AI assistant
SFC — Interim / Quarterly Report 2021
Nov 12, 2021
51753_rns_2021-11-12_77fb8323-a495-4bd8-9d79-16e05bb3c3a0.pdf
Interim / Quarterly Report
Open in viewerOpens in your device viewer
Standard Foods Corporation and Subsidiaries
Consolidated Financial Statements and Independent Auditors' Report for the Three Months Ended March 31, 2021 and 2020
DECLARATION OF CONSOLIDATION OF FINANCIAL STATEMENTS OF AFFILIATES
The companies required to be included in the consolidated financial statements of affiliates in accordance with the “Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises” for the period ended March 31, 2021 are all the same as the companies required to be included in the consolidated financial statements of parent and subsidiary companies as provided in International Financial Reporting Standards No. 10, “Consolidated Financial Statements.” Relevant information that should be disclosed in the consolidated financial statements of affiliates has all been disclosed in the consolidated financial statements of parent and subsidiary companies. Hence, we have not prepared a separate set of consolidated financial statements of affiliates.
Very truly yours,
STANDARD FOODS CORPORATION
By
TER-FUNG TSAO Chairman
May 5, 2021
- 2 -
INDEPENDENT AUDITORS’ REVIEW REPOR
The Board of Directors and Shareholders Standard Foods Corporation
Introduction
We have reviewed the accompanying consolidated balance sheets of Standard Foods Corporation and its subsidiaries (the “Group”) as of March 31, 2021 and 2020 and the related consolidated statements of comprehensive income for the three months ended March 31, 2021 and 2020 and for the nine months ended March 31, 2021 and 2020, the consolidated statements of changes in equity and cash flows for the nine months then ended, and the related notes to the consolidated financial statements, including a summary of significant accounting policies "(collectively referred to as the consolidated financial statements)". Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Accounting Standard 34, “Interim Financial Reporting,” endorsed and issues into effect by the Financial Supervisory Commission of the Republic of China. Our responsibility is to express a conclusion on the consolidated financial statements based on our reviews.
Scope of Review
Except as explained in the following paragraph, we conducted our reviews in accordance with Statement of Auditing Standards No. 65 “Review of Financial Information Performed by the Independent Auditor of the Entity”. A review of consolidated financial statements consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Basis for Qualified Conclusion
As disclosed in Note 14 to the consolidated financial statements, the financial statements of non-significant subsidiaries included in the consolidated financial statements referred to in the first paragraph were not reviewed. As of March 31, 2021 and 2020, combined total assets of these non-significant subsidiaries were NT$8,665,638 thousand and NT$7,541,126 thousand, respectively, representing 32% and 29%, respectively, of the consolidated total assets, and combined total liabilities of these subsidiaries were NT$2,589,787 thousand NT$2,616,520 thousand, respectively, representing 32% and 32%, respectively, of the consolidated total liabilities; for the three-month periods ended March 31, 2020 and 2019, the amounts of combined comprehensive income of these subsidiaries were NT$146,948 thousand and NT$(5,585) thousand, respectively, representing 22% and (1%), respectively, of the consolidated total comprehensive income. As disclosed in Note 36 to the consolidated financial statements, the information on these subsidiaries were not reviewed.
- 3 -
Qualified Conclusion
Based on our reviews, except for the adjustments, if any, as might have been determined to be necessary had the financial statements of the non-significant subsidiaries as described in the preceding paragraph been reviewed, nothing has come to our attention that caused us to believe that the accompanying consolidated financial statements do not present fairly, in all material respects, the financial position of the Group as at March 31, 2021 and 2020, and of its consolidated financial performance and its consolidated cash flows for the three-month periods then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Accounting Standard 34, “Interim Financial Reporting,” endorsed and issues into effect by the Financial Supervisory Commission of the Republic of China.
The engagement partners on the reviews resulting in this independent auditors’ review report are Tza-Li Gung and Fang, Han-Ni.
Deloitte & Touche Taipei, Taiwan Republic of China
May 5, 2021
Notice to Readers
The accompanying consolidated financial statements are intended only to present the consolidated financial position, financial performance and cash flows in accordance with accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such consolidated financial statements are those generally applied in the Republic of China.
For the convenience of readers, the independent auditors’ report and the accompanying consolidated financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors’ report and consolidated financial statements shall prevail.
- 4 -
STANDARD FOODS CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS March 31, 2021, December 31, 2020, and March 31, 2020 (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 25) Trade receivables (Notes 10 and 25) Trade receivables from related parties (Notes 25 and 32) Finance lease receivables - current (Note 11) Other receivables (Note 10) Current tax assets Inventories (Note 12) Prepayments (Note 13) Other current assets (Notes 19 and 33) 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) Financial assets at amortized cost - Non-current (Note 9) Property, plant and equipment (Notes 15 and 33) Right-of-use assets (Note 16) Investment properties (Notes 17 and 33) Goodwill Other intangible assets (Note 18) Deferred tax assets Finance lease receivables - non-current (Note 11) Net defined benefit assets - non-current Other non-current assets (Notes 19 and 33) Total non-current assets TOTAL ASSETS LIABILITIES AND EQUITY CURRENT LIABILITIES Short-term borrowings (Notes 20 and 33) Short-term bills payable (Note 20) Contract liabilities - current (Note 25) Notes payable (Note 21) Trade payables (Note 21) Trade payables to related parties (Note 32) Other payables (Note 22) Current tax liabilities Lease liabilities - current (Note 16) Other current liabilities (Note 22) Total current liabilities NON-CURRENT LIABILITIES Deferred tax liabilities Lease liabilities - non-current (Note 16) Net defined benefit liabilities - non-current Other non-current liabilities (Note 22) Total non-current liabilities Total liabilities EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY (Note 24) Ordinary Shares Capital surplus Retained earnings Legal reserve Special reserve Unappropriated Earnings Total retained earnings Other equity Treasury stock Total equity attributable to owners of the Company NON-CONTROLLING INTERESTS (Note 24) Total equity TOTAL LIABILITIES AND EQUITY |
March 31, 2021 (Reviewed) Amount % $ 1,746,505 7 2,391,589 9 313,324 1 2,663,186 10 26,684 - 5,154,640 19 5,865 - 3,004 - 224,391 1 66,153 - 5,478,110 21 1,601,548 6 102,312 - 19,777,311 74 10,261 - 339,842 1 303,968 1 4,147,750 16 604,574 2 837,053 3 817 - 103,410 - 428,551 2 23,228 - 4,320 - 246,739 1 7,050,513 26 $ 26,827,824 100 $ 1,403,460 6 99,919 - 267,239 1 92,145 - 1,522,075 6 19,187 - 3,210,829 12 557,393 2 80,491 - 138,338 1 7,391,076 28 301,873 1 169,911 1 261,637 1 25,577 - 758,998 3 8,150,074 30 9,150,897 34 127,392 - 3,287,022 12 577,494 2 5,483,326 21 9,347,842 35 294,289) ( 1) 21,182) - 18,310,660 68 367,090 2 18,677,750 70 $ 26,827,824 100 |
December 31, 2020 (Audited) Amount % $ 4,332,018 16 1,490,336 5 249,485 1 1,728,070 6 3,154 - 6,295,581 23 9,011 - 2,917 - 224,370 1 23,063 - 5,124,648 18 1,579,289 6 63,844 - 21,125,786 76 10,666 - 267,178 1 - - 4,201,645 15 626,440 2 844,797 3 817 - 105,391 - 417,127 2 24,031 - 3,521 - 196,463 1 6,698,076 24 $ 27,823,862 100 $ 1,846,767 7 129,869 1 748,044 3 90,333 - 2,107,188 8 20,526 - 3,442,258 12 399,020 1 77,782 - 94,108 - 8,955,895 32 351,328 1 200,191 1 280,701 1 20,120 - 852,340 3 9,808,235 35 9,150,897 33 127,392 - 3,287,022 12 577,494 2 4,918,357 18 8,782,873 32 ( 355,492) ( 1) ( 21,182) - 17,684,488 64 331,139 1 18,015,627 65 $ 27,823,862 100 |
December 31, 2020 (Audited) Amount % $ 4,332,018 16 1,490,336 5 249,485 1 1,728,070 6 3,154 - 6,295,581 23 9,011 - 2,917 - 224,370 1 23,063 - 5,124,648 18 1,579,289 6 63,844 - 21,125,786 76 10,666 - 267,178 1 - - 4,201,645 15 626,440 2 844,797 3 817 - 105,391 - 417,127 2 24,031 - 3,521 - 196,463 1 6,698,076 24 $ 27,823,862 100 $ 1,846,767 7 129,869 1 748,044 3 90,333 - 2,107,188 8 20,526 - 3,442,258 12 399,020 1 77,782 - 94,108 - 8,955,895 32 351,328 1 200,191 1 280,701 1 20,120 - 852,340 3 9,808,235 35 9,150,897 33 127,392 - 3,287,022 12 577,494 2 4,918,357 18 8,782,873 32 ( 355,492) ( 1) ( 21,182) - 17,684,488 64 331,139 1 18,015,627 65 $ 27,823,862 100 |
March 31, 2020 (Reviewed) | March 31, 2020 (Reviewed) | |||
|---|---|---|---|---|---|---|---|---|
| Amount $ 1,746,505 2,391,589 313,324 2,663,186 26,684 5,154,640 5,865 3,004 224,391 66,153 5,478,110 1,601,548 102,312 19,777,311 10,261 339,842 303,968 4,147,750 604,574 837,053 817 103,410 428,551 23,228 4,320 246,739 7,050,513 $ 26,827,824 $ 1,403,460 99,919 267,239 92,145 1,522,075 19,187 3,210,829 557,393 80,491 138,338 7,391,076 301,873 169,911 261,637 25,577 758,998 8,150,074 9,150,897 127,392 3,287,022 577,494 5,483,326 9,347,842 294,289) 21,182) 18,310,660 367,090 18,677,750 $ 26,827,824 |
Amount $ 4,332,018 1,490,336 249,485 1,728,070 3,154 6,295,581 9,011 2,917 224,370 23,063 5,124,648 1,579,289 63,844 21,125,786 10,666 267,178 - 4,201,645 626,440 844,797 817 105,391 417,127 24,031 3,521 196,463 6,698,076 $ 27,823,862 $ 1,846,767 129,869 748,044 90,333 2,107,188 20,526 3,442,258 399,020 77,782 94,108 8,955,895 351,328 200,191 280,701 20,120 852,340 9,808,235 9,150,897 127,392 3,287,022 577,494 4,918,357 8,782,873 355,492) 21,182) 17,684,488 331,139 18,015,627 $ 27,823,862 |
Amount $ 3,104,877 1,481,192 154,091 3,502,009 12,798 4,592,437 5,312 2,810 266,331 98,760 4,024,498 1,531,341 26,001 18,802,457 5,328 138,006 - 5,038,850 674,064 121,746 817 67,529 474,803 26,233 1,882 249,625 6,798,883 $ 25,601,340 $ 1,996,340 50,000 322,688 455,166 1,346,175 22,581 2,441,241 667,032 80,428 45,567 7,427,218 221,909 234,057 267,977 22,454 746,397 8,173,615 9,150,897 109,718 2,945,412 330,945 5,349,317 8,625,674 696,077) 21,182) 17,169,030 258,695 17,427,725 $ 25,601,340 |
% | |||||
( ( |
( ( |
( ( |
12 6 - 14 - 18 - - 1 - 16 6 - 73 - 1 - 20 3 - - - 2 - - 1 27 100 8 - 1 2 5 - 10 3 - - 29 1 1 1 - 3 32 36 - 11 1 21 33 ( 2) - 67 1 68 100 |
The accompanying notes are an integral part of the consolidated financial statements.
- 5 -
STANDARD FOODS CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME For the Three Months Ended March 31, 2021 and 2020 (In Thousands of New Taiwan Dollars, Except Earnings Per Share) (Reviewed, not Audited)
| OPERATING REVENUE Sales (Notes 25 and 32) OPERATING COSTS Cost of goods sold (Notes 12, 26, and 32) GROSS PROFIT OPERATING EXPENSES (Note 26) Selling and marketing expenses General and administrative expenses Research and development expenses Expected credit losses (or reversal) Total operating expenses OPERATING INCOME NON-OPERATING INCOME AND EXPENSES (Note 26) Interest income Other income Other gains and losses Financial cost Total non-operating income and expenses PROFIT BEFORE INCOME TAX INCOME TAX EXPENSE (Note 27) |
For the Three Months Ended March 31, 2021 Amount % $ 8,269,002 100 6,163,468 75 2,105,534 25 1,097,019 13 253,662 3 38,680 - 4,012) - 1,385,349 16 720,185 9 31,291 - 8,764 - 23,529 ) - 11,525) - 5,001 - 725,186 9 153,750 2 |
For the Three Months Ended March 31, 2021 Amount % $ 8,269,002 100 6,163,468 75 2,105,534 25 1,097,019 13 253,662 3 38,680 - 4,012) - 1,385,349 16 720,185 9 31,291 - 8,764 - 23,529 ) - 11,525) - 5,001 - 725,186 9 153,750 2 |
For the Three Months Ended March 31, 2020 |
For the Three Months Ended March 31, 2020 |
For the Three Months Ended March 31, 2020 |
||
|---|---|---|---|---|---|---|---|
| Amount $ 8,269,002 6,163,468 2,105,534 1,097,019 253,662 38,680 4,012) 1,385,349 720,185 31,291 8,764 23,529 ) 11,525) 5,001 725,186 153,750 |
Amount $ 6,671,433 4,775,935 1,895,498 862,373 251,927 34,832 7,286 1,156,418 739,080 32,805 7,525 2,706 14,808) 28,228 767,308 159,821 |
% | |||||
( ( ( |
( |
100 72 28 13 4 - - 17 11 - - - - - 11 2 |
(Continued)
- 6 -
(Continued from the previous page)
| (Continued from the previous page) | |||||||
|---|---|---|---|---|---|---|---|
| NET PROFIT FOR THE PERIOD OTHER COMPREHENSIVE INCOME (LOSS) Items that will not be reclassified subsequently to profit or loss: Unrealized gain (loss) on investments in equity instruments at fair value through other comprehensive income Income tax relating to items that will not be reclassified subsequently to profit or loss (Note 27) Items that may be reclassified subsequently to profit or loss: Exchange differences on translating the financial statements of foreign operations Income tax relating to the items that may be reclassified subsequently to profit or loss (Note 27) Other comprehensive income (net, after tax) TOTAL COMPREHENSIVE INCOME FOR THE PERIOD NET PROFIT ATTRIBUTABLE TO: Owners of the Company Non-controlling Interests TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO: Owners of the Company Non-controlling Interests EARNINGS PER SHARE (Note 28) Basic Diluted |
For the Three Months Ended March 31, 2021 Amount % $ 571,436 7 136,510 2 4) - 136,506 2 57,216 ) ( 1 ) 11,397 - 45,819) ( 1) 90,687 1 $ 662,123 8 $ 564,969 7 6,467 - $ 571,436 7 $ 626,172 8 35,951 - $ 662,123 8 $ 0.62 $ 0.62 |
For the Three Months Ended March 31, 2020 |
|||||
| Amount $ 571,436 136,510 4) 136,506 57,216 ) 11,397 45,819) 90,687 $ 662,123 $ 564,969 6,467 $ 571,436 $ 626,172 35,951 $ 662,123 $ 0.62 $ 0.62 |
Amount $ 607,487 84,299 ) 4) 84,303) 57,613 ) 11,463 46,150) 130,453) $ 477,034 $ 609,486 1,999) $ 607,487 $ 490,903 13,869) $ 477,034 $ 0.67 $ 0.67 |
% | |||||
( ( ( |
( ( |
( ( ( ( ( ( ( ( |
( ( ( ( ( |
9 1 ) - 1) 1 ) - 1) 2) 7 9 - 9 7 - 7 |
The accompanying notes are an integral part of the consolidated financial statements.
- 7 -
STANDARD FOODS CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY For the Three Months Ended March 31, 2021 and 2020 (In Thousands of New Taiwan Dollars) (Reviewed, not Audited)
Balance at January 1, 2020 Net profit for the three months ended March 31, 2020 Other comprehensive income for the three months ended March 31, 2020 Total comprehensive income for the three months ended March 31, 2020 Balance at March 31, 2020 Balance at January 1, 2021 Net profit for the three months ended March 31, 2021 Other comprehensive income for the three months ended March 31, 2021 Total comprehensive income for the three months ended March 31, 2021 Balance at March 31, 2021 |
Equity Attributable to Owners of | Equity Attributable to Owners of | Equity Attributable to Owners of | the Company | the Company | Total $ 16,678,127 609,486 118,583) 490,903 $ 17,169,030 $ 17,684,488 564,969 61,203 626,172 $ 18,310,660 |
Non-controlling Interests $ 272,564 ( 1,999 ) ( 11,870) ( 13,869) $ 258,695 $ 331,139 6,467 29,484 35,951 $ 367,090 |
Total Equity | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Ordinary Shares $ 9,150,897 - - - $ 9,150,897 $ 9,150,897 - - - $ 9,150,897 |
Capital surplus $ 109,718 - - - $ 109,718 $ 127,392 - - - $ 127,392 |
Retained | earnings | Total $ 8,016,188 609,486 - 609,486 $ 8,625,674 $ 8,782,873 564,969 - 564,969 $ 9,347,842 |
Other Equity Items | Total ( $ 577,494 ) - ( 118,583) ( 118,583) ($ 696,077) ( $ 355,492 ) - 61,203 61,203 ($ 294,289) |
Treasury stock ( $ 21,182 ) - - - ($ 21,182) ( $ 21,182 ) - - - ($ 21,182) |
||||||||||
| Exchange differences on translating the financial statements of foreign operations ( $ 693,038 ) - ( 45,855) ( 45,855) ($ 738,893) ( $ 572,206 ) - ( 45,587) ( 45,587) ($ 617,793) |
Unrealized gain (loss) on financial assets at FVTOCI $ 115,544 - ( 72,728) ( 72,728) $ 42,816 $ 216,714 - 106,790 106,790 $ 323,504 |
||||||||||||||||
| Legal reserve $ 2,945,412 - - - $ 2,945,412 $ 3,287,022 - - - $ 3,287,022 |
Special reserve $ 330,945 - - - $ 330,945 $ 577,494 - - - $ 577,494 |
Unappropriated Earnings $ 4,739,831 609,486 - 609,486 $ 5,349,317 $ 4,918,357 564,969 - 564,969 $ 5,483,326 |
|||||||||||||||
( ( |
( |
( |
$ 16,950,691 607,487 130,453) 477,034 $ 17,427,725 $ 18,015,627 571,436 90,687 662,123 $ 18,677,750 |
The accompanying notes are an integral part of the consolidated financial statements.
- 8 -
STANDARD FOODS CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS For the Three Months Ended March 31, 2021 and 2020 (In Thousands of New Taiwan Dollars) (Reviewed, not Audited)
CASH FLOWS FROM OPERATING ACTIVITIES Income before income tax Adjustments for: Depreciation expenses Amortization expenses Expected credit losses (or reversal) Financial assets at fair value through profit or loss and net loss of liabilities Financial cost Interest income Dividend income Net loss (profit) on disposal of property, plant, and equipment Others Net changes in operating assets and liabilities Financial assets mandatorily classified as FVTPL Notes receivable Trade receivables - related parties Trade receivables from related parties Other receivables - related parties Inventories Prepayments Other current assets Net defined benefit assets Contract liabilities Notes payable Trade payables - related parties Trade payables to related parties Other payables - related parties Other current liabilities Net defined benefit liabilities Cash generated from operations Interest received Interest paid Income tax paid Net cash generated from/(used in) operating activities |
For the three months ended March 31, 2021 $ 725,186 151,028 20,053 ( 4,012 ) 18,905 11,525 ( 31,291 ) ( 225 ) 766 1,175 ( 920,274 ) ( 23,766 ) 1,114,900 3,146 3,599 ( 379,136 ) ( 29,554 ) ( 39,030 ) ( 799 ) ( 481,415 ) 2,269 ( 584,918 ) ( 1,339 ) ( 222,362 ) 67,414 ( 17,636) ( 615,791 ) 27,532 ( 11,779 ) ( 89,156) ( 689,194) |
For the three months ended March 31, 2020 |
|---|---|---|
| $ 767,308 147,623 13,745 7,286 5,116 14,808 ( 32,805 ) ( 225 ) ( 1,376 ) - ( 816,389 ) ( 9,976 ) 1,835,649 ( 5,312 ) ( 63,282 ) ( 395,201 ) ( 155,398 ) 3,384 ( 963 ) ( 1,775 ) 142,877 ( 669,081 ) ( 3,560 ) ( 406,220 ) 17,300 ( 31,471) 362,062 22,665 ( 12,324 ) ( 131,153) 241,250 |
(Continued)
- 9 -
(Continued from the previous page)
| CASH FLOWS FROM INVESTING ACTIVITIES Purchase of financial assets at amortized cost Disposal of financial assets at amortized cost Acquisition of property, plant, and equipment Proceeds from disposal of property, plant and equipment Payments for intangible assets Decrease in finance lease receivables Increase in other financial assets Increase in other non-current assets Dividends received Net cash used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Increase in short-term borrowings Decrease in short-term borrowings Decrease in short-term bills payable Payments for long-term borrowings Repayments of principal portion of lease liabilities Increase in other financial liabilities Decrease in other non-current liabilities Net cash generated from/(used in) financing activities EFFECTS OF EXCHANGE RATE CHANGES ON THE BALANCE OF CASH HELD IN FOREIGN CURRENCIES NET DECREASE IN CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS, BEGINNING OF THE PERIOD CASH AND CASH EQUIVALENTS, END OF THE PERIOD |
For the Three Months Ended March 31, 2021 ( $ 1,961,974 ) 710,377 ( 83,186 ) 440 ( 6,727 ) 716 ( 55,112 ) ( 14,303 ) 225 ( 1,409,544) - ( 438,158 ) ( 29,950 ) - ( 31,864 ) 5,594 - ( 494,378) 7,603 ( 2,585,513 ) 4,332,018 $ 1,746,505 |
For the Three Months Ended March 31, 2020 |
|---|---|---|
| ( $ 2,368,135 ) 1,060,575 ( 58,665 ) 1,589 ( 1,287 ) 681 ( 896 ) ( 682 ) 225 ( 1,366,595) 631,377 - ( 49,968 ) ( 6,000 ) ( 34,453 ) 117 ( 565) 540,508 ( 16,189) ( 601,026 ) 3,705,903 $ 3,104,877 |
The accompanying notes are an integral part of the consolidated financial statements.
- 10 -
STANDARD FOODS CORPORATION AND SUBSIDIARIES
Notes to consolidated financial statements For the Three Months Ended March 31, 2021 and 2020 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise) (Reviewed, not Audited)
1. GENERAL INFORMATION
Standard Foods Corporation (the "Company") was incorporated on June 6, 1986. The Company mainly manufactures and sells nutritious foods, edible oils, dairy products and beverages.
The Company's shares have been listed on the Taiwan Stock Exchange since April 1994.
The consolidated financial statements of the Company and its subsidiaries, collectively referred to as the "Group," are presented in the Company's functional currency, the New Taiwan dollar.
2. APPROVAL OF FINANCIAL STATEMENTS
The Consolidated Financial Statements have been approved by the Board of Directors on May 5, 2021.
3. APPLICATION OF NEW, AMENDED, AND REVISED STANDARDS AND INTERPRETATIONS
- a. The first-time application of the amended International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) (hereinafter referred to as "IFRSs") endorsed and issued into effect by the Financial Supervisory Commission (FSC).
The application of the IFRSs recognized and issued into effect by the FSC should not result in major changes in the accounting policies of the Company and the entities controlled by the Company (hereinafter referred to as the "Consolidated Company"):
- b. IFRSs issued by the International Accounting Standards Board (IASB) but not yet endorsed and issued into effect by the FSC:
| New/Amended/Revised StandardsandInterpretations Annual improvement of IFRSs 2018-2020 Amendment to IFRIC 3 “References 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 "Classify Liabilities as Current or Non-current" Amendments to IAS 1 "Disclosure of Accounting Policies" Amendment to IAS 8 “Definition of Accounting Estimate” Amendments to IAS 16 Real estate, Plant, and Equipment - Proceeds before Intended Use Amendments to IAS 37 "Onerous Contracts - Cost of Fulfilling a Contract" |
Effective Date Announced by IASB(Note1) |
|---|---|
| January 1, 2022 (Note 2) January 1, 2022 (Note 3) To be determined 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) |
-
Notes 1: Unless stated otherwise, the above New/Amended/Revised Standards and Interpretations are effective for annual reporting periods beginning on or after their respective effective dates.
-
11 -
-
Notes 2: The amendments to IFRS 9 are applicable to the exchange or term revisions of financial liabilities occurring in annual reporting periods beginning on or after January 1, 2022; the amendments to IAS 41 "Agriculture" are applicable to fair value measurements in annual reporting periods beginning on or after January 1, 2022; the amendments to IFRS 1 "First-Time Adoption of IFRSs" are applied retrospectively to annual reporting periods beginning on or after January 1, 2022.
-
Note 3: The amendments are applicable to business combinations with acquisition dates in annual reporting periods beginning on or after January 1, 2022.
-
Notes 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.
-
Notes 5: This amendment applies to contracts that have not fulfilled all obligations on January 1, 2022.
-
Notes 6: This amendment prospectively applies to the annual reporting period beginning after January 1, 2023.
-
Notes 7: This amendment applies to changes in accounting estimates and changes in accounting policies that occur during the annual reporting period beginning after January 1, 2023.
As of the date of authorization of the Consolidated Financial Statements, the Group has continued to assess the effects of amendments to other standards and interpretations on its financial conditions and performance. Related impacts will be disclosed upon completion of the assessment.
4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
- a. Statement of compliance
The consolidated financial report was formulated in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IAS 34 "Interim Financial Reporting" recognized and announced to enter into effect by FSC. The consolidated financial statements do not include all IFRSs disclosure information required by the annual financial report.
- b. Basis of preparation
The consolidated financial statements have been prepared on the historical cost basis except for financial instruments which are measured at fair value and net defined benefit liabilities which are measured at the present value of the defined benefit obligation less the fair value of plan assets.
The fair value measurements, which are grouped into Levels 1 to 3 based on the degree to which the fair value measurement inputs are observable and 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 on the measurement date;
-
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.
-
12 -
c. Basis of consolidation
The consolidated financial statements incorporate the financial statements of the Company and the entities controlled by the Company (i.e., its subsidiaries). Income and expenses of subsidiaries acquired or disposed of during the period are included in the consolidated statements of comprehensive income from the effective dates of acquisitions up to the effective dates of disposals, as appropriate. When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the combined company. All intra-group transactions, balances, income and expenses are eliminated in full upon consolidation. Total comprehensive income of subsidiaries is attributed to the owners of the Company and to the non-controlling interests even if this results in the non-controlling interests having a deficit balance.
Changes in the combined company's ownership interests in subsidiaries that do not result in the combined company losing control over the subsidiaries are accounted for as equity transactions. The carrying amounts of the interests of the Group and the non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiaries. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognized directly in equity and attributed to the owners of the Company.
Refer to Note 14 and Tables 7 and 8 for detailed information on subsidiaries (including the percentages of ownership and main businesses).
- d. Other Significant Accounting Policies
Except for the following, please refer to the summary of material accounting policies in the 2020 consolidated financial statements.
1) Pension Benefit in Defined Benefit Plan
The pension cost for the interim period is calculated based on the actuarial cost ratio determined by the actuarial calculation at the end of the previous year. Calculation term is from the beginning of the period to the end of the period, and adjustments are made for major market fluctuations in the current period, major amendments to plans, settlement, or other significant one-time matters.
- 2) Other long-term employee benefits
Other long-term employee benefits have the same accounting treatment as the pension benefit in defined benefit plan, except that the relevant remeasurements are recognized in profit or loss.
3) Income tax
Income tax expenses are the sum of current income tax and deferred income tax. The interim income tax is evaluated on an annual basis and the interim profit before tax is applied with the tax rate applicable to the expected total annual earnings for calculations.
5. CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY
The key sources of major accounting judgments and uncertainty of estimation and assumptions adopted in these consolidated financial statements are the same as those in the consolidated financial statements for the year ended December 31, 2020.
- 13 -
6. CASH AND CASH EQUIVALENTS
| CASH AND CASH EQUIVALENTS | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| **March 31, 2021 ** | December 31, | **2020 ** | March 31, 2020 | ||||||
| Cash on hand | $ | 46,035 |
$ | 2,336 |
$ | 2,755 | |||
| Checking accounts and demand deposits | 1,646,107 | 4,258,398 | 2,692,651 | ||||||
| Cash equivalents (investments with original | |||||||||
| maturities of less than 3 months) | |||||||||
| Time deposits | 54,363 | 71,284 | 243,709 | ||||||
| Repurchase agreements collateralized | |||||||||
| by bonds | - |
- |
165,762 | ||||||
| $ | 1,746,505 |
$ | 4,332,018 |
$ | 3,104,877 | ||||
| The ranges of annual interest rate of cash in | bank at | the end of the | reporting period were as follows: | ||||||
| March 31, 2021 | December 31, | **2020 ** | March 31, 2020 | ||||||
| Bank deposits | 0.001%-3.150% | 0.001%-3.220% |
0.001%-3.730% | ||||||
| Repurchase agreements collateralized by | |||||||||
| bonds | - | - | 0.400%-0.420% | ||||||
| FINANCIAL INSTRUMENTS AT FAIR | VALUE THROUGH | PROFIT OR LOSS | |||||||
| March 31, 2021 | December 31, | **2020 ** | March 31, 2020 | ||||||
| Financial assets at FVTPL-current | |||||||||
| Mandatorily measured at FVTPL | |||||||||
| Non-derivative financial assets | |||||||||
| - Fund beneficiary certificates | $ | 2,362,495 |
$ | 1,461,304 |
$ | 1,450,402 | |||
| - Bonds | 29,094 |
29,032 |
30,790 | ||||||
| $ | 2,391,589 |
$ | 1,490,336 |
$ | 1,481,192 | ||||
| Financial assets at FVTPL-non-current | |||||||||
| Mandatorily measured at FVTPL | |||||||||
| Non-derivative financial assets | |||||||||
| - Non-listed stocks | $ | 10,261 |
$ | 10,666 |
$ | 5,328 | |||
| FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER | COMPREHENSIVE INCOME | ||||||||
| March 31, 2021 | **December 31, ** | **2020 ** | March 31, 2020 | ||||||
| Current | |||||||||
| Investments in equity instruments | $ | 313,324 |
$ | 249,485 | $ | 154,091 | |||
| Non-current | |||||||||
| Investments in equity instruments | $ | 339,842 |
$ | 267,178 | $ | 138,006 | |||
| Investments in equity instruments | |||||||||
| March 31, 2021 |
December 31, | 2020 | March 31, 2020 | ||||||
| Current | |||||||||
| Listed stocks | |||||||||
| Ordinary shares - Far Eastern | |||||||||
| International Bank | $ | 15,161 |
$ | 15,374 |
$ | 13,859 | |||
| Ordinary shares - Chunghwa Telecom | |||||||||
| Co., Ltd | 5,419 | 5,297 | 5,224 | ||||||
| Ordinary shares - Formosa Plastics Corp. | 9,236 | 8,815 | 6,867 |
7. FINANCIAL INSTRUMENTS AT FAIR VALUE THROUGH PROFIT OR LOSS
8. FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME
(Continued)
- 14 -
(Continued from the previous page)
| March 31, 2021 December 31, 2020 March 31, 2020 Ordinary shares - China Steel Corp. $ 20,804 $ 19,881 $ 15,222 Ordinary shares - Polytronics Technology Corp. 209,874 152,418 88,259 Ordinary shares - Taiwan Semiconductor Manufacturing Co., Ltd. 52,830 47,700 24,660 $ 313,324 $ 249,485 $ 154,091 Non-current Listed shares and emerging market shares Ordinary shares - GeneFerm Biotechnology Co., Ltd. (GeneFerm) $ 72,719 $ 62,423 $ 40,757 Unlisted shares Ordinary shares - Dah Chung Bills Finance Corp. 15,354 14,918 13,004 Ordinary shares - InnoComm Mobile Technology Corp. 250,704 188,784 83,304 Ordinary shares - AsiaVest Liquidation Co. 1,065 1,053 941 $ 339,842 $ 267,178 $ 138,006 These investments by the combined company are held for medium- to long-term strategic purposes and the combined company expects to profit from long-term investments. Accordingly, the management elected to designate these investments in equity instruments as at fair value through other comprehensive profit or loss as they believe that recognizing short-term fluctuations in these investments' fair value in profit or loss would not be consistent with the combined company's strategy of holding these investments for long-term purposes. FINANCIAL ASSETS AT AMORTIZED COST March 31, 2021 December 31, 2020 March 31, 2020 Current Time deposits with original maturities of more than 3 months $ 2,663,186 $ 1,728,070 $ 3,502,009 Non-current Time deposits with original maturities of more than 3 months $ 303,968 $ - $ - |
March 31, 2021 December 31, 2020 March 31, 2020 Ordinary shares - China Steel Corp. $ 20,804 $ 19,881 $ 15,222 Ordinary shares - Polytronics Technology Corp. 209,874 152,418 88,259 Ordinary shares - Taiwan Semiconductor Manufacturing Co., Ltd. 52,830 47,700 24,660 $ 313,324 $ 249,485 $ 154,091 Non-current Listed shares and emerging market shares Ordinary shares - GeneFerm Biotechnology Co., Ltd. (GeneFerm) $ 72,719 $ 62,423 $ 40,757 Unlisted shares Ordinary shares - Dah Chung Bills Finance Corp. 15,354 14,918 13,004 Ordinary shares - InnoComm Mobile Technology Corp. 250,704 188,784 83,304 Ordinary shares - AsiaVest Liquidation Co. 1,065 1,053 941 $ 339,842 $ 267,178 $ 138,006 These investments by the combined company are held for medium- to long-term strategic purposes and the combined company expects to profit from long-term investments. Accordingly, the management elected to designate these investments in equity instruments as at fair value through other comprehensive profit or loss as they believe that recognizing short-term fluctuations in these investments' fair value in profit or loss would not be consistent with the combined company's strategy of holding these investments for long-term purposes. FINANCIAL ASSETS AT AMORTIZED COST March 31, 2021 December 31, 2020 March 31, 2020 Current Time deposits with original maturities of more than 3 months $ 2,663,186 $ 1,728,070 $ 3,502,009 Non-current Time deposits with original maturities of more than 3 months $ 303,968 $ - $ - |
March 31, 2021 December 31, 2020 March 31, 2020 Ordinary shares - China Steel Corp. $ 20,804 $ 19,881 $ 15,222 Ordinary shares - Polytronics Technology Corp. 209,874 152,418 88,259 Ordinary shares - Taiwan Semiconductor Manufacturing Co., Ltd. 52,830 47,700 24,660 $ 313,324 $ 249,485 $ 154,091 Non-current Listed shares and emerging market shares Ordinary shares - GeneFerm Biotechnology Co., Ltd. (GeneFerm) $ 72,719 $ 62,423 $ 40,757 Unlisted shares Ordinary shares - Dah Chung Bills Finance Corp. 15,354 14,918 13,004 Ordinary shares - InnoComm Mobile Technology Corp. 250,704 188,784 83,304 Ordinary shares - AsiaVest Liquidation Co. 1,065 1,053 941 $ 339,842 $ 267,178 $ 138,006 These investments by the combined company are held for medium- to long-term strategic purposes and the combined company expects to profit from long-term investments. Accordingly, the management elected to designate these investments in equity instruments as at fair value through other comprehensive profit or loss as they believe that recognizing short-term fluctuations in these investments' fair value in profit or loss would not be consistent with the combined company's strategy of holding these investments for long-term purposes. FINANCIAL ASSETS AT AMORTIZED COST March 31, 2021 December 31, 2020 March 31, 2020 Current Time deposits with original maturities of more than 3 months $ 2,663,186 $ 1,728,070 $ 3,502,009 Non-current Time deposits with original maturities of more than 3 months $ 303,968 $ - $ - |
December 31, 2020 | December 31, 2020 | March 31, 2020 | March 31, 2020 |
|---|---|---|---|---|---|---|
| $ 2,663,186 $ 303,968 |
$ 1,728,070 $ - |
$ 3,502,009 $ - |
These investments by the combined company are held for medium- to long-term strategic purposes and the combined company expects to profit from long-term investments. Accordingly, the management elected to designate these investments in equity instruments as at fair value through other comprehensive profit or loss as they believe that recognizing short-term fluctuations in these investments' fair value in profit or loss would not be consistent with the combined company's strategy of holding these investments for long-term purposes.
9. FINANCIAL ASSETS AT AMORTIZED COST
The ranges of interest rates for time deposits with original maturities of more than 3 months were 0.15%~4.13%, 0.35%~4.13%, and 0.56%~3.80% per annum as of March 31, 2021, December 31, 2020, and March 31, 2020, respectively.
- 15 -
10. NOTE RECEIVABLES, TRADE RECEIVABLES, AND OTHER RECEIVABLES
| Notes receivable Operating Trade receivables-related parties At amortized cost Gross carrying amount Less: Allowance for impairment loss Other receivables-related parties Accrued income Receivables from payments on behalf of others Receivables from promotion subsidy Others |
March 31, 2021 |
March 31, 2021 |
December 31, 2020 | December 31, 2020 | March 31, 2020 | March 31, 2020 |
|---|---|---|---|---|---|---|
( |
$ 26,684 $ 5,179,586 24,946) $ 5,154,640 $ 22,673 3,171 2,421 196,126 $ 224,391 |
( |
$ 3,154 $ 6,328,068 32,487) $ 6,295,581 $ 19,033 3,259 19,543 182,535 $ 224,370 |
( |
$ 12,798 $ 4,620,466 28,029) $ 4,592,437 $ 18,920 2,290 21,335 223,786 $ 266,331 |
The Group's credit period for commodity sales averages 30~90 days. To minimize credit risk, the management of the combined 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 combined company reviews the recoverable amount of each individual receivable on the balance sheet date to ensure that adequate allowances are made for possible irrecoverable amounts.
The combined company adopts the simplified approach of IFRS 9 to measures the loss allowance for trade receivables at an amount equal to lifetime expected credit losses (ECLs). The combined company performs assessment using the three forward-looking factors, i.e., industrial index of the customer, GDP growth rate and unemployment rate, as the ECL rate.
When there is evidence indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery, the credit risk management department of the combined company would continue to engage in enforcement activity in compliance with laws and regulations. The trade receivable will be written off when the amount due is collected.
The following table details the loss allowance of notes and trade receivables of the Group.
March 31, 2021
| March 31, 2021 | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| ECL rate Gross carrying amount Loss allowance (Lifetime ECL) Amortized cost December 31, 2020 ECL rate Gross carrying amount Loss allowance (Lifetime ECL) Amortized cost |
Not Pass Due | **Less than 30 Days ** | **31 to 90 Days ** | **91 to 180 Days ** | Over 180 Days | **Total ** | ||||||
( |
0.05% $ 4,857,305 2,367) $ 4,854,938 Not Pass Due |
2.18% $ 159,299 ( 3,469) $ 155,830 **Less than 30 Days ** |
4.57% $ 157,102 ( 7,187) $ 149,915 **31 to 90 Days ** |
26.90% $ 14,630 ( 3,935) $ 10,695 **91 to 180 Days ** |
44.54% $ 17,934 ( 7,988) $ 9,946 Over 180 Days |
( |
$ 5,206,270 24,946) $ 5,181,324 **Total ** |
|||||
( |
0.01% $ 5,855,491 537) $ 5,854,954 |
( |
0.44% $ 353,466 1,549) $ 351,917 |
( |
2.97% $ 74,259 2,207) $ 72,052 |
( |
51.56% $ 40,270 20,764) $ 19,506 |
( |
96.04% $ 7,736 7,430) $ 306 |
( |
$ 6,331,222 32,487) $ 6,298,735 |
- 16 -
March 31, 2020
| March 31, 2020 | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| ECL rate Gross carrying amount Loss allowance (Lifetime ECL) Amortized cost |
Not Pass Due | Less than 30 Days 1.33% $ 110,296 1,463) $ 108,833 |
Overdue 31 ~90 days |
Overdue 91 - 180 days |
Overdue Over 180 Days |
**Total ** | ||||||
( |
0.03% $ 4,248,457 1,097) $ 4,247,360 |
( |
( |
2.68% $ 220,521 5,914) $ 214,607 |
( |
14.14% $ 24,205 3,423) $ 20,782 |
( |
54.16% $ 29,785 16,132) $ 13,653 |
( |
$ 4,633,264 28,029) $ 4,605,235 |
The movements of the loss allowance of trade receivables were as follows:
| Balance at January 1 Add: Net remeasurement of loss allowance Less: Reversal impairment loss of current period Less: Actual write-off for the current period Foreign exchange translation gains and losses Balance at March 31 |
For the Three Months Ended March 31, 2021 $ 32,487 - ( 4,012 ) ( 3,141 ) ( 388) $ 24,946 |
For the Three Months Ended March 31, 2020 |
For the Three Months Ended March 31, 2020 |
|---|---|---|---|
( ( ( |
( |
$ 20,933 7,286 - - 190) $ 28,029 |
11. FINANCE LEASE RECEIVABLES
The composition of finance lease receivables was as follows:
| Undiscounted lease payments Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 onwards Less: Unearned finance income Net investment in leases presented as finance lease receivables |
March 31, 2021 | March 31, 2021 | **December 31, 2020 ** | **December 31, 2020 ** | March 31, 2020 $ 4,200 4,250 4,800 4,800 4,800 12,200 35,050 ( 6,007) $ 29,043 |
March 31, 2020 $ 4,200 4,250 4,800 4,800 4,800 12,200 35,050 ( 6,007) $ 29,043 |
|---|---|---|---|---|---|---|
( |
$ 4,250 4,800 4,800 4,800 4,800 7,400 30,850 4,618) $ 26,232 |
( |
$ 4,200 4,700 4,800 4,800 4,800 8,600 31,900 4,952) $ 26,948 |
$ 4,200 4,250 4,800 4,800 4,800 12,200 35,050 6,007) $ 29,043 |
As of March 31, 2021 no finance lease receivable was past due. The combined company has not recognized a loss allowance for finance lease receivables after taking into consideration the historical default experience and the future prospects of the industries in which the lessees operate, together with the value of collateral held over these finance lease receivables.
12. INVENTORIES
| INVENTORIES | ||||||
|---|---|---|---|---|---|---|
| Merchandise Finished goods Work in progress Raw materials Packing materials |
March 31, 2021 | December 31, 2020 | March 31, 2020 $ 553,518 1,167,098 625,742 1,619,334 58,806 $ 4,024,498 |
|||
| $ 554,287 1,359,141 1,036,330 2,453,391 74,961 $ 5,478,110 |
$ 640,373 1,977,416 350,629 2,092,141 64,089 $ 5,124,648 |
$ 553,518 1,167,098 625,742 1,619,334 58,806 $ 4,024,498 |
Cost of goods sold for the three months ended March 31, 2021 includes loss in inventory value of NT$25,035 thousand and inventory obsolescence loss of NT$5,080 thousand, respectively. Cost of goods sold for the three months ended March 31, 2020 includes loss in inventory value of NT$9,999 thousand and inventory obsolescence loss of NT$6,726 thousand.
- 17 -
13. PREPAYMENTS
| PREPAYMENTS | ||||||
|---|---|---|---|---|---|---|
| Prepayments for purchases Prepayments for rent Prepayments for insurance Excess business tax paid Prepayments for advertisements Others |
March 31, 2021 | December 31, 2020 | March 31, 2020 | |||
| $ 995,355 8,367 12,741 314,331 17,291 253,463 $ 1,601,548 |
$ 1,025,145 5,274 980 212,798 19,490 315,602 $ 1,579,289 |
$ 909,831 9,267 12,983 355,979 12,147 231,134 $ 1,531,341 |
14. SUBSIDIARIES
Subsidiaries included in consolidated financial statements.
Entities of the consolidated financial statements were as follows:
| Investor Company The Company The Company The Company The Company The Company The Company The Company The Company Accession Limited Accession Limited Accession Limited Dermalab Cayman Standard Hong Kong Standard Hong Kong Standard Hong Kong Standard China Standard Investment China Standard Investment The Company and China Standard Investment China Standard Investment |
Name of Subsidiary Standard Dairy Products Taiwan Ltd. (Standard Dairy Products) Charng Hui Ltd. (Charng Hui) Domex Technology Corporation (Domex Technology) Standard Beverage Company Ltd. (Standard Beverage) Accession Limited Standard Investment (Cayman) Limited (Cayman Standard) Le Bonta Wellness International Corporation (Le Bonta Wellness) Standard Foods, LLC. Shanghai Standard Foods Co., Ltd. (Shanghai Standard) Shanghai Le Ben De Health Technology Co., Ltd. (Shanghai Le Ben De) Dermalab S.A. (Dermalab) Swissderma SL (Swissderma) Standard Corporation (Hong Kong) Limited (Hong Kong Standard) Standard Investment (China) Co., Ltd. (China Standard Investment) Shanghai Le Min Industrial Co., Ltd. (Shanghai Le Min) Shanghai Le Ho Industrial Co., Ltd. (Shanghai Le Ho) Standard Foods (China) Co., Ltd. (China Standard Foods) Shanghai Dermalab Corporation (Shanghai Dermalab) Le Bonta Wellness Co., Ltd. (Shanghai Le Bonta) Standard Foods (Xiamen) Co., Ltd. (Xiamen Standard) |
Main Business | Proportion of Ownership | Proportion of Ownership | Proportion of Ownership | Remark |
|---|---|---|---|---|---|---|
| March 31, 2021 |
December 31, 2020 |
March 31, 2020 |
||||
| Manufacture and sale of dairy products and beverages Investing Manufacture and sale of computer peripherals and computer appliances Manufacture and sale of beverages Investing Investing Sale of health food Sale of health food Manufacture and sale of edible oils and nutritious foods Technical consultant on health technology, technical transfer and technical service Development and sale of cosmetics Sale of cosmetics Investing Investing and sale of edible oils and nutritious foods Management of properties Management of properties Manufacture and sale of edible oils and nutritious foods Sale of nutritional foods, cosmetic and engage in import and export business Sale of nutritional foods and engage in import and export business Manufacture and sale of edible oils and nutritious foods |
100.0% 100.0% 52.0% 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% 99.0% 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% |
100.0% 100.0% 52.0% 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% 99.0% 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% |
100.0% 100.0% 52.0% 100.0% 100.0% 100.0% 100.0% - 100.0% 100.0% 100.0% 100.0% 100.0% 99.0% 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% |
- - - - - - The Company reduced its capital by NT$8,397 thousand in March 2021. The Company invested US$300 thousand and set up Standard Foods, LLC. in June 2020. - - Accession Limited invested CHF 1,450 thousand in Dermalab in March 2021. - - - - - - - - - |
-
It is a non-significant subsidiary, and its financial statements have not been reviewed by any CPA.
-
18 -
15. REAL ESTATE, PLANT, AND EQUIPMENT
| Cost Balance at January 1, 2020 Additions Disposals Reclassification Effects of foreign currency exchange differences Balance at March 31, 2020 Accumulated depreciation and impairment Balance at January 1, 2020 Disposals Depreciation expenses Effects of foreign currency exchange differences Balance at March 31, 2020 Carrying amount at March 31, 2020 Cost Balance at January 1, 2021 Additions Disposals Reclassification Reclassified as investment properties Effects of foreign currency exchange differences Balance at March 31, 2021 Accumulated depreciation and impairment Balance at January 1, 2021 Disposals Depreciation expenses Reclassified as investment properties Effects of foreign currency exchange differences Balance at March 31, 2021 Carrying amount at December 31, 2020 and January 1, 2021 Carrying amount at March 31, 2021 |
Freehold Land | Buildings | Equipment | Other equipment |
Property in Construction and Equipment to Be Tested |
Total | |
|---|---|---|---|---|---|---|---|
| $ 702,405 - - - - $ 702,405 $ - - - - $ - $ 702,405 $ 705,345 - - - - - $ 705,345 $ - - - - - $ - $ 705,345 $ 705,345 |
$ 4,078,150 326 ( 7,201 ) 1,051 ( 19,386) $ 4,052,940 $ 1,269,679 ( 7,110 ) 43,018 ( 3,469) $ 1,302,118 $ 2,750,822 $ 3,392,715 - ( 769 ) 16,599 ( 6,141 ) ( 10,026) $ 3,392,378 $ 1,410,765 ( 745 ) 40,149 ( 560 ) ( 2,963) $ 1,446,646 $ 1,981,950 $ 1,945,732 |
$ 4,069,198 1,290 ( 31,077 ) 50,063 ( 8,845) $ 4,080,629 $ 2,730,217 ( 30,955 ) 68,043 ( 3,815) $ 2,763,490 $ 1,317,139 $ 4,168,193 481 ( 18,756 ) 48,127 - ( 6,308) $ 4,191,737 $ 2,914,753 ( 17,576 ) 67,930 - ( 3,140) $ 2,961,967 $ 1,253,440 $ 1,229,770 |
$ 561,938 613 ( 8,192 ) 12,486 ( 1,542) $ 565,303 $ 425,371 ( 8,192 ) 12,406 ( 1,101) $ 428,484 $ 136,819 $ 574,828 286 ( 879 ) 4,355 - ( 1,839) $ 576,751 $ 440,921 ( 877 ) 10,986 - ( 1,240) $ 449,790 $ 133,907 $ 126,961 |
$ 138,888 56,436 - ( 63,600 ) ( 59) $ 131,665 $ - - - - $ - $ 131,665 $ 127,003 82,419 - ( 69,081 ) - ( 399) $ 139,942 $ - - - - - $ - $ 127,003 $ 139,942 |
$ 9,550,579 58,665 ( 46,470 ) - ( 29,832) $ 9,532,942 $ 4,425,267 ( 46,257 ) 123,467 ( 8,385) $ 4,494,092 $ 5,038,850 $ 8,968,084 83,186 ( 20,404 ) - ( 6,141 ) ( 18,572) $ 9,006,153 $ 4,766,439 ( 19,198 ) 119,065 ( 560 ) ( 7,343) $ 4,858,403 $ 4,201,645 $ 4,147,750 |
From January 1, 2021 to March 31, 2021 and from January 1, 2020 to March 31, 2020, there were no signs of impairment, so the combined company did not conduct any impairment assessment.
Depreciation expenses were recognized on a straight-line basis over the following estimated useful lives of the assets:
| Buildings | |
|---|---|
| Main buildings | 20 ~ 51 years |
| Electrical and mechanical equipment | 8 ~ 20 years |
| Engineering system | 3 ~ 39 years |
| Others | 3 ~ 20 years |
| Equipment | |
| Main equipment | 2 ~ 20 years |
| Engineering system | 3 ~ 20 years |
| Others | 3 ~ 15 years |
| Other equipment | 2 ~ 15 years |
For the amount of real estate, plant, and equipment pledged as collateral, refer to Notes 33.
- 19 -
16. LEASE ARRANGEMENTS
a. Right-of-use assets
| March 31, 2021 December 31, 2020 March 31, 2020 Carrying amounts Land $ 394,266 $ 399,166 $ 399,313 Buildings 203,364 218,696 264,546 Office equipment 421 444 373 Transportation equipment 6,523 8,134 9,832 $ 604,574 $ 626,440 $ 674,064 January 1, 2021 to March 31 January 1, 2020 to March 31 Additions to right-of-use assets $ 31,710 $ 2,602 Depreciation charge for right-of-use assets Land $ 3,122 $ 3,094 Buildings 18,342 19,659 Office equipment 24 17 Transportation equipment 856 741 $ 22,344 $ 23,511 |
March 31, 2021 | March 31, 2021 | March 31, 2021 | **December 31, 2020 ** | **December 31, 2020 ** | **December 31, 2020 ** | March 31, 2020 | March 31, 2020 |
|---|---|---|---|---|---|---|---|---|
| $ 394,266 203,364 421 6,523 $ 604,574 |
||||||||
| $ 31,710 $ 3,122 18,342 24 856 $ 22,344 |
$ 2,602 $ 3,094 19,659 17 741 $ 23,511 |
- b. Lease liabilities
| Carrying amounts Current Non-current |
March 31, 2021 | March 31, 2021 | **December 31, 2020 ** | **December 31, 2020 ** | March 31, 2020 | March 31, 2020 |
|---|---|---|---|---|---|---|
| $ 80,491 $ 169,911 |
$ 77,782 $ 200,191 |
$ 80,428 $ 234,057 |
Range of discount rate for lease liabilities was as follows:
| Land Buildings Office equipment Transportation equipment |
March 31, 2021 | **December 31, 2020 ** | March 31, 2020 |
|---|---|---|---|
| 1.07%~1.49% 1.07%~4.35% 1.07% 1.07%~3.77% |
1.07%~1.49% 1.07%~4.35% 1.07% 1.07%~3.77% |
1.07%~1.49% 1.07%~4.35% 1.07% 1.07%~12.04% |
- c. Material leasing activities and terms
The combined company leases land, buildings, and transportation equipment for the use of plants, offices and business cars with lease terms of 1 to 50 years. The combined company does not have bargain purchase options to acquire the leasehold land and buildings at the end of the lease terms. In addition, the combined company is prohibited from subleasing or transferring all or any portion of the underlying assets without the lessor's consent.
- 20 -
d. Other lease information
Lease arrangements under operating leases for leasing out the investment properties are set out in Notes 17. Lease arrangements for leasing out the assets under finance leases are set out in Notes 11.
| Expenses relating to short-term leases Expenses relating to low-value asset leases Expenses relating to variable lease payments not included in the measurement of lease liabilities Total cash outflow for leases |
March 31, 2021 |
March 31, 2021 |
December 31, 2020 | December 31, 2020 | March 31, 2020 | March 31, 2020 |
|---|---|---|---|---|---|---|
( |
$ 29,897 $ 791 $ 20 $ 64,744) |
( |
$ 92,994 $ 1,144 $ 77 $ 192,131) |
( |
$ 22,148 $ 286 $ 20 $ 59,564) |
The combined company leases certain office equipment, production assets, and sale premises that qualify as short-term leases. The combined company has elected to apply for the recognition exemption and, thus, did not recognize right-of-use assets and lease liabilities for these leases.
17. INVESTMENT PROPERTY
| Cost Balance at January 1, 2020 Effects of foreign currency exchange differences Balance at March 31, 2020 Accumulated depreciation and impairment Balance at January 1, 2020 Depreciation expenses Effects of foreign currency exchange differences Balance at March 31, 2020 Carrying amount at March 31, 2020 Cost Balance at January 1, 2021 From property, plant and equipment Effects of foreign currency exchange differences Balance at March 31, 2021 Accumulated depreciation and impairment Balance at January 1, 2021 Depreciation expenses From property, plant and equipment Effects of foreign currency exchange differences Balance at March 31, 2021 Carrying amount at December 31, 2020 and January 1, 2021 Carrying amount at March 31, 2021 |
Completed Investment Properties $ 241,711 ( 619) $ 241,092 $ 124,434 536 ( 555) $ 124,415 $ 116,677 $ 1,009,740 6,141 ( 4,375) $ 1,011,506 $ 169,797 9,509 560 ( 693) $ 179,173 $ 839,943 $ 832,333 |
Right-of-use assets | Right-of-use assets | Total | |
|---|---|---|---|---|---|
( ( ( ( |
( ( ( ( |
$ 5,548 40) $ 5,508 $ 333 109 3) $ 439 $ 5,069 $ 5,635 - 28) $ 5,607 $ 781 110 - 4) $ 887 $ 4,854 $ 4,720 |
( ( ( ( |
$ 247,259 659) $ 246,600 $ 124,767 645 558) $ 124,854 $ 121,746 $ 1,015,375 6,141 4,403) $ 1,017,113 $ 170,578 9,619 560 697) $ 180,060 $ 844,797 $ 837,053 |
- 21 -
The investment properties held by the Group are depreciated using the straight-line basis over the following estimated useful lives:
estimated useful lives: |
|
|---|---|
| Buildings | |
| Main buildings | 35-51 years |
| Electrical and mechanical equipment | 24-25 years |
| Engineering system | 28 years |
| Right-of-use assets | 49 years |
| Others | 24 years |
The fair values of the investment properties were $1,092,945 thousand, $1,146,959 thousand, and $209,358 thousand as of March 31, 2021, December 31, 2020 and March 31, 2020, respectively. In the absence of hiring independent appraiser, the management of the combined company determined the fair value with reference to market transaction prices of similar properties.
All of the combined company's investment properties are held under freehold interests. For the amount of investment real estate set by the combined company as a loan guarantee, please refer to Notes 33.
18. INTANGIBLE ASSETS
| INTANGIBLE ASSETS | ||||
|---|---|---|---|---|
| Cost Balance at January 1, 2020 Additions Disposals Effects of foreign currency exchange differences Balance at March 31, 2020 Accumulated amortization and impairment Balance at January 1, 2020 Disposals Amortization expenses Effects of foreign currency exchange differences Balance at March 31, 2020 Carrying amount at March 31, 2020 Cost Balance at January 1, 2021 Additions Disposals Effects of foreign currency exchange differences Balance at March 31, 2021 Accumulated amortization and impairment Balance at January 1, 2021 Disposals Amortization expenses Effects of foreign currency exchange differences Balance at March 31, 2021 Carrying amount at December 31, 2020 and January 1, 2021 Carrying amount at March 31, 2021 |
Trademark | Computer software | Total |
|
$ 227,260 - - ( 378) $ 226,882 $ 163,442 - 1,285 ( 1,140) $ 163,587 $ 63,295 $ 261,737 59 ( 185 ) ( 3,276) $ 258,335 $ 170,665 ( 185 ) 1,316 1,976 $ 173,772 $ 91,072 $ 84,563 |
$ 239,713 1,287 ( 28,621 ) 107 $ 212,486 $ 236,262 ( 28,621 ) 502 109 $ 208,252 $ 4,234 $ 225,239 6,668 - ( 4) $ 231,903 $ 210,920 - 2,140 ( 4) $ 213,056 $ 14,319 $ 18,847 |
$ 466,973 1,287 ( 28,621 ) ( 271) $ 439,368 $ 399,704 ( 28,621 ) 1,787 ( 1,031) $ 371,839 $ 67,529 $ 486,976 6,727 ( 185 ) ( 3,280) $ 490,238 $ 381,585 ( 185 ) 3,456 1,972 $ 386,828 $ 105,391 $ 103,410 |
- 22 -
From January 1, 2021 to March 31, 2021 and from January 1, 2020 to March 31, 2020, there were no signs of impairment, so the combined company did not conduct any impairment assessment.
Amortization expenses are calculated on a straight-line basis over the following useful lives:
Trademark 10-20 years Computer software 2-3 years
19. OTHER ASSETS
| OTHER ASSETS | ||||||
|---|---|---|---|---|---|---|
Current Pledged bank time deposits (Note 33) Advances to officers Temporary payments Right of products to be returned Others Non-current Prepayments for equipment Refundable deposits Pledged bank time deposits (Note 33) Others |
March 31, 2021 | December 31, 2020 | March 31, 2020 | |||
| $ 4,016 16,430 8,623 72,483 760 $ 102,312 $ 19,503 110,640 - 116,596 $ 246,739 |
$ 4,016 24,291 10,094 25,320 123 $ 63,844 $ 24,737 56,259 - 115,467 $ 196,463 |
$ 4,013 13,369 8,281 - 338 $ 26,001 $ 2,750 54,322 85,320 107,233 $ 249,625 |
20. BORROWINGS
- a. Short-term borrowings
| Short-term borrowings | ||||||
|---|---|---|---|---|---|---|
Secured borrowings (Note 33) Bank loans Trade receivables financing Unsecured borrowings Bank loans Other loans |
March 31, 2021 | December 31, 2020 | March 31, 2020 | |||
| $ 150,000 - 1,238,323 15,137 $ 1,403,460 |
$ 180,000 - 1,650,614 16,153 $ 1,846,767 |
$ 100,000 404,112 1,492,228 - $ 1,996,340 |
The annual interest rates of the aforementioned short-term borrowings or financing are 0.95%~3.20%, 0.95%~3.20%, and 0.95%~4.35% on March 31, 2021, December 31, and March 31, 2020, respectively.
- b. Short-term bills payable
Commercial paper payable Less: Discount on short-term bills payable |
March 31, 2021 | March 31, 2021 | December 31, 2020 | December 31, 2020 | March 31, 2020 | March 31, 2020 |
|---|---|---|---|---|---|---|
( |
$ 100,000 81) $ 99,919 |
( |
$ 130,000 131) $ 129,869 |
$ 50,000 - $ 50,000 |
The annual interest rates payable to commercial promissory notes as of March 31, 2021, December 31, and March 31, 2020 are 1.19%~1.29%, 1.19%~1.29%, and 1.36%, respectively.
- 23 -
21. NOTES PAYABLE AND TRADE PAYABLES
Notes payable Operating Non-operating Trade payables-related parties Operating |
March 31, 2021 | March 31, 2021 | December 31, 2020 | December 31, 2020 | March 31, 2020 | March 31, 2020 |
|---|---|---|---|---|---|---|
| $ 92,145 - $ 92,145 $ 1,522,075 |
$ 90,288 45 $ 90,333 $ 2,107,188 |
$ 455,166 - $ 455,166 $ 1,346,175 |
The average credit period of payables for purchases of goods was 30-90 days. The Group has financial risk management policies in place to ensure that all payables are paid within the pre-agreed credit terms.
22. OTHER LIABILITIES
| OTHER LIABILITIES | ||||||
|---|---|---|---|---|---|---|
Current Other payables - related parties Payable for salaries or bonuses Payable for compensation of employees Payable for remuneration to directors Payable for commission and rebates Advertisement payable Payable for royalties Payable for freight Payable for equipment Others Other liabilities Advance receipts from customers Refund liability Others Non-current Other liabilities Guarantee deposits Others |
March 31, 2021 | December 31, 2020 | March 31, 2020 | |||
| $ 267,398 58,713 25,834 1,232,504 193,410 24,209 123,610 70,958 1,214,193 $ 3,210,829 $ 2,592 113,729 22,017 $ 138,338 $ 25,455 122 $ 25,577 |
$ 368,144 49,921 21,965 1,234,532 226,393 23,682 116,854 86,794 1,313,973 $ 3,442,258 $ 2,430 41,596 50,082 $ 94,108 $ 19,990 130 $ 20,120 |
$ 233,715 45,172 29,649 837,940 142,668 24,542 88,611 76,977 961,967 $ 2,441,241 $ 1,689 17,221 26,657 $ 45,567 $ 20,048 2,406 $ 22,454 |
The combined company accepts returns of sold goods according to the business practices. Taking into account the accumulated experience in the past, the Company and its mainland subsidiaries estimate the return rate based on the most probable amount, and recognize the return liability (other current liabilities in the account) and related pending returns. Product rights (other current assets are accounted for).
23. RETIREMENT BENEFIT PLANS
Employee benefit expenses in respect of the Group’s defined benefit retirement plans for the three months ended March 31, 2021 and 2020 were $4,115 thousand and $2,871 thousand by the actuarially determined pension cost discount rate as of December 31, 2020 and 2019, respectively.
- 24 -
24. EQUITY
- a. Share capital
1) Ordinary shares
| Ordinary shares | ||||||
|---|---|---|---|---|---|---|
Number of shares authorized (in thousands) Shares authorized Number of shares issued and fully paid (in thousands) Shares issued |
March 31, 2021 | December 31, 2020 | March 31, 2020 | |||
| 920,000 $ 9,200,000 915,089 $ 9,150,897 |
920,000 $ 9,200,000 915,089 $ 9,150,897 |
920,000 $ 9,200,000 915,089 $ 9,150,897 |
- 2) Global depositary receipts
As of March 31, 2021, 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 5 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 to have their GDRs be converted into corresponding ordinary shares.
- b. Capital surplus
| Capital surplus | ||||||
|---|---|---|---|---|---|---|
| May be used to offset a deficit, distributed as cash dividends, or transferred to share capital (1) Difference between consideration received or paid and the carrying amount of the subsidiaries' net assets during actual disposal or acquisition Treasury share transactions May only be used to offset a deficit Changes in percentage of ownership interests in subsidiaries (2) |
March 31, 2021 |
December 31, 2020 | March 31, 2020 | |||
| $ 1 126,925 466 $ 127,392 |
$ 1 126,925 466 $ 127,392 |
$ 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.
-
25 -
c. Retained earnings and dividend policy
Under the dividend policy as set forth in the Articles of Incorporation, where the Company made profit in a fiscal year, the profit shall be appropriated, less any paying taxes and deficit, 10% thereof as legal reserve, special reserve provided or reversed in accordance with the regulations, and 30% to 100% of 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 in the Articles of Incorporation, please refer to Notes 26(i) "employees' compensation and remuneration of directors."
Appropriation of earnings to legal reserve shall be made until the legal reserve equals the Company's paid-in capital. Legal reserve may be used to offset deficit. If the Company has no deficit and the legal reserve has exceeded 25% of the Company's paid-in capital, the excess may be transferred to capital or distributed in cash.
The board of directors and shareholders' meetings proposed and resolved the distribution of earnings for years ended December 31, 2020 and 2019 on March 22, 2021 and June 16, 2020 as follows:
| Legal reserve Special reserve Cash dividends Cash dividends per share (NT$) |
2020 | 2019 | ||
|---|---|---|---|---|
| $ 319,167 $ - $ 2,287,724 $ 2.5 |
$ 341,610 $ 246,549 $ 2,424,987 $ 2.65 |
The distribution of earnings for 2020 is subject to the resolution of the Stockholders' meeting to be held on June 11, 2021.
d. Special reserve
| Beginning and ending balance | For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2020 |
For the Three Months Ended March 31, 2020 |
|---|---|---|---|---|
| $ 577,494 | $ 330,945 |
Appropriation for special reserve should be made in the amount equal to the net debit balance of other equity at the end of the reporting period. If there is a subsequent reversal of the net deduction of other shareholders' equity, the special reserve reversed may be reverted to distribute the surplus.
-
e. Other equity items
-
1) Exchange differences on translating the financial statements of foreign operations
| Balance at January 1 Recognized for the year Exchange differences on translating the financial statements of foreign operations Other comprehensive income for the period Balance at March 31 |
For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2020 |
|---|---|---|
| ( $ 572,206 ) ( 45,587) ( 45,587) ($ 617,793) |
( $ 693,038 ) ( 45,855) ( 45,855) ($ 738,893) |
- 26 -
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 for the period Balance at March 31 |
For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2020 |
For the Three Months Ended March 31, 2020 |
|---|---|---|---|---|
| $ 216,714 106,790 106,790 $ 323,504 |
( ( |
$ 115,544 72,728) 72,728) $ 42,816 |
- f. Non-controlling interests
| Balance at January 1 Net profit (Loss) Other comprehensive income for the period Exchange differences on translating the financial statements of foreign operations Unrealized gain (loss) on financial assets at FVTOCI Balance at March 31 |
For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2020 |
|---|---|---|
| $ 331,139 6,467 ( 232 ) 29,716 $ 367,090 |
$ 272,564 ( 1,999 ) ( 295 ) ( 11,575) $ 258,695 |
- g. Treasury shares
| Purpose of Buy-back Number of shares for the three months ended March 31, 2020 Number of shares for the three months ended March 31, 2021 |
Shares Held by Subsidiaries (In Thousands of Shares) |
Shares Held by Subsidiaries (In Thousands of Shares) |
|---|---|---|
| 6,669 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 (thousand shares) |
Carrying Amount | Carrying Amount | Market Price | |
|---|---|---|---|---|---|
| March 31, 2021 Charng Hui December 31, 2020 Charng Hui March 31, 2020 Charng Hui |
6,669 6,669 6,669 |
$ 21,182 $ 21,182 $ 21,182 |
$ 390,831 $ 408,839 $ 406,838 |
The Company's shares held by subsidiaries were treated as treasury shares, aside from the rights to participate in any share issuance for cash and to vote, the rest were similar to general shareholder's rights.
- 27 -
25. REVENUE
For the Three Months For the Three Months Ended March 31, 2021 Ended March 31, 2020
| Revenue from contracts with customers Sale of goods |
$ 8,269,002 |
$ 6,671,433 |
|---|---|---|
- a. Contract balances
| Notes receivable (Note 10) Trade receivables (Note 10) Trade receivables from related parties (Note 10) Contract liabilities - Current Sale of goods |
March 31, 2021 |
December 31, 2020 |
March 31, 2020 |
January 1, 2020 |
||||
|---|---|---|---|---|---|---|---|---|
| $ 26,684 $ 5,154,640 $ 5,865 $ 267,239 |
$ 3,154 $ 6,295,581 $ 9,011 $ 748,044 |
$ 12,798 $ 4,592,437 $ 5,312 $ 322,688 |
$ 2,977 $ 6,439,550 $ - $ 326,644 |
- b. Disaggregation of revenue
For the Three Months Ended March 31, 2021
| Types of goods or services Sale of goods |
Reportable Segments | Reportable Segments | Reportable Segments | Reportable Segments | Reportable Segments | Total | ||
|---|---|---|---|---|---|---|---|---|
| Nutritious Foods |
Cooking products Food |
Others | ||||||
| $ 3,023,255 |
$ 4,117,601 |
$ 1,128,146 |
$ 8,269,002 |
For the Three Months Ended March 31, 2020
| Types of goods or services Sale of goods |
Reportable Segments | Reportable Segments | Reportable Segments | Reportable Segments | Reportable Segments | Total | ||
|---|---|---|---|---|---|---|---|---|
| Nutritious Foods |
Cooking products Food |
Others | ||||||
| $ 3,012,100 |
$ 3,107,522 |
$ 551,811 |
$ 6,671,433 |
26. NET PROFIT
Net profit includes:
a. Interest income
| Interest income Bank deposits Financial assets at amortized cost Repurchase agreements collateralized by bonds Others |
For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2020 |
For the Three Months Ended March 31, 2020 |
|---|---|---|---|---|
| $ 15,044 15,927 - 320 $ 31,291 |
$ 17,108 14,951 386 360 $ 32,805 |
- 28 -
b. Other income
| Other income | ||||
|---|---|---|---|---|
| Operating lease rental income Investment properties Others Dividend income Investments in equity instruments at FVTOCI |
For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2020 |
||
| $ 8,270 269 8,539 225 $ 8,764 |
$ 7,032 268 7,300 225 $ 7,525 |
c. Other profits and losses
| Gains and losses of financial assets and financial liabilities Financial assets mandatorily classified as FVTPL Net foreign exchange gains (losses) Net gains (losses) on disposal of property, plant and equipment Government grants Others |
For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2020 |
For the Three Months Ended March 31, 2020 |
|---|---|---|---|---|
| ( ( ( ( |
$ 18,905 ) 10,526 ) 766 ) 3,671 2,997 $ 23,529) |
( ( |
$ 5,116 ) 7,051 1,376 6,745 7,350) $ 2,706 |
d. Finance cost
| Finance cost | ||||
|---|---|---|---|---|
| Interest on bank loans Interest on short-term bills payable Interest on lease liabilities Other interest expenses |
For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2020 |
||
| $ 9,107 237 2,172 9 $ 11,525 |
$ 11,898 241 2,657 12 $ 14,808 |
- e. Derogation loss (or reversal)
Trade receivables - related parties Inventories (included in operating costs)
| For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2020 |
For the Three Months Ended March 31, 2020 |
|---|---|---|---|
| ( |
$ 4,012) $ 25,035 |
$ 7,286 $ 9,999 |
- 29 -
f. Depreciation and amortization
| Depreciation and amortization | ||||
|---|---|---|---|---|
| An analysis of depreciation by function OPERATING COSTS Operating expenses Non-operating revenue and expenses An analysis of amortization by function OPERATING COSTS Operating expenses |
For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2020 |
||
| $ 100,541 40,868 9,619 $151,028 $ 6,630 13,423 $ 20,053 |
$ 99,209 47,769 645 $ 147,623 $ 4,927 8,818 $ 13,745 |
- g. Operating expenses directly related to investment properties
| Direct operating expenses of investment properties Direct operating expenses of investment properties that generated rental income Direct operating expenses of investment properties that did not generated rental income |
For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2020 |
For the Three Months Ended March 31, 2020 |
|---|---|---|---|---|
| $ 364 145 $ 509 |
$ 177 144 $ 321 |
- h. Employee benefit expenses
| Post-employment benefits Defined contribution plans Defined benefit plans (Note 23) Other employee benefits Total employee benefit expenses An analysis of employee benefit expenses by function OPERATING COSTS Operating expenses |
For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2020 |
For the Three Months Ended March 31, 2020 |
|---|---|---|---|---|
| $ 37,718 4,115 41,833 686,500 $ 728,333 $ 205,011 523,322 $ 728,333 |
$ 27,616 2,871 30,487 609,147 $ 639,634 $ 206,648 432,986 $ 639,634 |
- i. Employees' compensation and remuneration of directors
According to the Company's Articles, the Company accrued employees' compensation and remuneration of directors at rates of no less than 0.5% and no higher than 0.75%, respectively, of net profit before income tax, employees' compensation, and remuneration of directors. Compensation to employees and remuneration to directors for the three months ended March 31, 2021 and 2020 are as follows:
- 30 -
Accrual rate
| Compensation of employees Remuneration of directors Amount Compensation of employees Remuneration of directors |
For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2020 |
For the Three Months Ended March 31, 2020 |
|---|---|---|---|---|
| 1.25% 0.55% For the Three Months Ended March 31, 2021 |
0.92% 0.61% For the Three Months Ended March 31, 2020 |
|||
| $ 8,792 $ 3,869 |
$ 6,950 $ 4,575 |
If there is a change in the amounts after the annual consolidated financial statements were authorized for issue, the differences are recorded as a change in the accounting estimate and will be adjusted in the coming year.
Remunerations for employees and directors for 2020 and 2019 were resolved by the Board of Directors on March 22, 2021 and March 18, 2020, respectively.
| Compensation of employees Remuneration of directors |
2020 | 2019 |
|---|---|---|
| Cash | Cash | |
| $ 49,921 21,965 |
$ 52,013 25,073 |
The amounts of employee and directors' compensation distributed for the years ended December 31, 2020 and 2019 and those recognized in the consolidated financial statements are consistent.
Information on compensation to employees and remuneration to directors approved by the Board of Directors is available at the Market Observation Post System website of Taiwan Stock Exchange.
- j. Profit or loss on foreign currency exchange
| Foreign exchange gains Foreign exchange losses Net gains (losses) |
For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2020 |
For the Three Months Ended March 31, 2020 |
|---|---|---|---|---|
( ( |
$ 23,877 34,403) $ 10,526) |
( |
$ 21,665 14,614) $ 7,051 |
27. INCOME TAX
- a. Income tax recognized in profit or loss
Major components of income tax expense are as follows:
| Current tax In respect of the current year Additional tax on undistributed earnings Adjustments from previous years Deferred tax In respect of the current year Income tax expense recognized in profit or loss |
For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2020 |
For the Three Months Ended March 31, 2020 |
|---|---|---|---|---|
( |
$201,898 323 1,543 203,764 50,014) $ 153,750 |
( |
$208,466 - - 208,466 48,645) $ 159,821 |
-
31 -
-
b. Income tax recognized in other comprehensive income
| Deferred tax Recognized for the year - Exchange differences of foreign operations - Unrealized gain (loss) on financial assets at FVTOCI Income tax recognized in other comprehensive income |
For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2020 |
For the Three Months Ended March 31, 2020 |
|---|---|---|---|---|
| ( ( |
$ 11,397 ) 4 $ 11,393) |
( ( |
$ 11,463 ) 4 $ 11,459) |
- c. Income tax assessments
The income tax returns of the Company for the year ended December 31, 2018 had been assessed by the tax authorities.
The income tax returns of Standard Dairy Products, Charng Hui, Standard Beverage, Le Bonta Wellnessn International, and Domex Technology for the year ended December 31, 2019 had been assessed by the tax authorities.
28. EARNINGS PER SHARE EARNINGS PER SHARE
| EARNINGS PER SHARE EARNINGS PER SHARE | ||||
|---|---|---|---|---|
| Basic earnings per share Diluted earnings per share |
For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2020 |
||
| $ 0.62 $ 0.62 |
$ 0.67 $ 0.67 |
The earnings and weighted average number of ordinary shares outstanding in the computation of earnings per share were as follows:
NET PROFIT FOR THE PERIOD
| NET PROFIT FOR THE PERIOD | ||||
|---|---|---|---|---|
| Net profit used in the computation of basic and diluted earnings per share Shares Weighted average number of ordinary shares used in computation of basic earnings per share Effect of potentially dilutive ordinary shares: Compensation of employees Weighted average number of ordinary shares used in the computation of diluted earnings per share |
For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2020 |
||
| $ 564,969 For the Three Months Ended March 31, 2021 |
$ 609,486 Unit: Thousand shares For the Three Months Ended March 31, 2020 |
|||
| 908,420 953 909,373 |
908,420 1,002 909,422 |
If the Company offered to settle compensation paid to employees in cash or shares, the Company assumed the entire amount of the compensation would be settled in shares and the resulting potential shares were included in the weighted average number of shares outstanding used in the computation of diluted earnings per share, as the effect is dilutive. Such dilutive effect of the potential shares is included in the computation of diluted earnings per share until the number of shares to be distributed to employees is resolved in the following year.
- 32 -
29. INFORMATION ON CASH FLOWS
Changes in liabilities arising from financing activities:
For the Three Months Ended March 31, 2021
| Short-term borrowings Short-term bills payable Lease liabilities Guarantee deposits Other non-current liabilities |
January 1, 2021 |
Cash Flows |
Non-cash flow | March 31, 2021 |
||
|---|---|---|---|---|---|---|
| Adjustment of changes in exchange rates |
||||||
| $ 1,846,767 129,869 277,973 19,990 130 $ 2,274,729 |
( $ 438,158 ) ( 29,950 ) ( 31,864 ) 5,594 - ($ 494,378) |
( $ 5,149 ) - 4,293 ( 129 ) ( 8) ($ 993) |
$ 1,403,460 99,919 250,402 25,455 122 $ 1,779,358 |
For the Three Months Ended March 31, 2020
| Short-term borrowings Short-term bills payable Long-term borrowings Lease liabilities Guarantee deposits Other non-current liabilities |
January 1, 2020 |
Cash Flows | Non-cash flow | March 31, 2020 |
||
|---|---|---|---|---|---|---|
| Adjustment of changes in exchange rates |
||||||
| $ 1,382,955 99,968 6,000 347,615 20,044 2,934 $ 1,859,516 |
$ 631,377 ( 49,968 ) ( 6,000 ) ( 34,453 ) 117 ( 565) $ 540,508 |
( $ 17,992 ) - - 1,323 ( 113 ) 37 ($ 16,745) |
$ 1,996,340 50,000 - 314,485 20,048 2,406 $ 2,383,279 |
30. CAPITAL RISK MANAGEMENT
The combined 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, repay liabilities and dividend disbursement, etc. in the next 12 months. The combined company manages its capital to ensure that entities in the combined company will be able to continue as going concerns while maximizing the return to shareholders through the optimization of debt and equity balance.
31. FINANCIAL INSTRUMENTS
-
a. Fair value of financial instruments that are measured at fair value on a recurring basis
-
1) Fair value hierarchy
March 31, 2021
| Financial assets at FVTPL Unlisted shares Mutual fund beneficiary certification Debt securities Total |
Level 1 | Level 2 | Level 3 $ 10,261 - - $ 10,261 |
Total | ||||
|---|---|---|---|---|---|---|---|---|
| $ - 2,362,495 - $ 2,362,495 |
$ - - 29,094 $ 29,094 |
$ 10,261 2,362,495 29,094 $ 2,401,850 |
(Continued)
- 33 -
(Continued from the previous page)
| Financial assets at FVTOCI Investments in equity instruments - Listed shares and emerging market shares - Unlisted shares Total December 31, 2020 Financial assets at FVTPL Unlisted shares Mutual fund beneficiary certification Debt securities Total Financial assets at FVTOCI Investments in equity instruments - Listed shares and emerging market shares - Unlisted shares Total March 31, 2020 Financial assets at FVTPL Unlisted shares Mutual fund beneficiary certification Debt securities Total Financial assets at FVTOCI Investments in equity instruments - Listed shares and emerging market shares - Unlisted shares Total |
Level 1 | Level 2 | Level 3 | Total | ||||
|---|---|---|---|---|---|---|---|---|
| $ 386,043 - $ 386,043 Level 1 |
$ - - $ - Level 2 |
$ - 267,123 $ 267,123 Level 3 |
$ 386,043 267,123 $ 653,166 Total |
|||||
| $ - 1,461,304 - $ 1,461,304 $ 311,908 - $ 311,908 Level 1 |
$ - - 29,032 $ 29,032 $ - - $ - Level 2 |
$ 10,666 - - $ 10,666 $ - 204,755 $ 204,755 Level 3 |
$ 10,666 1,461,304 29,032 $ 1,501,002 $ 311,908 204,755 $ 516,663 Total |
|||||
| $ - 1,450,402 - $ 1,450,402 $ 194,848 - $ 194,848 |
$ - - 30,790 $ 30,790 $ - - $ - |
$ 5,328 - - $ 5,328 $ - 97,249 $ 97,249 |
$ 5,328 1,450,402 30,790 $ 1,486,520 $ 194,848 97,249 $ 292,097 |
For the three months ended March 31, 2021 and 2020, there was no transfer between Level 1 and Level 2 fair value measurement.
-
34 -
-
2) Reconciliation of financial instruments at Level 3 fair value measurement
For the Three Months Ended March 31, 2021
| Financial assets | Financial assets at FVTPL |
Financial assets at FVTPL |
Financial assets **at FVTOCI ** |
Financial assets **at FVTOCI ** |
Total | |
|---|---|---|---|---|---|---|
| equity instruments |
equity instruments |
|||||
| Balance at January 1 Recognized in profit or loss (included in other gains and losses) Recognized in other comprehensive income (included in unrealized gain (loss) on financial assets at FVTOCI) Impact of exchange rates Balance at March 31 Recognized in other gains and losses - unrealized |
( ( |
$ 10,666 405 ) - - $ 10,261 $ 405) |
( |
$ 204,755 - 62,373 5) $ 267,123 |
( ( ( |
$ 215,421 405 ) 62,373 5) $ 277,384 $ 405) |
For the Three Months Ended March 31, 2020
| Financial assets | Financial assets at FVTPL |
Financial assets at FVTPL |
Financial assets at FVTOCI |
Financial assets at FVTOCI |
Total | |
|---|---|---|---|---|---|---|
| equity instruments |
equity instruments |
|||||
| Balance at January 1 Recognized in profit or loss (included in other gains and losses) Recognized in other comprehensive income (included in unrealized gain (loss) on financial assets at FVTOCI) Impact of exchange rates Balance at March 31 Recognized in other gains and losses - unrealized |
( ( |
$ 7,575 2,247 ) - - $ 5,328 $ 2,247) |
( ( |
$ 124,055 - 26,799 ) 7) $ 97,249 |
( ( ( ( |
$ 131,630 2,247 ) 26,799 ) 7) $ 102,577 $ 2,247) |
- 3) Valuation techniques and inputs applied for Level 2 fair value measurement
| Financial Instrument Debt securities |
Valuation Technique and Inputs |
|---|---|
| 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 reporting period. |
- 4) Valuation techniques and inputs applied for Level 3 fair value measurement
The valuation techniques of unlisted shares with no active market are mostly the market and asset valuation methods.
The market method takes into account the market prices and status of object similar to the investment objects to measure the latter's fair value.
The asset method mainly takes into account the investment objects' net asset values for fair value measurement.
-
35 -
-
b. Categories of financial instruments
March 31, 2021 December 31, 2020 March 31, 2020
| Financial assets | |||||
|---|---|---|---|---|---|
| Financial assets at FVTPL | |||||
| Mandatorily classified as at FVTPL $ | 2,401,850 |
$ | 1,501,002 | $ | 1,486,520 |
| Financial assets at amortized cost | |||||
| (Note 1) | 10,239,895 | 12,652,479 | 11,627,419 | ||
| Financial assets at FVTOCI | |||||
| Investments in equity instruments | 653,166 | 516,663 | 292,097 | ||
| Financial liabilities | |||||
| Financial liabilities at amortized cost | |||||
| (Note 2) | 3,236,023 | 4,304,650 | 3,973,285 |
-
Notes 1: The balance includes financial assets measured at amortized cost, such as cash and cash equivalents, debt instrument investments, note receivables, account receivables, other receivables, and other financial assets.
-
Notes 2: The balance includes short-term borrowings, short-term bills payable, note payable, trade payables and other financial liabilities, which are financial liabilities measured at amortized cost.
-
c. Financial risk management objectives and policies
The combined company's major financial instruments include cash and cash equivalents, equity and debt investments, mutual funds, trade receivables, trade payables, and borrowings. The combined 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 combined company through internal risk reports which analyze exposures by degree and magnitude of risks. These risks include market risk (including foreign currency risk, interest rate risk, and other price risk), credit risk and liquidity risk.
- 1) Market risk
The Group's activities exposed it primarily to the financial risks of changes in foreign currency exchange rates (see (1) below) and interest rates (see (2) below).
- a) Foreign currency risk
The combined company has monetary assets and monetary liabilities denominated in currencies other than the functional currency, which exposes it to foreign currency risk. The combined company monitors exchange rate fluctuations and takes appropriate actions to manage the exchange rate risk.
For the monetary assets and liabilities of the combined company denominated in non-functional currencies on the balance sheet date (including those written off in the consolidated financial statements), refer to Notes 35.
Sensitivity analysis
The combined company is mainly exposed to the fluctuation of RMB, USD, EUR, AUD and CHF.
- 36 -
The following table details the Group's sensitivity to a 3% increase or decrease in the functional currency against the relevant foreign currencies. A change of 3% is the sensitivity rate used when reporting foreign currency risk internally to key management personnel and represents management's assessment of the reasonably possible change in foreign exchange rates. The sensitivity analysis used the outstanding foreign-currency denominated monetary items at the end of the reporting period and assumed the exchange rates at the end of the reporting period changed by 3%. The amount below indicates an increase (decrease) in pre-tax profit associated with the functional currency weakening by 3% against the relevant currency. For a 3% strengthening of the functional currency against the relevant currency, there would be an equal and opposite impact on pre-tax profit and the balances below would be negative.
| Profit or loss Profit or loss Profit or loss |
RMB Impact | RMB Impact | USD Impact | USD Impact |
|---|---|---|---|---|
| For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2020 |
For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2020 |
|
| For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2020 |
For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2020 |
|
| $ 847 (iv) |
$ 679 (iv) | |||
| For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2020 |
|||
| $ 936 (v) |
$ 1,542 (v) |
-
i. This was mainly attributable to the outstanding RMB bank deposits which were not hedged at the end of the reporting period.
-
ii. This was mainly attributable to the outstanding USD bank deposits, receivables and payables which were not hedged at the end of the reporting period.
-
iii. Mainly derived from Euro-denominated bank deposits that were still outstanding at the company's balance sheet date and did not conduct cash flow hedging.
-
iv. Mainly derived from the AUD-denominated bank deposits and receivables that were still outstanding at the company's balance sheet date and did not carry out cash flow hedging.
-
v. This was mainly attributable to the outstanding CHF bank deposits and payables which were not hedged at the end of the reporting period.
-
b) Interest rate risk
The combined company was exposed to interest rate risk because entities in the combined company borrowed funds at both fixed and floating interest rates. The combined company pays attention to the fluctuations of interest rates in the market, and takes appropriate actions to manage the interest rate risk.
The carrying amounts of the combined company's financial assets and financial liabilities with exposure to interest rate risk at the end of the reporting periods were as follows.
March 31, 2021 December 31, 2020 March 31, 2020
| Fair value interest rate risk | ||||||
|---|---|---|---|---|---|---|
| Financial assets | $ | 2,322,265 | $ | 1,136,118 | $ | 2,592,055 |
| Financial liabilities | 1,643,781 | 2,147,609 | 1,926,713 | |||
| Cash flow interest rate risk | ||||||
| Financial assets | 729,500 | 694,200 | 1,437,800 | |||
| Financial liabilities | 110,000 | 107,000 | 30,000 |
- 37 -
Sensitivity analysis
The sensitivity analyses below were determined based on the Group's exposure to interest rate risk for non-derivative instruments at the end of the reporting period. For floating rate assets and liabilities, the analysis was prepared assuming the amount of the asset and liability outstanding at the end of the reporting period was outstanding for the reporting period. A 1% basis point increase or decrease was used when reporting interest rate risk internally to key management personnel and represents management's assessment of the reasonably possible change in interest rates.
If the interest rate increases by 1% and all other variables remain unchanged, the combined company’s pre-tax profit for the nine-month period ended March 31, 2021 and 2020 would increase (decrease) by NT$1,549 thousand and NT$3,520 thousand, respectively; if the interest rate decreases by 1%, its impact on the pre-tax profit will be the negative of the same amount.
c) Other price risk
The combined company was exposed to equity price risk due to its investments in listed equity securities and mutual funds. The combined company has appointed designated personnel 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.
For the three months ended March 31, 2021, if prices rise/fall by 1%, the pre-tax income would increase/decrease by NT$24,019 thousand due to the increase/decrease in the fair value of financial assets measured at fair value through profit or loss, while the pre-tax other comprehensive income for the three months ended March 31, 2020 would increase/decrease by NT$6,532 thousand due to the increase/decrease in the fair value of financial assets measured at fair value through other comprehensive income.
For the three months ended March 31, 2021, if prices rise/fall by 1%, the pre-tax income would increase/decrease by NT$14,865 thousand due to the increase/decrease in the fair value of financial assets measured at fair value through profit or loss, while the pre-tax other comprehensive income for the three months ended March 31, 2021 would increase/decrease by NT$2,921 thousand due to the increase/decrease in the fair value of financial assets measured at fair value through other comprehensive income.
2) Credit risk
Credit risk refers to the risk that the counterparty will default on its contractual obligations resulting in financial loss to the combined company. As of the consolidated balance sheets date, the combined company's largest credit risk exposure from a counterparty's failure to fulfill obligations came from the carrying amount of financial assets recognized in the consolidated balance sheets.
The accounts receivable cover a number of customers in different industries and geographical areas. The combined company continuously evaluates the collateral and financial status obtained by accounts receivable customers.
- 38 -
3) Liquidity risk
The combined company manages liquidity risk by monitoring and maintaining a level of cash and cash equivalents deemed adequate to finance the combined company's operations and mitigate the effects of fluctuations in cash flows. In addition, the combined company's management monitors the utilization of bank borrowings and ensures compliance with loan covenants.
The combined company relies on bank borrowings as a significant source of liquidity. As of March 31, 2021, December 31, and March 31, 2020, the combined company had available bank loan facilities in the amounts of NT$4,797,991 thousand, NT$5,296,868 thousand, and NT$4,511,474 thousand, respectively.
Liquidity and interest rate risk table for non-derivative financial liabilities
The following table details the combined company's remaining contractual maturity for its non-derivative financial liabilities with agreed repayment periods. The table had been drawn up based on the undiscounted cash flows of financial liabilities from the earliest date on which the combined company may 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.
March 31, 2021
| Non-derivative financial liabilities Non-interest bearing Lease liabilities Variable interest rate liabilities Fixed interest rate liabilities Contract liabilities December 31, 2020 Non-derivative financial liabilities Non-interest bearing Lease liabilities Variable interest rate liabilities Fixed interest rate liabilities Contract liabilities |
On Demand or Less than 1 Month |
On Demand or Less than 1 Month |
1-3 Months | 3 Months to 1 Year |
3 Months to 1 Year |
1-5 Years | ||
|---|---|---|---|---|---|---|---|---|
| $ 550,382 5,356 34,011 497,601 89,080 $ 1,176,430 On Demand or Less than 1 Month |
$ 1,100,765 16,841 34,011 711,524 178,159 $ 2,041,300 1-3 Months |
$ 54,733 64,748 42,006 188,834 - $ 350,321 3 Months to 1 Year |
$ 25,455 180,350 - - - $ 205,805 1-5 Years |
|||||
| $ 741,613 23,864 - 721,695 249,348 $ 1,736,520 |
$ 1,498,132 12,939 33,911 961,677 498,696 $ 3,005,355 |
$ 66,711 47,976 73,126 193,263 - $ 381,076 |
$ 19,990 212,012 - - - $ 232,002 |
December 31, 2020
- 39 -
March 31, 2020
| Non-derivative financial liabilities Non-interest bearing Lease liabilities Variable interest rate liabilities Fixed interest rate liabilities Contract liabilities |
On Demand or Less than 1 Month |
On Demand or Less than 1 Month |
1-3 Months $ 1,233,357 14,980 - 1,365,587 215,125 $ 2,829,049 |
3 Months to 1 Year |
3 Months to 1 Year |
1-5 Years | ||
|---|---|---|---|---|---|---|---|---|
| $ 609,812 5,917 - 656,148 107,563 $ 1,379,440 |
$ 59,304 68,256 30,002 - - $ 157,562 |
$ 20,048 250,645 - - - $ 270,693 |
The amounts included above for variable interest rate instruments of non-derivative financial liabilities were subject to change if variable interest rates differ from those estimates of interest rates determined at the end of the reporting period.
32. RELATED PARTY TRANSACTIONS
Transactions, balances, income and expenses between the Company and its subsidiaries, which are related parties of the Company, have been eliminated on consolidation and are not disclosed in this note. Besides as disclosed elsewhere in other notes, details of transactions between the combined company and other related parties are disclosed below.
- a. Related parties and relationships
| Name of Related Party GeneFerm Biotechnology Co., Ltd. (GeneFerm) |
Relationship with the combined company |
|---|---|
| The Company is one of the directors |
- b. Sales of goods
| Sales of goods | ||||
|---|---|---|---|---|
| Related Party Category | For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2020 |
||
| The Company is one of the directors | $ 6,231 | $ 5,059 |
Sales from related parties were conducted on normal commercial terms.
- c. Purchases of goods
| Purchases of goods | ||||
|---|---|---|---|---|
| Related Party Category | For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2020 |
||
| The Company is one of the directors | $ 22,439 | $ 21,505 |
Purchases from related parties were conducted on normal commercial terms.
- d. Receivables from related parties
| Line Item Trade receivables from related parties |
Name of Related Party | March 31, 2021 |
December 31, 2020 | December 31, 2020 | March 31, 2020 $ 5,312 |
March 31, 2020 $ 5,312 |
|
|---|---|---|---|---|---|---|---|
| GeneFerm | $ 5,865 | $ 9,011 | $ 5,312 |
The outstanding receivables from related parties were unsecured. No loss allowances were set aside for receivables from related parties for the three months ended March 31, 2021 and 2020.
-
40 -
-
e. Payables to related parties
| Line Item |
Name of Related Party | March 31, 2021 $ 19,187 |
December 31, 2020 $ 20,526 |
March 31, 2020 | March 31, 2020 | |
|---|---|---|---|---|---|---|
| Trade payables to related parties |
GeneFerm | $ 22,581 |
The outstanding payables to related parties were unsecured.
- f. Compensation of key management personnel
| Compensation of key management personnel | ||||
|---|---|---|---|---|
| Short-term employee benefits Post-employment benefits |
For the Three Months Ended March 31, 2021 |
For the Three Months Ended March 31, 2020 |
||
| $ 6,459 59 $ 6,518 |
$ 13,680 117 $ 13,797 |
The remuneration of directors and key executives was determined by the Remuneration Committee based on the performance of individuals and market trends.
33. PLEDGED ASSETS
The following assets were provided as collateral for bank borrowings, issuance of bank acceptances, performance guaranty, and bond for customs clearance:
Pledge time deposits (included in other current assets) Pledge time deposits (included in other non-current assets) Property, plant and equipment - net Investment properties - net |
March 31, 2021 | March 31, 2021 | **December 31, 2020 ** | **December 31, 2020 ** | March 31, 2020 | March 31, 2020 |
|---|---|---|---|---|---|---|
| $ 4,016 - 84,596 60,210 $ 148,822 |
$ 4,016 - 121,362 55,122 $ 180,500 |
$ 4,013 85,320 133,450 56,462 $ 279,245 |
34. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED CONTRACT COMMITMENTS
Except for those disclosed in other notes, significant commitments and contingencies of the combined company on March 31, 2021 are 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$3,589 thousand.
-
c. Unrecognized commitments for acquisition of property, plant, and equipment of approximately $165,910 thousand.
-
d. Unrecognized commitments for acquiring colostrum from dairymen were approximately 26,492 tons.
-
41 -
35. INFORMATION ON FOREIGN CURRENCY-DENOMINATED ASSETS AND LIABILITIES OF SIGNIFICANT INFLUENCE
The following information is aggregated in foreign currencies other than the functional currency of the combined company. The exchange rate disclosed is the exchange rate of the foreign currency into the functional currency. Foreign currency assets and liabilities with significant influences are as follows:
March 31, 2021
| Financial assets Monetary items USD USD RMB AUD CHF CHF Financial liabilities Monetary items USD CHF |
Foreign Currencies $ 5,424 1,358 207,135 1,301 2,050 360 3,158 1,379 |
Exchange Rate 28.54 (USD:NTD) 6.57 (USD:RMB) 4.34 (RMB:NTD) 21.71 (AUD:NTD) 30.28 (CHF:NTD) 6.97 (CHF:RMB) 28.54 (USD:NTD) 6.97 (CHF:RMB) |
Carrying Amount | Carrying Amount |
|---|---|---|---|---|
| $ 154,786 38,774 899,794 28,240 62,064 10,897 $ 1,194,555 $ 90,117 41,747 $ 131,864 |
December 31, 2020
| Financial assets Monetary items USD USD RMB AUD CHF CHF Financial liabilities Monetary items USD CHF |
Foreign Currencies $ 12,230 2,785 206,642 1,576 1,450 754 2,294 1,086 |
Exchange Rate 28.48 (USD:NTD) 6.52 (USD:RMB) 4.38 (RMB:NTD) 21.95 (AUD:NTD) 32.31 (CHF:NTD) 7.38 (CHF:RMB) 28.48 (USD:NTD) 7.38 (CHF:RMB) |
Carrying Amount | Carrying Amount |
|---|---|---|---|---|
| $ 348,298 79,539 904,473 34,585 46,842 24,355 $ 1,438,092 $ 65,335 35,089 $ 100,424 |
March 31, 2020
| Financial assets Monetary items USD USD EUR RMB AUD CHF CHF Financial liabilities Monetary items USD AUD CHF |
Foreign Currencies $ 25,164 6,426 937 23,223 1,775 1,450 457 1,133 560 269 |
Exchange Rate 30.23 (USD:NTD) 7.09 (USD:RMB) 33.24 (EUR:NTD) 4.26 (RMB:NTD) 18.64 (AUD:NTD) 31.38 (CHF:NTD) 7.37 (CHF:RMB) 30.23 (USD:NTD) 18.64 (AUD:NTD) 7.37 (CHF:RMB) |
Carrying Amount | Carrying Amount |
|---|---|---|---|---|
| $ 760,597 193,731 31,134 98,815 33,082 45,494 14,329 $ 1,177,182 $ 34,234 10,433 8,434 $ 53,101 |
- 42 -
The combined company is mainly exposed to RMB and USD. The following information was aggregated by the foreign functional currencies of the group entities, and the exchange rates between respective functional currencies and the presentation currency were disclosed. The significant realized and unrealized foreign exchange gains (losses) were as follows:
Functional Currencies NTD RMB CHF |
For the Three Months Ended March 31, 2021 Exchange Rate Net Foreign Exchange Gains (Losses) 1 (NTD:NTD) ( $ 12,359 ) 4.38 (RMB:NTD) 1,830 31.34 (CHF:NTD) 3 ($ 10,526) |
For the Three Months Ended March 31, 2021 Exchange Rate Net Foreign Exchange Gains (Losses) 1 (NTD:NTD) ( $ 12,359 ) 4.38 (RMB:NTD) 1,830 31.34 (CHF:NTD) 3 ($ 10,526) |
For the Three Months Ended March 31, 2020 | For the Three Months Ended March 31, 2020 | For the Three Months Ended March 31, 2020 |
|---|---|---|---|---|---|
| Exchange Rate 1 (NTD:NTD) 4.38 (RMB:NTD) 31.34 (CHF:NTD) |
Exchange Rate 1 (NTD:NTD) 4.32 (RMB:NTD) 31.10 (CHF:NTD) |
Net Foreign Exchange Gains (Losses) |
|||
| ( ( |
( |
$ 4,813 2,240 2) $ 7,051 |
36. Supplementary Disclosures
-
a. Information on Significant Transactions
-
1) Financing provided to others: See Table 1 attached.
-
2) Endorsements/guarantees provided to others: See Table 2 attached.
-
3) Marketable securities held (excluding investments in subsidiaries): See Table 3 attached.
-
4) Marketable securities acquired and disposed of at costs or prices of at least NT$300 million or 20% of the paid-in capital: 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) Trading in derivative instruments: None.
-
10) Others: Intercompany relationships and significant intercompany transactions: Table 6.
-
b. Information on reinvestments (excluding investees in Mainland China): Table 7.
-
c. Information on investments in mainland China
-
1) The name of the investee in mainland China, the main businesses and products, its issued capital, the method of investment, information on inflow or outflow of capital, percentage of ownership, investment income (losses), ending balance of investment, amount repatriated as dividends from the investee, and the limit of investment on investee: See Table 8 attached.
-
2) Significant direct or indirect (through a third region) transactions with the investee, its prices and terms of payment, unrealized gain or loss: None.
-
d. Information of major shareholder: List of all shareholders with ownership of 5 % or greater showing the names and the number of shares and percentage of ownership held by each shareholder. (Table 9)
-
43 -
37. SEGMENT INFORMATION
Information reported to the chief operating decision maker for the purpose of resource allocation and assessment of segment performance focuses on types of corporation. Accordingly, the Group's reportable segments were as follows:
-
․ Standard Foods segment - the Company
-
․ Standard Dairy Products segment - Standard Dairy Products
-
․ China Standard segment - Shanghai Standard, China Standard Investment, China Standard Foods, and Xiamen Standard
-
․ Other segments - other than the above subsidiaries
The following was an analysis of the combined company's revenue and results from continuing operations by reportable segments:
by reportable segments: |
||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| For the Three Months Ended March 31, 2021 Sales from external customers Sales among intersegments Total sales Interest income Financial cost Depreciation expenses Amortization expenses Operating segment income (loss) Unallocated amount Profit before income tax For the Three Months Ended March 31, 2020 Sales from external customers Sales among intersegments Total sales Interest income Financial cost Depreciation expenses Amortization expenses Operating segment income (loss) Unallocated amount Profit before income tax |
Standard Foods Segment |
Standard Dairy Products Segment |
C | hina Standard Segment |
O | ther Segments | Adjustments and Eliminations |
Total | ||||
| $ 3,178,330 263,449 $ 3,441,779 $ 3,965 $ 114 $ 56,126 $ 3,264 $ 842,087 $ 3,152,810 299,411 $ 3,451,221 $ 6,516 $ 258 $ 56,292 $ 1,804 $ 853,285 |
$ 493,539 170,262 $ 663,801 $ 818 $ 10 $ 12,552 $ 1,393 $ 101,323 $ 572,626 176,374 $ 749,000 $ 3,060 $ - $ 12,200 $ 507 $ 119,936 |
( ( |
$ 3,781,451 497 $ 3,781,948 $ 28,448 $ 11,647 $ 59,549 $ 11,606 $ 230,804) $ 2,552,345 173 $ 2,552,518 $ 21,414 $ 12,987 $ 59,318 $ 9,028 $ 191,814) |
( ( |
$ 815,682 1,137 $ 816,819 $ 850 $ 2,544 $ 23,706 $ 3,790 $ 3,604) $ 393,652 4,292 $ 397,944 $ 3,019 $ 2,767 $ 20,706 $ 2,406 $ 20,163) |
( ( ( ( ( ( ( ( ( ( |
$ - 435,345) $ 435,345) $ 2,790) $ 2,790) $ 905) $ - $ 16,184 $ - 480,250) $ 480,250) $ 1,204) $ 1,204) $ 893) $ - $ 6,064 |
$ 8,269,002 - $ 8,269,002 $ 31,291 $ 11,525 $ 151,028 $ 20,053 $ 725,186 - $ 725,186 $ 6,671,433 - $ 6,671,433 $ 32,805 $ 14,808 $ 147,623 $ 13,745 $ 767,308 - $ 767,308 |
- 44 -
TABLE 1
STANDARD FOODS CORPORATION AND SUBSIDIARIES
FINANCING PROVIDED TO OTHERS FOR THE THREE MONTHS ENDED MARCH 31, 2021 (In Thousands of New Taiwan Dollars)
| No. (Note 1) |
Lender |
Borrower | Financial Statement Account |
Related Parties |
Highest Balance for the Period |
Balance at March 31 |
Amount Actually Drawn |
Interest Rate |
Nature of Financing (Note 2) |
Business Transaction Amounts |
Reasons for Short-term Financing |
Allowance for Bad Debts |
**Collateral ** | **Collateral ** | Financing Limit for Each Borrowing Company |
Financing Amount Limit |
Notes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name | Value | ||||||||||||||||
| 0 0 0 0 1 1 1 1 2 2 3 4 5 |
Standard Foods Corporation Standard Foods Corporation Standard Foods Corporation Standard Foods Corporation Standard Investment (China) Co., Ltd. Standard Investment (China) Co., Ltd. Standard Investment (China) Co., Ltd. Standard Investment (China) Co., Ltd. Shanghai Standard Foods Co., Ltd Shanghai Standard Foods Co., Ltd Shanghai Le Ben De Health Technology Co., Ltd. Shanghai Le Ho Industrial Co., Ltd. Shanghai Le Min Industrial Co., Ltd. |
Dermalab S.A. Standard Foods (China) Co., Ltd. Standard Foods (Xiamen) Co., Ltd Standard Beverage Ltd. Shanghai Dermalab Corporation Le Bonta Wellness Co., Ltd. Standard Foods (Xiamen) Co., Ltd Standard Foods (China) Co., Ltd. Standard Investment (China) Co., Ltd. Standard Foods (Xiamen) Co., Ltd Standard Investment (China) Co., Ltd. Standard Investment (China) Co., Ltd. Standard Investment (China) Co., Ltd. |
Financing receivables - related parties Financing receivables - related parties Financing receivables - related parties Financing receivables - related parties Financing receivables - related parties Financing receivables - related parties Financing receivables - related parties Financing receivables - related parties Financing receivables - related parties Financing receivables - related parties Financing receivables - related parties Financing receivables - related parties Financing receivables - related parties |
Yes Yes Yes Yes Yes Yes Yes Yes Yes Yes Yes Yes Yes |
$ 63,578 350,984 526,476 50,000 175,492 175,492 526,476 438,730 614,222 460,667 10,968 8,775 8,775 |
$ 63,578 347,392 521,088 50,000 173,696 173,696 521,088 434,240 607,936 455,952 10,856 8,685 8,685 |
$ 62,064 347,392 521,088 25,300 32,073 49,794 173,896 117,314 404,712 455,952 10,856 5,115 4,837 |
1.000% 1.000% 1.000% 0.950% 1.000% 1.000% 1.000% 1.000% 1.000% 1.000% 1.000% 1.000% 1.000% |
2 2 2 2 2 2 2 2 2 2 2 2 2 |
$ - - - - - - - - - - - - - |
Need for operation Need for operation Need for operation Need for operation Need for operation Need for operation Need for operation Need for operation Need for operation Need for operation Need for operation Need for operation Need for operation |
$ - - - - - - - - - - - - - |
- - - - - - - - - - - - - |
$ - - - - - - - - - - - - - |
$ 7,073,795 (Note 3) 3,536,898 (Note 4) 3,536,898 (Note 4) 7,073,795 (Note 3) 1,972,527 (Note 6) 1,972,527 (Note 6) 1,972,527 (Note 6) 1,972,527 (Note 6) 1,297,447 (Note 7) 1,297,447 (Note 7) 11,932 (Note 8) 197,622 (Note 9) 123,347 (Note 10) |
$ 7,073,795 (Note 3) 7,073,795 (Note 5) 7,073,795 (Note 5) 7,073,795 (Note 3) 1,972,527 (Note 6) 1,972,527 (Note 6) 1,972,527 (Note 6) 1,972,527 (Note 6) 1,297,447 (Note 7) 1,297,447 (Note 7) 11,932 (Note 8) 197,622 (Note 9) 123,347 (Note 10) |
Notes 11 Notes 11 Notes 11 Notes 11 Notes 11 Notes 11 Notes 11 Notes 11 Notes 11 Notes 11 Notes 11 Notes 11 Notes 11 |
- 45 -
Note 1: "0" for the Company. Subsidiaries are numbered in order from "1."
Note 2: Reasons for financing are as follows:
a. Please fill in 1 for need for operation.
b. Please fill in 2 for short-term financing.
Notes 3: The individual and total amount shall not exceed 40% of net value of Standard Foods Co., Ltd per the latest financial statements, which was calculated to be $7,073,795 thousand (the net value per financial statements of $17,684,488 thousand x 40% as of December 31, 2020).
Notes 4: The individual and total amount shall not exceed 20% of net value of Standard Foods Co., Ltd per the latest financial statements, which was calculated to be $3,536,898 thousand (the net value per financial statements of $17,684,488 thousand x 20% as of December 31, 2020).
Notes 5: The individual and total amount shall not exceed 40% of net value of Standard Foods Co., Ltd per the latest financial statements, which was calculated to be $7,073,795 thousand (the net value per financial statements of $17,684,488 thousand x 40% as of December 31, 2020).
Notes 6: The individual and total amount shall not exceed 40% of net value of Standard Investment (China) Co., Ltd. per the latest financial statements, which was calculated to be $1,972,527 thousand (the net value per financial statements of $4,931,318 thousand x 40% as of December 31, 2020).
-
Notes 7: The individual and total amount shall not exceed 40% of the net value of Shanghai Standard Foods Co., Ltd. per the latest financial statements, which was calculated to be NT$1,297,447 thousand (the net value of NT$3,243,618 thousand per financial statements as of December 31, 2020 multiplied by 40%).
-
Notes 8: The individual and total amount shall not exceed 40% of net value of Shanghai Le Ben De Health Technology Co., Ltd. per the latest financial statements, which was calculated to be $11,932 thousand (the net value per financial statements of $29,830 thousand x 40% as of December 31, 2020).
Notes 9: The individual and total amount shall not exceed 40% of net value of Shanghai Le Ho Industrial Co., Ltd. per the latest financial statements, which was calculated to be $197,622 thousand (the net value per financial statements of $494,056 thousand x 40% as of December 31, 2020).
Notes 10: The individual and total amount shall not exceed 40% of net value of Standard Investment (China) CO., Ltd. per the latest financial statements, which was calculated to be $123,347 thousand (the net value per financial statements of $308,367 thousand x 40% as of December 31, 2020).
Notes 11: When the Consolidated Financial Statements are prepared, the amounts have been offset in a consolidated manner.
- 46 -
TABLE 2
STANDARD FOODS CORPORATION AND SUBSIDIARIES
ENDORSEMENTS/GUARANTEES PROVIDED FOR THE THREE MONTHS ENDED MARCH 31, 2021 (In Thousands of New Taiwan Dollars)
| No. (Note 1) |
Endorsement / guarantee Provider |
Guaranteed Party | Guaranteed Party | Endorse to single entity Balance on guarantee |
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 5) |
Guarantee Provided by Subsidiary (Note 5) |
Guarantee Provided to Subsidiaries in Mainland China (Note 5) |
Notes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name | Nature of Relationships (Note 2) |
|||||||||||||
| 0 | Standard Foods Corporation |
Standard Beverage Ltd. |
(2) |
$ 14,147,590 (Note 3) |
$ 145,605 | $ 145,605 | $ - | $ - | 0.82% | $ 17,684,488 (Note 4) |
Y | - | - |
Note 1: "0" for the Company. Subsidiaries are numbered in order from "1."
Note 2: There are seven types of relationships between the guaranteed party and the Company:
a. Trading partner.
b. The company in which the Company holds, directly or indirectly, more than fifty percent (50%) of the voting shares.
c. The company that holds, directly or indirectly, more than fifty percent (50%) of the Company's voting shares.
d. The company in which the Company holds, directly or indirectly, more than fifty percent (50%) of the voting shares.
e. Guaranteed by construction contracts formed due to the need of construction projects, in which the companies in the same industry or joint builders provide endorsement/guarantee to one another.
f. The guarantees were provided by shareholders based on their proportionate share in a jointly invested company.
g. Companies in the same industry provided among themselves joint and several securities for a performance guarantee of a sales contract for pre-construction homes pursuant to the Consumer Protection Act for each other.
Notes 3: The individual and total amount shall not exceed 80% of net value of Standard Foods Co., Ltd. per the latest financial statements, which was calculated to be $14,147,590 thousand (the net value per financial statements of $17,684,488 thousand x 40% as of December 31, 2020).
Notes 4: The individual and total amount shall not exceed 100% of net value of Standard Foods Co., Ltd. per the latest financial statements, which was calculated to be $17,684,488 thousand (the net value per financial statements of $17,684,488 thousand x 100% as of December 31, 2020).
Notes 5: Fill in Y if a listed parent company provides endorsements/guarantees for its subsidiary or if a subsidiary provides endorsements/guarantees for its listed parent company or if endorsements/guarantees involve mainland China.
- 47 -
TABLE 3
STANDARD FOODS CORPORATION AND SUBSIDIARIES
MARKETABLE SECURITIES HELD (EXCLUDING INVESTMENTS IN SUBSIDIARIES) MARCH 31, 2021
(In Thousands of New Taiwan Dollars)
| Holding Company Name | Type of Marketable Securities |
Name of Marketable Securities | Relationship with the Holding Company |
Financial Statement Account | **March 31, ** | 2021 | Notes | ||
|---|---|---|---|---|---|---|---|---|---|
| Shares | Carrying Amount | Percentage of Ownership |
Fair Value | ||||||
| Standard Foods Corporation | Shares Shares Shares Shares Mutual funds Mutual funds Mutual funds Mutual funds Mutual funds Mutual funds Mutual funds Mutual funds Mutual funds Mutual funds Mutual funds Mutual funds Debt securities |
Far Eastern International Commercial Bank Co., Ltd. Chunghwa Telecom Co., Ltd. GeneFerm Biotechnology Co., Ltd. Dah Chung Bills Finance Corp. Mega Diamond Money Market Jih Sun Money Market Fund Taishin 1699 Money Market Fund CTBC Hwa-Win Money Market Fund FSITC Taiwan Money Market Fund Cathay Taiwan Money Market Fund Cathay China Domestic Demand Growth Fund Cathay Target Date 2029 Fund of Funds Hua Nan Phoenix Money Market Fund Cathay Glb Aggressive FOFs Taishin Ta-Chong Money Market Fund President Hang Seng TECH Index ETN CODEIS Smart Cash Note |
The Company is one of the directors |
Financial assets at FVTOCI - current Financial assets at FVTOCI - current Financial assets at FVTOCI - non-current Financial assets at FVTOCI - non-current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current |
1,416,950 48,600 2,145,110 1,243,213 12,512,356 4,019,723 24,922,335 23,680,651 30,989,574 8,213,389 2,621,859 4,720,915 9,149,689 2,284,844 9,773,943 5,900,000 10,000 |
$ 15,161 5,419 72,719 15,354 158,394 60,142 340,324 263,158 478,634 103,009 81,435 57,580 150,013 57,350 140,056 60,062 29,094 |
- - 7.7% 0.3% - - - - - - - - - - - - - |
$ 15,161 5,419 72,719 15,354 158,394 60,142 340,324 263,158 478,634 103,009 81,435 57,580 150,013 57,350 140,056 60,062 29,094 |
(Continued)
- 48 -
(Continued from the previous page)
| Holding Company Name | Type of Marketable Securities |
Name of Marketable Securities | Relationship with the Holding Company |
Financial Statement Account | March 31, | 2021 | Notes | ||
|---|---|---|---|---|---|---|---|---|---|
| Shares | Carrying Amount | Percentage of Ownership |
Fair Value | ||||||
| Standard Dairy Products Taiwan Ltd. |
Shares Shares Shares Shares Shares Shares Shares Shares Shares Shares Shares Shares Mutual funds Mutual funds Mutual funds Mutual funds Mutual funds Mutual funds Mutual funds |
Techgains Pan-Pacific Corporation Authenex, Inc. Paradigm Venture Capital Corporation U-Teck Environment Corporation, Ltd. Octamer, Inc. - Series E Preferred Stock Octamer, Inc. - Series F Preferred Stock Fortemedia, Inc. - Series D Preferred Stock Fortemedia, Inc. - Series E Preferred Stock Fortemedia, Inc. - Series F Preferred Stock Fortemedia, Inc. - Series G Preferred Stock Fortemedia, Inc. - Series I Preferred Stock Fortemedia, Inc. - Common Stock Mega Diamond Money Market Fund Jih Sun Money Market Fund Taishin 1699 Money Market Fund FSITC Taiwan Money Market Fund Cathay China Domestic Demand Growth Fund Cathay Target Date 2029 Fund of Funds Cathay Glb Aggressive FOFs |
Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current |
500,000 2,424,242 180,376 11,200 800,000 107,815 3,455 71,397 29,173 31,135 29,102 12,938 3,963,725 5,866,056 3,409,059 2,112,339 873,953 786,819 761,615 |
$ - - 1,876 - - - - - - - - - 50,177 87,767 46,552 32,625 27,145 9,597 19,116 |
0.9% 5.5% 7.0% 0.2% 7.8% 1.0% 1.2% 1.2% 1.2% 1.3% 1.3% 1.2% - - - - - - - |
$ - - 1,876 - - - - - - - - - 50,177 87,767 46,552 32,625 27,145 9,597 19,116 |
(Continued)
- 49 -
| Holding Company Name | Type of Marketable Securities |
Name of Marketable Securities | Relationship with the Holding Company |
Financial Statement Account | **March 31, ** | 2021 | Notes | ||
|---|---|---|---|---|---|---|---|---|---|
| Shares | Carrying Amount | Percentage of Ownership |
Fair Value | ||||||
| Charng Hui Ltd. Standard Beverage Ltd. Domex Technology Corporation Accession Limited |
Shares Shares Shares Shares Shares Mutual funds Mutual funds Mutual funds Shares Shares Shares Shares Mutual funds Mutual funds Shares Shares Mutual funds |
Standard Foods Corporation Formosa Plastics Corporation China Steel Corporation Polytronics Technology Corporation Taiwan Semiconductor Manufacturing Co., Ltd. Fuh Hwa Global Strategic Allocation FoF Franklin Templeton SinoAm Franklin Templeton Global Bond Fund of Funds Taishin 1699 Money Market Fund Global Strategic Investment Co., Ltd. Hong Da Leasing & Finance Co., Ltd. CNEX Co., Ltd. Amphastar Pharmaceuticals Inc. (AMPH) Fuh Hwa Greater China Mid and Small Cap Fund Franklin Templeton SinoAm Franklin Templeton Global Bond Fund of Funds - Accu. InnoComm Mobile Technology Corp. AsiaVest Liquidation Co. Term Liquidity Fund |
Parent of Charng Hui Ltd. Charng Hui Ltd. is one of the directors Charng Hui Ltd. is one of the directors |
Financial assets at FVTOCI - current Financial assets at FVTOCI - current Financial assets at FVTOCI - current Financial assets at FVTOCI - current Financial assets at FVTOCI - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTOCI - non-current Financial assets at FVTOCI - non-current Financial assets at FVTPL - current |
6,669,471 91,440 803,258 1,596,000 90,000 1,000,000 1,453,360 51,340 850,500 8,297,000 1,000,000 7,742 225,000 282,988 3,600,000 200 33,453 |
$ 390,831 9,236 20,804 209,874 52,830 12,580 18,602 701 4,338 - - 4,047 3,546 3,622 250,704 1,065 100,308 |
0.7% - - 2.0% - - - - 1.9% 23.7% 6.0% - - - 13.4% 0.7% - |
$ 390,831 9,236 20,804 209,874 52,830 12,580 18,602 701 4,338 - - 4,047 3,546 3,622 250,704 1,065 100,308 |
Notes |
Note: The amounts presented above were eliminated upon consolidation.
- 50 -
TABLE 4
STANDARD FOODS CORPORATION AND SUBSIDIARIES
TOTAL PURCHASES FROM OR SALES TO RELATED PARTIES AMOUNTING TO AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE THREE MONTHS ENDED MARCH 31, 2021
(In Thousands of New Taiwan Dollars)
| Company Name | Counter-party | Nature of Relationships |
Transaction Details | Transaction Details | **Abnormal Transaction ** | **Abnormal Transaction ** | Notes/Trade Receivable (Payable) | Notes/Trade Receivable (Payable) | Notes | ||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchases (Sales) |
Amount | % to Total | Payment Terms | Unit Price | Payment Terms | Ending Balance | Ratio to Total Notes or Accounts Receivable (payable) |
||||
| Standard Foods Corporation Standard Dairy Products Taiwan Ltd. Shanghai Standard Foods Co., Ltd Standard Investment (China) Co., Ltd. Standard Foods (China) Co., Ltd. Standard Investment (China) Co., Ltd. Standard Foods (Xiamen) Co., Ltd Standard Investment (China) Co., Ltd. |
Standard Dairy Products Taiwan Ltd. Standard Foods Corporation Standard Investment (China) Co., Ltd. Shanghai Standard Foods Co., Ltd Standard Investment (China) 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 Ltd. 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 (Xiamen) Co., Ltd. Standard Investment (China) Co., Ltd.'s subsidiary |
Sales Purchases Purchases Sales Sales Purchases Purchases Sales Sales Purchases Sales Purchases |
( $ 263,449 ) 170,262 263,449 ( 170,262 ) ( 434,577 ) 102,592 434,577 ( 102,592 ) ( 1,203,492 ) 1,203,492 ( 995,571 ) 995,571 |
7.65% 10.43% 56.64% 25.65% 75.21% 15.13% 16.51% 2.87% 99.52% 45.67% 84.86% 37.78% |
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 |
- - - - - - - - - - - |
- - - - - - - - - - - |
$ 113,085 - ( 113,085 ) - 151,884 ( 41,730 ) ( 151,884 ) 41,730 400,061 ( 400,061 ) 237,045 ( 237,045 ) |
4.97% - 39.00% - 96.94% 61.46% 12.40% 2.09% 47.90% 32.67% 100.00% 19.36% |
Notes Notes Notes Notes Notes Notes Notes Notes Notes Notes Notes Notes |
Note: The amounts presented above were eliminated upon consolidation.
- 51 -
TABLE 5
STANDARD FOODS CORPORATION AND SUBSIDIARIES
RECEIVABLES FROM RELATED PARTIES AMOUNTING TO AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL MARCH 31, 2021
(In Thousands of New Taiwan Dollars)
| Company Name | Counter-party | Nature of Relationships | Ending Balance for Trade Receivable - Related Parties |
Ending Balance for Trade Receivable - Related Parties |
Turnover Rate | Overdue | Overdue | Amounts Received in Subsequent Period |
Allowance for loss amount |
Allowance for loss amount |
Notes | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Amount | Actions Taken | |||||||||||
| Standard Foods Corporation Standard Foods Corporation Standard Foods Corporation Shanghai Standard Foods Co., Ltd Shanghai Standard Foods Co., Ltd Standard Foods (China) Co., Ltd. Standard Investment (China) Co., Ltd. Standard Investment (China) Co., Ltd. Standard Foods (Xiamen) Co., Ltd |
Standard Dairy Products Taiwan Ltd. 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 Standard Investment (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 Company Standard Investment (China) Co., Ltd.'s subsidiary Company Parent 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 Financing receivables Other receivables Trade receivables Other receivables Trade receivables Finance receivables Other receivables Trade receivables Finance receivables Other receivables Trade receivables Other receivables |
$ 113,085 2,424 $ 115,509 $ 347,392 3,008 $ 350,400 $ 521,088 3,974 $ 525,062 $ 151,884 404,712 5,906 $ 562,502 $ 455,952 1,241 $ 457,193 $ 400,061 8,931 $ 408,992 $ 134 117,314 5,039 $ 122,487 $ 24 173,896 3,205 $ 177,125 $ 237,045 1,263 $ 238,308 |
8.76 4.94 4.62 12.26 48.00 5.22 |
$ - - $ - $ - - $ - $ - - $ - $ - - - $ - - - $ - $ - - $ - $ - - - $ - $ - - - $ - $ - - $ - |
$ 14,134 (Note 1) 2,424(Note 1) $ 16,558(Note 1) $ 347,392 (Note 1) 3,008(Note 1) $ 350,400(Note 1) $ - (Note 1) - (Note 1) $ - (Note 1) $ 70,251 (Note 1) - (Note 1) 2,897(Note 1) $ 73,148(Note 1) - (Note 1) - (Note 1) $ - (Note 1) $ 146,134 (Note 1) 5,050(Note 1) $ 151,184(Note 1) $ - (Note 1) - (Note 1) - (Note 1) $ - (Note 1) $ - (Note 1) - (Note 1) - (Note 1) $ - (Note 1) $ 592 (Note 1) 1,263(Note 1) $ 1,855(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) |
Notes 1: Amount received as of May 5, 2021.
Notes 2: The amount was eliminated upon consolidation.
- 52 -
TABLE 6
STANDARD FOODS CORPORATION AND SUBSIDIARIES
INTERCOMPANY RELATIONSHIPS AND SIGNIFICANT INTERCOMPANY TRANSACTIONS FOR THE THREE MONTHS ENDED MARCH 31, 2021
(In Thousands of New Taiwan Dollars)
| No. (Note 1) |
Name of Company | Counterparty | Relationship (Note 2) |
Transactions Details | Transactions Details | ||
|---|---|---|---|---|---|---|---|
| Financial Statement Accounts | Amount (Note 4) | Payment Terms | % to Consolidated Total Sales or Assets (Note 3) |
||||
| 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 1 1 1 1 1 1 1 1 1 1 |
Standard Foods Corporation Standard Foods Corporation Standard Foods Corporation Standard Foods Corporation Standard Foods Corporation Standard Foods Corporation Standard Foods Corporation Standard Foods Corporation Standard Foods Corporation Standard Foods Corporation Standard Foods Corporation Standard Foods Corporation Standard Foods Corporation Standard Foods Corporation Standard Foods Corporation Standard Foods Corporation Shanghai Standard Shanghai Standard Shanghai Standard Shanghai Standard Shanghai Standard Shanghai Standard Shanghai Standard Shanghai Standard Shanghai Standard Shanghai Standard Shanghai Standard Shanghai Standard Shanghai Standard |
Standard Dairy Products Standard Dairy Products Standard Dairy Products Standard Dairy Products Standard Dairy Products Standard Beverage Standard Beverage Standard Beverage Standard Beverage Dermalab China Standard Foods China Standard Foods China Standard Foods Xiamen Standard Xiamen Standard Xiamen Standard China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Foods China Standard Foods China Standard Foods |
1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 3 3 3 3 3 3 3 3 3 3 3 3 3 |
Trade receivables - related parties Other receivables - related parties Sales Purchases Royalty revenue Other receivables - related parties Financing receivables - related parties Interest income Service revenue (recognized under sundry revenue) Financing receivables - related parties Other receivables - related parties Financing receivables - related parties Interest income Other receivables - related parties Financing receivables - related parties Interest income Trade receivables - related parties Financing receivables - related parties Other receivables - related parties Trade payables - related parties Other payables - related parties Sales Purchases Interest income Other expenses Research and development expenses Trade receivables - related parties Sales Purchases |
$ 113,085 2,424 263,449 170,262 1,891 117 25,300 20 330 62,064 3,008 347,392 865 3,974 521,088 1,297 151,884 404,712 5,906 41,730 916 434,577 102,592 395 58 925 4,799 9,979 4,785 |
According to the general conditions According to the general conditions According to the general conditions According to the general conditions According to the general conditions According to the general conditions Interest rate 0.950% per annum Interest rate 0.950% per annum According to the general conditions Interest rate 1.000% per annum According to the general conditions Interest rate 1.000% per annum Interest rate 1.000% per annum According to the general conditions Interest rate 1.000% per annum Interest rate 1.000% per annum According to the general conditions Interest rate 1.000% per annum According to the general conditions According to the general conditions According to the general conditions According to the general conditions According to the general conditions Interest rate 1.000% per annum According to the general conditions According to the general conditions According to the general conditions According to the general conditions According to the general conditions |
0.4% - 3.2% 2.1% - - 0.1% - - 0.2% - 1.3% - - 1.9% - 0.6% 1.5% - 0.2% - 5.3% 1.2% - - - - 0.1% 0.1% |
(Continued)
- 53 -
| No. (Note 1) |
Name of Company | Counterparty | Relationship (Note 2) |
Transactions Details | Transactions Details | ||
|---|---|---|---|---|---|---|---|
| Financial Statement Accounts | Amount (Note 4) | Payment Terms | % to Consolidated Total Sales or Assets (Note 3) |
||||
| 1 1 1 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 |
Shanghai Standard Shanghai Standard Shanghai Standard China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment |
Xiamen Standard Xiamen Standard Xiamen Standard China Standard Foods China Standard Foods China Standard Foods China Standard Foods China Standard Foods China Standard Foods China Standard Foods China Standard Foods China Standard Foods China Standard Foods Shanghai Dermalab Shanghai Dermalab Shanghai Dermalab Shanghai Dermalab Xiamen Standard Xiamen Standard Xiamen Standard Xiamen Standard Xiamen Standard Xiamen Standard Xiamen Standard Xiamen Standard Xiamen Standard Le Bonta Wellness Le Bonta Wellness Le Bonta Wellness Le Bonta Wellness Le Bonta Wellness Le Bonta Wellness Le Bonta Wellness Shanghai Le Ho Industrial Co., Ltd. Shanghai Le Ho Industrial Co., Ltd. |
3 3 3 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 3 3 |
Other receivables - related parties Financing receivables - related parties Interest income Trade receivables - related parties Other receivables - related parties Financing receivables - related parties Trade payables - related parties Other payables - related parties Sales Purchases Interest income Other income Rental expenses Other receivables - related parties Financing receivables - related parties Interest income Expenses (social expenses and other expenses) Trade receivables - related parties Other receivables - related parties Financing receivables - related parties Trade payables - related parties Other payables - related parties Sales Purchases Interest income Other income Other receivables - related parties Financing receivables - related parties Trade payables - related parties Sales Purchases Interest income Other expenses Other payables - related parties Financing payables-related parties |
$ 1,241 455,952 1,149 134 5,039 117,314 400,061 8,931 213 1,203,492 1,180 5,086 24 300 32,073 305 82 24 3,205 173,896 237,045 1,263 162 995,571 4,307 3,236 206 49,794 110 2 925 209 78 36 5,115 |
According to the general conditions Interest rate 1.000% per annum Interest rate 1.000% per annum According to the general conditions According to the general conditions Interest rate 1.000% per annum According to the general conditions According to the general conditions According to the general conditions According to the general conditions Interest rate 1.000% per annum According to the general conditions According to the general conditions According to the general conditions Interest rate 1.000% per annum Interest rate 1.000% per annum According to the general conditions According to the general conditions According to the general conditions Interest rate 1.000% per annum According to the general conditions According to the general conditions According to the general conditions According to the general conditions Interest rate 1.000% per annum According to the general conditions According to the general conditions Interest rate 1.000% per annum According to the general conditions According to the general conditions According to the general conditions Interest rate 1.000% per annum According to the general conditions According to the general conditions Interest rate 1.000% per annum |
- 1.7% - - - 0.4% 1.5% - - 14.6% - 0.1% - - 0.1% - - - - 0.6% 0.9% - - 12.0% 0.1% - - 0.2% - - - - - - - |
(Continued)
- 54 -
| No. (Note 1) |
Name of Company | Counterparty | Relationship (Note 2) |
Transactions Details | Transactions Details | ||
|---|---|---|---|---|---|---|---|
| Financial Statement Accounts | Amount (Note 4) | Payment Terms | % to Consolidated Total Sales or Assets (Note 3) |
||||
| 2 2 2 2 2 2 2 3 3 4 4 4 4 4 4 4 4 5 5 |
China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment China Standard Investment Shanghai Dermalab Shanghai Dermalab China Standard Foods China Standard Foods China Standard Foods China Standard Foods China Standard Foods China Standard Foods China Standard Foods China Standard Foods Le Bonta Wellness LeBonta Wellness |
Shanghai Le Ho Industrial Co., Ltd. Shanghai Le Min Industrial Co., Ltd. Shanghai Le Min Industrial Co., Ltd. Shanghai Le Min Industrial Co., Ltd. Shanghai Le Ben De Shanghai Le Ben De Shanghai Le Ben De Dermalab Dermalab Le Bonta Wellness Le Bonta Wellness Le Bonta Wellness Le Bonta Wellness Le Bonta Wellness Xiamen Standard Xiamen Standard Xiamen Standard Shanghai Le Ben De Shanghai LeBen De |
3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 |
Interest expenses Other payables - related parties Financing payables - related parties Interest expenses Other payables - related parties Financing payables - related parties Interest expenses Trade payables - related parties Purchases Trade receivables - related parties Other receivables - related parties Sales Rental income Other expenses Trade receivables - related parties Other payables - related parties Sales Sales Purchases |
$ 34 32 4,837 34 30 10,856 27 41,747 25,347 554 832 495 905 1,037 43 2,291 38 48 52 |
Interest rate 1.000% per annum According to the general conditions Interest rate 1.000% per annum Interest rate 1.000% per annum According to the general conditions Interest rate 1.000% per annum Interest rate 1.000% per annum According to the general conditions According to the general conditions According to the general conditions According to the general conditions According to the general conditions According to the general conditions According to the general conditions According to the general conditions According to the general conditions According to the general conditions According to the general conditions According to the generalconditions |
- - - - - - - 0.2% 0.3% - - - - - - - - - - |
Notes 1: Where the parent company and its subsidiaries do business with each other, information shall be stated separately in the "No." column and numbered as follows:
a. Parent company is 0.
b. Subsidiaries are numbered in order by Arabic numerals from 1.
Notes 2: The related parties have the following three relationships:
- a. Parent company to its subsidiaries.
b. Subsidiaries to its parent company.
c. Subsidiaries to subsidiaries.
- Notes 3: The transaction amounts are calculated as percentage of consolidated total revenue or total assets; balance sheet accounts are calculated as percentage of consolidated total assets; amounts of income statement accounts are calculated as percentage of consolidated total revenues.
Notes 4: The amount was eliminated upon consolidation.
- 55 -
TABLE 7
STANDARD FOODS CORPORATION AND SUBSIDIARIES
INFORMATION ON INVESTEE COMPANIES (EXCLUDING MAINLAND INVESTED COMPANIES) FOR THE THREE MONTHS ENDED MARCH 31, 2021 (In Thousands of New Taiwan Dollars)
| Investor Company |
Investee Company | Location | Main Businesses and Products |
Original Investment Amount | Original Investment Amount | As of March 31, 2021 | As of March 31, 2021 | As of March 31, 2021 | Net Income (Loss) of the Investee |
Share of Profits (Loss) |
Notes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| March 30, 2021 | December 31, 2020 |
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 Ltd. Charng Hui Ltd. Domex Technology Corporation Standard Beverage Ltd. Le Bonta Wellness International Co. 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 |
Investing Investing Manufacture and sale of dairy products and beverages Investing Manufacture and sale of computer peripherals and computer appliances Manufacture and sale of beverages Sale of health food Sale of health food Development and sale of cosmetics Sale of cosmetics Investing |
$3,936,267 4,710,865 300,853 230,000 114,116 79,072 5,953 9,056 379,489 96 4,708,566 |
$3,936,267 4,710,865 300,853 230,000 114,116 79,072 14,350 9,056 335,215 96 4,708,566 |
123,600,000 150,124,815 30,000,000 24,100,000 10,374,399 7,907,000 Notes 4 Notes 4 4,050 3,000 150,050,815 |
100% 100% 100% 100% 52% 100% 100% 100% 100% 100% 100% |
$3,591,730 5,422,734 1,090,412 418,220 347,702 83,876 446 8,561 215,963 - 5,422,247 |
( $ 1,034 ) ( 235,849 ) 81,073 ( 592 ) 18,280 289 ( 115 ) - ( 3,536 ) - ( 235,766 ) |
( $ 2,293 ) (Note 1) ( 235,849 ) 83,822 (Note 2) ( 592 ) 9,507 279 (Note 3) ( 115 ) - |
Subsidiary (Note 5) Subsidiary (Note 5) Subsidiary (Note 5) Subsidiary (Note 5) Subsidiary (Note 5) Subsidiary (Note 5) Subsidiary (Note 5) Subsidiary (Note 5) Sub-subsidiary (Note 5) Third-tier subsidiary (Note 5) Sub-subsidiary (Note 5) |
Note 1: This amount was the share of profit from the investee of NT$1,034 thousand minus the unrealized gain on sidestream transactions of NT$1,259 thousand.
Note 2: This amount was the share of profit of the investee of $81,073 thousand plus the unrealized gain on upstream transactions of $2,749 thousand.
Note 3: This amount was the share of profit from the investee of NT$289 thousand plus the realized profit on upstream transactions of NT$10 thousand.
Note 4: This is a limited company with no issued shares.
Note 5: The amount was eliminated upon consolidation.
- 56 -
TABLE 8
STANDARD FOODS CORPORATION AND SUBSIDIARIES
INFORMATION ON INVESTMENTS IN MAINLAND CHINA FOR THE THREE MONTHS ENDED MARCH 31, 2021 (In Thousands of New Taiwan Dollars)
| Investee Company in Mainland China |
Main Businesses and Products |
Paid-in Capital | Paid-in Capital | Method of Investment (Note 1) |
Accumulated Outward Remittance for Investment from Taiwan as of January 1, 2021 |
Remittance or Recovery of Funds |
Remittance or Recovery of Funds |
Remittance or Recovery of Funds |
Accumulated Outward Remittance for Investment from Taiwan as of March 31, 2021 |
Net Income (Loss) of the Investee |
% of Ownership of Direct or Indirect Investment |
Investment Profit (Loss) Recognized (Note 2) |
Carrying Amount as of March 31, 2021 |
Accumulated Repatriation of Investment Income as of March 31, 2021 |
Notes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 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, cosmetic and engage in import and export business Sale of nutritional foods and engage in import and export business Sale of nutritional foods and engagement in export business Manufacture and sale of edible oil products and nutritional foods Management of properties Management of properties |
$ 3,949,575 3,755,530 1,631,668 93,989 380,418 31,220 1,307,582 607,717 378,009 |
(2) (Note 3) (2) (Note 5) (3) (Note 6) (3) (Note 6) (1) and (3) (Note 7) (3) (Notes 4 and 8) (3) (Note 6) (2) (Note 5) (2) (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) |
$ 8,095 ( 230,601 ) ( 4,906 ) 2,189 ( 11,930 ) 97 ( 29,019 ) ( 4,619 ) ( 2,814 ) |
100.0% 99.0% 99.0% 99.0% 99.5% 100.0% 99.0% 100.0% 100.0% |
$ 9,243 (Note 9) ( 228,295 ) (Note 9) ( 689 ) (Note 9) 2,167 (Note 10) ( 11,872 ) (Note 10) 97 (Note 10) ( 18,192 ) (Note 10) ( 4,619 ) (Note 10) ( 2,814 ) (Note 10) |
$ 3,229,489 4,630,759 1,989,139 10,416 163,084 29,773 1,429,725 486,945 303,997 |
$ - - - - - - - - - |
Notes 12 Notes 12 Notes 12 Notes 12 Notes 12 Notes 12 Notes 12 Notes 12 Notes 12 |
|
| Accumulated Outward Remittance for Investment in Mainland China as of March31,2021 |
Investment Amounts Authorized by Investment Commission,MOEA |
Upper Limit on the Amount of Investment Stipulated byInvestmentCommission,MOEA |
|||||||||||||
| $8,919,525 | $8,919,525 | Unlimitedamountof investment(Note11) |
-
57 -
-
Notes 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. (Please specify the investor company in third region.)
-
c. Other methods.
-
Notes 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 statements were audited and certified by an international accounting firm in cooperation with an ROC accounting firm.
-
2) The financial statements were audited by the CPA of the parent company in Taiwan.
-
3) Others.
-
Notes 3: Accession Ltd. is the investor company in third region.
-
Notes 4: There was no difference between the beginning balance and the ending balance of the accumulated amount invested from Taiwan for the three-month period ended March 31, 2021. The investment remained at $4,034,074 thousand. Of the $4,034,074 thousand, $53,279 thousand has been retained in Accession Ltd. The remaining balance 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 in Shanghai Standard Foods Co., Ltd. and Shanghai Le Ben De Health Technology Co., Ltd. was $3,949,575 thousand and $31,220 thousand, respectively.
-
Notes 5: Standard Corporation (Hong Kong) Ltd. is the investor company in third region.
-
Notes 6: The company in mainland China was reinvested through a company registered in mainland China, namely Standard Investment (China) Co., Ltd.
-
Notes 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.
-
Notes 8: This company was spun off from Shanghai Standard Foods Co., Ltd. Accession Ltd. is the investor company in third region.
-
Notes 9: The basis for recognition of investment profit and loss is Note 2.(2). Item C is based on the financial statements of the investee reviewed by CPAs of the parent company in Taiwan during the same period.
-
Notes 10: The basis for recognition of investment profit and loss is Note 2.(2). Item C is based on the financial statements of the investee that have not been reviewed by any CPA during the same period.
-
Notes 11: The Industrial Development Bureau of the MOEA issued the proofing document of operational headquarters to the Company; the document is still valid within the review period. Hence, according to the Investment Commission of the MOEA, there is no upper limit on the amount of investment.
-
Notes 12: The amount was eliminated upon consolidation.
-
58 -
TABLE 9
STANDARD FOODS CORPORATION
INFORMATION OF MAJOR SHAREHOLDERS March 31, 2021
| Name of Major Shareholder | Shares | Shares |
|---|---|---|
| Number of Shares Held | 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 Nan Shan Life Insurance Company, Ltd. |
157,008,400 133,125,408 108,503,160 46,406,000 |
17.15% 14.54% 11.85% 5.07% |
-
Notes 1: The major shareholders in this table are shareholders holding more than 5% of the ordinary and preference shares that have completed delivery without physical registration (including treasury shares) on the last business day of each quarter calculated by the Taiwan Depository & Clearing Corporation. The share capital recorded in the Company's consolidated financial report and the number of shares actually delivered by the company without physical registration may differ due to calculation basis.
-
Notes 2: If the shares above are entrusted by the shareholders, the information thereto shall be disclosed by the individual trust account opened by the trustees. For information on shareholders, who declare to be insiders holding more than 10% of shares in accordance with the Securities and Exchange Act, and their shareholdings including their shareholdings plus their delivery of trust and shares with the right to make decisions on trust property, please refer to MOPS.
-
59 -