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SPT — Audit Report / Information 2020
Dec 30, 2020
51922_rns_2020-12-30_099005fe-621c-4002-8c4c-6ea36c867591.pdf
Audit Report / Information
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SCINOPHARM TAIWAN, LTD. AND SUBSIDIARIES
CONSOLIDATED FINANCIAL STATEMENTS AND INDEPENDENT AUDITORS’ REPORT DECEMBER 31, 2020 AND 2019
For the convenience of readers and for information purpose only, the auditors’ report and the accompanying financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. In the event of any discrepancy between the English version and the original Chinese version or any differences in the interpretation of the two versions, the Chinese-language auditors’ report and financial statements shall prevail.
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SCINOPHARM TAIWAN, LTD.
Declaration of Consolidated Financial Statements of Affiliated Enterprises
For the year ended December 31, 2020, pursuant to “Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises,” the entities that are required to be included in the consolidated financial statements of affiliates, are the same as the entities required to be included in the consolidated financial statements under International Financial Reporting Standards 10. In addition, information required to be disclosed in the consolidated financial statements of affiliates is included in the aforementioned consolidated financial statements. Accordingly, it is not required to prepare a separate set of consolidated financial statements of affiliates.
Hereby declare,
SCINOPHARM TAIWAN, LTD.
By Alex Lo Chairman March 18, 2021
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INDEPENDENT AUDITORS’ REPORT TRANSLATED FROM CHINESE
To the Board of Directors and Shareholders of ScinoPharm Taiwan, Ltd.
Opinion
We have audited the accompanying consolidated balance sheets of ScinoPharm Taiwan, Ltd. and subsidiaries (the “Group”) as at December 31, 2020 and 2019, and the related consolidated statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies.
In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as at December 31, 2020 and 2019, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the Financial Supervisory Commission.
Basis for opinion
We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and generally accepted auditing standards in the Republic of China. Our responsibilities under those standards are further described in the Auditors’ responsibilities for the audit of the consolidated financial statements section of our report. We are independent of the Group in accordance with the Norm of Professional Ethics for Certified Public Accountants of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Group’s 2020 consolidated financial statements. These matters were addressed in the context of our audit of the consolidated financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters.
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The key audit matters for the Group’s 2020 consolidated financial statements are stated as follows:
Cutoff of export revenue from Taiwan
Description
Refer to Note 4(28) for accounting policies on revenue recognition and Note 6(19) for accounting items on operating revenue.
The Group’s sales revenue mainly arise from the manufacture and sales of Active Pharmaceutical Ingredient (“API”), which primarily consists of export sales. The Group recognises export sales revenue based on the terms and conditions of transactions which vary with different customers. As revenue recognition involves manual processes and is material to the financial statements, we consider the cutoff of export revenue from Taiwan a key audit matter.
How our audit addressed the matter
We performed the following key audit procedures in response to the above key audit matter:
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Understood and assessed the effectiveness of internal controls over cutoff of sales revenue and tested the effectiveness of internal controls over shipping and billing.
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Checked the completeness of the export sales details for a certain period around balance sheet date and performed cutoff tests on a random basis, which included checking the terms and conditions of transactions, verifying against supporting documents, and checking whether inventory movements and costs of sales were recognised in the appropriate period.
Inventory valuation
Description
Refer to Note 4(13) for accounting policies on inventory valuation, Note 5(2)1 for the uncertainty of accounting estimates and assumptions applied on inventory valuation, and Note 6(5) for details of inventories. As at December 31, 2020, the balances of inventory and allowance for inventory valuation losses were $1,643,409 thousand and $397,539 thousand, respectively.
The Group is primarily engaged in the manufacture and sales of API. As the manufacturing process is relatively complicated and time-consuming, materials require longer lead time, the waiting period for product registration is long, and the timing of the product launch may be deferred, there is higher risk of incurring loss on inventory valuation. For inventories sold under normal terms, the Group measures
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inventories at the lower of cost and net realisable value. For inventories aging over a certain period of time and are individually identified as obsolete inventories, the net realisable value is calculated based on the historical information of inventory turnover. Since the calculation of net realisable value involves subjective judgement and the ending balance of inventory is material to the financial statements, we consider the valuation of inventory a key audit matter.
How our audit addressed the matter
We performed the following key audit procedures in response to the above key audit matter:
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Evaluated the reasonableness of provision policies and procedures on allowance for inventory valuation losses, including the historical data of inventory turnover and judgement of obsolete inventory.
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Verified whether the dates used in the inventory aging reports that the Group applied to value inventories were accurate. Recalculated and evaluated the reasonableness of allowance for inventory valuation losses in order to confirm whether the reported information was in line with the Group’s policies.
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Selected samples from inventory items by each sequence number to verify its realisable value and to evaluate the reasonableness of allowance for inventory valuation loss.
Other matter – Parent company only financial reports
We have audited and expressed an unqualified opinion on the parent company only financial statements of ScinoPharm Taiwan, Ltd. as at and for the years ended December 31, 2020 and 2019.
Responsibilities of management and those charged with governance for the consolidated financial statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the Financial Supervisory Commission, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing the Group’s
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ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.
Those charged with governance, including audit committee, are responsible for overseeing the Group’s financial reporting process.
Auditors’ responsibilities for the audit of the consolidated financial statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the generally accepted auditing standards in the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.
As part of an audit in accordance with the generally accepted auditing standards in the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
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Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
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Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.
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Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
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Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Group to cease to continue as a going concern.
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Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
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Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
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From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Lin, Yung-Chih Independent Accountants Liu, Tzu-Meng
PricewaterhouseCoopers, Taiwan Republic of China March 18, 2021
The accompanying consolidated financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying consolidated financial statements and report of independent accountants are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.
As the financial statements are the responsibility of the management, PricewaterhouseCoopers cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.
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SCINOPHARM TAIWAN, LTD. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2020 AND 2019
(Expressed in thousands of New Taiwan dollars)
| Assets | Notes 6(1) 6(2) 6(3) 6(4) and 12 6(26) 5 and 6(5) 8 and 9 6(6) 6(7)(9) 6(8) 5 and 6(26) 8 |
December 31, 2020 AMOUNT % $4,054,94834----386,508377,45618,969-1,245,87011108,075134,311-5,916,13750308,11534,210,74636629,88658,900-602,9795133,96016,770-29,270-5,930,62650$11,846,763100 |
December 31, 2019 | December 31, 2019 |
|---|---|---|---|---|
AMOUNT$4,054,948--386,50877,4568,9691,245,870108,07534,3115,916,137308,1154,210,746629,8868,900602,979133,9606,77029,2705,930,626$11,846,763 |
AMOUNT$3,304,9782,920172,220590,33671,1498,9681,124,332131,681-5,406,584415,2104,433,860673,08714,068606,12385,36111,00129,2706,267,980$11,674,564 |
% | ||
| Current assets 1100 Cash and cash equivalents 1110 Financial assets at fair value through profit or loss - current 1136 Financial assets at amortised cost - current 1170 Accounts receivable, net 1200 Other receivables 1220 Current income tax assets 130X Inventories 1410 Prepayments 1476 Other financial assets - current 11XX Total current assets Non-current assets 1517 Financial assets at fair value through other comprehensive income - non-current 1600 Property, plant and equipment 1755 Right-of-use assets 1780 Intangible assets 1840 Deferred income tax assets 1915 Prepayments for equipment 1920 Guarantee deposits paid 1980 Other financial assets - non-current 15XX Total non-current assets 1XXX Total assets |
28-151-101- |
|||
46 |
||||
4386-51-- |
||||
54 |
||||
100 |
(Continued)
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SCINOPHARM TAIWAN, LTD. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2020 AND 2019
(Expressed in thousands of New Taiwan dollars)
| Liabilities and Equity | December 31, 2020 December 31, 2019 Notes AMOUNT % AMOUNT % 6(10) $9,494-$89,76616(2) 2,172---6(19) 66,846155,985-1,173-1,353-159,6711101,01816(11) 362,8213333,37636(26) 67,96911-16,500-16,014-6(12) and 9 --144,2341686,6466741,74766(26) --584-550,1824590,02056(13) 79,232182,18211,300-87-630,7145672,87361,317,360111,414,620126(14) 7,907,392677,907,392686(15)(16) 1,294,689111,294,605126(17) 634,2655612,600567,825122,829-658,2756490,34446(18) (33,043) (1) (67,826) (1 )10,529,4038910,259,944889 $11,846,763100$11,674,564100 |
|---|---|
| Current liabilities 2100 Short-term borrowings 2120 Financial liabilities at fair value through profit or loss - current 2130 Contract liabilities - current 2150 Notes payable 2170 Accounts payable 2200 Other payables 2230 Current income tax liabilities 2280 Lease liabilities - current 2320 Long-term liabilities, current portion 21XX Total current liabilities Non-current liabilities 2570 Deferred income tax liabilities 2580 Lease liabilities - non-current 2640 Net defined benefit liabilities 2645 Guarantee deposits received 25XX Total non-current liabilities 2XXX Total liabilities Equity attributable to owners of parent Share capital 3110 Common stock 3200 Capital surplus Retained earnings 3310 Legal reserve 3320 Special reserve 3350 Unappropriated earnings 3400 Other equity interest 3XXX Total equity Significant contingent liabilities and unrecognised contract commitments 3X2X Total liabilities and equity |
The accompanying notes are an integral part of these consolidated financial statements.
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SCINOPHARM TAIWAN, LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2020 AND 2019
(Expressed in thousands of New Taiwan dollars, except earnings per share amounts)
| Items | Year ended December 31 2020 2019 Notes AMOUNT % AMOUNT % 6(19) $3,082,928100$2,892,7831006(5)(24)(25) (1,765,469) (57) (1,716,378) (59)1,317,459431,176,405416(24)(25), 7 and 12 (170,904) (6) (157,168) (6)(525,418) (17) (513,796) (18)(245,633) (8) (238,373) (8)219- (214)-(941,736) (31) (909,551) (32)375,72312266,85496(3)(20) 27,408137,97616(21) 16,378153,87426(2)(9)(22) and 12 (45,838) (2) (37,961) (1)6(8)(23) (15,166)- (55,689) (2)(17,218)- (1,800)-358,50512265,05496(26) (76,438) (3) (48,398) (1)$282,0679$216,65686(13) $2,369- ($5,936)-6(6)(18) 176,4066 (48,718) (2)6(26) (473)-1,187-6(18) 22,5061 (56,865) (2)$200,8087 ($110,332) (4)$482,87516$106,3244$282,0679$216,6568$482,87516$106,32446(27) $0.36$0.27$0.36$0.27 |
|---|---|
| 4000 Operating revenue 5000 Operating costs 5900 Net operating margin Operating expenses 6100 Selling expenses 6200 General and administrative expenses 6300 Research and development expenses 6450 Gain on reversal of (expected credit losses) 6000 Total operating expenses 6900 Operating profit Non-operating income and expenses 7100 Interest income 7010 Other income 7020 Other gains and losses 7050 Finance costs 7000 Total non-operating income and expenses 7900 Profit before income tax 7950 Income tax expense 8200 Profit for the year Other comprehensive income Components of other comprehensive income (loss) that will not be reclassified to profit or loss 8311 Actuarial gains (losses) on defined benefit plans 8316 Unrealised gains (losses) from equity instruments measured at fair value through other comprehensive income 8349 Income tax related to components of other comprehensive income that will not be reclassified to profit or loss Components of other comprehensive income (loss) that will be reclassified to profit or loss 8361 Financial statements translation differences of foreign operations 8300 Total other comprehensive income (loss) for the year 8500 Total comprehensive income for the year Profit attributable to: 8610 Owners of the parent Comprehensive income attributable to: 8710 Owners of the parent Earnings per share (in dollars) 9750 Basic 9850 Diluted |
The accompanying notes are an integral part of these consolidated financial statements.
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SCINOPHARM TAIWAN, LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY YEARS ENDED DECEMBER 31, 2020 AND 2019
(Expressed in thousands of New Taiwan dollars)
| Year ended December 31, 2019 Balance at January 1, 2019 Net income for the year ended December 31, 2019 Other comprehensive loss for the year ended December 31, 2019 Total comprehensive income (loss) for the year ended December 31, 2019 Distribution of 2018 net income: Legal reserve Cash dividends Employee stock option compensation cost Disposal of equity instruments at fair value through other comprehensive income Balance at December 31, 2019 Year ended December 31, 2020 Balance at January 1, 2020 Net income for the year ended December 31, 2020 Other comprehensive income for the year ended December 31, 2020 Total comprehensive income for the year ended December 31, 2020 Distribution of 2019 net income: Legal reserve Special reserve Cash dividends Employee stock option compensation cost Disposal of equity instruments at fair value through other comprehensive income Balance at December 31, 2020 |
Notes | Equity | at | tributable to owners of | the parent | Total equity | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| S | hare capital - common stock |
Capital reserve | Retained Earnings | Other EquityInterest | ||||||||||
| Legal reserve | Special reserve | Unappropriated earnings | Financial statements translation differences of foreign operations |
Unrealised gains (losses) from financial assets measured at fair value through other comprehensive income |
||||||||||
| 6(6)(18) 6(17) 6(15)(16) 6(6)(18) 6(6)(18) 6(17) 6(15)(16) 6(6)(18) |
$7,907,392-------$7,907,392$7,907,392--------$7,907,392 |
$1,292,555-----2,050-$1,294,605$1,294,605------84-$1,294,689 |
$568,302 - - - 44,298 - - - $612,600 $612,600 - - - 21,665 - - - - $634,265 |
$22,829-------$22,829$22,829----44,996---$67,825 |
$708,338216,656(4,749 )211,907(44,298 )(387,462 )-1,859$490,344$490,344282,0671,896283,963(21,665 )(44,996 )(213,500 )-164,129$658,275 |
($41,252 ) -(56,865 ) (56,865 ) ----($98,117 ) ($98,117 ) -22,50622,506-----($75,611 ) |
$80,868-(48,718 )(48,718 )---(1,859 )$30,291$30,291-176,406176,406----(164,129 )$42,568 |
$10,539,032216,656(110,332 )106,324-(387,462 )2,050-$10,259,944$10,259,944282,067200,808482,875--(213,500 )84-$10,529,403 |
The accompanying notes are an integral part of these consolidated financial statements.
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SCINOPHARM TAIWAN, LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS YEARS ENDED DECEMBER 31, 2020 AND 2019
(Expressed in thousands of New Taiwan dollars)
| CASH FLOWS FROM OPERATING ACTIVITIES Profit before tax Adjustments Adjustments to reconcile profit (loss) Loss (gain) on valuation of financial assets and liabilities at fair value through profit or loss (Gain on reversal of) expected credit losses Reversal of allowance for inventory market price decline Provision for obsolescence of supplies Depreciation of property, plant and equipment Depreciation of right-of-use assets Property, plant and equipment transferred to loss Loss on disposal of property, plant and equipment (Gain on reversal of) impairment loss Amortisation Prepayments for equipment transferred to loss Employee stock option compensation cost Interest income Interest expense Changes in operating assets and liabilities Changes in operating assets Accounts receivable Other receivables Inventories Prepayments Changes in operating liabilities Contract liabilities - current Notes payable Accounts payable Other payables Net defined benefit liabilities - non-current Cash inflow generated from operations Interest received Interest paid Income tax paid Net cash flows from operating activities |
Year ended December 31 Notes 2020 2019 $358,505 $265,0545,092 ( 2,511 )12 ( 219 ) 2146(5) ( 74,840 ) ( 51,413 )3,9588,0066(7)(24) 369,189379,5376(8)(24) 14,53916,9726(7)(22) 11,90022,7266(22) 3,157396(7)(9)(22) ( 4,282 ) 7076(24) 9,46912,206-1,9676(15)(16) 842,0506(20) ( 27,408 ) ( 37,976 )6(23) 15,16655,689204,047 ( 31,599 )( 8,266 ) 33,791( 47,959 ) 293,84519,724 ( 43,565 )10,86125,368( 180 ) 20558,65311,62518,047 ( 12,793 )( 581 ) ( 617 )938,656949,52729,36737,057( 15,327 ) ( 63,570 )( 6,384 ) ( 134,069 )946,312 788,945 |
|---|---|
(Continued)
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SCINOPHARM TAIWAN, LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS YEARS ENDED DECEMBER 31, 2020 AND 2019
(Expressed in thousands of New Taiwan dollars)
| CASH FLOWS FROM INVESTING ACTIVITIES Increase in financial assets at amortised cost - current Proceeds from disposal of financial assets at amortised cost - current Increase in other financial assets - current Proceeds from disposal of financial assets at fair value through other comprehensive income Cash paid for acquisition of property, plant and equipment Proceeds from disposal of property, plant and equipment Acquisition of intangible assets Increase in prepayments for equipment Decrease (increase) in guarantee deposits paid Net cash flows from (used in) investing activities CASH FLOWS FROM FINANCING ACTIVITIES Decrease in short-term borrowings Repayment of the principal portion of lease liabilities Increase in long-term borrowings Decrease in long-term borrowings Increase (decrease) in guarantee deposits received Payment of cash dividends Net cash flows used in financing activities Effect of foreign exchange rate changes Net increase (decrease) in cash and cash equivalents Cash and cash equivalents at beginning of year Cash and cash equivalents at end of year |
Year ended December 31 Notes 2020 2019 ($607,970 ) ($710,890 )779,230717,940( 34,311 ) -6(6) 283,5014,1896(28) ( 65,236 ) ( 21,351 )135188( 3,128 ) ( 3,185 )( 114,732 ) ( 81,164 )4,231 ( 4,116 )241,720 ( 98,389 )6(29) ( 79,420 ) ( 140,356 )6(29) ( 9,772 ) ( 11,335 )6(29) 89,265185,7046(29) ( 232,695 ) ( 1,216,792 )6(29) 1,214 ( 1,618 )6(17) ( 213,500 ) ( 387,462 )( 444,908 ) ( 1,571,859 )6,846 ( 17,057 )749,970 ( 898,360 )6(1) 3,304,9784,203,3386(1) $4,054,948 $3,304,978 |
|---|---|
The accompanying notes are an integral part of these consolidated financial statements.
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SCINOPHARM TAIWAN, LTD. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS YEARS ENDED DECEMBER 31, 2020 AND 2019
(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)
1. HISTORY AND ORGANISATION
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(1) ScinoPharm Taiwan, Ltd. (the Company) was incorporated as a company limited by shares under the provisions of the Company Act of the Republic of China (R.O.C.) on November 11, 1997. The Company and its subsidiaries (collectively referred herein as the “Group”) are primarily engaged in the manufacture of western medicines and other chemical materials, biological technology services, intellectual property rights, international trade and research, development and manufacture of Active Pharmaceutical Ingredients (“API”), albumin medicines, oligonucleotide medicines, peptide medicines, injections and new small molecule drugs, as well as the provision of related consulting and technical services.
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(2) The common shares of the Company have been listed on the Taiwan Stock Exchange since September 2011.
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(3) Uni-President Enterprises Corp., the Company’s ultimate parent company, holds 37.94% equity interest in the Company.
2. THE DATE OF AUTHORISATION FOR ISSUANCE OF THE CONSOLIDATED FINANCIAL
STATEMENTS AND PROCEDURES FOR AUTHORISATION
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These consolidated financial statements were authorised for issuance by the Board of Directors on March 18, 2021.
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APPLICATION OF NEW STANDARDS, AMENDMENTS AND INTERPRETATIONS (1) Effect of the adoption of new issuances of or amendments to International Financial Reporting Standards (“IFRS”) as endorsed by the Financial Supervisory Commission (“FSC”)
New standards, interpretations and amendments endorsed by the FSC effective from 2020 are as follows:
| New Standards,Interpretations andAmendments | Effective date by International Accounting StandardsBoard ("IASB") |
|---|---|
| Amendments to IAS 1 and IAS 8, ‘Disclosure initiative - definition of material’ Amendments to IFRS 3, ‘Definition of a business’ Amendments to IFRS 9, IAS 39 and IFRS 7 ,‘Interest rate benchmark reform’ Amendment to IFRS 16, ‘Covid-19 - related rent concessions’ Note: Earlier application from January 1, 2020 is allowed by the FSC. |
January 1, 2020 January 1, 2020 January 1, 2020 June 1, 2020 (Note) |
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The above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment.
(2) Effect of new issuances of or amendments to IFRSs as endorsed by the FSC but not yet adopted by the Group
New standards, interpretations and amendments endorsed by the FSC effective from 2021 are as follows:
| follows: | |
|---|---|
| New Standards,Interpretations andAmendments | Effective date by IASB |
| Amendments to IFRS 4, ‘Extension of the temporary exemption from applying IFRS 9’ Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16, ‘Interest Rate Benchmark Reform-Phase 2’ |
January 1, 2021 January 1, 2021 |
The above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment.
(3) IFRSs issued by IASB but not yet endorsed by the FSC
New standards, interpretations and amendments issued by IASB but not yet included in the IFRSs as endorsed by the FSC are as follows:
| endorsed by the FSC are as follows: | |
|---|---|
| New Standards,Interpretations and Amendments | Effective date by IASB |
| Amendments to IFRS 3, ‘Reference to the conceptual framework’ Amendments to IFRS 10 and IAS 28, ‘Sale or contribution of assets between an investor and its associate or joint venture’ IFRS 17, ‘Insurance contracts’ Amendments to IFRS 17, ‘Insurance contracts’ Amendments to IAS 1, ‘Classification of liabilities as current or non- current’ Amendments to IAS 1, ‘Disclosure of accounting policies’ Amendments to IAS 8, ‘Definition of accounting estimates’ Amendments to IAS 16, ‘Property, plant and equipment: proceeds before intended use’ Amendments to IAS 37, ‘Onerous contracts - cost of fulfilling a contract’ Annual improvements to IFRS Standards 2018–2020 |
January 1, 2022 To be determined by IASB January 1, 2023 January 1, 2023 January 1, 2023 January 1, 2023 January 1, 2023 January 1, 2022 January 1, 2022 January 1, 2022 |
The above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment.
4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The principal accounting policies applied in the preparation of these consolidated financial statements
are set out below. These policies have been consistently applied to all the periods presented, unless otherwise stated.
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(1) Compliance statement
The consolidated financial statements of the Group have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretation as endorsed by the FSC (collectively referred herein as the “IFRSs”).
(2) Basis of preparation
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A. Except for the following items, these consolidated financial statements have been prepared under the historical cost convention:
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(a) Financial assets and financial liabilities (including derivative instruments) at fair value through profit or loss.
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(b) Financial assets at fair value through other comprehensive income.
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(c) Defined benefit liabilities recognised based on the net amount of pension fund assets less present value of defined benefit obligation.
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B. The preparation of financial statements in conformity with IFRSs requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group’s accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in Note 5.
(3) Basis of consolidation
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A. Basis for preparation of consolidated financial statements:
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(a) All subsidiaries are included in the Group’s consolidated financial statements. Subsidiaries are all entities (including structured entities) controlled by the Group. The Group controls an entity when the Group is exposed, or has rights, to variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Consolidation of subsidiaries begins from the date the Group obtains control of the subsidiaries and ceases when the Group loses control of the subsidiaries.
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(b) Inter-company transactions, balances and unrealised gains or losses on transactions between companies within the Group are eliminated. Accounting policies of subsidiaries have been adjusted where necessary to ensure consistency with the policies adopted by the Group.
-
(c) Profit or loss and each component of other comprehensive income are attributed to the owners of the parent and to the non-controlling interests. Total comprehensive income is attributed to the owners of the parent and to the non-controlling interests even if this results in the noncontrolling interests having a deficit balance.
-
(d) Changes in a parent’s ownership interest in a subsidiary that do not result in the parent losing control of the subsidiary (transactions with non-controlling interests) are accounted for as equity transactions, i.e. transactions with owners in their capacity as owners. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognised directly in equity.
~17~
-
(e) When the Group loses control of a subsidiary, the Group remeasures any investment retained in the former subsidiary at its fair value. That fair value is regarded as the fair value on initial recognition of a financial asset or the cost on initial recognition of the associate or joint venture. Any difference between fair value and carrying amount is recognised in profit or loss. All amounts previously recognised in other comprehensive income in relation to the subsidiary are reclassified to profit or loss on the same basis as would be required if the related assets or liabilities were disposed of. That is, when the Group loses control of a subsidiary, all gains or losses previously recognised in other comprehensive income in relation to the subsidiary should be reclassified from equity to profit or loss, if such gains or losses would be reclassified to profit or loss when the related assets or liabilities are disposed of.
-
B. Subsidiaries included in the consolidated financial statements:
| Name of Investors |
Name of Subsidiaries |
Business activities Professional investment Professional investment Research, development and manufacture of API and new drugs, etc. Research, development and manufacture of API and new drugs, sale of self-produced products, etc. Import, export and sales of API and intermediates, etc. |
December 31, December 31, 2020 2019 100.00 100.00 100.00 100.00 - 100.00 100.00 100.00 100.00 100.00 Percentage owned by the Company |
Note |
|---|---|---|---|---|
| December 31, 2020 100.00 100.00 - 100.00 100.00 |
||||
| ScinoPharm Taiwan, Ltd. ScinoPharm Taiwan, Ltd. SPT International, Ltd. SPT International, Ltd. SPT International, Ltd. |
SPT International, Ltd. ScinoPharm Singapore Pte Ltd. SciAnda (Kunshan) Biochemical Technology Ltd. SciAnda (Changshu) Pharmaceuticals, Ltd. SciAnda Shanghai Biochemical Technology, Ltd. |
(Note) (Note) |
Note: In order to integrate the Group’s resources and improve management efficiency, on November 1, 2019, the Company’s Board of Directors has resolved to conduct an organisational restructuring through the short form merger of SciAnda (Changshu)
~18~
Pharmaceuticals, Ltd. and SciAnda (Kunshan) Biochemical Technology, Ltd., with SciAnda (Changshu) Pharmaceuticals, Ltd. as the surviving company, and SciAnda (Kunshan) Biochemical Technology, Ltd. as the dissolved company. The registration was approved by the competent authority on August 18, 2020.
-
C. Subsidiaries not included in the consolidated financial statements: None.
-
D. Adjustments for subsidiaries with different balance sheet dates: None.
-
E. Significant restrictions: None.
-
F. Subsidiaries that have non-controlling interests that are material to the Group: None.
-
(4) Foreign currency translation
Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (the “functional currency”). The consolidated financial statements are presented in NTD, which is the Company’s functional and the Group’s presentation currency.
-
A. Foreign currency transactions and balances
-
(a) Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where items are remeasured. Foreign exchange gains and losses resulting from the settlement of such transactions are recognised in profit or loss in the period in which they arise.
-
(b) Monetary assets and liabilities denominated in foreign currencies at the period end are retranslated at the exchange rates prevailing at the balance sheet date. Exchange differences arising upon re-translation at the balance sheet date are recognised in profit or loss.
-
(c) Non-monetary assets and liabilities denominated in foreign currencies held at fair value through profit or loss are re-translated at the exchange rates prevailing at the balance sheet date; their translation differences are recognised in profit or loss. Non-monetary assets and liabilities denominated in foreign currencies held at fair value through other comprehensive income are re-translated at the exchange rates prevailing at the balance sheet date; their translation differences are recognised in other comprehensive income. However, nonmonetary assets and liabilities denominated in foreign currencies that are not measured at fair value are translated using the historical exchange rates at the dates of the initial transactions.
-
(d) All other foreign exchange gains and losses are presented in the statement of comprehensive income within “other gains and losses”.
-
B. Translation of foreign operations
-
(a) The operating results and financial position of all the group entities, associates and joint arrangements that have a functional currency different from the presentation currency are translated into the presentation currency as follows:
-
i. Assets and liabilities for each balance sheet presented are translated at the closing exchange rate at the date of that balance sheet;
-
ii. Income and expenses for each statement of comprehensive income are translated at average
-
~19~
exchange rates of that period; and
iii. All resulting exchange differences are recognised in other comprehensive income.
- (b) When the foreign operation partially disposed of or sold is a subsidiary, cumulative exchange differences that were recorded in other comprehensive income are proportionately transferred to the non-controlling interest in this foreign operation. In addition, if the Group retains partial interest in the former foreign subsidiary after losing control of the former foreign subsidiary, such transactions should be accounted for as disposal of all interest in the foreign operation.
-
(5) Classification of current and non-current items
-
A. Assets that meet one of the following criteria are classified as current assets; otherwise they are classified as non-current assets:
-
(a) Assets arising from operating activities that are expected to be realised, or are intended to be sold or consumed within the normal operating cycle;
-
(b) Assets held mainly for trading purposes;
-
(c) Assets that are expected to be realised within twelve months from the balance sheet date;
-
(d) Cash and cash equivalents, excluding restricted cash and cash equivalents and those that are to be exchanged or used to pay off liabilities more than twelve months after the balance sheet date.
-
-
B. Liabilities that meet one of the following criteria are classified as current liabilities; otherwise they are classified as non-current liabilities:
-
(a) Liabilities that are expected to be paid off within the normal operating cycle;
-
(b) Liabilities arising mainly from trading activities;
-
(c) Liabilities that are to be paid off within twelve months from the balance sheet date;
-
(d) Liabilities for which the repayment date cannot be extended unconditionally to more than twelve months after the balance sheet date. Terms of a liability that could, at the option of the counterparty, result in its settlement by the issue of equity instruments do not affect its classification.
-
(6) Cash equivalents
-
A. Cash equivalents refer to short-term highly liquid investments that are readily convertible to known amount of cash and subject to an insignificant risk of changes in value.
-
B. Time deposits and bills under repurchase agreements that meet the above criteria and are held for the purpose of meeting short-term cash commitment in operations are classified as cash equivalents.
(7) Financial assets at fair value through profit or loss
-
A. Financial assets at fair value through profit or loss are financial assets that are not measured at amortised cost or fair value through other comprehensive income.
-
B. On a regular way purchase or sale basis, financial assets at fair value through profit or loss are recognised and derecognised using trade date accounting.
-
C. At initial recognition, the Group measures the financial assets at fair value and recognises the
~20~
transaction costs in profit or loss. The Group subsequently measures the financial assets at fair value, and recognises the gain or loss in profit or loss.
-
D. The Group recognises the dividend income when the right to receive payment is established, future economic benefits associated with the dividend will flow to the Group and the amount of the dividend can be measured reliably.
-
(8) Financial assets at fair value through other comprehensive income
-
A. Financial assets at fair value through other comprehensive income comprise equity securities which are not held for trading, and for which the Group has made an irrevocable election at initial recognition to recognise changes in fair value in other comprehensive income.
-
B. On a regular way purchase or sale basis, financial assets at fair value through other comprehensive income are recognised and derecognised using trade date accounting.
-
C. At initial recognition, the Group measures the financial assets at fair value plus transaction costs. The Group subsequently measures the financial assets at fair value. The changes in fair value of equity investments that were recognised in other comprehensive income are reclassified to retained earnings and are not reclassified to profit or loss following the derecognition of the investment. Dividends are recognised as revenue when the right to receive payment is established, future economic benefits associated with the dividend will flow to the Group and the amount of the dividend can be measured reliably.
-
(9) Financial assets at amortised cost
-
A. Financial assets at amortised cost are those that meet all of the following criteria:
-
(a) The objective of the Group’s business model is achieved by collecting contractual cash flows.
-
(b) The assets’ contractual cash flows represent solely payments of principal and interest.
-
B. On a regular way purchase or sale basis, financial assets at amortised cost are recognised and derecognised using trade date accounting.
-
C. At initial recognition, the Group measures the financial assets at fair value plus transaction costs. Interest income from these financial assets is included in finance income using the effective interest method. A gain or loss is recognised in profit or loss when the asset is derecognised or impaired.
-
D. The Group’s structured deposits which do not fall under cash equivalents are those with a short maturity period and are measured at initial investment amount as the effect of discounting is immaterial. Time deposits pledged to others as collateral conform to financial assets at amortised cost definition, and were classified as other financial assets.
-
(10) Accounts and notes receivable
-
A. Accounts and notes receivable entitle the Group a legal right to receive consideration in exchange for transferred goods or rendered services.
-
B. The short-term accounts and notes receivable without bearing interest are subsequently measured at initial invoice amount as the effect of discounting is immaterial.
~21~
(11) Impairment of financial assets
For financial assets at amortised cost, at each reporting date, the Group recognises the impairment provision for 12 months expected credit losses if there has not been a significant increase in credit risk since initial recognition or recognises the impairment provision for the lifetime expected credit losses (ECLs) if such credit risk has increased since initial recognition after taking into consideration all reasonable and verifiable information that includes forecasts. On the other hand, for accounts receivable or contract assets that do not contain a significant financing component, the Group recognises the impairment provision for lifetime ECLs.
(12) Derecognition of financial assets
The Group derecognises a financial asset when the contractual rights to cash flows from the financial asset expire.
(13) Inventories
The standard cost method is applied, and cost is determined using the weighted-average cost method. The cost of finished goods and work in process comprises raw materials, direct labor, other direct costs and related production overheads (allocated based on normal operating capacity). It excludes borrowing costs. The item by item approach is used in applying the lower of cost and net realisable value. Net realisable value is the estimated selling price in the ordinary course of business, less the estimated cost of completion and applicable variable selling expenses. When the cost of inventories exceeds the realisable value, the amount of any write-down of inventories is recognised as cost of sales during the period and the amount of any reversal of inventory write-down is recognised as a reduction in the cost sales during the period.
(14) Property, plant and equipment
-
A. Property, plant and equipment are initially recorded at cost. Borrowing costs incurred during the construction period are capitalised.
-
B. Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognised. All other repairs and maintenance are charged to profit or loss during the financial period in which they are incurred.
-
C. Except for land, other property, plant and equipment apply cost model and are depreciated using the straight-line method to allocate their cost over their estimated useful lives. If each component of property, plant and equipment is significant, it is depreciated separately.
~22~
- D. The assets’ residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each financial year-end date. If expectations for the assets’ residual values and useful lives differ from previous estimates or the patterns of consumption of the assets’ future economic benefits embodied in the assets have changed significantly, any change is accounted for as a change in estimate under IAS 8, ‘Accounting Policies, Changes in Accounting Estimates and Errors’, from the date of the change. The estimated useful lives of property, plant and equipment are as follows:
==> picture [427 x 15] intentionally omitted <==
----- Start of picture text -----
Assets Estimated useful lives
----- End of picture text -----
| Assets | Est | imate | d use | ful lives |
|---|---|---|---|---|
| Buildings and structures | 2 | ~ |
35 | years |
| Machinery and equipment | 2 | ~ |
12 | years |
| Transportation equipment | 2 | ~ |
5 | years |
| Office equipment | 2 | ~ |
9 | years |
| Other equipment | 2 | ~ |
19 | years |
(15) Intangible assets
Professional skills and computer software, etc. are stated at cost and amortised on a straight-line basis over their estimated useful lives of 3 ~ 5 years.
(16) Leasing arrangements (lessee) - right-of-use assets/ lease liabilities
-
A. Leases are recognised as a right-of-use asset and a corresponding lease liability at the date at which the leased asset is available for use by the Group. For short-term leases or leases of lowvalue assets, lease payments are recognised as an expense on a straight-line basis over the lease term.
-
B. Lease liabilities include the net present value of the remaining lease payments at the commencement date, discounted using the incremental borrowing interest rate. Lease payments are fixed payments less any lease incentives receivable. The Group subsequently measures the lease liabilities at amortised cost using the interest method and recognises interest expense over the lease term. The lease liability is remeasured and the amount of remeasurement is recognised as an adjustment to the right-of-use asset when there are changes in the lease term or lease payments and such changes do not arise from contract modifications.
-
C. At the commencement date, the right-of-use asset is stated at cost under the amount of the initial measurement of lease liability. The right-of-use asset is measured subsequently using the cost model and is depreciated from the commencement date to the earlier of the end of the asset’s useful life or the end of the lease term. When the lease liability is remeasured, the amount of remeasurement is recognised as an adjustment to the right-of-use asset.
-
D. For lease modifications that decrease the scope of the lease, the lessee shall decrease the carrying amount of right-of use assets to reflect the partial or full termination of the lease, and recognise the difference between remeasured lease liability in profit or loss.
~23~
(17) Impairment of non-financial assets
-
The Group assesses at each balance sheet date the recoverable amounts of those assets where there is an indication that they are impaired. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell or value in use. When the circumstances or reasons for recognising impairment loss for an asset in prior years no longer exist or diminish, the impairment loss shall be reversed to the extent of the loss previously recognised in profit or loss. The increased carrying amount due to reversal should not be more than what the depreciated or amortised historical cost would have been if the impairment had not been recognised.
-
(18) Borrowings
-
Borrowings comprise long-term and short-term bank borrowings. Borrowings are recognised initially at fair value, net of transaction costs incurred. Borrowings are subsequently stated at amortised cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognised in profit or loss over the period of the borrowings using the effective interest method.
(19) Financial liabilities at fair value through profit or loss
-
A. Financial liabilities are classified in this category of held for trading if acquired principally for the purpose of repurchasing in the short-term. Derivatives are also categorised as financial liabilities held for trading unless they are designated as hedges or financial liabilities at fair value through profit or loss. Financial liabilities that meet one of the following criteria are designated as at fair value through profit or loss at initial recognition:
-
(a) Hybrid (combined) contracts; or
-
(b) They eliminate or significantly reduce a measurement or recognition inconsistency; or
-
(c) They are managed and their performance is evaluated on a fair value basis, in accordance with a documented risk management policy.
-
-
B. At initial recognition, the Group measures the financial liabilities at fair value. All related transaction costs are recognised in profit or loss. The Group subsequently measures these financial liabilities at fair value with any gain or loss recognised in profit or loss.
-
(20) Notes and accounts payable
-
A. Accounts payable are liabilities for purchases of raw materials, goods or services and notes payable are those resulting from operating and non-operating activities.
-
B. The short-term notes and accounts payable without bearing interest are subsequently measured at initial invoice amount as the effect of discounting is immaterial.
(21) Derecognition of financial liabilities
- A financial liability is derecognised when the obligation under the liability specified in the contract is discharged, cancelled or expires.
~24~
(22) Offsetting financial instruments
Financial assets and liabilities are offset and reported in the net amount in the balance sheet when there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously.
(23) Employee benefits
- A. Short-term employee benefits
Short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in respect of service rendered by employees in a period and should be recognised as expenses in that period when the employees render service.
-
B. Pensions
-
(a) Defined contribution plans
For defined contribution plans, the contributions are recognised as pension expenses when they are due on an accrual basis. Prepaid contributions are recognised as an asset to the extent of a cash refund or a reduction in the future payments.
-
(b) Defined benefit plans
-
i. Net obligation under a defined benefit plan is defined as the present value of an amount of pension benefits that employees will receive on retirement for their services with the Group in current period or prior periods. The liability recognised in the balance sheet in respect of defined benefit pension plans is the present value of the defined benefit obligation at the balance sheet date less the fair value of plan assets. The net defined benefit obligation is calculated annually by independent actuaries using the projected unit credit method. The rate used to discount is determined by using interest of government bonds (at the balance sheet date) of a currency and term consistent with the currency and term of the employment benefit obligations.
-
ii.Remeasurements arising on defined benefit plans are recognised in other comprehensive income in the period in which they arise, and recorded as retained earnings.
-
-
C. Employees’ compensation and directors’ remuneration
-
Employees’ compensation and directors’ remuneration are recognised as expenses and liabilities, provided that such recognition is required under legal or constructive obligation and those amounts can be reliably estimated. Any difference between the resolved amounts and the subsequently actual distributed amounts is accounted for as changes in estimates. If employees’ compensation is distributed by shares, the Group calculates the number of shares based on the closing market price at the previous day of the board meeting resolution.
~25~
- (24) Employee share based payment
- For the equity-settled share-based payment arrangements, the employee services received are measured at the fair value of the equity instruments granted at the grant date, and are recognised as compensation cost over the vesting period, with a corresponding adjustment to equity. The fair value of the equity instruments granted shall reflect the impact of market vesting conditions and nonmarket vesting conditions. Compensation cost is subject to adjustment based on the service conditions that are expected to be satisfied and the estimates of the number of equity instruments that are expected to vest under the non-market vesting conditions at each balance sheet date. Ultimately, the amount of compensation cost recognised is based on the number of equity instruments that eventually vest.
(25) Income tax
-
A. The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or items recognised directly in equity, in which cases the tax is recognised in other comprehensive income or equity.
-
B. The current income tax expense is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date in the countries where the Group operate and generate taxable income. Management periodically evaluates positions taken in tax returns with respect to situations in accordance with applicable tax regulations. It establishes provisions where appropriate based on the amounts expected to be paid to the tax authorities. An additional tax is levied on the unappropriated retained earnings and is recorded as income tax expense in the year the stockholders resolve to retain the earnings.
-
C. Deferred income tax is recognised, using the balance sheet liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. However, the deferred income tax is not accounted for if it arises from initial recognition of goodwill or of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting nor taxable profit or loss. Deferred income tax is provided on temporary differences arising on investments in subsidiaries except where the timing of the reversal of the temporary difference is controlled by the Group and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled.
-
D. Deferred income tax assets are recognised only to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilized. At each balance sheet date, unrecognised and recognised deferred income tax assets are reassessed.
~26~
-
E. Current income tax assets and liabilities are offset and the net amount reported in the balance sheet when there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously. Deferred tax assets and liabilities are offset on the balance sheet when the entity has the legally enforceable right to offset current tax assets against current tax liabilities and they are levied by the same taxation authority on either the same entity or different entities that intend to settle on a net basis or realise the asset and settle the liability simultaneously.
-
(26) Share capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or stock options are shown in equity as a deduction, net of tax, from the proceeds.
-
(27) Dividends
-
Dividends are recorded in the Company’s financial statements in the period in which they are resolved by the Company’s shareholders. Cash dividends are recorded as liabilities; stock dividends are recorded as stock dividends to be distributed and are reclassified to ordinary shares on the effective date of new shares issuance.
-
(28) Revenue recognition
-
A. Sales of goods
-
(a) The Group manufactures and sells API, intermediates, etc. Sales are recognised when control of the products has transferred, and there is no unfulfilled obligation that could affect the customer’s acceptance of the products. Delivery occurs when the products have been shipped to the specific location, the risks of obsolescence and loss have been transferred to the customer, and either the customer has accepted the products in accordance with the sales contract, or the Group has objective evidence that all criteria for acceptance have been satisfied.
-
(b) Revenue is recognised based on the price specified in the contract, net of the sales returns and discounts. Accumulated experience is used to estimate and provide for the sales returns and discounts, using the expected value method, and revenue is only recognised to the extent that it is highly probable that a significant reversal will not occur. The estimation is subject to an assessment at each reporting date. As the time interval between the transfer of committed goods or service and the payment of customer does not exceed one year, the Group does not adjust the transaction price to reflect the time value of money.
-
(c) A receivable is recognised when the goods are delivered as this is the point in time that the consideration is unconditional because only the passage of time is required before the payment is due.
-
~27~
B. Sales of services
-
(a) The Group provides technology development and consultation services. Revenue from providing services is recognised in the accounting period in which the services are rendered. For fixed-price contracts, revenue is recognised based on the service rendered up to the end of the reporting period as a proportion of the total services to be provided. The customer pays at the time specified in the payment schedule. If the services rendered exceed the payment, a contract asset is recognised. If the payments exceed the services rendered, a contract liability is recognised.
-
(b) The Group’s estimate about revenue, costs and progress towards complete satisfaction of a performance obligation is subject to a revision whenever there is a change in circumstances. Any increase or decrease in revenue or costs due to an estimate revision is reflected in profit or loss during the period when the management becomes aware of the changes in circumstances.
-
C. Incremental costs of obtaining a contract
-
Given that the contractual period lasts less than one year, the Group recognises the incremental costs (mainly comprised of sales commissions) of obtaining a contract as an expense when incurred although the Group expects to recover those costs.
(29) Government grants
Government grants are recognised at their fair value only when there is reasonable assurance that the Group will comply with any conditions attached to the grants and the grants will be received. Government grants are recognised in profit or loss on a systematic basis over the periods in which the Group recognises expenses for the related costs for which the grants are intended to compensate.
- (30) Operating segments
Operating segments are reported in a manner consistent with the internal reporting provided to the Chief Operating Decision-Maker. The Chief Operating Decision-Maker is responsible for allocating resources and assessing performance of the operating segments.
- CRITICAL ACCOUNTING JUDGEMENTS, ESTIMATES AND KEY SOURCES OF ASSUMPTION UNCERTAINTY
The preparation of these consolidated financial statements requires management to make critical judgements in applying the Group’s accounting policies and make critical assumptions and estimates concerning future events. Assumptions and estimates may differ from the actual results and are continually evaluated and adjusted based on historical experience and other factors. Such assumptions and estimates have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, and the related information is addressed below:
(1) Critical judgments in applying the Group’s accounting policies
None.
~28~
(2) Critical accounting estimates and assumptions
-
A. Evaluation of inventories
-
(a) As inventories are stated at the lower of cost and net realisable value, the Group must determine the net realisable value of inventories on balance sheet date using judgements and estimates. As the manufacturing process is relatively complicated and time consuming, materials require longer lead time, the waiting period for product registration is long, and the timing of product launch may be deferred, the Group evaluates the amounts of normal inventory consumption, obsolete inventories or inventories without market selling value on balance sheet date, and writes down the cost of inventories to the net realisable value. Since the calculation of net realisable value involves subjective judgement and the ending balance of inventory is material to the financial statements, there might be material changes to the evaluation.
-
(b) As of December 31, 2020, the carrying amount of inventories was $1,245,870.
-
B. Realisability of deferred income tax assets
-
(a) Deferred income tax assets are recognised only to the extent that it is probable that future taxable profit will be available against which the deductible temporary differences can be utilized. Assessment of the realisability of deferred income tax assets involves critical accounting judgments and estimates of the management, including the assumptions of expected future sales revenue growth rate and profit rate, tax exempt duration, available tax credits, tax planning, etc. Any variations in global economic environment, industrial environment, and laws and regulations might cause material adjustments to deferred income tax assets.
-
(b) As of December 31, 2020, the Group recognised deferred income tax assets amounting to $602,979.
6. DETAILS OF SIGNIFICANT ACCOUNTS
(1) CASH AND CASH EQUIVALENTS
| $602,979. TAILS OF SIGNIFICANT ACCOUNTS CASH AND CASH EQUIVALENTS |
||
|---|---|---|
| Cash: Cash on hand Checking accounts and demand deposits Cash equivalents: Time deposits Bills under repurchase agreements |
December31,2020 149 $ 231,402 231,551 3,593,500 229,897 3,823,397 4,054,948 $ |
December31,2019 |
| 159 $ 414,571 |
||
| 414,730 | ||
| 2,620,500 269,748 |
||
| 2,890,248 | ||
| 3,304,978 $ |
- A. The Group transacts with a variety of financial institutions all with high credit quality to disperse credit risk, so it expects that the probability of counterparty default is remote.
~29~
-
B. Details of the Group’s time deposits pledged to others as collateral (listed as “Other financial assets - non-current”) as of December 31, 2020 and 2019 are provided in Notes 8 and 9.
-
C. Part of the Group’s bank deposits (listed as “Other Financial Assets - Current”) are subject to provisional attachment due to the contract disputes. Please refer to Note 8 for details.
-
(2) FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS
| Items | December31,2020 | December31,2020 | December31,2019 | December31,2019 | ||
|---|---|---|---|---|---|---|
| Current items: | ||||||
| Financial assets (liabilities) mandatorily | ||||||
| measured at fair value through profit | ||||||
| or loss | ||||||
| Derivatives | ($ | 2,172) | $ | 2,920 | ||
| Non-current items: | ||||||
| Financial assets mandatorily measured | ||||||
| at fair value through profit or loss | ||||||
| Unlisted stocks | $ | 4,620 |
$ | 4,620 |
||
| Valuation adjustment | ( | 4,620) |
( | 4,620) |
||
| $ | - |
$ | - |
-
A. The Group recognised net gain (loss) of $2,295 and ($2,552) on financial assets at fair value through profit or loss (listed as
“Other gains and losses”) for the years ended December 31, 2020 and 2019, respectively. -
B. The Group entered into contracts relating to derivative financial liabilities which were not accounted for under hedge accounting. The information is listed below (Units in thousands of currencies indicated):
| accounted for under hedge accounting. The information is currencies indicated): |
listed below (Units in thousands of | listed below (Units in thousands of |
|---|---|---|
| Items Forward foreign exchange contracts Items Forward foreign exchange contracts |
December31,2020 | |
| Contract amount Contractperiod USD 11,545 11.2020~4.2021 December31,2019 |
Contractperiod | |
| Contract amount USD 13,553 |
Contract period | |
| 10.2019~3.2020 |
The Group entered into forward foreign exchange contracts to hedge exchange rate risk of operating activities. However, these forward foreign exchange contracts are not accounted for under hedge accounting.
- C. The Group has no financial assets at fair value through profit or loss pledged to others as of December 31, 2020 and 2019.
(3) FINANCIAL ASSETS AT AMORTISED COST - CURRENT
| Items Structured deposits |
December31,2020 - $ |
December31,2019 |
|---|---|---|
| 172,220 $ |
~30~
-
A. The Group entered into structured deposits, which are guaranteed yield financial products, with financial institutions.
-
B. The Group recognised interest income of $3,054 and $7,317 from financial assets at amortised cost for the years ended December 31, 2020 and 2019, respectively.
-
C. The Group has no financial assets at amortised cost pledged to others as of December 31, 2020 and 2019.
-
D. Information relating to credit risk of financial assets at amortised cost is provided in Note 12(2).
(4) ACCOUNTS RECEIVABLE, NET
| ACCOUNTS RECEIVABLE, NET | ||||||
|---|---|---|---|---|---|---|
| December | 31,2020 | December | 31,2019 | |||
| Accounts receivable | $ | 386,547 |
$ | 590,594 |
||
| Less: Loss allowance | ( | 39) |
( | 258) |
||
| $ | 386,508 | $ | 590,336 | |||
| A. The ageing analysis of accounts receivable is as follows: | ||||||
| December | 31,2020 | December | 31,2019 | |||
| Not past due | $ | 348,817 |
$ | 456,776 |
||
| Less than 30 days | 29,608 | 82,787 |
||||
| Between 31 to 90 days | 8,122 | 51,031 | ||||
| $ | 386,547 | $ | 590,594 |
The above ageing analysis is based on past due date.
-
B. As of December 31, 2020 and 2019, accounts receivable arose from contracts with customers. As
-
of January 1, 2019, the balance of receivables from contracts with customers amounted to $558,995.
-
C. As of December 31, 2020 and 2019, the Group does not hold any collateral as security.
-
D. As of December 31, 2020 and 2019, without taking into account any collateral held or other credit enhancements, the maximum exposure to credit risk in respect of the amount that best represents the Group’s accounts receivable is the book value.
-
E. Information relating to credit risk of accounts receivable is provided in Note 12(2).
~31~
(5) INVENTORIES
| Raw materials Supplies Work in process Finished goods Raw materials Supplies Work in process Finished goods |
Allowance for Cost marketprice decline Bookvalue 409,019 $ 60,492) ($ 348,527 $ 33,636 3,740) ( 29,896 422,813 94,898) ( 327,915 777,941 238,409) ( 539,532 1,643,409 $ 397,539) ($ 1,245,870 $ Allowance for Cost market price decline Book value 330,368 $ 62,829) ($ 267,539 $ 29,009 3,347) ( 25,662 355,393 77,847) ( 277,546 880,680 327,095) ( 553,585 1,595,450 $ 471,118) ($ 1,124,332 $ December31,2020 December31,2019 |
|---|---|
The Group recognised expense and loss of inventories for the year:
| For the years ended | For the years ended | For the years ended | December 31, | |||
|---|---|---|---|---|---|---|
| 2020 | 2019 | |||||
| Cost of goods sold | $ | 1,506,769 |
$ | 1,337,537 |
||
| Loss on physical inventory | 519 | 3,170 | ||||
| Loss on inventory scrap | 43,817 | 25,263 | ||||
| Under applied manufacturing overhead | 246,428 | 319,876 | ||||
| Reversal of allowance for inventory | ||||||
| market price decline (Note) | ( | 74,840) |
( | 51,413) |
||
| Revenue from sale of scraps | ( | 1,773) |
( | 8,472) |
||
| Total cost of goods sold | $ | 1,720,920 |
$ | 1,625,961 |
Note: The Group reversed a previous inventory write-down which was accounted for as reduction of cost of goods sold because certain inventory which were previously provided with allowance were again utilised in the research and development project or in production for the years ended December 31, 2020 and 2019, respectively.
~32~
(6) FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME - NON-CURRENT
| NON-CURRENT | |
|---|---|
| Items December31,2020 Equity instruments Listed stocks 97,874 $ Unlisted stocks 167,673 265,547 Valuation adjustment 42,568 308,115 $ |
December31,2019 |
| 217,246 $ 167,673 384,919 30,291 |
|
| 415,210 $ |
-
A. The Group has elected to classify investments that are considered to be strategic investments as financial assets at fair value through other comprehensive income. The fair value of such investments is the book value as of December 31, 2020 and 2019.
-
B. Due to the change in investment strategies, the Group sold $283,501 and $4,189 of equity instruments at fair value resulting in cumulative gain on disposal of $164,129 and $1,859 which was reclassified to retained earnings during the years ended December 31, 2020 and 2019, respectively.
-
C. Amounts recognised in other comprehensive income in relation to the financial assets at fair value through other comprehensive income are listed below:
| Equity instruments at fair value through other | Forthe years ended | Forthe years ended | December31, | |
|---|---|---|---|---|
| comprehensive income | 2020 | 2019 | ||
| Fair value change recognised in other | ||||
| comprehensive income | $ | 176,406 | ($ | 48,718) |
| Cumulative gains reclassified to | ||||
| retained earnings due to derecognition | ($ | 164,129) | ($ | 1,859) |
- D. The Group has no financial assets at fair value through other comprehensive income pledged to others as of December 31, 2020 and 2019.
~33~
(7) PROPERTY, PLANT AND EQUIPMENT
| Machinery and Transportation Office Other January 1, 2020 Buildings equipment equipment equipment equipment Cost 3,495,743 $ 5,186,449 $ 25,505 $ 229,037 $ 147,692 $ Accumulated depreciation 1,243,381) ( 4,080,498) ( 24,412) ( 186,532) ( 120,138) ( Accumulated impairment - 9,284) ( - 15) ( 14) ( 2,252,362 $ 1,096,667 $ 1,093 $ 42,490 $ 27,540 $ At January 1 2,252,362 $ 1,096,667 $ 1,093 $ 42,490 $ 27,540 $ Additions - 4,488 - 142 - Reclassified from prepayments for equipment - - - - - Reclassified upon completion 9,410 65,231 204 12,568 339 Transferred to intangible assets - - - - - Transferred to loss (Note 1) - - - - - Depreciation charge 143,428) ( 204,658) ( 218) ( 15,469) ( 5,416) ( Disposals -Cost736) ( 58,774) ( 1,475) ( 18,792) ( 435) ( ' -Accumulated depreciation251 56,063 1,475 18,739 392 Reversal of impairment loss - 4,253 - 15 14 Net currency exchange differences 10,182 4,215 9 103 251 At December 31 2,128,041 $ 967,485 $ 1,088 $ 39,796 $ 22,685 $ December 31, 2020 Cost 3,517,543 $ 5,205,877 $ 24,323 $ 223,747 $ 149,523 $ Accumulated depreciation 1,389,502) ( 4,233,361) ( 23,235) ( 183,951) ( 126,838) ( Accumulated impairment - 5,031) ( - - - 2,128,041 $ 967,485 $ 1,088 $ 39,796 $ 22,685 $ For the year ended December 31, 2020 |
|
|---|---|
~34~
| Construction | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| in progress and | ||||||||||||||||
| equipment before | ||||||||||||||||
| Machinery and | Transportation | Office | Other | acceptance | ||||||||||||
| January 1, 2019 | Buildings | equipment | equipment | equipment | equipment | inspection | Total | |||||||||
| Cost | $ | 3,521,175 |
$ | 5,147,057 |
$ | 26,668 |
$ | 219,135 |
$ | 152,211 |
$ | 1,056,179 |
$ | 10,122,425 |
||
| Accumulated depreciation | ( | 1,103,014) |
( | 3,922,795) |
( | 24,393) |
( | 186,675) |
( | 118,076) |
- | ( | 5,354,953) |
|||
| Accumulated impairment | - | ( | 8,577) | - | ( | 34) | ( | 15) | - | ( | 8,626) | |||||
| $ | 2,418,161 | $ | 1,215,685 | $ | 2,275 | $ | 32,426 | $ | 34,120 | $ | 1,056,179 | $ | 4,758,846 | |||
| For the year ended December 31, 2019 | ||||||||||||||||
| At January 1 | $ | 2,418,161 |
$ | 1,215,685 |
$ | 2,275 |
$ | 32,426 |
$ | 34,120 |
$ | 1,056,179 |
$ | 4,758,846 |
||
| Additions | 1,421 | 3,029 | - | 907 | - | 22,725 | 28,082 | |||||||||
| Reclassified from prepayments | ||||||||||||||||
| for equipment | - | - | - | - | - | 102,546 | 102,546 | |||||||||
| Reclassified upon completion | 9,629 | 104,201 | - | 23,795 | 872 | ( | 138,497) |
- | ||||||||
| Transferred to intangible assets | - | - | - | - | - | ( | 6,500) |
( | 6,500) |
|||||||
| Transferred to loss (Note 2) | - | - | - | - | - | ( | 22,726) |
( | 22,726) |
|||||||
| Depreciation charge | ( | 146,639) |
( | 211,033) |
( | 1,065) |
( | 14,297) |
( | 6,503) |
- | ( | 379,537) |
|||
Disposals-Cost |
( | 161) |
( | 44,398) |
( | 918) |
( | 12,641) |
( | 53) |
- | ( | 58,171) |
|||
' -Accumulated depreciation |
48 | 44,398 | 826 | 12,606 | 48 | - | 57,926 | |||||||||
' -Accumulated impairment |
- | - | - | 18 | - | - | 18 | |||||||||
| Reversal of impairment loss | - | ( | 707) |
- | - | - | - | ( | 707) |
|||||||
| Net currency exchange differences | ( | 30,097) | ( | 14,508) | ( | 25) | ( | 324) | ( | 944) | ( | 19) | ( | 45,917) | ||
| At December 31 | $ | 2,252,362 | $ | 1,096,667 | $ | 1,093 | $ | 42,490 | $ | 27,540 | $ | 1,013,708 | $ | 4,433,860 | ||
| December 31, 2019 | ||||||||||||||||
| Cost | $ | 3,495,743 |
$ | 5,186,449 |
$ | 25,505 |
$ | 229,037 |
$ | 147,692 |
$ | 1,013,708 |
$ | 10,098,134 |
||
| Accumulated depreciation | ( | 1,243,381) |
( | 4,080,498) |
( | 24,412) |
( | 186,532) |
( | 120,138) |
- | ( | 5,654,961) |
|||
| Accumulated impairment | - | ( | 9,284) | - | ( | 15) | ( | 14) | - | ( | 9,313) | |||||
| $ | 2,252,362 | $ | 1,096,667 | $ | 1,093 | $ | 42,490 | $ | 27,540 | $ | 1,013,708 | $ | 4,433,860 |
~35~
-
Note 1: The Group’s custom-made software module did not function as expected and meet the Company’s end use during the development process. After internal discussion, the Company has decided to write off the unfinished software, and recognised the costs incurred as losses.
-
Note 2: The Group did not accept the customized equipment ordered from the vendor as its format and efficiency did not meet expectations. In April 2019, the two sides reached a consensus. The vendor refunded and terminated the purchase of equipment and the Group will transfer the balance of the related construction in progress and equipment before acceptance inspection to loss.
-
A. The Group has not capitalised borrowing costs as part of property, plant and equipment for the years ended December 31, 2020 and 2019.
-
B. The Group’s property, plant and equipment were owner-occupied for the years ended December 31, 2020 and 2019.
-
C. Information about impairment loss and reversal of impairment on property, plant and equipment is provided in Note 6(9).
-
D. As of December 31, 2020 and 2019, the Group has not pledged any property, plant and equipment as collateral.
- (8) LEASING ARRANGEMENTS LESSEE
-
A. The Group leases land and buildings and structures. Rental contracts are typically made for periods of 50 (including the option to extend the leases) and 2 years. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The lease agreements do not impose covenants, but leased assets may not be used as security for borrowing purposes.
-
B. Short-term leases with a lease term of 12 months or less pertain to office premises and low-value assets pertain to computers.
-
C. The carrying amount of right-of-use assets and the depreciation charge are as follows:
| assets pertain to computers. The carrying amount of right-of-use assets and |
the depreciation charge are as follows: | e as follows: |
|---|---|---|
| Land Buildings and structures Land Buildings and structures |
December31,2020 December31,2019 Carrying amount Carrying amount 627,523 $ 673,087 $ 2,363 - 629,886 $ 673,087 $ Forthe years endedDecember31, |
December31,2019 |
| Carrying amount | ||
| 673,087 $ - |
||
| 673,087 $ |
||
| 2020 Depreciation charge 14,202 $ 337 14,539 $ |
2019 | |
| Depreciation charge | ||
| 16,972 $ - |
||
| 16,972 $ |
~36~
D. The information on income and expense accounts relating to lease contracts is as follows:
| For the | years ended December31, | ||
|---|---|---|---|
| 2020 | 2019 | ||
| Items affecting profit or loss | |||
| Interest expense on lease liabilities | $ | 6,900 $ | 8,510 |
| Expense on short-term lease contracts | 1,729 |
4,120 |
|
| Expense on leases of low-value assets | 1,005 |
877 |
- E. For the years ended December 31, 2020 and 2019, the Group’s total cash outflow for leases were $19,406 and $24,842, respectively.
(9) IMPAIRMENT OF NON-FINANCIAL ASSETS
-
- -
A. The Group recognised impairment loss amounting to $ and $707 for the years ended December 31, 2020 and 2019, respectively. Some of the idle machineries were again utilised in production and accordingly, the Group recognised the reversal of impairment loss amounting to $4,282 and
- -
$ for the years ended December 31, 2020 and 2019 (listed as “Other gains and losses”), respectively. For details of accumulated impairment, please refer to Note 6(7).
-
B. The (reversal of) impairment loss reported by operating segments is as follows:
| Forthe years endedDecember31, | Forthe years endedDecember31, | Forthe years endedDecember31, | Forthe years endedDecember31, | Forthe years endedDecember31, | |||||
|---|---|---|---|---|---|---|---|---|---|
| 2020 | 2019 | ||||||||
| Recognised in other | Recognised in other | ||||||||
| Recognised in | comprehensive | Recognised in | comprehensive | ||||||
| Segments | profit or loss | income | profit or loss | income | |||||
| ScinoPharm Taiwan | ($ | 4,253) |
$ | - |
707 $ |
$ | - |
||
| SciAnda (Changshu) | ( | 29) |
- | - |
- | ||||
| ($ | 4,282) | $ | - |
707 $ |
$ | - | |||
| SHORT-TERM BORROWINGS | |||||||||
| Type ofborrowings | December31, | 2020 | Interestrate | Collateral | |||||
| Bank loans | |||||||||
| Unsecured loans | $ | 9,494 | 0.79% | None | |||||
| Type ofborrowings | December31, | 2019 | Interestrate | Collateral | |||||
| Bank loans | |||||||||
| Unsecured loans | $ | 89,766 | 4.35% | None |
(10) SHORT-TERM BORROWINGS
Please refer to Note 6(23) for interest expense recognised in profit or loss for the years ended December 31, 2020 and 2019.
~37~
(11) OTHER PAYABLES
| Accrued salaries and bonuses Accrued employees' compensation and directors' remuneration Payables on equipment Others |
December31,2020 82,764 $ 43,210 59,707 177,140 362,821 $ |
December31,2019 75,963 $ 28,493 48,148 180,772 333,376 $ |
|---|---|---|
(12) LONG-TERM BORROWINGS
Type of borrowings Borrowing period December 31, 2019 Interest rate Collateral Long-term bank loans Secured bank loans CNY 33,500 $ 144,234 4.25% Guaranteed by thousand the Company 9.30.2019 ~ 10.29.2020 Less: Current portion ( 144,234) - $
There is no such situation for the year ended December 31, 2020.
Please refer to Note 6(23) for interest expense recognised in profit or loss for the years ended December 31, 2020 and 2019.
(13) PENSIONS
A. The Company has set up a defined benefit pension plan in accordance with the Labor Standards Law, which applies to all regular employees’ service years prior to the enforcement of the Labor Pension Act (the “Act”) on July 1, 2005 and service years thereafter of employees who chose to continue to be covered under the pension scheme of the Labor Standards Law after the enforcement of the Act. In accordance with the Company's retirement plan, an employee may retire when the employee either (i) attains the age of 55 with 15 years of service, (ii) has more than 25 years of service, (iii) has reached the age of 65, or (iv) is incapacitated to work (compulsory retirement). The employees earn two units for each year of service for the first 15 years, and one unit for each additional year thereafter up to a maximum of 45 units. Any fraction of a year equal to or more than six months shall be counted as one year of service, and any fraction of a year less than six months shall be counted as half a year. According to the provisions, employees who retired due to their duties shall get additional 20%. Pension payments are based on the number of units earned and the average salary of the last six months prior to retirement. Calculation of average salary is in accordance with the Labor Standards Law of the R.O.C. The Company contributes monthly an amount equal to 2% of the employees' monthly salaries and wages to the retirement fund deposited with Bank of Taiwan under the name of the independent retirement fund committee. Also, the Company would assess the balance in the
~38~
aforementioned labor pension reserve account by December 31, every year. If the account balance is not enough to pay the pension calculated by the aforementioned method to the employees expected to qualify for retirement in the following year, the Company will make contribution for the deficit by end of March next year.
(a) The amounts recognised in the balance sheet are as follows:
| December | December | 31,2020 | December | December | 31,2019 | |
|---|---|---|---|---|---|---|
| Present value of defined benefit obligations | $ | 109,601 |
$ | 127,729 |
||
| Fair value of plan assets | ( | 30,369) |
( | 45,547) |
||
| Net defined benefit liability | $ | 79,232 | $ | 82,182 |
- (b) Movements in net defined benefit liabilities are as follows:
Present value of
==> picture [445 x 242] intentionally omitted <==
----- Start of picture text -----
For the year ended defined benefit Fair value of Net defined
December 31, 2020 obligations plan assets benefit liability
At January 1 $ 127,729 ($ 45,547) $ 82,182
Current service cost 1,696 - 1,696
Interest expense (income) 894 ( 319) 575
130,319 ( 45,866) 84,453
Remeasurements:
Return on plan assets - ( 1,642) ( 1,642)
Change in financial
-
assumptions ( 17,202) ( 17,202)
Experience adjustments 16,475 - 16,475
( 727) ( 1,642) ( 2,369)
Pension fund contribution - ( 2,852) ( 2,852)
Paid pension ( 19,991) 19,991 -
At December 31 $ 109,601 ($ 30,369) $ 79,232
----- End of picture text -----
~39~
==> picture [444 x 257] intentionally omitted <==
----- Start of picture text -----
Present value of
For the year ended defined benefit Fair value of Net defined
December 31, 2019 obligations plan assets benefit liability
At January 1 $ 121,105 ($ 44,242) $ 76,863
Current service cost 1,579 - 1,579
Interest expense (income) 1,211 ( 442) 769
123,895 ( 44,684) 79,211
Remeasurements:
Return on plan assets - ( 1,976) ( 1,976)
Change in financial
-
assumptions 3,927 3,927
-
Experience adjustments 3,985 3,985
7,912 ( 1,976) 5,936
Pension fund contribution - ( 2,965) ( 2,965)
Paid pension ( 4,078) 4,078 -
At December 31 $ 127,729 ($ 45,547) $ 82,182
----- End of picture text -----
(c) The Bank of Taiwan was commissioned to manage the Fund of the Company’s defined benefit pension plan in accordance with the Fund’s annual investment and utilisation plan and the “Regulations for Revenues, Expenditures, Safeguard and Utilisation of the Labor Retirement Fund” (Article 6: The scope of utilisation for the Fund includes deposit in domestic or foreign financial institutions, investment in domestic or foreign listed, over-the-counter, or private placement equity securities, investment in domestic or foreign real estate securitization products, etc.). With regard to the utilisation of the Fund, its minimum earnings in the annual distributions on the final financial statements shall be no less than the earnings attainable from the amounts accrued from two-year time deposits with the interest rates offered by local banks. If the earnings is less than aforementioned rates, government shall make payment for the deficit after being authorised by the Regulator. The Company has no right to participate in managing and operating that fund and hence the Company is unable to disclose the classification of plan asset fair value in accordance with IAS 19 paragraph 142. The composition of fair value of plan assets as of December 31, 2020 and 2019 is given in the Annual Labor Retirement Fund Utilisation Report announced by the government.
(d) The principal actuarial assumptions used were as follows:
For the years ended December 31,
| Discount rate Future salary increases |
2020 0.30% 1.00% |
2019 |
|---|---|---|
| 0.70% | ||
| 3.00% |
Assumptions regarding future mortality experience are set based on actuarial advice in accordance with published statistics and experience according to Taiwan Life Insurance Industry 5th Mortality Table for the years ended December 31, 2020 and 2019.
~40~
Because the main actuarial assumption changed, the present value of defined benefit obligation is affected. The analysis was as follows:
==> picture [442 x 178] intentionally omitted <==
----- Start of picture text -----
Discount rate Future salary increases
Increase 0.25% Decrease 0.25% Increase 0.25% Decrease 0.25%
December 31, 2020
Effect on present
value of defined
benefit obligation ($ 2,794) $ 2,890 $ 2,585 ($ 2,516)
December 31, 2019
Effect on present
value of defined
benefit obligation ($ 3,284) $ 3,403 $ 3,000 ($ 2,916)
----- End of picture text -----
The sensitivity analysis above was based on one assumption which changed while the other conditions remain unchanged. In practice, more than one assumption may change all at once. The method of analysing sensitivity and the method of calculating net pension liability in the balance sheet are the same.
The methods and types of assumptions used in preparing the sensitivity analysis did not change compared to the previous year.
-
(e) Expected contributions to the defined benefit pension plan of the Company for 2021 amount to $2,966.
-
(f) As of December 31, 2020, the weighted average duration of that retirement plan is 10 years. The analysis of timing of the future pension payment was as follows:
| The analysis of timing of the future pension payment was as follows: | |
|---|---|
| Within 1 year 2~5 years Over 6 years |
2,097 $ 14,864 96,120 |
| 113,081 $ |
- B. As a result of the enforcement of the Act, the Company set up a defined contribution pension plan which took effect on July 1, 2005. The local employees are eligible for the defined contribution plan. For employees who choose to be covered under the pension scheme of the Act, the Company contributes monthly an amount of not less than 6% of the employees’ monthly salaries and wages to the employees’ individual pension accounts at the Bureau of Labor Insurance. Pensions are paid by monthly installments or in lump sum based on the accumulated balances of the employees’ individual pension accounts. The subsidiaries in Mainland China (SciAnda (Kunshan) Biochemical Technology, Ltd., SciAnda (Changshu) Pharmaceuticals, Ltd., and SciAnda Shanghai Biochemical Technology, Ltd.) are subject to a government sponsored defined contribution plan. In accordance with the related Laws of the People’s Republic of China, the subsidiaries in Mainland China contribute monthly 18% of the employees’ monthly salaries and
~41~
wages to an independent fund administered by the government. Other than the monthly contributions, these subsidiaries do not have further obligations. The other subsidiaries, SPT International, Ltd. and ScinoPharm Singapore Pte Ltd., had no employees. For the years ended December 31, 2020 and 2019, the pension costs recognised under the aforementioned defined contribution pension plans were $26,135 and $30,712, respectively.
(14) SHARE CAPITAL
- A. Movements in the number of the Company’s ordinary shares outstanding are as follows (in thousands of shares):
For the years ended December 31, 2020 2019 Beginning and end of year 790,739 790,739
- B. As of December 31, 2020, the Company’s authorised capital was $10,000,000 and the paid-in capital was $7,907,392 (790,739 thousand shares) with a par value of $10 (in dollars) per share. All proceeds from shares issued have been collected.
(15) CAPITAL RESERVES
-
A. Pursuant to the R.O.C. Company Act, capital reserve arising from paid-in capital in excess of par value on issuance of common stocks and donations shall be exclusively used to cover accumulated deficit or, distribute cash or stocks in proportion to their share ownership, provided that the Company has no accumulated deficit. Further, the R.O.C. Securities and Exchange Act requires that the capital reserve to be capitalised mentioned above should not exceed 10% of the paid-in capital each year. Capital reserve should not be used to cover accumulated deficit unless the legal reserve is insufficient.
-
B. Movements on the Company’s capital reserve are as follows:
| At January 1 Employee stock options compensation cost - Company Employee stock options forfeited - Company - Subsidiaries At December 31 |
Forthe yearendedDecember31,2020 | Forthe yearendedDecember31,2020 |
|---|---|---|
| Share premium Stockoptions 1,245,682 $ 48,923 $ - 84 1,082 1,082) ( 208 208) ( 1,246,972 $ 47,717 $ |
Total | |
| 1,294,605 $ 84 - - |
||
| 1,294,689 $ |
~42~
| Forthe year | Forthe year | endedDecember | 31, | 2019 | ||
|---|---|---|---|---|---|---|
| Share premium | Stockoptions | Total | ||||
| At January 1 | $ | 1,237,787 |
$ | 54,768 |
$ | 1,292,555 |
| Employee stock options | ||||||
| compensation cost | ||||||
| - Company | - |
2,050 |
2,050 | |||
| Employee stock options forfeited | ||||||
| - Company | 7,686 | ( | 7,686) |
- |
||
| - Subsidiaries | 209 | ( | 209) | - |
||
| At December 31 | $ | 1,245,682 | $ | 48,923 | $ | 1,294,605 |
(16) SHARE-BASED PAYMENT – EMPLOYEES’ COMPENSATION
-
A. The Company issued 1 million units, 1.5 million units and 1.5 million units of employee stock options on December 3, 2013, November 6, 2015 and October 14, 2016, respectively (the ‘Grant Date’). The exercise price of the options was set at $91.70 (in dollars), $41.65 (in dollars) and $40.55 (in dollars), respectively, which was based on the closing market price of the Company's common shares on the Grant Dates. Each option gives the holder the right to purchase one share of the Company's common stocks. The exercise price is subject to further adjustments when there is a change in the number of shares of the Company's common stocks after the Grant Date. (As of December 31, 2020, for the issued 1 million units, 1.5 million units and 1.5 million units of employee stock options, the exercise price was adjusted based on the specific formula to $74.50 (in dollars) per share, $37.20 (in dollars) per share and $37.70 (in dollars) per share, respectively.) Contract period of the employee stock option plans is 10 years, and options are exercisable in 2 years after the Grant Date. The Group recognised compensation costs relating to the employee stock options plan of $84 and $2,050 for the years ended December 31, 2020 and 2019, respectively.
-
B. Details of the share-based payment arrangements are as follows:
| Forthe yearended | December31,2020 | ||
|---|---|---|---|
| Weighted-average | |||
| Number of options | exercise price | ||
| (inthousand units) | (indollars) | ||
| Options outstanding at beginning of the year | 2,205 | $ 45.05 | |
| Options forfeited | ( | 76) | 49.15 |
| Options outstanding at end of the year | 2,129 | 44.90 | |
| Options exercisable at end of the year | 2,129 | 44.90 |
~43~
For the year ended December 31, 2019
| Number of options (inthousand units) Options outstanding at beginning of the year 2,725 Options forfeited 520) ( Options outstanding at end of the year 2,205 Options exercisable at end of the year 1,967 |
Weighted-average exercise price (indollars) |
|---|---|
| $ 46.08 46.89 45.05 45.93 |
- C. The expiry date, exercisable shares and exercise prices of the employee stock options at balance sheet date are as follows:
| Grant date 12.3.2013 11.6.2015 10.14.2016 |
No. of stocks Exercise price No. of stocks Exercise price Expiry date (unitinthousands) (indollars) (unitinthousands) (indollars) 12.2.2023 427 74.50 $ 451 74.50 $ 11.5.2025 776 37.20 802 37.20 10.13.2026 926 37.70 714 37.70 December 31, 2020 December31,2019 |
|---|---|
- D. The fair value of the Group’s employee stock options on Grant Date was evaluated using the combination of Hull & White and the Ritchken trinomial option valuation model. Related information is as follows:
| Type of arrangement |
Stock Exercise price price Grant date (in dollars) (in dollars) 12.3.2013 91.70 $ 91.70 $ 11.6.2015 41.65 41.65 10.14.2016 40.55 40.55 |
Price volatility |
Option life |
Expected dividends |
Interest rate 1.7145% 1.2936% 0.9223% |
Fair value per unit (in dollars) |
|---|---|---|---|---|---|---|
| Employee stock options Employee stock options Employee stock options |
28.50% (Note) 37.63% (Note) 37.20% (Note) |
10 years 10 years 10 years |
1.5% 1.5% 1.5% |
26.045 $ 13.799 13.171 |
Note: According to daily returns of the Company's stock for the previous year, the annualized volatility is 28.50%, 37.63% and 37.20%, respectively.
(17) RETAINED EARNINGS
- A. Pursuant to the amended Articles of Incorporation, the current year's after-tax earnings should be used initially to cover any accumulated deficit; thereafter 10% of the remaining earnings should be set aside as legal reserve until the balance of legal reserve is equal to that of paid-in capital. The legal reserve shall be exclusively used to cover accumulated deficit, to issue new stocks, or to distribute cash to shareholders in proportion to their share ownership. The use of legal reserve for the issuance of stocks or cash dividends to shareholders in proportion to their share ownership is permitted provided that the distribution of the reserve is limited to the portion in exceeds 25% of the Company’s paid-in capital.
~44~
-
B. Since the Company is in a changeable industry environment and the life cycle of the Company is in a stable growth, the appropriation of earnings should consider fund requirements and capital budget to decide how much earnings will be kept or distributed and how much cash dividends will be distributed. According to the Company’s Articles of Incorporation, 10% of the annual net income, after offsetting any loss of prior years and paying all taxes and dues, shall be set aside as legal reserve. The remaining net income and the unappropriated retained earnings from prior years can be distributed in accordance with a resolution passed during a meeting of the Board of Directors and approved at the stockholders' meeting. Of the amount to be distributed by the Company, stockholders’ dividends shall comprise 50% to 100% of the unappropriated retained earnings, and the percentage of cash dividends shall not be less than 30% of dividends distributed.
-
C. In accordance with the regulations, the Company shall set aside special reserve for the debit balance on other equity items at the balance sheet date before distributing earnings. When debit balance on other equity items is reversed subsequently, the reversed amount could be included in the distributable earnings. The amounts previously set aside by the Company as special reserve on initial application of IFRSs in accordance with Order No. Financial-Supervisory-SecuritiesCorporate-1010012865, dated April 6, 2012, shall be reversed proportionately when the relevant assets are used, disposed of or reclassified subsequently.
-
D. The Company recognised cash dividends distributed to owners amounting to $213,500 ($0.27 (in dollars) per share) and $387,462 ($0.49 (in dollars) per share) for the years ended December 31, 2020 and 2019, respectively. On March 18, 2021, the Board of Directors proposed for the distribution of cash dividends of $395,370 ($0.5 (in dollars) per share) from 2020 earnings.
(18) OTHER EQUITY ITEMS
| OTHER EQUITY ITEMS | ||||||
|---|---|---|---|---|---|---|
| Forthe year | endedDecember31,2020 | |||||
| Unrealised gain (loss) | ||||||
| Currency | translation | onvaluation | Total | |||
| At January 1 | ($ | 98,117) |
$ | 30,291 |
($ | 67,826) |
| Revaluation | - | 176,406 | 176,406 | |||
| Revaluation transferred to | ||||||
| retained earnings | - | ( | 164,129) |
( | 164,129) |
|
| Currency translation differences | ||||||
| - Group | 22,506 | - | 22,506 | |||
| At December 31 | ($ | 75,611) | $ | 42,568 | ($ | 33,043) |
~45~
For the year ended December 31, 2019
| Unrealised gain (loss) | Unrealised gain (loss) | |||||||
|---|---|---|---|---|---|---|---|---|
| Currency | translation | onvaluation | Total | |||||
| At January 1 | ($ | 41,252) |
$ | 80,868 |
$ | 39,616 |
||
| Revaluation | - | ( | 48,718) |
( | 48,718) |
|||
| Revaluation transferred to | ||||||||
| retained earnings | - | ( | 1,859) |
( | 1,859) |
|||
| Currency translation differences | ||||||||
| - Group | ( | 56,865) |
- | ( | 56,865) |
|||
| At December 31 | ($ | 98,117) | $ | 30,291 | ($ | 67,826) |
(19) OPERATING REVENUE
- A. Disaggregation of revenue from contracts with customers
The Group derives revenue from the transfer of goods at a point in time and the vendor of services over time in the following major product lines:
| For the year ended December31,2020 Timing of revenue recognition: At a point in time Over time For the year ended December31,2019 Timing of revenue recognition: At a point in time Over time |
API Income 2,798,310 $ - 2,798,310 $ API Income 2,593,217 $ - 2,593,217 $ |
Injection Product Income 146,322 $ - 146,322 $ Injection Product Income 138,202 $ - 138,202 $ |
Technical Servical Income - $ 98,675 98,675 $ Technical Servical Income - $ 116,760 116,760 $ |
Other Operating Income - $ 39,621 39,621 $ Other Operating Income - $ 44,604 44,604 $ |
Total |
|---|---|---|---|---|---|
| 2,944,632 $ 138,296 |
|||||
| 3,082,928 $ |
|||||
| Total | |||||
| 2,731,419 $ 161,364 |
|||||
| 2,892,783 $ |
-
B. The Group has recognised contract liabilities related to the contract revenue from advance customer payment of $66,846, $55,985 and $30,617 as of December 31, 2020, December 31, 2019, and January 1, 2019, respectively.
-
C. The revenue recognised that was included in the contract liability balance at the beginning of the year amounted to $40,579 and $29,695 for the years ended December 31, 2020 and 2019, respectively.
~46~
(20) INTEREST INCOME
| INTEREST INCOME | ||
|---|---|---|
| OTHER INCOME OTHER GAINS AND LOSSES 2020 2019 Interest income from bank deposits 24,354 $ 30,659 $ Interest income from financial assets measured at amortised cost 3,054 7,317 27,408 $ 37,976 $ For theyears ended December31, 2020 2019 Production capacity subsidy income 7,229 $ 7,890 $ Gains on write-off of past due payable 5,299 124 Compensation income - 30,109 Government grant - 8,963 Others 3,850 6,788 16,378 $ 53,874 $ Forthe years endedDecember31, 2020 2019 Net gain (loss) on financial assets/liabilities at fair value through profit or loss 2,295 $ 2,552) ($ Gain on reversal of (impairment loss) 4,282 707) ( Loss on disposal of property, plant and equipment 3,157) ( 39) ( Net currency exchange (loss) gain 31,261) ( 5,700 Loss on unfinished construction in progress 11,900) ( 22,726) ( Others 6,097) ( 17,637) ( 45,838) ($ 37,961) ($ For the years ended December 31, |
2020 24,354 $ 3,054 27,408 $ For theyears ended Forthe years ended |
2019 December31, |
| 30,659 $ 7,317 37,976 $ |
||
| December31, | ||
| 2020 7,229 $ 5,299 - - 3,850 16,378 $ For the years ended |
2019 | |
| 7,890 $ 124 30,109 8,963 6,788 |
||
| 53,874 $ |
||
| December 31, | ||
| 2019 |
(21) OTHER INCOME
(22) OTHER GAINS AND LOSSES
(23) FINANCE COSTS
| FINANCE COSTS | ||
|---|---|---|
| Interest expense: Bank loans Interest on lease liabilities |
For theyears ended | December31, |
| 2020 8,266 $ 6,900 15,166 $ |
2019 | |
| 47,179 $ 8,510 |
||
| 55,689 $ |
~47~
(24) EXPENSES BY NATURE
| EXPENSES BY NATURE | |||
|---|---|---|---|
| EMPLOYEE BENEFIT EXPENSES Employee benefit expenses Depreciation of property, plant and equipment Depreciation of right-of-use assets Amortisation Employee benefit expenses Depreciation of property, plant and equipment Depreciation of right-of-use assets Amortisation Salaries and wages Labor and health insurance expenses Pension costs Other personnel expenses Salaries and wages Labor and health insurance expenses Pension costs Other personnel expenses |
Operating costs Operating expenses Total 445,129 $ 361,694 $ 806,823 $ 259,917 109,272 369,189 - 14,539 14,539 3,292 6,177 9,469 708,338 $ 491,682 $ 1,200,020 $ Operating costs Operating expenses Total 420,528 $ 327,503 $ 748,031 $ 271,897 107,640 379,537 - 16,972 16,972 4,307 7,899 12,206 696,732 $ 460,014 $ 1,156,746 $ Forthe yearendedDecember31,2020 Forthe yearendedDecember31,2019 For the year ended December 31, 2020 |
||
| Operating costs Operating expenses Total 381,788 $ 310,556 $ 692,344 $ 30,413 21,246 51,659 16,269 12,137 28,406 16,659 17,755 34,414 445,129 $ 361,694 $ 806,823 $ Forthe yearendedDecember31,2019 |
Total | ||
| 692,344 $ 51,659 28,406 34,414 |
|||
| 806,823 $ |
|||
| Operating costs 352,944 $ 31,246 20,407 15,931 420,528 $ |
Operating expenses 275,393 $ 19,813 12,653 19,644 327,503 $ |
Total | |
| 628,337 $ 51,059 33,060 35,575 |
|||
| 748,031 $ |
(25) EMPLOYEE BENEFIT EXPENSES
-
A. According to the Articles of Incorporation of the Company, a ratio of distributable profit of the current year, after covering accumulated losses, shall be distributed as employees’ compensation and directors’ remuneration. The ratio shall not be lower than 2% for employees’ compensation and shall not be higher than 2% for directors’ remuneration.
-
B. For the years ended December 31, 2020 and 2019, the employees’ compensation was accrued at $35,288 and $24,651, respectively, while the directors’ remuneration was accrued at $7,922 and $3,842, respectively. The aforementioned amounts were recognised in salary expenses. The expenses recognised for each year was accrued based on the earnings of current year and the
~48~
percentage specified in the Articles of Incorporation of the Company. On March 18, 2021, the Board of Directors resolved to distribute employees’ compensation and directors’ remuneration of $35,288 and $7,922, respectively, and the employees’ compensation will be distributed in the form of cash.
The actual amount approved at the Board of Directors’ meeting for employees’ compensation and directors’ remuneration for 2019 was $27,593 which was the different from the estimated amount of $28,493 recognised in the 2019 financial statements by $900. Such difference mainly resulted from estimation, and have been recognised in profit or loss in September 2020. The employees’ compensation will be distributed in the form of cash for 2019. Information about the appropriation of employees’ compensation and directors’ remuneration by the Company as resolved by the Board of Directors will be posted in the “Market Observation Post System” at the website of the Taiwan Stock Exchange.
(26) INCOME TAX
A. Income tax expense
(a) Components of income tax expense:
| Total current tax Origination and reversal of temporary differences Income tax expense Current income tax: Income tax in current year Tax on unappropriated retained earnings Underprovision of prior year's income tax Deferred income tax: |
2020 2019 69,941 $ 58,521 $ - 227 4,410 980 74,351 59,728 2,087 11,330) ( 76,438 $ 48,398 $ Forthe years endedDecember31, |
|---|---|
(b) The income tax relating to components of other comprehensive income is as follows:
| Remeasurement of defined benefit obligations plan |
2020 2019 473 $ 1,187) ($ Forthe years endedDecember31, |
|---|---|
~49~
B. Reconciliation between income tax expense and accounting profit:
| Forthe years ended | Forthe years ended | Forthe years ended | December31, | |||
|---|---|---|---|---|---|---|
| 2020 | 2019 | |||||
| Income tax at statutory tax rate | $ | 45,547 |
$ | 50,178 |
||
| Effect of items disallowed by tax regulation | 32,793 | 20,395 |
||||
| Effect of net operating loss carryforward | ( | 3,216) |
( | 21,604) |
||
| Effect of investment tax credits | ( | 3,096) |
( | 1,778) |
||
| Tax on unappropriated retained earnings | - |
227 | ||||
| Underprovision of prior year's income tax | 4,410 |
980 |
||||
| Income tax expense | $ | 76,438 |
$ | 48,398 |
~50~
- C. Amounts of deferred tax assets or liabilities as a result of temporary differences and loss carryforward are as follows:
| January1 Recognised in profit or loss Deferred tax assets: Temporary differences Unrealised loss on inventory market value decline 77,688 $ 14,924) ($ Unrealised loss on components and spare parts market value decline 16,203 662 Investment loss 377,753 20,924 Technology know-how 7,976 4,350) ( Pensions 16,436 116) ( Employee benefits - unused compensated absences 4,659 206 Impairment of assets 1,857 851) ( Unrealised exchange loss 1,424 490) ( Unrealised gain of financial liabilities - 434 Unrealised loss 187 187) ( Rent expenses 763 763) ( Loss carryforward 101,177 3,216) ( 606,123 $ 2,671) ($ Deferred tax liabilities: Temporary differences Unrealised gain on financial instruments 584) ($ 584 $ 605,539 $ 2,087) ($ Forthe yearended |
Forthe yearended | Forthe yearended | December31,2020 | December31,2020 |
|---|---|---|---|---|
| Recognised in profit or loss |
Recognised in other comprehensive income - $ - - - 473) ( - - - - - - - 473) ($ - $ 473) ($ |
December31 | ||
| 14,924) ($ 662 20,924 4,350) ( 116) ( 206 851) ( 490) ( 434 187) ( 763) ( 3,216) ( 2,671) ($ 584 $ 2,087) ($ |
62,764 $ 16,865 398,677 3,626 15,847 4,865 1,006 934 434 - - 97,961 |
|||
| 602,979 $ |
||||
| - $ |
||||
| 602,979 $ |
~51~
For the year ended December 31, 2019
| January1 Recognised in profit or loss Deferred tax assets: Temporary differences Unrealised loss on inventory market value decline 78,206 $ 518) ($ Unrealised loss on components and spare parts market value decline - 16,203 Investment loss 354,208 23,545 Technology know-how 12,326 4,350) ( Pensions 15,373 124) ( Employee benefits - unused compensated absences 4,812 153) ( Impairment of assets 1,716 141 Unrealised exchange loss 811 613 Unrealised loss 2,870 2,683) ( Rent expenses - 763 Loss carryforward 122,781 21,604) ( 593,103 $ 11,833 $ Deferred tax liabilities: Temporary differences Unrealised gain on financial instruments 81) ($ 503) ($ 593,022 $ 11,330 $ |
Recognised in other comprehensive income December31 - $ 77,688 $ - 16,203 - 377,753 - 7,976 1,187 16,436 - 4,659 - 1,857 - 1,424 - 187 - 763 - 101,177 1,187 $ 606,123 $ - $ 584) ($ 1,187 $ 605,539 $ |
December31 | |
|---|---|---|---|
| 77,688 $ 16,203 377,753 7,976 16,436 4,659 1,857 1,424 187 763 101,177 |
|||
| 606,123 $ |
D. Expiration dates of unused operating loss carryforward and amounts of unrecognised deferred tax assets are as follows:
| December31,2020 | December31,2020 | |||
|---|---|---|---|---|
| Year incurred 2016~2020 |
Amount filed /assessed 958,005 $ |
Unrecognised Unused tax credits deferred tax assets 958,005 $ 566,160 $ December31,2019 |
Expiry year | |
| 2021~2025 | ||||
| Year incurred 2015~2019 |
Amount filed /assessed 1,160,244 $ |
Unused tax credits 1,031,674 $ |
Unrecognised deferred tax assets 626,968 $ |
Expiry year |
| 2020~2024 |
~52~
- E. The Company’s income tax returns through 2018 have been assessed and approved by the Tax Authority, and there were no disputes existing between the Company and the Authority as of March 18, 2021.
(27) EARNINGS PER SHARE (“EPS”)
| Basic earnings per share Profit attributable to ordinary stockholders of the parent Diluted earnings per share Profit attributable to ordinary stockholders of the parent Assumed conversion of all dilutive potential ordinary shares Employees' stock options Employees' compensation Profit attributable to ordinary stockholders of the parent plus assumed conversion of all dilutive potential ordinary shares |
Weighted average number of shares outstanding EPS Amount aftertax (sharesinthousands) (indollars) 282,067 $ 790,739 0.36 $ 282,067 $ 790,739 - - - 1,450 282,067 $ 792,189 0.36 $ For theyear ended December31,2020 |
|---|---|
~53~
| Basic earnings per share Profit attributable to ordinary stockholders of the parent Diluted earnings per share Profit attributable to ordinary stockholders of the parent Assumed conversion of all dilutive potential ordinary shares Employees' stock options Employees' compensation Profit attributable to ordinary stockholders of the parent plus assumed conversion of all dilutive potential ordinary shares |
Weighted average number of shares outstanding EPS Amount aftertax (sharesinthousands) (indollars) 216,656 $ 790,739 0.27 $ 216,656 $ 790,739 - - - 1,336 216,656 $ 792,075 0.27 $ For theyear ended December31,2019 |
Weighted average number of shares outstanding EPS Amount aftertax (sharesinthousands) (indollars) 216,656 $ 790,739 0.27 $ 216,656 $ 790,739 - - - 1,336 216,656 $ 792,075 0.27 $ For theyear ended December31,2019 |
|---|---|---|
| 0.27 $ |
||
| 0.27 $ |
For the years ended December 31, 2020 and 2019, some abovementioned stock options issued are anti-dilutive; therefore they were not included in the diluted EPS calculation.
(28) SUPPLEMENTAL CASH FLOW INFORMATION
A. Investing activities with partial cash payments:
| Forthe years ended | Forthe years ended | December31, | |||
|---|---|---|---|---|---|
| 2020 | 2019 | ||||
| Purchase of property, plant and equipment | $ | 76,795 |
$ | 28,082 |
|
| Add: Beginning balance of payable on | |||||
| equipment (listed as “Other payables”) | 48,148 | 41,417 | |||
| Less: Ending balance of payable on | |||||
| equipment (listed as “Other payables”) | ( | 59,707) |
( | 48,148) |
|
| Cash paid for acquisition of property, plant | |||||
| and equipment | $ | 65,236 | $ | 21,351 |
~54~
B. Investing activities with no cash flow effects:
| (a) Prepayments for equipment reclassified to property, plant and equipment (b) Property, plant and equipment reclassified to intangible assets |
2020 2019 66,587 $ 102,546 $ 1,161 $ 6,500 $ For theyears ended December31, |
|---|---|
(29) CHANGES IN LIABILITIES FROM FINANCING ACTIVITIES
| Guarantee | Guarantee | Guarantee | Liabilities from | Liabilities from | Liabilities from | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Short-term | Lease | Long-term | deposits | financing | ||||||||
| borrowings | liabilities | borrowings | received | activities-gross | ||||||||
| At January 1, 2020 | $ | 89,766 |
$ | 606,034 |
$ | 144,234 |
$ | 87 |
$ | 840,121 |
||
| Changes in cash flow | ||||||||||||
| from financing activities | ( | 79,420) |
( | 9,772) |
( | 143,430) |
1,214 | ( | 231,408) |
|||
| Impact of changes in foreign | ||||||||||||
| exchange rate | ( | 852) | - | ( | 804) | ( | 1) | ( | 1,657) | |||
| Changes in other | ||||||||||||
| non-cash items | - |
( | 29,580) |
- | - | ( | 29,580) |
|||||
| At December 31, 2020 | $ | 9,494 | $ | 566,682 | $ | - | $ | 1,300 |
$ | 577,476 | ||
| Guarantee | Liabilities from | |||||||||||
| Short-term | Lease | Long-term | deposits | financing | ||||||||
| borrowings | liabilities | borrowings | received | activities-gross | ||||||||
| At January 1, 2019 | $ | 233,290 |
$ | - |
$ | 1,178,503 |
$ | 1,708 |
$ | 1,413,501 |
||
| Effect on retrospective | ||||||||||||
| application and restatement | - | 900,288 | - | - | 900,288 | |||||||
| Changes in cash flow from | ||||||||||||
| financing activities | ( | 140,356) |
( | 11,335) |
( | 1,031,088) |
( | 1,618) |
( | 1,184,397) |
||
| Impact of changes in foreign | ||||||||||||
| exchange rate | ( | 3,168) |
- | ( | 3,181) |
- | ( | 6,349) |
||||
| Changes in other | ||||||||||||
| non-cash items | - | ( | 282,919) | - | ( | 3) |
( | 282,922) |
||||
| At December 31, 2019 | $ | 89,766 | $ | 606,034 | $ | 144,234 | $ | 87 | $ | 840,121 |
7. RELATED PARTY TRANSACTIONS
(1) Parent and ultimate controlling party
The ultimate parent and ultimate controlling party of the Company is Uni-President Enterprises Corp.
(2) Names of related parties and relationship
Names of related parties Relationship with the Company Uni-President Enterprises Corp. Ultimate parent company President Securities Corp. Associate of ultimate parent company
~55~
(3) Significant transactions and balances with related parties
Other expenses
| Other expenses | ||
|---|---|---|
Management service fees:-Ultimate parent company-Associate of ultimate parent company |
For theyears ended December31, | |
| 2020 4,592 $ 2,250 6,842 $ |
2019 | |
| 6,935 $ 2,091 |
||
| 9,026 $ |
(4) Key management compensation
| Key management compensation | ||||
|---|---|---|---|---|
| Forthe years ended | December31, | |||
| 2020 | 2019 | |||
| Salaries and other short-term employee | ||||
| benefits | $ | 51,817 |
$ | 44,185 |
| Share-based payments | 20 |
542 | ||
| Post-employment benefits | 694 | 692 |
||
| Termination benefits | 1,470 |
1,470 | ||
| $ | 54,001 |
$ | 46,889 |
8. PLEDGED ASSETS
Details of the Group’s assets pledged as collateral are as follows:
| Assets Restricted deposits (Note 1) Time deposits (Note 2) |
December31,2020 34,311 $ 29,270 63,581 $ |
December31,2019 Purpose of collateral - $ Construction payment dispute (Note 1) 29,270 Customs duty and performance guarantee 29,270 $ |
|---|---|---|
Note 1: Listed as “Other financial assets - current”, and please refer to Note 9. Note 2: Listed as “Other financial assets - non-current”.
9. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNISED CONTRACT COMMITMENTS
-
(1) As of December 31, 2020 and 2019, the Group’s unused letters of credit amounted to $7,536 and $7,707, respectively.
-
(2) As of December 31, 2020 and 2019, the Group’s remaining balance due for construction in progress and prepayments for equipment was $69,181 and $62,997, respectively.
-
(3) The amounts of endorsements and guarantees for subsidiaries were as follows:
| SciAnda (Changshu) Pharmaceuticals, Ltd. |
Nature Guarantee for financing amount |
December31,2020 1,005,928 $ |
December31,2019 |
|---|---|---|---|
| 2,063,467 $ |
As of December 31, 2020 and 2019, the actual amount drawn down for endorsements and guarantees
~56~
- to subsidiaries was $ and $144,234, respectively.
-
(4) In December 2020, SciAnda (Changshu) Pharmaceuticals, Ltd., a subsidiary of the Group, has been drawn into a construction payment dispute with Jiangsu Qian Construction Group Co., Ltd. The latter has filed for a provisional attachment of part of the Group’s bank deposits with the district court until December 18, 2021. As of December 31, 2020, bank deposits totaling $34,311 (CNY 7,864 thousands) has been frozen, and listed as “Other financial assets - current”. The case is under with the People’s Court of Changshu City in Jiangsu Province.
-
SIGNIFICANT DISASTER LOSS: None.
-
SIGNIFICANT EVENTS AFTER THE BALANCE SHEET DATE: None.
12. OTHERS
(1) Capital management
The Group’s objectives on managing capital are to safeguard the Group’s ability to continue as a going concern in order to provide returns for shareholders, to maintain an optimal capital structure, to reduce the cost of capital and to maintain an adequate capital structure to enable the expansion and enhancement of equipment. In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders, return of capital to shareholders, and issue new shares or sell assets to reduce debts.
(2) Financial instruments
- A. Financial instruments
For details of the Group’s financial instruments by category, please refer to Note 6.
-
B. Risk management policies
-
(a) The Group’s activities expose it to a variety of financial risks: market risk (including foreign exchange risk, price risk and interest rate risk), credit risk and liquidity risk.
-
(b) The Group’s treasury identifies, evaluates and hedges financial risks closely with the Group’s operating units. The Board provides written principles for overall risk management, as well as written policies covering specific areas and matters, such as use of derivative financial instruments and investment of excess liquidity.
-
(c) Information about derivative financial instruments that are used to hedge financial risk are provided in Note 6(2).
-
C. Significant financial risks and degrees of financial risks
-
(a) Market risk
-
I. Foreign exchange rate risk
-
(i) The Group operates internationally and is exposed to foreign exchange risk arising from the transactions of the Company and its subsidiaries used in various functional currency, primarily with respect to USD. Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities.
-
(ii) To manage their foreign exchange risk arising from future commercial transactions and recognised assets and liabilities, entities in the Group are required to hedge their foreign
-
~57~
exchange risk exposure using forward foreign exchange contracts. However, the Group does not adopt hedging accounting. Details of financial assets or liabilities at fair value through profit or loss are provided in Note 6(2).
- (iii)The Group’s businesses involve some non-functional currency operations (the Company’s and certain subsidiaries’ functional currency: NTD; other subsidiaries’ functional currency: CNY). The information on assets and liabilities denominated in foreign currencies whose values would be materially affected by the exchange rate fluctuations is as follows:
| fluctuations is as follows: | |||
|---|---|---|---|
| (Foreign currency: functional currency) Financial assets Monetary items USD:NTD USD:CNY CNY:NTD Financial liabilities Monetary items USD:NTD EUR:NTD (Foreign currency: functional currency) Financial assets Monetary items USD:NTD USD:CNY EUR:NTD CNY:NTD Financial liabilities Monetary items USD:NTD EUR:NTD |
December31,2020 | ||
| Foreign currency amount(in thousands) Exchange rate 14,237 $ 28.48 1,116 6.527 61 4.363 959 28.48 207 35.02 December31,2019 |
Book value (NTD) |
||
| 405,470 $ 7,284 266 27,312 7,249 |
|||
| Foreign currency amount(in thousands) 21,415 $ 1,964 32 85 709 447 |
Exchange rate 29.98 6.963 33.59 4.305 29.98 33.59 |
Book value (NTD) |
|
| 642,022 $ 13,675 1,075 366 21,256 15,015 |
|||
(iv) As of December 31, 2020 and 2019, if the NTD:USD exchange rate appreciates/depreciates by 5% with all other factors remaining constant, the Group’s net
~58~
profit after tax for the years ended December 31, 2020 and 2019 would increase/decrease by $16,395 and $27,186, respectively. If the NTD:EUR and NTD:CNY exchange rate appreciates/depreciates by 5% with all other factors remaining constant, the effect on the Group’s net profit after tax for the years ended December 31, 2020 and 2019 is immaterial.
-
(v)Total exchange gain including realised and unrealised arising from significant foreign exchange variation on the monetary items held by the Group for the years ended December 31, 2020 and 2019 amounted to ($31,261) and $5,700, respectively.
-
II. Price risk
The Group’s equity securities, which are exposed to price risk, are the held financial assets at fair value through profit or loss and financial assets at fair value through other comprehensive income. To manage its price risk arising from investments in equity securities, the Group diversifies its portfolio and set stop-loss amounts for these instruments. The Group expects no significant market risk.
III. Cash flow and fair value interest rate risk
-
(i) The Group’s main interest rate risk arises from short-term and long-term borrowings with variable rates and exposes the Group to cash flow interest rate risk. During the years ended December 31, 2020 and 2019, the Group’s borrowings at variable rate were denominated in USD and CNY.
-
(ii) The Group’s borrowings are measured at amortised cost. The borrowings are periodically contractually repriced and to that extent are also exposed to the risk of future changes in market interest rates.
-
(iii) If the borrowing interest rates had increased/decreased by 10% with all other variables held constant, the effect on post-tax profit for the years ended December 31, 2020 and 2019 is immaterial.
-
(b) Credit risk
-
I. Credit risk refers to the risk of financial loss to the Group arising from default by the clients or counterparties of financial instruments on the contract obligations. The main factor is that counterparties could not repay in full the accounts receivable based on the agreed terms.
-
II. The Group manages its credit risk taking into consideration the entire group’s concern. For banks and financial institutions, only independently rated parties with a minimum rating of 'A' are accepted. According to the Group’s credit policy, each local entity in the Group is responsible for managing and analysing the credit risk for each of their new clients before standard payment and delivery terms and conditions are offered. Internal risk control assesses the credit quality of the customers, taking into account their financial position, past experience and other factors. Individual risk limits are set based on internal or external ratings in accordance with limits set by the Board of Directors. The utilisation of credit limits is regularly monitored.
~59~
-
III. The Group adopts the following assumption under IFRS 9: If the contract payments were past due over 30 days based on the terms, there has been a significant increase in credit risk on that instrument since initial recognition.
-
IV. The Group manages its credit risk, whereby if the contract payments are past due over 180 days based on the terms, there has been impairment.
-
V. The Group classifies customers’ accounts receivable in accordance with the credit rating of customer and credit risk on trade. The Group applies the simplified approach using the provision matrix to estimate expected credit loss, and use the forecastability to adjust historical and timely information to assess the default possibility of accounts receivable. Movements in relation to the Group applying the simplified approach to provide loss allowance for accounts receivable are as follows:
| For the years ended | For the years ended | For the years ended | December 31, | |||
|---|---|---|---|---|---|---|
| 2020 | 2019 | |||||
| At January 1 | $ | 258 |
$ | 45 |
||
| (Gain on reversal of) expected credit losses | ( | 219) |
214 | |||
| Impact of foreign exchange rate | - | ( | 1) |
|||
| At December 31 | $ | 39 | $ | 258 |
(c) Liquidity risk
-
I. Cash flow forecasting is performed by the Group’s treasury department which monitors rolling forecasts of the Group’s liquidity requirements to ensure it has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants (where applicable) on any of its borrowing facilities.
-
II. The Group has undrawn borrowing facilities amounting to $5,512,050 and $5,400,333 as of December 31, 2020 and 2019, respectively.
-
III. The following table comprises the Group’s non-derivative financial liabilities and derivative financial liabilities with gross-amount settlement that are grouped by their maturity. Nonderivative financial liabilities are analysed from the balance sheet date to the contract maturity date, and derivative financial liabilities are analysed from the balance sheet date to the expected maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows.
~60~
| December31,2020 Short-term borrowings Notes payable Accounts payable Other payables Lease liabilities Guarantee deposits received December 31, 2019 Short-term borrowings Notes payable Accounts payable Other payables Long-term borrowings Lease liabilities Guarantee deposits received Non-derivative financial liabilities: Non-derivative financial liabilities: |
Less than 1year 9,500 $ 1,173 159,671 362,821 16,599 - Less than 1year 90,312 $ 1,353 101,018 333,376 149,342 16,112 - |
Between 1 and2years - $ - - - 16,259 1,300 Between 1 and2years - $ - - - - 16,112 87 |
Between 2 and 5 years - $ - - - 45,712 - Between 2 and 5 years - $ - - - - 48,337 - |
More than 5 years |
|---|---|---|---|---|
| - $ - - - 655,200 - More than 5 years |
||||
| - $ - - - - 708,937 - |
(3) Fair value information
-
A. The different levels that the inputs to valuation techniques are used to measure fair value of financial and non-financial instruments have been defined as follows:
-
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date. A market is regarded as active where a market in which transactions for the asset or liability take place with sufficient frequency and volume to provide pricing information on an ongoing basis. The fair value of the Group’s investment in listed stocks is included in Level 1.
-
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. The fair value of the Group’s investment in foreign exchange contracts is included in Level 2.
-
Level 3: Unobservable inputs for the asset or liability. The fair value of the Group’s investment in equity investment without active market is included in Level 3.
-
B. Financial instruments not measured at fair value
-
The carrying amounts of cash and cash equivalents, financial assets at amortised cost - current, accounts receivable, other receivables, guarantee deposits paid, other financial assets - noncurrent, short-term borrowings, notes payable, accounts payable, other payables, long-term borrowings (including current portion) and guarantee deposits received are approximate to their fair values.
~61~
- C. The related information on financial instruments measured at fair value by level on the basis of the nature, characteristics and risks of the assets and liabilities are as follows:
| December31,2020 Assets: Recurring fair value measurements Financial assets at fair value through other comprehensive income Equity securities Liabilities: Recurring fair value measurements Financial liabilities at fair value through profit or loss Derivative instruments December31,2019 Assets: Recurring fair value measurements Financial assets at fair value through profit or loss Derivative instruments Financial assets at fair value through other comprehensive income Equity securities |
Level 1 188,160 $ - $ Level 1 - $ 271,752 $ |
Level 2 - $ 2,172 $ Level 2 2,920 $ - $ |
Level3 119,955 $ - $ Level3 - $ 143,458 $ |
Total 308,115 $ |
|---|---|---|---|---|
| 2,172 $ |
||||
| Total | ||||
| 2,920 $ |
||||
| 415,210 $ |
-
D. The methods and assumptions the Group used to measure fair value are as follows:
-
(a) The instruments the Group used market quoted prices as its fair values (that is, Level 1) is listed below by characteristics:
Market quoted price
Listed shares Closing price
-
(b) Except for financial instruments with active markets, the fair value of other financial instruments is measured by using valuation techniques or by reference to counterparty quotes. The fair value of financial instruments measured by using valuation techniques can be referred to current fair value of instruments with similar terms and characteristics in substance, discounted cash flow method or other valuation methods, including calculated by applying model using market information available at the consolidated balance sheet date.
-
(c) When assessing non-standard and low-complexity financial instruments, for example, debt instruments without active market, interest rate swap contracts, foreign exchange swap contracts and options, the Group adopts valuation technique that is widely used by market participants. The inputs used in the valuation method to measure these financial instruments are normally observable in the market.
-
(d) Forward foreign exchange contracts are usually valued based on the current forward exchange rate.
~62~
-
E. For the years ended December 31, 2020 and 2019, there was no transfer between Level 1 and Level 2.
-
F. The following chart is the movement of Level 3 for the years ended December 31, 2020 and 2019:
| Forthe years ended | Forthe years ended | Forthe years ended | December31, | |||
|---|---|---|---|---|---|---|
| 2020 | 2019 | |||||
| Equityinstrument | Equityinstrument | |||||
| At January 1 | $ | 143,458 |
$ | 200,046 |
||
| Loss recognised in other | ||||||
| comprehensive income | ( | 23,503) |
( | 56,588) |
||
| At December 31 | $ | 119,955 |
$ | 143,458 |
-
G. For the years ended December 31, 2020 and 2019, there was no transfer in(out) Level 3.
-
H. The Group’s valuation procedures for fair value measurements is categorised within Level 3, which is to verify independent fair value of financial instruments. Such assessment is to ensure the valuation results are reasonable by applying independent information to make results close to current market conditions, confirming the resource of information is independent, reliable and in line with other resources and represented as the exercisable price, and frequently assess to make any other necessary adjustments to the fair value.
-
I. The following is the qualitative information of significant unobservable inputs and sensitivity analysis of changes in significant unobservable inputs to valuation model used in Level 3 fair value measurement:
| value measurement: | ||||
|---|---|---|---|---|
| Fair value at December31,2020 Non-derivative equity instrument: Unlisted shares 119,955 $ Fair value at December31,2019 Non-derivative equity instrument: Unlisted shares 143,458 $ |
Valuation technique |
Significant unobservable input |
Range (weighted average) |
Relationship of inputs to fairvalue |
| Net asset value Valuation technique |
Not applicable Significant unobservable input |
- Range (weighted average) |
The higher the net asset value, the higher the fair value Relationship of inputs to fairvalue |
|
| Net asset value |
Not applicable | - | The higher the net asset value, the higher the fair value |
~63~
- J. The Group has carefully assessed the valuation models and assumptions used to measure fair value. However, use of different valuation models or assumptions may result in different measurement. If the net assets value increased or decreased by 1% for Level 3, however, the effect on other comprehensive income for the years ended December 31, 2020 and 2019 is immaterial.
13. SUPPLEMENTARY DISCLOSURES
According to the current regulatory requirements, the Group is only required to disclose the information for the year ended December 31, 2020.
(1) Significant transactions information
-
A. Loans to others: Please refer to table 1.
-
B. Provision of endorsements and guarantees to others: Please refer to table 2.
-
C. Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures): Please refer to table 3.
-
D. Acquisition or sale of the same security with the accumulated cost exceeding $300 million or 20% of the Company’s paid-in capital: Please refer to table 4.
-
E. Acquisition of real estate reaching $300 million or 20% of paid-in capital or more: None.
-
F. Disposal of real estate reaching $300 million or 20% of paid-in capital or more: None.
-
G. Purchases or sales of goods from or to related parties reaching $100 million or 20% of paid-in capital or more: Please refer to table 5.
-
H. Receivables from related parties reaching $100 million or 20% of paid-in capital or more: None.
-
I. Trading in derivative instruments undertaken during the reporting periods: Please refer to Note 6(2).
-
J. Significant inter-company transactions during the reporting periods: Please refer to table 6.
(2) Information on investees
Names, locations and other information of investee companies (not including investees in Mainland China): Please refer to table 7.
(3) Information on investments in Mainland China
-
A. Basic information: Please refer to table 8.
-
B. Significant transactions, either directly or indirectly through a third area, with investee companies in the Mainland Area: Please refer to table 2 and table 5.
(4) Major shareholders information
Major shareholders information: Please refer to table 9.
14. SEGMENT INFORMATION
(1) General information
The management of the Group has identified the operating segments based on how the Company’s Chief Operating Decision-Maker regularly reviews information in order to make decisions. The Chief Operating Decision-Maker manages the Group’s business from geographical and functional perspectives. Geographically, the Group focuses on its sales business in the U.S., Europe and Asia. In addition, the Group categorized its business units into manufacture, sales, research and
~64~
development and investment management functions, and combines its segments that meet the disclosure threshold as “Others”.
(2) Measurement of segment information
The chief operating decision-maker evaluates the performance of operating segments based on pretax income excluding non-recurring income. For details of operating segments’ accounting policies, please refer to Note 4.
(3) Segment information
The segment information provided to the Chief Operating Decision-Maker for the reportable segments is as follows:
| segments is as follows: | |||
|---|---|---|---|
| Segment revenue Revenue from internal customers Revenue from external customers Interest income Depreciation and amortisation Interest expense Income (loss) from segment before income tax Segment assets Other acquisition of non-current assets Segment liabilities Segment revenue Revenue from internal customers Revenue from external customers Interest income Depreciation and amortisation Interest expense Income (loss) from segment before income tax Segment assets Other acquisition of non-current assets Segment liabilities |
For the year ended December 31, 2020 | ||
| ScinoPharm SciAnda (Changshu) Taiwan,Ltd. Pharmaceuticals,Ltd. Others Total 3,046,220 $ 440,660 $ 17,266 $ 3,504,146 $ 18,393 390,895 11,930 421,218 3,027,827 49,765 5,336 3,082,928 21,043 6,332 33 27,408 285,822 107,153 222 393,197 7,072 8,094 - 15,166 457,502 95,419) ( 73) ( 362,010 10,095,826 1,842,819 20,735 11,959,380 170,086 23,879 690 194,655 1,247,518 117,051 1,175 1,365,744 Forthe yearendedDecember31,2019 |
Total | ||
| ScinoPharm SciAnda (Changshu) Taiwan,Ltd. Pharmaceuticals,Ltd. 2,813,047 $ 418,881 $ 19,246 339,973 2,793,801 78,908 28,541 523 295,548 113,102 8,532 47,157 364,239 114,613) ( 9,658,129 1,775,266 98,957 13,155 1,161,394 391,053 |
Others 39,583 $ 19,509 20,074 8,912 65 - 14,646 441,628 319 1,903 |
Total | |
| 3,271,511 $ 378,728 2,892,783 37,976 408,715 55,689 264,272 11,875,023 112,431 1,554,350 |
(4) Reconciliation for segment
A. The sales between segments were at arms’ length. The external revenues reported to the Chief Operating Decision-Maker adopt the same measurement basis for revenues in statement of
~65~
comprehensive income. The reconciliations of pre-tax income between reportable segments and continuing operations were as follows :
| Forthe years ended | Forthe years ended | December31, | |||
|---|---|---|---|---|---|
| 2020 | 2019 | ||||
| Reportable segments profit before | |||||
| income tax | $ | 362,083 |
$ | 249,626 |
|
| Other segments income before | |||||
| income tax | ( | 73) |
14,646 |
||
| Internal segments transaction elimination | ( | 3,505) |
782 |
||
| Profit before income tax | $ | 358,505 |
$ | 265,054 |
- B. The amount of total assets provided to the Chief Operating Decision-Maker adopts the same measurement for assets in the Group's financial statements. A reconciliation of assets of reportable segments and total assets is as follows:
| December31,2020 | December 31, 2019 | |||||
|---|---|---|---|---|---|---|
| Assets of reportable segments | $ | 11,938,645 |
$ | 11,433,395 |
||
| Assets of other operating segments | 20,735 | 441,628 | ||||
| Internal segment transaction elimination | ( | 112,617) |
( | 200,459) |
||
| Total assets | $ | 11,846,763 | $ | 11,674,564 |
- C. The amount of total liabilities provided to the Chief Operating Decision-Maker adopts the same measurement for liabilities in the Group's financial statements. A reconciliation of liabilities of reportable segments and total liabilities is as follows:
| December31,2020 | December 31, 2019 | |||||
|---|---|---|---|---|---|---|
| Liabilities of reportable segments | $ | 1,364,569 |
$ | 1,552,447 |
||
| Liabilities of other operating segments | 1,175 |
1,903 | ||||
| Internal segment transaction elimination | ( | 48,384) |
( | 139,730) |
||
| Total liabilities | $ | 1,317,360 | $ | 1,414,620 |
(5) Information on product and service
The Group is engaged in the research and development and manufacture of API, as well as the provision of related consulting and technical services. The reconciliations of total segment and operating revenue were as follows:
| operating revenue were as follows: | ||
|---|---|---|
| Revenue from sales of products Revenue from sales of injection products Revenue from technical services Others |
Forthe years endedDecember31, | |
| 2020 2,798,310 $ 146,322 98,675 39,621 3,082,928 $ |
2019 | |
| 2,593,217 $ 138,202 116,760 44,604 |
||
| 2,892,783 $ |
~66~
(6) Geographical information
Geographical information for the years ended December 31, 2020 and 2019 is as follows:
==> picture [465 x 162] intentionally omitted <==
----- Start of picture text -----
For the year ended December 31, 2020 For the year ended December 31, 2019
Non-current Non-current
Revenue assets Revenue assets
Taiwan $ 129,013 $ 3,728,618 $ 97,475 $ 3,884,292
USA 579,035 - 568,124 -
India 358,419 - 390,446 -
Asia 761,570 1,254,874 885,048 1,322,084
- -
Europe 1,192,614 881,330
Others 62,277 - 70,360 -
$ 3,082,928 $ 4,983,492 $ 2,892,783 $ 5,206,376
----- End of picture text -----
(7) Major customer information
Major customer (individually over 10% of consolidated operating revenue) information of the Group for the years ended December 31, 2020 and 2019 is as follows:
| A B C D |
Revenue Segment 400,924 $ ScinoPharm Tawian, Ltd. 399,901 ScinoPharm Tawian, Ltd. 355,067 ScinoPharm Tawian, Ltd. - ScinoPharm Tawian, Ltd. 1,155,892 $ Forthe yearendedDecember31,2020 |
For the year ended December 31, 2019 |
|---|---|---|
| Revenue 400,924 $ 399,901 355,067 - 1,155,892 $ |
Revenue Segment 439,661 $ ScinoPharm Tawian, Ltd. 425,794 ScinoPharm Tawian, Ltd. 248 ScinoPharm Tawian, Ltd. 127,070 ScinoPharm Tawian, Ltd. 992,773 $ |
~67~
Expressed in thousands of NTD
ScinoPharm Taiwan, Ltd. and Subsidiaries
Loans to others
For the year ended December 31, 2020
Table 1
| Number | Name | Name of counterparty |
Account | Related parties |
Maximum balance |
Ending balance |
Actual amount drawn down |
Interest rate |
Nature of financial activity (Note 1) |
Total transaction amount |
Reason for financing |
Allowance for doubtful accounts |
Assetspledged | Assetspledged | Loan limit per entity (Note 2) |
Maximum amount available for loan (Note 2) |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Item | Value | ||||||||||||||||
| 1 | SciAnda (Kunshan) Biochemical Technology, Ltd. |
SciAnda (Changshu) Pharmaceuticals, Ltd. |
Other receivables | Y | 87,369 $ |
- $ |
- $ |
3.0% | 2 | - $ |
Additional operating capital and loan repayment |
- $ |
- |
- $ |
425,808 $ |
425,808 $ |
Note 4 |
Note 1: The code represents the nature of financing activities as follows:
-
Trading partner.
-
Short-term financing.
Note 2: (1) For trading partner: the maximum amount for individual trading partner shall not exceed the higher of purchase or sales amount of the most recent year or the current year, the maximum amount for total loan is 20% of its
net worth. (2) For short-term financing: the maximum amount for individual is 20% of its net worth, the maximum amount for total loan is 40% of its net worth. If the Company loans to foreign subsidiaries, which the Company holds 100% ownership directly or indirectly, the maximum amount for the subsidiary is 100% of the Company's net worth.
Note 3: The numbers in the table that involves foreign currencies are expressed in New Taiwan Dollars according to the exchange rate posted on the date of the consolidated financial statements (CNY:NTD 1:4.363). Note 4: SciAnda (Kunshan) Biochemical Technology, Ltd. was merged into SciAnda (Changshu) Pharmaceuticals, Ltd. in August 2020.
Table 1, Page 1
Expressed in thousands of NTD
ScinoPharm Taiwan, Ltd. and Subsidiaries
Provision of endorsements and guarantees to others
For the year ended December 31, 2020
Table 2
Ratio of accumulated Party being endorsement/ endorsed/guaranteed Limit on Maximum Outstanding guarantee Ceiling on Provision of Provision of Provision of Relationship endorsements/ outstanding endorsement/ Amount of amount to net total amount of endorsements/ endorsements/ endorsements/ with the guarantees endorsement/ guarantee endorsements/ asset value of endorsements/ guarantees by guarantees by guarantees to endorser/ provided for a guarantee amount at guarantees the endorser/ guarantees parent subsidiary to the party in Endorser/ guarantor single party amount during December 31, Actual amount secured with guarantor provided company to parent Mainland Number guarantor Company name (Note 1) (Note 2) the year 2020 drawn down collateral company (Note 2) subsidiary company China Footnote 0 ScinoPharm SciAnda 1 $ 10,529,403 $ 2,089,077 $ 1,005,928 $ - $ - 9.55% $ 10,529,403 Y N Y - Taiwan, (Changshu) Ltd. Pharmaceuticals, Ltd.
Note 1: The following code represents the relationship with the Company:
-
A company in which the Company directly and indirectly holds 50% of the voting shares.
-
Note 2: 1. The limit of total amount of endorsement is 50% of the Company's net worth, for 100% directly or indirectly owned subsidiaries, the maximum amount is 100% of its net worth.
-
The limit of total amount of the Group's endorsement and guarantee is 100% of the Group's net worth.
-
For any endorsement or guarantee provided by the Company due to business dealings, the amount of endorsement or guarantees shall be limited to the business dealing amount of the most recent year or the current year. The business dealing amount is product purchase or sale amount between the entities, whichever is higher.
Note 3: The numbers in the table that involves foreign currencies are expressed in New Taiwan Dollars according to the exchange rate posted on the date of the consolidated financial statements (CNY:NTD 1:4.363;USD:NTD 1:28.48).
Table 2, Page 1
ScinoPharm Taiwan, Ltd. and Subsidiaries
Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures) December 31, 2020
| December 31, | 2020 | |||||||
|---|---|---|---|---|---|---|---|---|
| Table 3 Securities held by |
Marketable securities | Relationship with the securities issuer |
General ledger account |
As of December31,2020 | Fairvalue Footnote Expressed in thousands of NTD |
|||
| Number of shares | Bookvalue | Ownership (%) | Fairvalue | |||||
| ScinoPharm Taiwan, Ltd. | Stocks: Tanvex Biologics, Inc. Foresee Pharmaceuticals Co., Ltd. SYNGEN, INC. |
The Company is a director of Tanvex Biologics, Inc. -- |
Financial assets at fair value through other comprehensive income - non-current Financial assets at fair value through other comprehensive income - non-current Financial assets at fair value through profit or loss - non-current |
28,800,000 2,100,000 245,000 |
119,955 $ 188,160 - |
16.84% 2.06% 7.40% |
119,955 $ 188,160 - |
--- |
Table 3, Page 1
' - Acquisition or sale of the same security with the accumulated cost exceeding $300 million or 20% of the Company s paid in capital For the year ended December 31, 2020
ScinoPharm Taiwan, Ltd. and Subsidiaries
| Table 4 Investor |
Type of securities |
General ledgeraccount |
Name of the counterparty |
Relationship | Beginningbalance | Beginningbalance | Addition | Addition | Disposal | Disposal | Other increase | (decrease) | Expressed in thousands of NTD Endingbalance |
Expressed in thousands of NTD Endingbalance |
||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Number of shares (inthousands) |
Amount | Number of shares (inthousands) |
Amount | Number of shares (inthousands) |
Saleprice | Book value | Gain on disposal |
Number of shares (inthousands) |
Amount | Number of shares (inthousands) |
Amount | |||||
| SciAnda (Kunshan) Biochemical Technology, Ltd.(Note) SciAnda (Changshu) Pharmaceuticals, Ltd. |
Fubon Bank (China) Co., Ltd. Structured Products Fubon Bank (China) Co., Ltd. Structured Products Structured Products: |
Financial assets at amortised cost - current Financial assets at amortised cost - current |
-- |
-- |
- - |
172,220 $ - |
- - |
171,259 $ 436,711 $ |
- - |
343,854 $ 438,430 $ |
342,519) ($ 436,711) ($ |
1,335 $ 1,719 $ |
- - |
960) ($ - |
- - |
- - |
Note: SciAnda (Kunshan) Biochemical Technology, Ltd. was merged into SciAnda (Changshu) Pharmaceuticals, Ltd. in August 2020.
Table 4, Page 1
Table 5
Expressed in thousands of NTD
ScinoPharm Taiwan, Ltd. and Subsidiaries
- Purchases or sales of goods from or to related parties reaching $100 million or 20% of paid in capital or more For the year ended December 31, 2020
| Purchaser/seller | Counterparty | Relationship with the counterparty |
Transaction | Differences in transaction terms compared to third party transactions |
Differences in transaction terms compared to third party transactions |
Notes/accounts receivable(payable) | Notes/accounts receivable(payable) | Footnote | |||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchases(sales) | Amount | Percentage of total purchases(sales) |
Credit term | Unitprice | Credit term | Balance | Percentage of total notes/accounts receivable(payable) |
||||
| ScinoPharmTaiwan, Ltd. SciAnda (Changshu) Pharmaceuticals, Ltd. |
SciAnda (Changshu) Pharmaceuticals, Ltd. ScinoPharm Taiwan, Ltd. |
Subsidary The Company |
Purchases (Sales) |
387,725 $ 387,725) ( |
42% (88%) |
Closes its accounts 90 days from the end of each month Closes its accounts 90 days from the end of each month |
$ - - |
-- |
36,565) ($ 36,565 |
(22%) 84% |
-- |
Table 5, Page 1
Table 6
Expressed in thousands of NTD
ScinoPharm Taiwan, Ltd. and Subsidiaries
- Significant inter company transactions during the reporting period
For the year ended December 31, 2020
| Number (Note 2) |
Companyname | Counterparty | Relationship (Note3) |
Transactions | Transactions | ||
|---|---|---|---|---|---|---|---|
| General ledger account | Amount | Transaction terms | Percentage of consolidated total operating revenues or total assets(Note 4) |
||||
| 0 0 0 0 0 0 |
ScinoPharm Taiwan, Ltd. ScinoPharm Taiwan, Ltd. ScinoPharm Taiwan, Ltd. ScinoPharm Taiwan, Ltd. ScinoPharm Taiwan, Ltd. ScinoPharm Taiwan, Ltd. |
SciAnda (Changshu) Pharmaceuticals, Ltd. SciAnda (Changshu) Pharmaceuticals, Ltd. SciAnda (Changshu) Pharmaceuticals, Ltd. SciAnda (Changshu) Pharmaceuticals, Ltd. SciAnda (Changshu) Pharmaceuticals, Ltd. SciAnda Shanghai Biochemical Technology, Ltd. |
1 1 1 1 1 1 |
Purchases Management service revenue Sales Accounts payable Endorsements and guarantees Management service fees |
387,725 $ 13,138 13,451 36,565 1,005,928 10,750 |
Closes its accounts 90 days from the end of each month -Closes its accounts 90 days from the end of each month --- |
13%---8% - |
Note 1: Significant inter-company transactions during the reporting periods are not disclosed since these were corresponding transactions. Only transactions over NT$10 million are material.
Note 2: The numbers filled in for the transaction company in respect of inter-company transactions are as follows:
- (1) Parent company is ‘0’.
(2) The subsidiaries are numbered in order starting from ‘1’.
- Note 3: Relationship between transaction company and counterparty is classified into the following three categories:
(1) Parent company to subsidiary.
(2) Subsidiary to parent company.
(3) Subsidiary to subsidiary.
Note 4: Regarding percentage of transaction amount to consolidated total operating revenues or total assets, it is computed based on period-end balance of transaction to consolidated total assets for balance sheet accounts and based on accumulated transaction amount for the period to consolidated total operating revenues for income statement accounts.
Note 5: The numbers in the table that involves foreign currencies are expressed in New Taiwan Dollars according to the exchange rate posted on the date of the consolidated financial statements (CNY:NTD 1:4.363 ; USD:NTD 1:28.48).
Table 6, Page 1
ScinoPharm Taiwan, Ltd. and Subsidiaries
Names, locations and other information of investee companies ( not including investees in Mainland China) For the year ended December 31, 2020
Table 7
Expressed in thousands of NTD
| Investor | Investee | Location | Main business activities |
Initial investment amount | Initial investment amount | Shares held | as at December31,2020 | as at December31,2020 | Net profit (loss) of the investee for the year ended December31,2020 |
Investment income (loss) recognised by the Company for the year ended December31,2020 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance as at December31,2020 |
Balance as at December31,2019 |
Number of shares | Ownership (%) | Bookvalue | |||||||
| ScinoPharm Taiwan, Ltd. ScinoPharm Taiwan, Ltd. |
SPT International, Ltd. ScinoPharm Singapore Pte Ltd. |
Tortola, British Virgin Islands Singapore |
Professional investment Professional investment |
3,375,582 $ - |
3,375,582 $ - |
118,524,644 2 |
100.00 100.00 |
1,680,970 $ 125 |
101,127) ($ 13 |
104,633) ($ 13 |
Subsidiary Subsidiary |
Note : Initial investment amount in the table that involves foreign currencies are expressed in New Taiwan Dollars according to exchange rate posted on the date of consolidated financial statements (USD:NTD 1:28.48).
Table 7, Page 1
ScinoPharm Taiwan, Ltd. and Subsidiaries
For the year ended December 31, 2020
Table 8
Expressed in thousands of NTD
Information on investments in Mainland China - Basic information
| Investee in MainlandChina |
Main business activities | Paid-in capital | Investment method |
Accumulated amount of remittance from Taiwan to Mainland China as of January 1, 2020 |
Amount remitted from Taiwan to Mainland China/ Amount remitted back to Taiwan for the year ended December31,2020 |
Amount remitted from Taiwan to Mainland China/ Amount remitted back to Taiwan for the year ended December31,2020 |
Accumulated amount of remittance from Taiwan to Mainland China as of December31,2020 |
Net income of investee for the year ended December 31, 2020 |
Ownership held by the Company (direct or indirect) |
Investment income (loss) recognised by the Company for the year ended December 31, 2020 (Note 2) |
Book value of investments in Mainland China as of December 31, 2020 |
Accumulated amount of investment income remitted back to Taiwan as of December 31, 2020 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Remitted to MainlandChina |
Remitted back to Taiwan |
||||||||||||
| SciAnda (Changshu) Pharmaceuticals, Ltd. SciAnda Shanghai Biochemical Technology, Ltd. |
Research, development, and manufacture of API and new drugs, sale produced products, etc. Import, export and sales of API and intermediates, etc. |
3,317,920 $ 34,176 |
(Note 1)(Note 1) |
3,310,071 $ 34,176 |
- $ - |
- $ - |
3,310,071 $ 34,176 |
100,904) ($ 37 |
100% 100% |
100,904) ($ 37 |
1,725,768 $ 16,207 |
- $ - |
Subsidary (Note 5) Subsidary |
Accumulated amount of Investment amount approved Ceiling on investments in remittance from Taiwan by the Investment Commission Mainland China imposed by the to Mainland China of the Ministry of Economic Investment Commission of Company name as of December 31, 2020 Affairs (MOEA) MOEA (Note 3) ScinoPharm $ 3,379,110 $ 3,379,110 $ 6,317,642 Taiwan, Ltd.
Note 1: Indirect investment in Mainland China through a company set up in a third region, SPT International, Ltd.
Note 2: The investment income (loss) recognised by the Company for the year ended December 31, 2020 was based on audited financial statements of investee companies as of and for the year ended December 31, 2020. Note 3: The ceiling amount is 60% of the higher of net worth or consolidated net worth.
Note 4: The numbers in the table that involves foreign currencies are expressed in New Taiwan Dollars according to the exchange rate posted on the date of the consolidated financial statements (USD:NTD 1:28.48). Note 5: SciAnda (Kunshan) Biochemical Technology, Ltd. was merged into SciAnda (Changshu) Pharmaceuticals, Ltd. in August 2020.
Table 8, Page 1
ScinoPharm Taiwan, Ltd. and Subsidiaries Major shareholders information December 31, 2020
| Name of the keyshareholder Table 9 |
Number of | shares | Ownership (%) | Footnote Expressed in shares |
|---|---|---|---|---|
| Common stock | Preferred stock | |||
| Uni-President Enterprises Corp. National Development Fund, Executive Yuan |
299,968,639 109,539,014 |
-- |
37.94% 13.85% |
-- |
Note: The major shareholders information was derived from the data that the Company issued common shares (including treasury shares) and preference shares in dematerialised form which were registered and held by the shareholders above 5% on the last operating date of each quarter and was calculated by Taiwan Depository & Clearing Corporation.
The share capital which was recorded in the financial statements is different from the actual number of shares issued in dematerialised form because of the difference in the calculation basis.
Table 9, Page 1