) Co., Ltd. |
Financing receivables - related parties Financing receivables - related parties Financing receivables - related parties Financing receivables - related parties |
Y Y Y Y |
175,184 175,184 701,312 438,320 |
174,592 174,592 523,776 436,480 |
43,827 21,553 189,904 408,065 |
2.500% 2.500% 2.500% 2.500% |
b. b. b. b. |
- - - - |
Need for operation Need for operation Need for operation Need for operation |
- - - - |
- - - - |
- - - - |
1,909,350 (Note 6) 1,909,350 (Note 6) 1,909,350 (Note 6) 1,909,350 (Note 6) |
1,909,350 (Note 6) 1,909,350 (Note 6) 1,909,350 (Note 6) 1,909,350 (Note 6) |
Note 12 Note 12 Note 12 Note 12 |
| 2 | Shanghai Standard Foods Co., Ltd. |
Standard Investment (China) Co., Ltd. Standard Foods (Xiamen) Co., Ltd. |
Financing receivables - related parties Financing receivables - related parties |
Y Y |
635,564 460,236 |
611,072 458,304 |
79,413 458,304 |
2.500% 1.000% |
b. b. |
- - |
Need for operation Need for operation |
- - |
- - |
- - |
1,246,764 (Note 7) 1,246,764 (Note 7) |
1,246,764 (Note 7) 1,246,764 (Note 7) |
Note 12 Note 12 |
| 3 | Le Bonta Wellness Co., Ltd. |
Standard Investment (China) Co., Ltd. |
Financing receivables - related parties |
Y | 21,916 | - | - | 2.500% | b. | - | Need for operation | - | - | - | 74,696 (Note 8) |
74,696 (Note 8) |
Note 12 |
| 4 | Shanghai Le Ben De Health Technology Co., Ltd. |
Standard Investment (China) Co., Ltd. |
Financing receivables - related parties |
Y | 10,949 | 10,912 | 10,912 | 1.000% | b. | - | Need for operation | - | - | - | 11,618 (Note 9) |
11,618 (Note 9) |
Note 12 |
| 5 | Shanghai Le Ho Industrial Co., Ltd. |
Standard Investment (China) Co., Ltd. |
Financing receivables - related parties |
Y | 175,328 | 8,730 | 5,063 | 2.500% | b. | - | Need for operation | - | - | - | 195,848 (Note 10) |
195,848 (Note 10) |
Note 12 |
| 6 | Shanghai Le Min Industrial Co., Ltd. |
Standard Investment (China) Co., Ltd. |
Financing receivables - related parties |
Y | 87,664 | 8,730 | 4,775 | 2.500% | b. | - | Need for operation | - | - | - | 122,266 (Note 11) |
122,266 (Note 11) |
Note 12 |
-
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 $6,717,380 thousand (the net value per financial statements of $16,793,451 thousand x 40% as of September 30, 2020).
Note 4: The total amount shall not exceed 20% of net value of Standard Foods Corporation, which was calculated to be $3,358,690 thousand (the net value per financial statements of $16,793,451 thousand x 20% as of September 30, 2020).
Note 5: The total amount shall not exceed 40% of net value of Standard Foods Corporation, which was calculated to be $6,717,380 thousand (the net value per financial statements of $16,793,451 thousand x 40% as of September 30, 2020).
-
Note 6: The total amount shall not exceed 40% of net value of Standard Investment (China) Co., Ltd., which was calculated to be $1,909,350 thousand (the net value per financial statements of $4,773,375 thousand x 40% as of September 30, 2020).
-
Note 7: The total amount shall not exceed 40% of net value of Shanghai Standard Foods Co., Ltd., which was calculated to be $1,246,764 thousand (the net value per financial statements of $3,116,909 thousand x 40% as of September 30, 2020).
Note 8: The total amount shall not exceed 40% of net value of Le Bonta Wellness Co., Ltd., which was calculated to be $74,696 thousand (the net value per financial statements of $186,739 thousand x 40% as of September 30, 2020).
Note 9: The total amount shall not exceed 40% of net value of Shanghai Le Ben De Health Technology Co., Ltd., which was calculated to be $11,618 thousand (the net value per financial statements of $29,045 thousand x 40% as of September 30, 2020).
(Continued)
- 59 -
(Concluded)
Note 10: The total amount shall not exceed 40% of net value of Shanghai Le Ho Industrial Co., Ltd., which was calculated to be $195,848 thousand (the net value per financial statements of $489,619 thousand x 40% as of September 30, 2020).
Note 11:
Note 12:
The total amount shall not exceed 40% of net value of Shanghai Le Min Industrial Co., Ltd., which was calculated to be $122,266 thousand (the net value per financial statements of $305,665 thousand x 40% as of September 30, 2020).
The amounts presented above were eliminated upon consolidation.
- 60 -
TABLE 2
STANDARD FOODS CORPORATION
ENDORSEMENTS/GUARANTEES PROVIDED FOR THE YEAR ENDED DECEMBER 31, 2020 (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 | Standard Beverage Company Limited |
b. | $ 13,434,761 (Note 3) |
$ 208,150 | $ 202,400 | $ - | $ - | 1.21% | $ 16,793,451 (Note 4) |
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.
-
g. Companies in the same industry provide among themselves joint and several security for a performance guarantee of a sales contract for pre-construction homes pursuant to the Consumer Protection Act for each other.
-
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 $13,434,761 thousand (the net value per financial statements of $16,793,451 thousand x 80% as of September 30, 2020).
-
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 $16,793,451 thousand (the net value per financial statements of $16,793,451 thousand x 100% as of September 30, 2020).
Note 5: Guarantee provided by the listed parent company, guarantee provided by the subsidiary or guarantee provided to subsidiaries in mainland China, coded “Y”.
- 61 -
TABLE 3
STANDARD FOODS CORPORATION
MARKETABLE SECURITIES HELD DECEMBER 31, 2020 (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, 2020 | December 31, 2020 | Note | ||
|---|---|---|---|---|---|---|---|---|
| Shares | Carrying Amount |
Percentage of Ownership |
Fair Value | |||||
| 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 Mega Diamond Money Market Fund Jih Sun Money Market Fund Taishin 1699 Money Market Fund CTBC Hua Win Money Market Fund FSITC Taiwan Money Market Fund Note cash CODEIS Smart Cash Note Shares Techgains Pan-Pacific Corporation Authenex, Inc. Paradigm Venture Capital Corporation U-Teck Environment Corporation, Ltd. Octamer, Inc. - Series E Preference Shares |
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 - 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 |
1,416,950 48,600 2,145,110 1,243,213 12,512,356 4,019,723 21,258,392 9,276,464 30,989,574 10,000 500,000 2,424,242 180,376 11,200 800,000 |
$ 15,374 5,297 62,423 14,918 158,280 60,095 290,090 103,038 478,278 29,032 - - 1,894 - - |
- - 7.7 0.3 - - - - - - 0.9 5.5 7.0 0.2 7.8 |
$ 15,374 5,297 62,423 14,918 158,280 60,095 290,090 103,038 478,278 29,032 - - 1,894 - - |
(Continued)
- 62 -
| Holding Company Name | Type and Name of Marketable Securities | Relationship with the Holding Company |
Financial Statement Account | December 31, 2020 | December 31, 2020 | Note | ||
|---|---|---|---|---|---|---|---|---|
| Shares | Carrying Amount |
Percentage of Ownership |
Fair Value | |||||
| Standard Dairy Products Taiwan Limited Charng Hui Ltd. |
Octamer, Inc. - Series F Preference Shares Fortemedia, Inc. - Series D Preference Shares Fortemedia, Inc. - Series E Preference Shares Fortemedia, Inc. - Series F Preference Shares Fortemedia, Inc. - Series G Preference Shares Fortemedia, Inc. - Series I Preference Shares Fortemedia, Inc. - Series - Ordinary Shares Mutual funds Mega Diamond Money Market Fund Jih Sun Money Market Fund Taishin 1699 Money Market Fund FSITC Diamond Money Market 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. Taishin 1699 Money Market Fund |
Parent of Charng Hui Ltd. 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 - 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 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 - current |
107,815 3,455 71,397 29,173 31,135 29,102 12,938 3,963,725 5,866,056 5,091,164 1,594,265 6,669,471 91,440 803,258 1,596,000 90,000 1,000,000 1,453,360 73,310 |
$ - - - - - - - 50,141 87,698 69,473 24,605 408,839 8,815 19,881 152,418 47,700 12,280 19,034 1,000 |
1.0 1.2 1.2 1.2 1.3 1.3 1.2 - - - - 0.7 - - 2.0 - - - - |
$ - - - - - - - 50,141 87,698 69,473 24,605 408,839 8,815 19,881 152,418 47,700 12,280 19,034 1,000 |
Note |
(Continued)
- 63 -
| Holding Company Name | Type and Name of Marketable Securities | Relationship with the Holding Company |
Financial Statement Account | December 31, 2020 | December 31, 2020 | Note | ||
|---|---|---|---|---|---|---|---|---|
| Shares | Carrying Amount |
Percentage of Ownership |
Fair Value | |||||
| Standard Beverage Company Limited Domex Technology Corporation Accession Limited |
Shares Global Strategic Investment Co., Ltd. Hong Da Leasing & Finance Co., Ltd. CNEX Co., Ltd. Amphastar Pharmaceuticals Inc. (AMPH) Mutual funds Fuh Hwa Greater China Mid & Small Cap Franklin Templeton SinoAm Global Bd Acc Shares InnoComm Mobile Technology Corp. Shares AsiaVest Liquidation Co. Mutual funds Term Liquidity Fund |
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 - 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 Financial assets at fair value through profit or loss - current |
850,500 8,297,000 1,000,000 7,742 225,000 282,988 3,600,000 200 33,453 |
$ 4,338 - - 4,434 3,625 3,706 188,784 1,053 99,961 |
1.9 23.7 6.0 - - - 13.4 0.7 - |
$ 4,338 - - 4,434 3,625 3,706 188,784 1,053 99,961 |
Note: The amounts presented above were eliminated upon consolidation.
(Concluded)
- 64 -
TABLE 4
STANDARD FOODS CORPORATION
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, 2020
(In Thousands of New Taiwan Dollars)
| Company Name | Related Party | Relationships | Transaction Details | Transaction Details | 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 |
$ (1,442,012) 900,852 1,442,012 (900,852) (2,014,629) 447,874 2,014,629 (447,874) (6,492,434) 6,492,434 558,960 (558,960) (4,753,380) 4,753,380 |
10.94 12.35 57.34 25.52 72.98 18.11 15.18 2.91 99.64 48.90 9.00 8.99 76.42 35.80 |
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 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 60 days after month-end closing |
- - - - - - - - - - - - - |
- - - - - - - - - - - - - |
$ 127,574 - (127,574) - 551,912 (56,376) (551,912) 56,376 1,683,690 (1,683,690) (183,694) 183,694 1,288,201 (1,288,201) |
6.02 - 37.40 - 98.91 56.17 15.57 1.96 99.95 47.50 36.46 12.48 87.52 36.34 |
Note Note Note Note Note Note Note Note Note Note Note Note Note Note |
Note: The amounts presented above were eliminated upon consolidation.
- 65 -
TABLE 5
STANDARD FOODS CORPORATION
RECEIVABLES FROM RELATED PARTIES AMOUNTING TO AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL DECEMBER 31, 2020
(In Thousands of New Taiwan Dollars)
| Company Name | Related Party | 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 Dairy Products Taiwan Limited Standard Foods (China) Co., Ltd. Standard Foods (Xiamen) Co., Ltd. Standard Investment (China) Co., Ltd. Standard Foods (Xiamen) Co., Ltd. Standard Investment (China) Co., Ltd. Standard Foods (China) Co., Ltd. Standard Foods (Xiamen) Co., Ltd. Shanghai Standard Foods Co., Ltd. Standard Investment (China) Co., Ltd. Standard Foods (China) Co., Ltd. |
The Company’s subsidiary The Company’s subsidiary The Company’s subsidiary 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 Brother company of Standard Investment (China) Co., Ltd. Parent company of Standard Foods (Xiamen) Co., Ltd. Brother company of Standard Foods (Xiamen) Co., Ltd. |
Trade receivables Other receivables Financing receivables Other receivables Financing receivables Other receivables Trade receivables Financing receivables Other receivables Trade receivables Financing 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 Other receivables |
$ 127,574 2,761 $ 130,335 $ 349,184 2,162 $ 351,346 $ 523,776 2,703 $ 526,479 $ 551,912 79,413 17,123 $ 648,448 $ - 458,304 11,750 $ 470,054 $ 1,683,690 22,323 $ 1,706,013 $ 5 408,065 14,381 $ 422,451 $ 3 189,904 9,894 $ 199,801 $ 56,376 47,592 $ 103,968 $ 1,288,201 6,363 $ 1,294,564 $ 183,694 2,303 $ 185,997 |
10.72 3.86 1.61 3.88 10.18 23.68 4.10 3.98 2.75 |
$ - - $ - $ - - $ - $ - - $ - $ - - - $ - $ - - - $ - $ - - $ - $ - - - $ - $ - - - $ - $ - - $ - $ - - $ - $ - - $ - |
$ 127,574 (Note 1) 2,761(Note 1) $ 130,335(Note 1) $ - (Note 1) - (Note 1) $ - (Note 1) $ - (Note 1) - (Note 1) $ - (Note 1) $ 551,912 (Note 1) - (Note 1) 17,123(Note 1) $ 569,035(Note 1) $ - (Note 1) - (Note 1) 11,649(Note 1) $ 11,649(Note 1) $ 1,683,690 (Note 1) 22,323(Note 1) $ 1,706,013(Note 1) $ 5 (Note 1) - (Note 1) 14,381(Note 1) $ 14,386(Note 1) $ 3 (Note 1) - (Note 1) 9,894(Note 1) $ 9,897(Note 1) $ 56,369 (Note 1) 47,592(Note 1) $ 103,961(Note 1) $ 1,288,201 (Note 1) 6,363(Note 1) $ 1,294,564(Note 1) $ 183,694 (Note 1) - (Note 1) $ 183,694(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 2) (Note 2) (Note 2) |
Note 1: Amounts received before March 22, 2021.
Note 2: The amounts presented above were eliminated upon consolidation.
- 66 -
TABLE 6
STANDARD FOODS CORPORATION
INFORMATION ON INVESTEES FOR THE YEAR ENDED DECEMBER 31, 2020 (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, 2020 | As of December 31, 2020 | As of December 31, 2020 | Net Income (Loss) of the Investee |
Share of Profits (Loss) |
Note |
|---|---|---|---|---|---|---|---|---|---|---|---|
| December 31, 2020 |
December 31, 2019 |
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 Standard Foods, LLC. 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 Taipei, Taiwan U.S.A. 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 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 9,056 335,215 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 5 Note 5 2,600 3,000 150,050,815 |
100 100 100 100 52 100 100 100 100 100 100 |
$ 3,623,593 5,685,589 1,006,590 354,881 305,990 83,597 8,958 8,544 188,116 - 5,685,017 |
$ 189,679 377,175 405,319 20,415 80,935 3,356 177 - 10,103 - 377,452 |
$ 180,564 (Note 1) 377,175 404,208 (Note 2) 2,741 (Note 3) 42,095 3,380 (Note 4) 177 - - - - |
Subsidiary (Note 6) Subsidiary (Note 6) Subsidiary (Note 6) Subsidiary (Note 6) Subsidiary (Note 6) Subsidiary (Note 6) Subsidiary (Note 6) Subsidiary (Note 6) Indirect subsidiary (Note 6) Indirect subsidiary (Note 6) Indirect subsidiary (Note 6) |
Note 1: This amount was the share of profit of the investee of $189,679 thousand minus the unrealized gain on sidestream transactions of $9,115 thousand.
Note 2: This amount was the share of profit of the investee of $405,319 thousand minus the unrealized gain on sidestream transactions of $1,111 thousand.
Note 3: This amount was the share of profit of the investee of $20,415 thousand minus the Standard Foods Corporation cash dividends paid of $17,674 thousand.
Note 4: This amount was the share of profit of the investee of $3,356 thousand plus the unrealized gain on upstream transactions of $24 thousand.
Note 5: This is a limited company with no issued shares.
Note 6: The amounts presented above were eliminated upon consolidation.
- 67 -
TABLE 7
STANDARD FOODS CORPORATION
INFORMATION ON INVESTMENTS IN MAINLAND CHINA FOR THE YEAR ENDED DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars)
| Investee Company | Main Businesses and Products | Main Businesses and Products | Paid-in Capital | Method of Investment (Note 1) |
Method of Investment (Note 1) |
Accumulated Outward Remittance for Investment from Taiwan as of January 1, 2020 |
Remittance of Funds | Remittance of Funds | Accumulated Outward Remittance for Investment from Taiwan as of December 31, 2020 |
Net Income (Loss) of the Investee |
% Ownership of Direct or Indirect Investment |
Investment Gain (Loss) (Note 2) |
Carrying Amount as of December 31, 2020 |
Accumulated Repatriation of Investment Income as of December 31, 2020 |
Note |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Outward | Inward | ||||||||||||||
| Shanghai Standard Foods Co., Ltd. Standard Investment (China) Co., Ltd. Standard Foods (China) Co., Ltd. Shanghai Dermalab Corporation Le Bonta Wellness 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 93,989 380,418 31,220 1,307,582 607,717 378,009 |
b. (Note 3) b. (Note 5) c. (Note 6) c. (Note 6) a. 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) |
$ 197,080 418,759 143,748 (17,342) (38,271) 719 112,671 (22,828) (14,000) |
100.0 99.0 99.0 99.0 99.5 100.0 99.0 100.0 100.0 |
$ 194,031 (Note 9) 414,571 (Note 9) 134,895 (Note 9) (17,169) (Note 9) (38,084) (Note 9) 719 (Note 9) 103,630 (Note 9) (22,828) (Note 9) (14,000) (Note 9) |
$ 3,236,959 4,882,005 2,000,127 8,311 175,748 29,830 1,455,322 494,056 308,367 |
$ - - - - - - - - - |
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 |
|||||||||||||
| December 31, 2020 | Investment Commission, MOEA | Stipulated by Investment 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)
- 68 -
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, 2019; 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 amounts presented above were eliminated upon consolidation.
(Concluded)
- 69 -
TABLE 9
STANDARD FOODS CORPORATION
INFORMATION OF MAJOR SHAREHOLDERS DECEMBER 31, 2020
| Name of Major Shareholder | Shares | Shares |
|---|---|---|
| Number of Shares |
Percentage of Ownership (%) |
|
| Mu Te Investment Co., Ltd. Trust Property Account Chia Yun Investment Co., Ltd. Trust Property Account Chia Chieh Investment Co., Ltd. Trust Property Account |
157,008,400 133,125,408 108,503,160 |
17.15 14.54 11.85 |
-
Note 1: The information of major shareholders presented in this table is provided by the Taiwan Depository & Clearing Corporation based on the number of ordinary shares and preference shares held by shareholders with ownership of 5% or greater, that have been issued without physical registration (including treasury shares) by the Company as of the last business day for the current quarter. The share capital in the consolidated financial statements may differ from the actual number of shares that have been issued without physical registration because of different preparation basis.
-
Note 2: If a shareholder delivers the shareholdings to the trust, the above information will be disclosed by the individual truster who opened the trust account. For shareholders who declare insider shareholdings with ownership greater than 10% in accordance with the Security and Exchange Act, the shareholdings include shares held by shareholders and those delivered to the trust over which shareholders have rights to determine the use of trust property. For information relating to insider shareholding declaration, please refer to Market Observation Post System.
-
70 -
STANDARD FOODS CORPORATION
THE CONTENTS OF SCHEDULES OF MAJOR ACCOUNTING ITEMS
| Item Major Accounting Items in Assets, Liabilities and Equity Schedule of cash and cash equivalents Schedule of financial assets at fair value through profit or loss - current Schedule of financial assets at fair value through other comprehensive income - current Schedule of financial assets at amortized cost - current Schedule of trade receivables Schedule of inventories Schedule of financial assets at fair value through profit or loss - non-current Schedule of financial assets at fair value through other comprehensive income - non-current Schedule of changes in investments accounted for using the equity method Schedule of changes in right-of-use assets Schedule of trade payables Schedule of lease liabilities Major Accounting Items in Profit or Loss Schedule of operating revenue Schedule of operating costs Schedule of operating expenses Schedule of labor, depreciation and amortization by function |
**Schedule Index ** |
|---|---|
| 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 |
- 71 -
SCHEDULE 1
STANDARD FOODS CORPORATION
SCHEDULE OF CASH AND CASH EQUIVALENTS DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| Item Description Interest Rate Cash on hand Cash in banks Checking account deposits Demand deposits 0.010%-0.050% Foreign currency demand deposits Including US$2,658 thousand @28.48, EUR85 thousand @35.02, AUD1,576 thousand @21.95, RMB3 thousand @4.38 0.010%-0.050% Cash equivalents Foreign time deposits Including US$600 thousand @28.48 and RMB4,320 thousand @4.38 0.520%-2.500% |
Amount $ 1,432 54,353 683 113,282 168,318 35,997 $ 205,747 |
|---|---|
- 72 -
SCHEDULE 2
STANDARD FOODS CORPORATION
SCHEDULE OF FINANCIAL ASSETS AT FAIR VALUE THOUGH PROFIT OR LOSS DECEMBER 31, 2020
(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| Name of Financial Assets Mutual fund Mega Diamond Money Market Fund Jih Sun Money Market Fund Taishin 1699 Money Market Fund CTBC Hua Win Money Market Fund FSITC Taiwan Money Market Fund Note cash CODEIS Smart Cash Note |
Shares/Units Par Value (NT$) 12,512,355.84 12.65 4,019,723.44 14.95 21,258,392.13 13.65 9,276,463.90 11.11 30,989,574.20 15.43 78,056,509.51 10,000.00 101.94 78,066,509.51 |
Total Amount Acquisition Cost $ 158,280 $ 157,851 60,095 60,000 290,090 290,000 103,038 103,000 478,278 478,055 1,089,781 1,088,906 29,032 30,830 $ 1,118,813 $ 1,119,736 |
Fair Value Changes in Fair Value Attributed Unit Price Total Amount to Credit Risk Note 12.65 $ 158,280 $ 429 14.95 60,095 95 13.65 290,090 90 11.11 103,038 38 15.43 478,278 223 1,089,781 875 101.94 29,032 (1,798) $ 1,118,813 $ (923) |
|---|---|---|---|
Unit Price 12.65 14.95 13.65 11.11 15.43 101.94 |
- 73 -
SCHEDULE 3
STANDARD FOODS CORPORATION
SCHEDULE OF FINANCIAL ASSETS AT FAIR VALUE THROUGH COMPREHENSIVE INCOME - CURRENT DECEMBER 31, 2020
(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| Accumulated Name of Financial Assets Shares Par Value (NT$) Total Amount Acquisition Cost Impairment Listed shares Chunghwa Telecom Co., Ltd. 48,600 10.00 $ 486 $ 4,063 $ - Far Eastern International Commercial Bank Co., Ltd. 1,416,950 10.00 14,170 17,114 - $ 14,656 $ 21,177 $ - |
FairValue |
|---|---|
| Unit Price Total Amount 109.00 $ 5,297 10.85 15,374 $ 20,671 |
- 74 -
SCHEDULE 4
STANDARD FOODS CORPORATION
SCHEDULE OF FINANCIAL ASSETS AT AMORTIZED COST - CURRENT DECEMBER 31, 2020
(In Thousands of New Taiwan Dollars)
Name
Far Eastern International Bank time deposit Far Eastern International Bank time deposit Far Eastern International Bank time deposit Far Eastern International Bank time deposit Far Eastern International Bank time deposit Far Eastern International Bank time deposit Far Eastern International Bank time deposit The Shanghai Commercial & Saving Bank time deposit The Shanghai Commercial & Saving Bank time deposit The Shanghai Commercial & Saving Bank time deposit The Shanghai Commercial & Saving Bank time deposit The Shanghai Commercial & Saving Bank time deposit The Shanghai Commercial & Saving Bank time deposit The Shanghai Commercial & Saving Bank time deposit The Shanghai Commercial & Saving Bank time deposit Far Eastern International Bank foreign currency time deposit Taishin International Bank foreign currency time deposit
| Description Number Par Value Currency Total Amount Annual Interest Rate Expiry in January 2021, maturity interest 5 4,900 NTD $ 24,500 0.80% Expiry in February 2021, maturity interest 7 4,900 NTD 34,300 0.80% Expiry in March 2021, maturity interest 8 4,900 NTD 39,200 1.05% Expiry in August 2021, maturity interest 9 4,900 NTD 44,100 0.80% Expiry in October 2021, maturity interest 3 2,900 NTD 8,700 0.80% Expiry in November 2021, maturity interest 9 4,900 NTD 44,100 0.80% Expiry in December 2021, maturity interest 6 4,900 NTD 29,400 0.80% Expiry in January 2021, maturity interest 3 49,900 NTD 149,700 0.56% Expiry in March 2021, maturity interest 1 49,900 NTD 49,900 0.54% Expiry in March 2021, maturity interest 4 49,900 NTD 199,600 0.56% Expiry in April 2021, maturity interest 4 49,900 NTD 199,600 0.54% Expiry in April 2021, maturity interest 1 40,000 NTD 40,000 0.40% Expiry in April 2021, maturity interest 1 20,000 NTD 20,000 0.40% Expiry in August 2021, maturity interest 1 40,000 NTD 40,000 0.65% Expiry in June 2021, maturity interest 2 49,900 NTD 99,800 0.56% Expiry in March 2021, maturity interest 1 900 USD 25,632 1.35% Expiry in February 2021, maturity interest 1 1,560 USD 44,429 2.08% $ 1,092,961 |
Carrying Amount Remark $ 24,500 Floating 34,300 Floating 39,200 Fixed 44,100 Floating 8,700 Floating 44,100 Floating 29,400 Floating 149,700 Floating 49,900 Fixed 199,600 Floating 199,600 Fixed 40,000 Floating 20,000 Floating 40,000 Fixed 99,800 Floating 25,632 Fixed (@28.48) 44,429 Fixed (@28.48) $ 1,092,961 |
|---|---|
- 75 -
SCHEDULE 5
STANDARD FOODS CORPORATION
SCHEDULE OF TRADE RECEIVABLES DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars)
| Client Name Unrelated parties Company A Company B Company C Company D Others (Note) Less: Allowance for impairment loss Related party Standard Dairy Products Taiwan Limited GeneFerm Biotechnology Co., Ltd. |
Amount $ 664,372 300,393 106,987 494,092 415,746 1,981,590 (1,116) $ 1,980,474 $ 127,574 9,011 $ 136,585 |
|---|---|
Note: The amount of individual vendor included in others does not exceed 5% of the account balance.
- 76 -
SCHEDULE 6
STANDARD FOODS CORPORATION
SCHEDULE OF INVENTORIES DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars)
| Item Merchandise Finished goods Work in progress Raw materials Packaging materials |
Amount | |
|---|---|---|
| Cost Net Realizable Value $ 481,002 $ 675,760 724,984 1,345,478 145,137 287,726 451,762 833,791 31,445 48,531 $ 1,834,330 $ 3,191,286 |
- 77 -
SCHEDULE 7
STANDARD FOODS CORPORATION
SCHEDULE OF FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS - NON-CURRENT FOR THE YEAR ENDED DECEMBER 31, 2020
(In Thousands of New Taiwan Dollars)
Investees Global Strategic Investment Co., Ltd. Paradigm Venture Capital Corporation Authenex, Inc. Techgains Pan-Pacific Corporation U-Teck Environment Corporation, Ltd. Octamer, Inc. - Series E preference shares Octamer, Inc. - Series F preference shares ForteMedia, Inc. - Series D preference shares ForteMedia, Inc. - Series E preference shares ForteMedia, Inc. - Series F preference shares ForteMedia, Inc. - Series G preference shares ForteMedia, Inc. - Series I preference shares ForteMedia - ordinary shares |
Balance at January 1, 2020 Shares/Units Fair Value 850,500 $ 4,619 180,376 2,956 2,424,242 - 500,000 - 11,200 - 800,000 - 107,815 - 3,455 - 71,397 - 29,173 - 31,135 - 29,102 - 12,938 - $ 7,575 |
Addition Shares/Units Amount - $ - - - - - - - - - - - - - - - - - - - - - - - - - $ - |
Deduction Accumulated Reversal of Impairment Shares/Units Amount Loss - $ 4,619 $ - - 1,062 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - $ 5,681 $ - |
Balance at December 31, 2020 Accumulated Shares/Units Fair Value Collateral Impairment Remark - $ - Nil $ - Note 1 180,376 1,894 Nil - Note 2 2,424,242 - Nil - - 500,000 - Nil - - 11,200 - Nil - - 800,000 - Nil - - 107,815 - Nil - - 3,455 - Nil - - 71,397 - Nil - - 29,173 - Nil - - 31,135 - Nil - - 29,102 - Nil - - 12,938 - Nil - - $ 1,894 |
|---|---|---|---|---|
| Shares/Units 850,500 180,376 2,424,242 500,000 11,200 800,000 107,815 3,455 71,397 29,173 31,135 29,102 12,938 |
Shares/Units - - - - - - - - - - - - - |
Shares/Units - - - - - - - - - - - - - |
Shares/Units - 180,376 2,424,242 500,000 11,200 800,000 107,815 3,455 71,397 29,173 31,135 29,102 12,938 |
Note 1: The amount of investment in the investee decreased due to disposal.
Note 2: The amount of investment in the investee increased/decreased due to the changes in the fair value.
- 78 -
SCHEDULE 8
STANDARD FOODS CORPORATION
FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME - NON-CURRENT FOR THE YEAR ENDED DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars)
| Item Emerging market shares GeneFerm Biotechnology Co., Ltd. Dah Chung Bills Finance Corp |
Balance at January 1, 2020 Shares Fair Value 2,145,110 $ 65,640 1,243,213 15,702 $ 81,342 |
Addition Shares Amount - $ - - - $ - |
Deduction Unrealized Shares Amount Gain (Loss) - $ - $ (3,217) - - (784) $ - $ (4,001) |
Balance at December 31, 2020 Accumulated Shares Fair Value Impairment Collateral Remark 2,145,110 $ 62,423 $ - Nil 1,243,213 14,918 - Nil $ 77,341 $ - |
|---|---|---|---|---|
| Shares 2,145,110 1,243,213 |
Shares - - |
Shares - - |
Shares 2,145,110 1,243,213 |
- 79 -
SCHEDULE 9
STANDARD FOODS CORPORATION
SCHEDULE OF CHANGES IN INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD FOR THE YEAR ENDED DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars)
| Investees Accession Limited Standard Dairy Products Taiwan Limited Charng Hui Ltd. DOMEX Technology Corporation Standard Beverage Company Limited Standard Investment (Cayman) Limited Le Bonta Wellness International Corporation Le Bonta Wellness Co., Ltd. Standard Foods, LLC. |
Balance at January 1, 2020 Shares/Unit Amount 123,600,000 $ 3,381,908 30,000,000 1,000,126 24,100,000 290,480 10,374,399 247,879 7,907,000 82,342 150,124,815 5,220,048 - 8,781 - 108,378 - - $ 10,339,942 |
Addition Shares/Unit Amount - $ 242,397 - 404,208 - 84,342 - 84,047 - 3,473 - 465,541 - 177 - 1,354 - 9,056 $ 1,294,595 |
Decrease Shares/Unit Amount - $ 712 - 397,744 - 19,941 - 25,936 - 2,218 - - - - - 19,542 - 512 $ 466,605 |
Balance at December 31, 2020 Shares/Unit % Amount 123,600,000 100.00 $ 3,623,593 30,000,000 100.00 1,006,590 24,100,000 100.00 354,881 10,374,399 52.00 305,990 7,907,000 100.00 83,597 150,124,815 100.00 5,685,589 - 100.00 8,958 - 51.00 90,190 - 100.00 8,544 $ 11,167,932 |
Net Assets | Value Total Price Collateral Remark $ 3,655,646 Nil Note 1 1,020,309 Nil Note 2 763,720 Nil Note 3 305,374 Nil Note 4 83,587 Nil Note 5 5,685,589 Nil Note 6 8,699 Nil Notes 7 and 10 90,190 Nil Notes 8 and 10 8,544 Nil Notes 9 and 10 $ 11,621,658 |
|---|---|---|---|---|---|---|
| Unit Price (NT$) 29.58 33.55 31.69 29.44 10.57 37.87 - - - |
||||||
| Shares/Unit 123,600,000 30,000,000 24,100,000 10,374,399 7,907,000 150,124,815 - - - |
Shares/Unit - - - - - - - - - |
Shares/Unit - - - - - - - - - |
Shares/Unit % 123,600,000 100.00 30,000,000 100.00 24,100,000 100.00 10,374,399 52.00 7,907,000 100.00 150,124,815 100.00 - 100.00 - 51.00 - 100.00 |
Note 1: For the year ended December 31, 2020, the increase amount of investment income accounted for using the equity method was $180,564 thousand; the increase amount of translation adjustment was $61,833 thousand; the decrease amount of other comprehensive income was $712 thousand.
-
Note 2: For the year ended December 31, 2020, the increase amount of investment income accounted for using the equity method was $404,208 thousand; the decrease amount of the cash dividend issued by the investee was $394,160 thousand; and the decrease amount of other comprehensive income was $3,584 thousand.
-
Note 3: This is a subsidiary of the Company, and because it held the shares of the Company, it received cash dividend from the Company. Therefore, there was an increase in cash dividend which amounted to a total of $84,342 thousand, of which adjustment to the capital surplus was $17,674 thousand and other comprehensive income was $63,927 thousand. The investment income accounted for using the equity method was $2,741 thousand. For the year ended December 31, 2020, the decrease amount of the cash dividend which was issued by the investee was $19,941 thousand.
-
Note 4: For the year ended December 31, 2020, the increase amount of investments amounted to a total of $84,047 thousand, of which the equity method adopted for the accounting of the investment income was $42,095 thousand; other comprehensive income was $41,952 thousand; and the decrease amount of cash dividend which was issued by the investee was $25,936 thousand.
-
Note 5: For the year ended December 31, 2020, the increase amount of investments amounted to $3,473 thousand, of which the equity method adopted for the accounting of the investment income was $3,380 thousand; other comprehensive income was $93 thousand; the decrease amount of cash dividend which was issued by the investee was $2,218 thousand.
Note 6: For the year ended December 31, 2020, the increase amount of investment income accounted for using the equity method was $377,175 thousand; and the decrease amount of translation adjustment was $88,366 thousand.
Note 7: For the year ended December 31, 2020, the increase amount of investment income accounted for using the equity method was $177 thousand.
Note 8: For the year ended December 31, 2020, the increase amount of translation adjustment was $1,354 thousand; the decrease amount of investment income accounted for using the equity method was $19,542 thousand.
Note 9: For the year ended December 31, 2020, the increase amount due to investing $9,056 thousand and the decrease amount of translation adjustment was $512 thousand.
Note 10: This is a limited company with no issued shares.
- 80 -
SCHEDULE 10
STANDARD FOODS CORPORATION
SCHEDULE OF CHANGES IN RIGHT-OF-USE ASSETS DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars)
| Item Cost As originally stated on January 1, 2020 Additions Lease expiration Balance at December 31, 2020 Accumulated depreciation As originally stated on January 1, 2020 Depreciation expenses Lease expiration Balance at December 31, 2020 |
Land $ 4,480 1,134 (1,603) $ 4,011 $ 865 1,851 (1,603) $ 1,113 |
Buildings Office Equipment Transpor- tation Equipment $ 96,723 $ 419 $ 6,460 1,808 131 - (1,867) - - $ 96,664 $ 550 $ 6,460 $ 20,739 $ 29 $ 2,154 21,190 76 1,077 (1,867) - - $ 40,062 $ 105 $ 3,231 |
Amount $ 108,082 3,073 (3,470) $ 107,685 $ 23,787 24,194 (3,470) $ 44,511 |
|---|---|---|---|
- 81 -
SCHEDULE 11
STANDARD FOODS CORPORATION
SCHEDULE OF TRADE PAYABLES DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars)
| Vendor Name Unrelated parties Company A Company B Others (Note) Related party GeneFerm Biotechnology Co., Ltd. |
Amount $ 162,370 54,467 611,108 $ 827,945 $ 20,526 |
|---|---|
Note: The amount of individual vendor included in others does not exceed 5% of the account balance.
- 82 -
SCHEDULE 12
STANDARD FOODS CORPORATION
SCHEDULE OF LEASE LIABILITIES FOR THE YEAR ENDED DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars)
| Balance at | Balance at | ||||
|---|---|---|---|---|---|
| Discount | December 31, | ||||
| Lease Term | Rate | 2020 |
Remark | ||
| Land |
July 25, 2019 - July 24, 2023 | 1.07% | $ | 1,040 |
|
| Buildings |
June 1, 2018 - December 31, 2023 | 1.07% | 57,541 | ||
| Office equipment |
August 1, 2019 - September 16, 2025 | 1.07% | 457 | ||
| 59,038 | |||||
| Less: Within 1 year | (20,979) | ||||
| Lease liabilities - non-current | $ | 38,059 |
- 83 -
SCHEDULE 13
STANDARD FOODS CORPORATION
SCHEDULE OF OPERATING REVENUES FOR THE YEAR ENDED DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars)
| Item Quantity (Tons) Nutritious foods 99,536 Cooking products 24,344 Others 9,032 Total sales Less: Sales returns Sales allowances Net sales |
Amount $ 12,498,016 2,258,371 435,955 15,192,342 (110,319) (1,897,488) $ 13,184,535 |
|---|---|
- 84 -
SCHEDULE 14
STANDARD FOODS CORPORATION
SCHEDULE OF OPERATING COSTS FOR THE YEAR ENDED DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars)
Item
Amount
| Cost of goods sold - finished goods Raw materials, beginning of year Add: Raw materials purchased Gain on physical inventory of raw materials Less: Transferred to other accounts Sales of raw materials Raw materials scrapped Raw materials, end of year Raw materials consumed Direct labor Manufacturing expenses Manufacturing costs Work in progress, beginning of year Less: Work in progress scrapped Other use Cost of finished goods Work in progress, end of year Finished goods, beginning of year Less: Transferred to other accounts Loss on physical inventory of finished goods Finished goods scrapped Cost of goods sold adjustment Finished goods, end of year Cost of goods sold - finished goods Cost of goods sold - merchandise Merchandise, beginning of year Add: Merchandise purchased Profit on physical inventory of merchandise Less: Other use Merchandise scrapped Cost of goods sold adjustment Merchandise, end of year Cost of goods sold - merchandise Cost of sales of raw materials Loss on physical inventory Inventory scrap losses |
$ 497,686 4,772,909 106 (4,106) (101,128) (4,337) (483,207) 4,677,923 233,963 941,033 5,852,919 136,206 (746) (6,775) 5,981,604 (145,137) 829,612 (73,609) (7) (863) (1,840) (724,984) 5,864,776 463,267 2,512,873 7 (10,056) (178) (1,361) (481,002) 2,483,550 101,128 (106) 6,123 $ 8,455,471 |
|---|---|
- 85 -
SCHEDULE 15
STANDARD FOODS CORPORATION
SCHEDULE OF OPERATING EXPENSES FOR THE YEARS ENDED DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars)
| Item Advertising expenses Salaries and pensions Freight expenses Taxes Professional service fees Rental Insurance premiums Amortization Depreciation Traveling expenses Repair and maintenance expenses Computer expenses Meal expenses Postage and telephone charges Entertainment expenses Employee welfare Utilities Donations Others Cost-sharing sectors (Note) |
Selling and Marketing Expenses General and Administrative Expenses Research and Development Expenses $ 769,905 $ - $ - 300,117 281,316 36,606 117,708 - - 13,992 104 35 135 39,016 64 18,806 659 49 28,030 16,333 3,279 1,849 2,129 - 21,822 17,952 12,548 18,394 1,276 451 8,304 592 3,435 3,856 30,849 275 9,126 3,471 971 520 1,529 215 1,072 6,255 76 8,311 3,151 852 5,144 2,205 1,466 3,493 21,625 - 9,464 43,412 27,231 - (18,394) - $ 1,340,048 $ 453,480 $ 87,553 |
Amount $ 769,905 618,039 117,708 14,131 39,215 19,514 47,642 3,978 52,322 20,121 12,331 34,980 13,568 2,264 7,403 12,314 8,815 25,118 80,107 (18,394)(Note) $ 1,881,081 |
|---|---|---|
Note: Transferred to manufacturing expenses.
- 86 -
SCHEDULE 16
STANDARD FOODS CORPORATION
SCHEDULE OF LABOR, DEPRECIATION AND AMORTIZATION BY FUNCTION FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)
| Item Labor cost Salary and bonus Labor and health insurance Pension Remuneration of directors Others Depreciation Amortization |
For the Year Ended 2020 Classified as Operating Expenses Classified as Non-operating Income and Expenses Total $ 548,351 $ - $ 983,494 40,193 - 79,817 23,287 - 40,316 21,965 - 21,965 31,789 - 63,224 $ 665,585 $ - $ 1,188,816 $ 52,322 $ - $ 225,981 $ 3,978 $ - $ 8,105 |
For the Year Ended 2020 Classified as Operating Expenses Classified as Non-operating Income and Expenses Total $ 548,351 $ - $ 983,494 40,193 - 79,817 23,287 - 40,316 21,965 - 21,965 31,789 - 63,224 $ 665,585 $ - $ 1,188,816 $ 52,322 $ - $ 225,981 $ 3,978 $ - $ 8,105 |
**December 31 ** | ||||
|---|---|---|---|---|---|---|---|
| 2020 | 2019 | ||||||
| Classified as Operating Costs $ 435,143 39,624 17,029 - 31,435 $ 523,231 $ 173,659 $ 4,127 |
Classified as Operating Expenses Classified as Non-operating Income and Expenses $ 548,351 $ - 40,193 - 23,287 - 21,965 - 31,789 - $ 665,585 $ - $ 52,322 $ - $ 3,978 $ - |
Classified as Operating Costs $ 410,499 38,471 16,391 - 29,000 $ 494,361 $ 170,081 $ 4,309 |
Classified as Operating Expenses Classified as Non-operating Income and Expense $ 499,601 $ - 38,970 - 22,287 - 25,073 - 27,544 - $ 613,475 $ - $ 52,006 $ - $ 7,689 $ - |
Total $ 910,100 77,441 38,678 25,073 56,544 $ 1,107,836 $ 222,087 $ 11,998 |
-
Note 1: As of December 31, 2020 and 2019, the Company had 996 and 975 and employees, respectively, of which 5 directors were not concurrently appointed as employees.
-
Note 2: The average employee benefit expense for 2020 is $1,177 thousand. (“Total amounts of current year employee benefit expenses - Total amounts of remuneration of directors”/“The number of current year employee - The number of directors who are not concurrent employees”).
-
Note 3: The average employee benefit expense for 2019 is $1,116 thousand. (“Total amounts of period year employee benefit expenses - Total amounts of remuneration of directors”/“The number of period year employee - The number of directors who are not concurrent employees”).
-
Note 4: The average employee salary expense for 2020 is $992 thousand. (Total amounts of current year employee salary expenses - “The number of current year employee - The number of directors who are not concurrent employees”).
Note 5: The average employee salary expense for 2019 is $938 thousand. (Total amounts of period year employee salary expenses/“The number of period year employee - The number of directors who are not concurrent employees”).
-
Note 6: The change in average employee salary expenses is 5.76%. (“Total amounts of current year average employee salary expenses - Total amounts of period year average employee salary expenses”/Total amounts of period year average employee salary expenses).
-
Note 7: The supervisors salary expense for 2020 is $0.
Note 8: The supervisors salary expense for 2019 is $0.
-
Note 9: The Company's payment fees are determined and regularly reviewed by the Remuneration Committee, and in addition to referring to the usual level of payment of the same industry, and to consider the reasonableness of the correlation with individual performance, company operating performance, payment methods and future operational risks. It shall be implemented after the adoption of the report to the board of directors; those who are assigned items of the surplus distribution table shall also be expected to report to the shareholders' meeting for adoption.
-
87 -