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SUNPLUS — Interim / Quarterly Report 2021
Nov 12, 2021
52056_rns_2021-11-12_6cea0604-1d6f-49cf-a6d6-549268706c00.pdf
Interim / Quarterly Report
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Sunplus Technology Company Limited and Subsidiaries
Consolidated Financial Statements for the Three Months Ended March 31, 2021 and 2020 and Independent Auditors’ Review Report
INDEPENDENT AUDITORS’ REVIEW REPORT
The Board of Directors and Shareholders Sunplus Technology Company Limited
Introduction
We have reviewed the accompanying consolidated balance sheets of Sunplus Technology Company Limited (the “Company”) and its subsidiaries (collectively, the “Group”) as of March 31, 2021 and 2020, and the related consolidated statements of comprehensive income, the consolidated statements of changes in equity and cash flows for the three months then ended, and the related notes to the consolidated financial statements, including a summary of significant accounting policies (collectively referred to as the “consolidated financial statements”). Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and International Accounting Standard 34 “Interim Financial Reporting” endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China. Our responsibility is to express a conclusion on the consolidated financial statements based on our reviews.
Scope of Review
Except as explained in the following paragraph, we conducted our reviews in accordance with Statement of Auditing Standards No. 65 “Review of Financial Information Performed by the Independent Auditor of the Entity”. A review of consolidated financial statements consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Basis for Qualified Conclusion
As disclosed in Note 11 to the consolidated financial statements, the financial statements of some non-significant subsidiaries included in the consolidated financial statements referred to in the first paragraph were not reviewed. As of March 31, 2021 and 2020, combined total assets of these non-significant subsidiaries were $3,152,485 thousand and $4,140,467 thousand, respectively, representing 24% and 37%, respectively, of the consolidated total assets, and combined total liabilities of these subsidiaries were $90,127 thousand and $351,452 thousand, respectively, representing 3% and 21%, respectively, of the consolidated total liabilities. For the three months ended March 31, 2021 and 2020, the amounts of combined comprehensive income (loss) of these subsidiaries were $210,177 thousand and $(31,842) thousand, respectively, representing 64% and 19%, respectively, of the consolidated total comprehensive income (loss). In addition, as disclosed in Note 12 to the consolidated financial statements, the cumulative carrying amounts of some associates as of March 31, 2021 and 2020 were $904,030 thousand and $690,537 thousand, respectively. For the three months ended March 31, 2021 and 2020, the share of total comprehensive income (loss) of some associates accounted for using the equity method were
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$(3,374) thousand and $(5,712) thousand, respectively. These investment amounts disclosed in the consolidated financial statements were based on these associates’ unreviewed financial statements for the same reporting periods as those of the Company.
Qualified Conclusion
Based on our reviews, except for the adjustments, if any, as might have been determined to be necessary had the financial statements of the non-significant subsidiaries as described in the preceding paragraph been reviewed, nothing has come to our attention that caused us to believe that the accompanying consolidated financial statements do not present fairly, in all material respects, the consolidated financial position of the Group as of March 31, 2021 and 2020, and its consolidated financial performance and its consolidated cash flows for the three months then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Accounting Standard 34 “Interim Financial Reporting” endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.
The engagement partners on the reviews resulting in this independent auditors’ review report are Cheng-Chih Lin and Mei-Chen Tsai.
Deloitte & Touche Taipei, Taiwan Republic of China
May 14, 2021
Notice to Readers
The accompanying consolidated financial statements are intended only to present the consolidated financial position, financial performance and cash flows in accordance with accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to review such consolidated financial statements are those generally applied in the Republic of China.
For the convenience of readers, the independent auditors’ review report and the accompanying consolidated financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors’ review report and consolidated financial statements shall prevail.
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SUNPLUS TECHNOLOGY COMPANY LIMITED AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (In Thousands of New Taiwan Dollars)
| ASSETS CURRENT ASSETS Cash and cash equivalents (Note 6) Financial assets at fair value through profit or loss - current (Note 7) Notes receivable and trade receivables, net (Notes 9, 23 and 33) Other receivables (Note 33) Inventories (Note 10) Other financial assets - current (Notes 17 and 34) Other current assets (Notes 17 and 33) Total current assets NON-CURRENT ASSETS Financial assets at fair value through profit or loss - non-current (Note 7) Financial assets at fair value through other comprehensive income (FVTOCI) - non-current (Note 8) Investments accounted for using the equity method (Note 12) Property, plant and equipment (Notes 13 and 34) Right-of-use assets (Note 14) Investment properties (Note 15) Intangible assets (Note 16) Deferred tax assets (Notes 4 and 25) Net defined benefit assets - non-current (Notes 4 and 21) Other financial assets non-current (Notes 17 and 34) Other non-current assets (Note 17) Total non-current assets TOTAL LIABILITIES AND EQUITY CURRENT LIABILITIES Short-term borrowings (Notes 18 and 34) Contract liabilities - current (Note 23) Accounts payable (Note 19) Current tax liabilities (Notes 4 and 25) Lease liabilities - current (Note 14) Deferred revenue - current (Notes 20 and 28) Current portion of long-term bank borrowings (Note 18) Other current liabilities (Note 20) Total current liabilities NON-CURRENT LIABILITIES Long-term borrowings (Note 18) Lease liabilities - non-current (Note 14) Deferred revenue - non-current (Notes 20 and 28) Net defined benefit liabilities - non-current (Notes 4 and 21) Guarantee deposits Other liabilities (Note 20) Total non-current liabilities Total liabilities EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY (Note 22) Share capital Ordinary shares Capital surplus Retained earnings Legal reserve Special reserve Unappropriated earnings (accumulated deficit) Total retained earnings Other equity Treasury shares Total equity attributable to owners of the Company NON-CONTROLLING INTERESTS (Notes 11, 22 and 30) Total equity TOTAL |
March 31, 2021 (Reviewed) Amount % $ 3,333,693 26 1,190,930 9 1,034,845 8 50,579 - 1,000,242 8 177,733 1 99,245 1 6,887,267 53 1,160,136 9 214,771 2 904,030 7 1,948,088 15 225,802 2 990,693 7 352,220 3 31,827 - 4,440 - 272,638 2 53,873 - 6,158,518 47 $ 13,045,785 100 $ 289,286 2 24,905 - 510,220 4 213,675 2 12,396 - 21,452 - 50,000 - 601,599 5 1,723,533 13 380,000 3 216,689 2 57,390 - 60,335 1 224,520 2 23,098 - 962,032 8 2,685,565 21 5,919,949 45 501,727 4 1,712,390 13 276,189 2 546,469 4 2,535,048 19 (249,598) (2) (63,401) - 8,643,725 66 1,716,495 13 10,360,220 79 $ 13,045,785 100 |
December 31, 2020 (Audited) Amount % $ 3,400,482 27 901,857 7 1,204,798 10 57,982 - 861,050 7 240,334 2 111,438 1 6,777,941 54 1,064,261 8 192,528 1 719,696 6 1,971,252 16 229,277 2 1,015,544 8 328,591 3 33,037 - 4,440 - 272,167 2 11,855 - 5,842,648 46 $ 12,620,589 100 $ 314,209 3 26,181 - 450,216 4 155,138 1 12,506 - 46,098 1 25,000 - 795,324 6 1,824,672 15 205,000 2 219,510 2 58,300 - 60,319 - 219,942 2 13,845 - 776,916 6 2,601,588 21 5,919,949 47 500,820 4 1,712,390 13 276,189 2 328,894 3 2,317,473 18 (261,078) (2) (63,401) (1) 8,413,763 66 1,605,238 13 10,019,001 79 $ 12,620,589 100 |
March 31, 2020 (Reviewed) |
March 31, 2020 (Reviewed) |
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|---|---|---|---|---|---|---|---|
| Amount $ 3,333,693 1,190,930 1,034,845 50,579 1,000,242 177,733 99,245 6,887,267 1,160,136 214,771 904,030 1,948,088 225,802 990,693 352,220 31,827 4,440 272,638 53,873 6,158,518 $ 13,045,785 $ 289,286 24,905 510,220 213,675 12,396 21,452 50,000 601,599 1,723,533 380,000 216,689 57,390 60,335 224,520 23,098 962,032 2,685,565 5,919,949 501,727 1,712,390 276,189 546,469 2,535,048 (249,598) (63,401) 8,643,725 1,716,495 10,360,220 $ 13,045,785 |
Amount $ 3,400,482 901,857 1,204,798 57,982 861,050 240,334 111,438 6,777,941 1,064,261 192,528 719,696 1,971,252 229,277 1,015,544 328,591 33,037 4,440 272,167 11,855 5,842,648 $ 12,620,589 $ 314,209 26,181 450,216 155,138 12,506 46,098 25,000 795,324 1,824,672 205,000 219,510 58,300 60,319 219,942 13,845 776,916 2,601,588 5,919,949 500,820 1,712,390 276,189 328,894 2,317,473 (261,078) (63,401) 8,413,763 1,605,238 10,019,001 $ 12,620,589 |
Amount $ 2,751,965 987,783 752,414 38,280 919,797 120,900 89,750 5,660,889 1,028,241 154,221 690,537 1,981,737 238,284 1,036,809 165,533 28,245 1,163 138,563 14,024 5,477,357 $ 11,138,246 $ 251,656 23,700 388,413 62,325 11,676 1,550 - 400,715 1,140,035 - 227,601 56,954 64,091 210,762 13,841 573,249 1,713,284 5,919,949 599,862 1,942,388 308,452 (386,898) 1,863,942 (317,591) (63,401) 8,002,761 1,422,201 9,424,962 $ 11,138,246 |
% 25 9 7 - 8 1 1 51 9 2 6 18 2 9 2 - - 1 - 49 100 2 - 3 1 - - - 4 10 - 2 - 1 2 - 5 15 53 5 17 3 (3) 17 (3) - 72 13 85 100 |
The accompanying notes are an integral part of the consolidated financial statements.
(With Deloitte & Touche auditors’ review report dated May 14, 2021)
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SUNPLUS TECHNOLOGY COMPANY LIMITED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (In Thousands of New Taiwan Dollars, Except Earnings Per Share) (Reviewed, Not Audited)
| NET OPERATING REVENUE (Notes 23 and 33) OPERATING COSTS (Notes 10 and 24) GROSS PROFIT OPERATING EXPENSES (Notes 24 and 33) Selling and marketing expenses General and administrative expenses Research and development expenses Expected credit loss Total operating expenses OTHER EXPENSES PROFIT (LOSS) FROM OPERATIONS NON-OPERATING INCOME AND EXPENSES (Notes 14, 24, 28 and 33) Interest income Other income Other gains and losses Finance costs Share of loss of associates Total non-operating income and expenses INCOME (LOSS) BEFORE INCOME TAX INCOME TAX EXPENSE (Notes 4 and 25) NET PROFIT (LOSS) FOR THE PERIOD OTHER COMPREHENSIVE INCOME (LOSS) Items that will not be reclassified subsequently to profit or loss (Note 22): Unrealized gain (loss) on investments in equity instruments at fair value through other comprehensive income Share of the other comprehensive income (loss) of associates accounted for using the equity method |
**Three Months Ended March 31 ** | **Three Months Ended March 31 ** | **Three Months Ended March 31 ** | **Three Months Ended March 31 ** | ||
|---|---|---|---|---|---|---|
| 2021 | % 100 50 50 5 8 30 - 43 - 7 1 2 13 - - 16 23 4 19 - 1 |
2020 | ||||
| Amount $ 1,698,327 854,347 843,980 83,576 134,500 504,019 73 722,168 (252) 121,560 6,855 38,661 222,687 (3,473) (3,374) 261,356 382,916 65,437 317,479 7,938 15,341 |
Amount % $ 1,034,178 100 553,934 54 480,244 46 55,586 5 109,604 11 363,100 35 3 - 528,293 51 (117) - (48,166) (5) 7,039 1 11,598 1 (52,254) (5) (4,304) - (5,712) (1) (43,633) (4) (91,799) (9) 13,955 1 (105,754) (10) (35,332) (3) (6,478) (1) (Continued) |
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SUNPLUS TECHNOLOGY COMPANY LIMITED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (In Thousands of New Taiwan Dollars, Except Earnings Per Share) (Reviewed, Not Audited)
| Items that may be reclassified subsequently to profit or loss (Note 22): Exchange differences on translation of the financial statements of foreign operations Share of other comprehensive loss of associates accounted for using the equity method Other comprehensive income (loss) for the period, net of income tax TOTAL COMPREHENSIVE INCOME (LOSS) FOR THE PERIOD NET PROFIT (LOSS) ATTRIBUTABLE TO: Owners of the Company Non-controlling interests TOTAL COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO: Owners of the Company Non-controlling interests EARNINGS (LOSS) PER SHARE (Note 26) From continuing operations Basic Diluted |
**Three Months Ended March 31 ** | **Three Months Ended March 31 ** | **Three Months Ended March 31 ** | **Three Months Ended March 31 ** | ||
|---|---|---|---|---|---|---|
| 2021 | % (1) - - 19 13 6 19 13 6 19 |
2020 | ||||
| Amount $ (14,053) (504) 8,722 $ 326,201 $ 217,575 99,904 $ 317,479 $ 229,055 97,146 $ 326,201 $ 0.37 $ 0.37 |
Amount $ (16,736) (859) (59,405) $ (165,159) $ (124,637) 18,883 $ (105,754) $ (181,202) 16,043 $ (165,159) $ (0.21) $ (0.21) |
% (2) - (6) (16) (12) 2 (10) (18) 2 (16) |
The accompanying notes are an integral part of the consolidated financial statements.
(With Deloitte & Touche auditors’ review report dated May 14, 2021)
(Concluded)
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SUNPLUS TECHNOLOGY COMPANY LIMITED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (In Thousands of New Taiwan Dollars, Unless Stated Otherwise) (Reviewed, Not Audited)
BALANCE AT JANUARY 1, 2020 Changes in capital surplus from investments in associates accounted for using the equity method Net profit (loss) for the three months ended March 31, 2020 Other comprehensive loss for the three months ended March 31, 2020, net of income tax Total comprehensive income (loss) for the three months ended March 31, 2020 Increase in non-controlling interests BALANCE AT MARCH 31, 2020 BALANCE AT JANUARY 1, 2021 Changes in capital surplus from investments in associates accounted for using the equity method Net profit for the three months ended March 31, 2021 Other comprehensive income (loss) for the three months ended March 31, 2021, net of income tax Total comprehensive income (loss) for the three months ended March 31, 2021 Increase in non-controlling interests BALANCE AT MARCH 31, 2021 |
Equity Attributable to Owners of the Company | Equity Attributable to Owners of the Company | Non-controlling Total Interests $ 8,178,533 $ 1,394,158 5,430 - (124,637) 18,883 (56,565) (2,840) (181,202) 16,043 - 12,000 $ 8,002,761 $ 1,422,201 $ 8,413,763 $ 1,605,238 907 - 217,575 99,904 11,480 (2,758) 229,055 97,146 - 14,111 $ 8,643,725 $ 1,716,495 |
Total Equity $ 9,572,691 5,430 (105,754) (59,405) (165,159) 12,000 $ 9,424,962 $ 10,019,001 907 317,479 8,722 326,201 14,111 $ 10,360,220 |
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|---|---|---|---|---|---|---|---|
| Share Capital Issued and Outstanding Shares Share (In Thousand) Capital 591,995 $ 5,919,949 - - - - - - - - - - 591,995 $ 5,919,949 591,995 $ 5,919,949 - - - - - - - - - - 591,995 $ 5,919,949 |
Capital Surplus $ 594,432 5,430 - - - - $ 599,862 $ 500,820 907 - - - - $ 501,727 |
Retained Earnings Unappropriated Earnings (Accumulated Legal Reserve Special Reserve Deficit) $ 1,942,388 $ 308,452 $ (262,261) - - - - - (124,637) - - - - - (124,637) - - - $ 1,942,388 $ 308,452 $ (386,898) $ 1,712,390 $ 276,189 $ 328,894 - - - - - 217,575 - - - - - 217,575 - - - $ 1,712,390 $ 276,189 $ 546,469 |
Other Equity Exchange Unrealized Differences on Losses from Translation of Investments in the Financial Equity Statements of Instruments Foreign Measured at Operations FVTOCI $ (218,780) $ (42,246) - - - - (14,755) (41,810) (14,755) (41,810) - - $ (233,535) $ (84,056) $ (228,023) $ (33,055) - - - - (12,602) 24,082 (12,602) 24,082 - - $ (240,625) $ (8,973) |
Treasury Shares $ (63,401) - - - - - $ (63,401) $ (63,401) - - - - - $ (63,401) |
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| Shares (In Thousand) 591,995 - - - - - 591,995 591,995 - - - - - 591,995 |
The accompanying notes are an integral part of the consolidated financial statements.
(With Deloitte & Touche auditors’ review report dated May 14, 2021)
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SUNPLUS TECHNOLOGY COMPANY LIMITED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (In Thousands of New Taiwan Dollars) (Reviewed, Not Audited)
CASH FLOWS FROM OPERATING ACTIVITIES Income (loss) before income tax Adjustments for: Depreciation expense Amortization expense Expected credit loss Net (gain) loss on fair value changes of financial assets at fair value through profit or loss Finance costs Interest income Dividend income Compensation costs of share-based payments Share of profit of associates Loss on disposal of property, plant and equipment Unrealized loss on transactions with associates Net loss on foreign currency exchange Changes in operating assets and liabilities: Decrease in trade receivables Increase in other receivables Increase in inventories Decrease (increase) in other current assets Decrease in contract liabilities Increase in trade payables Decrease in deferred revenue Decrease in other current liabilities Increase (decrease) in defined benefits liabilities - non current Cash generated from (used in) operations Interest received Dividend received Interest paid Income tax paid Net cash generated from (used in) operating activities CASH FLOWS FROM INVESTING ACTIVITIES Purchase of financial assets at FVTOCI Purchase of financial assets at FVTPL Proceeds from sale of financial assets at FVTPL Acquisition of associates Prepayments for investments Payments for property, plant and equipment Proceeds from disposal of property, plant and equipment Increase in refundable deposits |
Three Months Ended March 31 | Three Months Ended March 31 | |
|---|---|---|---|
| 2021 $ 382,916 74,556 31,761 73 (225,837) 3,473 (6,855) (150) 14,111 3,374 252 2,170 10,639 162,038 (3,583) (139,192) 1,805 (1,276) 62,114 (25,120) (200,760) 16 146,525 6,245 647 (4,510) (5,690) 143,217 (14,183) (425,687) 276,185 (174,000) (42,000) (29,819) - (96) |
2020 $ (91,799) 75,510 18,756 3 48,660 4,304 (7,039) (11) - 5,712 117 - 10,107 80,220 (9,064) (160,586) (885) (1,212) 35,395 (392) (187,150) (167) (179,521) 6,518 - (6,094) (3,288) (182,385) - (205,644) 257,042 (2,500) - (60,525) 30 - (Continued) |
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SUNPLUS TECHNOLOGY COMPANY LIMITED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (In Thousands of New Taiwan Dollars) (Reviewed, Not Audited)
Decrease in refundable deposits Payments for intangible assets Decrease (increase) in other financial assets Net cash used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Repayments of short-term borrowings Proceeds from long-term borrowings Proceeds from guarantee deposits received Refund of guarantee deposits received Repayments of the principal portion of lease liabilities Increase in other liabilities Decrease in non-controlling interests Net cash generated from (used in) financing activities EFFECTS OF EXCHANGE RATE CHANGES ON THE BALANCE OF CASH HELD IN FOREIGN CURRENCIES NET DECREASE IN CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE PERIOD CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD |
Three Months Ended March 31 | Three Months Ended March 31 | |
|---|---|---|---|
| 2021 $ 82 (36,768) 60,417 (385,869) (23,114) 200,000 4,288 (4,577) (2,931) 1,180 - 174,846 1,017 (66,789) 3,400,482 $ 3,333,693 |
2020 $ 23 (8,668) (3,779) (24,021) (72,272) - 3,647 (4,605) (2,859) 1,084 12,000 (63,005) 748 (268,663) 3,020,628 $ 2,751,965 |
The accompanying notes are an integral part of the consolidated financial statements.
(With Deloitte & Touche auditors’ review report dated May 14, 2021) (Concluded)
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SUNPLUS TECHNOLOGY COMPANY LIMITED AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS THREE MONTHS ENDED MARCH 31, 2021 AND 2020 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise) (Reviewed, Not Audited)
1. GENERAL INFORMATION
Sunplus Technology Company Limited (the “Company”) was established in August 1990. It researches, develops, designs, tests, sells high quality and high value-added consumer integrated circuits (ICs). Its products are based on core technologies in such areas as multimedia audio/video, single-chip microcontrollers and digital signal processors. These technologies are used to develop hundreds of products including various ICs: liquid crystal display, microcontroller, multimedia, voice/music, and application-specific. Sunplus’ shares have been listed on the Taiwan Stock Exchange since January 2000. Some of its shares have been issued in the form of global depositary receipts (GDRs), which have been listed on the London Stock Exchange since March 2001 (refer to Note 22).
Following is a diagram of the relationship and ownership percentages between the Company and its subsidiaries (collectively, the “Group”) as of March 31, 2021.
==> picture [508 x 291] intentionally omitted <==
----- Start of picture text -----
Sunplus Technology
Company
13.69%
2.09%
100% 100% 100% 100% 100% 100% 100% 55% 92.55% 58.21% 34.30% 100% 100% 100%
Award Glory Management ConsultingSunplus Ventureplus Sunplus HK Sunplus Venture Lin Shih mMobile Sunplus Technology Jumplux Sunext Innovation Sunplus Generalplus Wei-Young Russell Magic Sky
100% 100% 42.08% 5.64% 100%
Generalplus
Sunny Fancy Ventureplus Mauritius 62.50% Samoa
Genki Tek 7.64% Sunplus 100%
100% 100% 100% 100% 100% 2.60% mMedia Generalplus Mauritius
Giant Giant Giant Ventureplus
Worldplus Cayman
Best Kingdom Rock
44.85%
100% 100%
Generalplus Generalplus
100% 100% 51.47% 100% 100% 100% Shenzhen HK
Technology Co., Ltd. Lingyao Technology (Beijing) Sunplus Sunplus App Technology Co., Ltd. (Shenzhen) Sunplus Prof-tek Shanghai Sunplus Technology SunMedia 89.76%
(Shenzhen) 43.33% 56.67%
100%
Chongqing Jsilicon
CQPlus1 Technology Co.,
Technology Co., Ltd.
Ltd.
----- End of picture text -----
The consolidated financial statements are presented in the Group’s functional currency, the New Taiwan dollar.
2. APPROVAL OF FINANCIAL STATEMENTS
The consolidated financial statements were approved by the Group’s board of directors and authorized for issue on May 14, 2021.
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3. APPLICATION OF NEW, AMENDED AND REVISED STANDARDS AND INTERPRETATIONS
- a. Initial application of the amendments to the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) (collectively, the “IFRSs”) endorsed and issued into effect by the Financial Supervisory Commission (FSC)
The initial application of the IFRSs endorsed and issued into effect by the FSC did not have material impact on the Group’s accounting policies.
- b. New IFRSs in issue but not yet endorsed and issued into effect by the FSC
Effective Date New IFRSs Announced by IASB (Note 1) “Annual Improvements to IFRS Standards 2018–2020” January 1, 2022 (Note 2) Amendments to IFRS 3 “Reference to the Conceptual Framework” January 1, 2022 (Note 3) Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets To be determined by IASB between An Investor and Its Associate or Joint Venture” IFRS 17 “Insurance Contracts” January 1, 2023 Amendments to IFRS 17 January 1, 2023 Amendments to IAS 1 “Classification of Liabilities as Current or January 1, 2023 Non-current” Amendments to IAS 1 “Disclosure of Accounting Policies” January 1, 2023 (Note 6) Amendments to IAS 8 “Definition of Accounting Estimates” January 1, 2023 (Note 7) Amendments to IAS 12 “Deferred Tax related to Assets and January 1, 2023 (Note 8) Liabilities arising from a Single Transaction” Amendments to IAS 16 “Property, Plant and Equipment - Proceeds January 1, 2022 (Note 4) before Intended Use” Amendments to IAS 37 “Onerous Contracts-Cost of Fulfilling a January 1, 2022 (Note 5) Contract”
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Note 1: Unless stated otherwise, the above New IFRSs are effective for annual reporting periods beginning on or after their respective effective dates.
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Note 2: The amendments to IFRS 9 will be applied prospectively to modifications and exchanges of financial liabilities that occur on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IAS 41 “Agriculture” will be applied prospectively to the fair value measurements on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IFRS 1 “First-time Adoptions of IFRSs” will be applied retrospectively for annual reporting periods beginning on or after January 1, 2022.
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Note 3: The amendments are applicable to business combinations for which the acquisition date is on or after the beginning of the annual reporting period beginning on or after January 1, 2022.
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Note 4: The amendments are applicable to property, plant and equipment that are brought to the location and condition necessary for them to be capable of operating in the manner intended by management on or after January 1, 2021.
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Note 5: The amendments are applicable to contracts for which the entity has not yet fulfilled all its obligations on January 1, 2022.
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Note 6: The amendments will be applied prospectively for annual reporting periods beginning on or after January 1, 2023.
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Note 7: The amendments are applicable to changes in accounting estimates and changes in accounting policies that occur on or after the beginning of the annual reporting period beginning on or after January 1, 2023.
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Note 8: Except for deferred taxes that will be recognized on January 1, 2022 for temporary differences associated with leases and decommissioning obligations, the amendments will be applied prospectively to transactions that occur on or after January 1, 2022.
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1) Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets between an Investor and its Associate or Joint Venture”
The amendments stipulate that, when the Group sells or contributes assets that constitute a business (as defined in IFRS 3) to an associate, the gain or loss resulting from the transaction is recognized in full. Also, when the Group loses control of a subsidiary that contains a business but retains significant influence or joint control, the gain or loss resulting from the transaction is recognized in full.
Conversely, when the Group sells or contributes assets that do not constitute a business to an associate, the gain or loss resulting from the transaction is recognized only to the extent of the Group’s interest as an unrelated investor in the associate, i.e., the Group’s share of the gain or loss is eliminated. Also, when the Group loses control of a subsidiary that does not contain a business but retains significant influence or joint control over an associate, the gain or loss resulting from the transaction is recognized only to the extent of the Group’s interest as an unrelated investor in the associate or joint venture, i.e., the Group’s share of the gain or loss is eliminated.
- 2) Amendments to IAS 1 “Classification of Liabilities as Current or Non-current”
The amendments clarify that for a liability to be classified as non-current, the Group shall assess whether it has the right at the end of the reporting period to defer settlement of the liability for at least twelve months after the reporting period. If such rights are in existence at the end of the reporting period, the liability is classified as non-current regardless of whether the Group will exercise that right. The amendments also clarify that, if the right to defer settlement is subject to compliance with specified conditions, the Group must comply with those conditions at the end of the reporting period even if the lender does not test compliance until a later date.
The amendments stipulate that, for the purpose of liability classification, the aforementioned settlement refers to a transfer of cash, other economic resources or the Group’s own equity instruments to the counterparty that results in the extinguishment of the liability. However, if the terms of a liability that could, at the option of the counterparty, result in its settlement by a transfer of the Group’s own equity instruments, and if such option is recognized separately as equity in accordance with IAS 32 “Financial Instruments: Presentation”, the aforementioned terms would not affect the classification of the liability.
3) Amendments to IAS 1 “Disclosure of Accounting Policies”
The amendments specify that the Group should refer to the definition of material to determine its material accounting policy information to be disclosed. Accounting policy information is material if it can reasonably be expected to influence decisions that the primary users of general purpose financial statements make on the basis of those financial statements. The amendments also clarify that:
-
accounting policy information that relates to immaterial transactions, other events or conditions is immaterial and need not be disclosed;
-
the Group may consider the accounting policy information as material because of the nature of the related transactions, other events or conditions, even if the amounts are immaterial; and
-
11 -
-
not all accounting policy information relating to material transactions, other events or conditions is itself material.
The amendments also illustrate that accounting policy information is likely to be considered as material to the financial statements if that information relates to material transactions, other events or conditions and:
-
a) the Group changed its accounting policy during the reporting period and this change resulted in a material change to the information in the financial statements;
-
b) the Group chose the accounting policy from options permitted by the standards;
-
c) the accounting policy was developed in accordance with IAS 8 “Accounting Policies, Changes in Accounting Estimates and Errors” in the absence of an IFRS that specifically applies;
-
d) the accounting policy relates to an area for which the Group is required to make significant judgments or assumptions in applying an accounting policy, and the Group discloses those judgments or assumptions; or
-
e) the accounting is complex and users of the financial statements would otherwise not understand those material transactions, other events or conditions.
4) Amendments to IAS 8 “Definition of Accounting Estimates”
The amendments define that accounting estimates are monetary amounts in financial statements that are subject to measurement uncertainty. In applying accounting policies, the Group may be required to measure items at monetary amounts that cannot be observed directly and must instead be estimated. In such a case, the Group uses measurement techniques and inputs to develop accounting estimates to achieve the objective. The effects on an accounting estimate of a change in a measurement technique or a change in an input are changes in accounting estimates unless they result from the correction of prior period errors.
Except for the above impact, as of the date the consolidated financial statements were authorized for issue, the Group is continuously assessing the possible impact that the application of other standards and interpretations will have on the Group’s financial position and financial performance and will disclose the relevant impact when the assessment is completed.
4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
a. Statement of compliance
These interim consolidated financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, or other regulations and IAS 34 “Interim Financial Reporting” as endorsed and issued into effect by the FSC. Disclosure information included in these interim consolidated financial statements is less than the disclosure information required in a complete set of annual consolidated financial statements.
b. Basis of preparation
The consolidated financial statements have been prepared on the historical cost basis except for financial instruments which are measured at fair value, and net defined benefit liabilities which are measured at the present value of the defined benefit obligation less the fair value of plan assets.
- 12 -
The fair value measurements, which are grouped into Levels 1 to 3 based on the degree to which the fair value measurement inputs are observable and based on the significance of the inputs to the fair value measurement in its entirety, are described as follows:
-
1) Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities;
-
2) Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for an asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices); and
-
3) Level 3 inputs are unobservable inputs for an asset or liability.
-
c. Basis of consolidation
The consolidated financial statements incorporate the financial statements of the Company and the entities controlled by the Company (i.e., its subsidiaries, including structured entities).
Income and expenses of subsidiaries acquired or disposed of during the period are included in the consolidated statement of profit or loss and other comprehensive income from the effective dates of acquisitions up to the effective dates of disposals, as appropriate.
When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the Company.
All intra-group transactions, balances, income and expenses are eliminated in full upon consolidation. Total comprehensive income of subsidiaries is attributed to the owners of the Company and to the non-controlling interests even if this results in the non-controlling interests having a deficit balance.
Changes in the Group’s ownership interests in subsidiaries that do not result in the Group losing control over the subsidiaries are accounted for as equity transactions. The carrying amounts of the interests of the Group and the non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiaries. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognized directly in equity and attributed to the owners of the Company.
When the Group loses control of a subsidiary, a gain or loss is recognized in profit or loss and is calculated as the difference between (i) the aggregate of the fair value of the consideration received and any investment retained in the former subsidiary at its fair value at the date when control is lost and (ii) the assets (including any goodwill) and liabilities and any non-controlling interests of the former subsidiary at their carrying amounts at the date when control is lost. The Group accounts for all amounts recognized in other comprehensive income in relation to that subsidiary on the same basis as would be required had the Group directly disposed of the related assets or liabilities.
The fair value of any investment retained in the former subsidiary at the date when control is lost is regarded as the fair value on initial recognition of the cost on initial recognition of an investment in an associate.
See Note 11 and Tables 5 and 6 for detailed information on subsidiaries (including percentages of ownership and main businesses).
- d. Other significant accounting policies
Except for the following, please refer to the consolidated financial statements for the year ended December 31, 2020.
- 13 -
1) Retirement benefits
Pension cost for an interim period is calculated on a year-to-date basis by using the actuarially determined pension cost rate at the end of the prior financial year, adjusted for significant market fluctuations since that time and for significant plan amendments, settlements, or other significant one-off events.
- 2) Taxation
Income tax expense represents the sum of the tax currently payable and deferred tax. Interim period income taxes are assessed on an annual basis and calculated by applying to an interim period's pre-tax income the tax rate that would be applicable to expected total annual earnings.
5. CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY
In the application of the Group’s accounting policies, management is required to make judgments, estimations, and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered relevant. Actual results may differ from these estimates.
The Group considers the economic implications of the COVID-19 when making its critical accounting estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised if the revisions affect only that period or in the period of the revisions and future periods if the revisions affect both current and future periods. Refer to the consolidated financial statements with critical accounting judgments and key sources of estimation uncertainty for the year ended December 31, 2020.
6. CASH AND CASH EQUIVALENTS
| March 31, | December 31, | December 31, | March 31, | |||
|---|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | ||||
| Cash on hand | $ | 5,630 |
$ | 5,781 |
$ | 6,266 |
| Checking accounts and demand deposits | 943,384 | 1,168,558 | 774,652 | |||
| Cash equivalents | ||||||
| Time deposits in banks | 2,384,679 | 2,226,143 |
1,971,047 | |||
| $ 3,333,693 | $ | 3,400,482 |
$ 2,751,965 |
The market rate intervals of cash in bank and bank overdrafts at the end of the reporting period are as follows:
| March 31, | December 31, | March 31, | |
|---|---|---|---|
| 2021 | 2020 | 2020 | |
| Bank balances | 0.001%-2.025% | 0.001%-2.025% | 0.01%-2.10% |
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7. FINANCIAL ASSETS AND LIABILITIES AT FAIR VALUE THROUGH PROFIT OR LOSS
| Financial assets at FVTPL-current Financial assets classified as at FVTPL Non-derivative financial assets Domestic and foreign investments - Mutual funds - Unlisted shares - Listed shares Hybrid financial assets Domestic and foreign investments - Listed convertible bonds Financial liabilities at FVTPL-non-current Financial assets classified as at FVTPL Non-derivative financial assets Domestic and foreign investments - Unlisted shares - Limited partnership - Listed shares - Mutual funds |
March 31, 2021 December 31, 2020 $ 763,507 $ 641,575 258,171 204,719 168,277 52,743 975 2,820 $ 1,190,930 $ 901,857 $ 776,270 $ 686,366 327,352 327,856 41,850 35,190 14,664 14,849 $ 1,160,136 $ 1,064,261 |
March 31, 2020 $ 848,468 22,950 97,291 19,074 $ 987,783 $ 648,141 274,974 30,960 74,166 $ 1,028,241 |
|---|---|---|
8. FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME
| Non-current Domestic and foreign investments Unlisted shares Listed shares |
March 31, 2021 December 31, 2020 $ 121,255 $ 99,767 93,516 92,761 $ 214,771 $ 192,528 |
March 31, 2020 $ 97,710 56,511 $ 154,221 |
|---|---|---|
- 15 -
9. NOTES RECEIVABLE AND TRADE RECEIVABLES, NET
| Trade receivables At amortized cost Gross carrying amount Less: Allowance for impairment loss |
March 31, 2021 December 31, 2020 $ 1,034,884 $ 1,204,901 (39) (103) $ 1,034,845 $ 1,204,798 |
March 31, 2020 $ 752,742 (328) $ 752,414 |
|---|---|---|
Trade receivables
The average credit period on sales of goods was 30 to 60 days without interest. The Group's exposure to credit risk and external credit ratings are continuously monitored. In order to minimize credit risk, the management of the Group has delegated a team responsible for determining credit limits, credit approvals and other monitoring procedures to ensure that follow-up action is taken to recover overdue debts. In addition, the Group reviews the recoverable amount of each individual trade debt at the end of the reporting period to ensure that adequate allowance is made for possible irrecoverable amounts. In this regard, the management believes the Group’s credit risk was significantly reduced.
The Group applies the simplified approach to providing for expected credit losses prescribed by IFRS 9, which permits the use of lifetime expected loss provision for all trade receivables. The expected credit losses on trade receivables are estimated using a provision matrix approach considering the past default experience of the debtor and an analysis of the debtor’s current financial position, the forecast direction of economic conditions at the reporting date. As the Group’s historical credit loss experience does not show significantly different loss patterns for different customer segments, the provision for loss allowance based on past due status is not further distinguished according to the Group’s different customer base.
The Group writes off a trade receivable when there is information indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery. Where recoveries are made, these are recognized in profit or loss.
The Group’s current credit risk grading framework is shown in the following table:
March 31, 2021
| Not Overdue Gross carrying amount $ 1,034,845 Loss allowance (Lifetime ECLs) - Amortized cost $ 1,034,845 December 31, 2020 Not Overdue Gross carrying amount $ 1,204,689 Loss allowance (Lifetime ECLs) - Amortized cost $ 1,204,689 |
Overdue 1- 60 days $ - - $ - Overdue 1- 60 days $ - - $ - |
Overdue 61-90 days $ - - $ - Overdue 61-90 days $ - - $ - |
Overdue 91-120 days Overdue 121 days or More $ - $ 39 - (39) $ - $ - Overdue 91-120 days Overdue 121 days or More $ - $ 212 - (103) $ - $ 109 |
Total $ 1,034,884 (39) $ 1,034,845 Total $ 1,204,901 (103) $ 1,204,798 |
|---|---|---|---|---|
- 16 -
March 31, 2020
| Not Overdue Gross carrying amount $ 750,947 Loss allowance (Lifetime ECLs) - Amortized cost $ 750,947 |
Overdue 1- 60 days $ 1,444 - $ 1,444 |
Overdue 61-90 days $ - - $ - |
Overdue 91-120 days Overdue 121 days or More $ 16 $ 335 - (328) $ 16 $ 7 |
Total $ 752,742 (328) $ 752,414 |
|---|---|---|---|---|
The movements of the loss allowance of trade receivables were as follows:
| Balance at January 1 Add: Net remeasurement of loss allowance Less: Amounts written off Foreign exchange gains and losses Balance at March 31 |
For the Three Months Ended March 31 |
For the Three Months Ended March 31 |
For the Three Months Ended March 31 |
|---|---|---|---|
| 2021 $ 103 73 (137) - $ 39 |
2020 $ 329 3 - (4) $ 328 |
10. INVENTORIES
| Finished goods Work in progress Raw materials |
March 31, 2021 December 31, 2020 $ 259,362 $ 272,677 481,964 378,943 258,916 209,430 $ 1,000,242 $ 861,050 |
March 31, 2020 $ 371,439 299,872 248,486 $ 919,797 |
|---|---|---|
The cost of inventories recognized as cost of goods sold for the three months ended March 31, 2021 and 2020 were $833,799 thousand and $532,997 thousand, respectively.
The cost of inventories recognized as costs of goods sold for the three ended March 31, 2021 and 2020 are as follows:
| Inventory reversed (write-downs) Income from scrap sales |
For the Three Months Ended March 31 |
For the Three Months Ended March 31 |
For the Three Months Ended March 31 |
|---|---|---|---|
| 2021 $ 3,595 13 $ 3,608 |
2020 $ (869) 11 $ (858) |
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11. SUBSIDIARIES
a. Subsidiaries included in the consolidated financial statements
The information of the subsidiaries at the end of reporting period was as follows:
| Name of Investor Name of Investee Main Businesses and Products Sunplus Sunplus Management Consulting Management Ventureplus Group Inc. Investment Sunplus Technology (H.K.) International trade Sunplus Venture Investment Lin Shih Investment Investment Sunplus mMobile Inc. Design of ICs Sunext Technology Co., Ltd. Design of ICs Sunplus Innovation Technology Design of ICs Generalplus Technology (“Generalplus”) Design of ICs Wei-Young Investment Inc. Investment Russell Holdings Limited Investment Magic Sky Limited Investment Sunplus mMedia Inc. Design of ICs Award Glory Investment Jumplux Technology Design of ICs Ventureplus Ventureplus Mauritius Inc. Investment Ventureplus Mauritius Inc. Ventureplus Cayman Inc. Investment Ventureplus Cayman Inc. Ytrip Technology Web research and development . Sunplus App Technology Sale of electronic components and information management and education. Sunplus Prof-tek Technology (Shenzhen) Development of computer software, system integration services and building rental Sunplus Technology (Shanghai) Development of computer software, system integration services and building rental SunMedia Technology Development of computer software, system integration services and building rental Sunplus Technology (Beijing) Development of computer software, system integration services and building rental Sunplus Technology (Shanghai) Ytrip Technology Web research and development Jsilicon Technology Software Development and IC Design Chongqing CQPlus1 Technology Software Development and IC Design Sunplus Prof-tek (Shenzhen) Chongqing CQPlus1 Technology Software Development and IC Design Ytrip Technology 1culture Communication Web development and sale Sunplus Venture Jumplux Technology Design of ICs Sunplus mMedia Design of ICs Sunplus Innovation Design of ICs Genki Tek Software development |
Percentage of Ownership (%) March 31, 2021 December 31, 2020 March 31, 2020 Note 100.00 100.00 100.00 - 100.00 100.00 100.00 - 100.00 100.00 100.00 - 100.00 100.00 100.00 - 100.00 100.00 100.00 - 100.00 100.00 100.00 - 92.55 92.55 92.55 - 58.21 58.21 61.13 - 34.30 34.30 34.30 Sunplus and its subsidiaries had a 47.99% stake in Generalplus Technology, Inc. and the Group had controlling interest over Generalplus Technology, Inc.; the investee is included in the consolidated financial statements. 100.00 100.00 100.00 - 100.00 100.00 100.00 - 100.00 100.00 100.00 - 89.76 89.76 89.76 - 100.00 100.00 100.00 - 55.00 55.00 55.00 - 100.00 100.00 100.00 - 100.00 100.00 100.00 - - - 38.47 Sunplus and its subsidiaries had a 90.71% stake in Ytrip on March 31 2020. The liquidation of Ytrip Technology was completed on June 23, 2020. Please refer to Note 29. 51.47 51.47 53.85 - 100.00 100.00 100.00 - 100.00 100.00 100.00 - 100.00 100.00 100.00 - 100.00 100.00 100.00 - - - 44.08 Sunplus and its subsidiaries had a 90.71% stake in Ytrip on March 31, 2020. The liquidation of Ytrip Technology was completed on June 23, 2020. Please refer to Note 29. 100.00 100.00 100.00 - 56.67 56.67 55.00 - 43.33 43.33 45.00 Sunplus and its subsidiaries held 100% equity in Chongqing CQPlus1 Technology Ltd. - - 100.00 The liquidation of 1Culture Communication was completed on May 29, 2020. Please refer to Note 29. 42.08 42.08 42.08 Sunplus and its subsidiaries owned 97.08% of the equity in Jumplux Technology. 7.64 7.64 7.64 Sunplus and its subsidiaries had 100% equity in Sunplus mMedia. 5.64 5.64 5.64 Sunplus and its subsidiaries had 65.94% equity in Sunplus Innovation 62.50 62.50 62.50 - (Continued) |
|---|---|
- 18 -
| Name of Investor Name of Investee Main Businesses and Products Lin Shih Generalplus Technology Design of ICs Sunplus mMedia Design of ICs Sunplus Innovation Design of ICs Generalplus Generalplus Samoa Investment Generalplus Samoa Generalplus Mauritius Investment Generalplus Mauritius Generalplus Shenzhen Design of ICs, after sales service and marketing research Generalplus HK Sales Award Glory Sunny Fancy Investment Sunny Fancy Giant Kingdom Investment Giant Rock Investment WORLDPLUS HOLDING L.L.C. (Worldplus) Investment Giant Best Ltd. (Giant Best) Investment Giant Kingdom Ytrip Technology Web research and development Giank Rock Sunplus App Technology Sale of electronic components and information management and education Worldplus Lingyao Technology Development of computer software, system integration services and building rental |
Percentage of Ownership (%) March 31, 2021 December 31, 2020 March 31, 2020 Note 13.69 13.69 13.69 Sunplus and its subsidiaries had a 47.99% stake in Generalplus Technology, Inc. and the Group had controlling interest over Generalplus Technology, Inc.; the investee is included in the consolidated financial statements. 2.60 2.60 2.60 Sunplus and its subsidiaries had 100% equity in Sunplus mMedia. 2.09 2.09 2.09 Sunplus and its subsidiaries had 65.94% equity in Sunplus Innovation 100.00 100.00 100.00 - 100.00 100.00 100.00 - 100.00 100.00 100.00 - 100.00 100.00 100.00 - 100.00 100.00 100.00 - 100.00 100.00 100.00 - 100.00 100.00 100.00 - 100.00 100.00 100.00 - 100.00 100.00 100.00 At the end of March 2021, the establishment registration was completed, but capital was not invested yet. - - 8.16 Sunplus and its subsidiaries had a 90.71% stake in Ytrip on March 31 and December 31,2020. The liquidation of Ytrip Technology was completed on June 23, 2020. Please refer to Note 29. 44.85 44.85 42.31 Sunplus and its subsidiaries had a 96.32% stake in Sunplus App. 100.00 100.00 100.00 - (Concluded) |
|---|---|
The financial statements as of and for the three months ended March 31, 2021 of the above subsidiaries, except those of Generalplus, Sunplus Innovation Technology, Sunplus mMobile Inc., Ventureplus Group Inc., Ventureplus Mauritius Inc., and Ventureplus Cayman Inc., and non-significant subsidiaries Sunplus Technology (Shanghai) and Sunplus Prof-tek Technology (Shenzhen), were not reviewed.
The financial statements as of and for the three months ended March 31, 2020 of the above subsidiaries, except those of Generalplus, Sunplus mMobile Inc., Ventureplus Group Inc., Ventureplus Mauritius Inc., and Ventureplus Cayman Inc., and non-significant subsidiaries Sunplus Technology (Shanghai) and Sunplus Prof-tek Technology (Shenzhen), were not reviewed.
b. Subsidiaries excluded from the consolidated financial statements
| Company name Generalplus Sunplus Innovation Technology |
The Voting Ratio of Non-controlling Equity |
|---|---|
| March 31, 2021 December 31, 2020 March 31, 2020 52.01% 52.01% 52.01% 34.06% 34.06% 31.14% |
- 19 -
Refer to Table 5 for information on country of registration and principal business activities.
| Company Name Generalplus Sunplus Innovation Technology |
Profit Attributed to Non-controlling Interests Three Months Ended March 31 2021 2020 $ 50,344 $ 10,015 49,027 9,444 |
Non-controlling Interests |
|---|---|---|
| March 31, December 31, March 31, 2021 2020 2020 $ 1,171,435 $ 1,123,045 $ 1,082,345 525,107 462,772 318,395 |
The summarized financial information below represents amounts before intragroup eliminations.
| Current assets Non-current assets Current liabilities Non-current liabilities Equity Equity attributable to: Owners of the Company Non-controlling interests Operating revenue Net income Other comprehensive loss Total other comprehensive income Equity attributable to: Owners of the Company Non-controlling interests Total other comprehensive income attributable to: Owners of the Company Non-controlling interests |
March 31, 2021 $ 4,160,818 808,344 1,097,817 203,400 $ 3,667,945 $ 1,971,403 1,696,542 $ 3,667,945 |
December 31, 2020 March 31, 2020 $ 3,920,778 $ 3,130,781 825,984 787,141 1,128,870 690,049 198,684 210,028 $ 3,419,208 $ 3,017,845 $ 1,833,391 $ 1,617,105 1,585,817 1,400,740 $ 3,419,208 $ 3,017,845 For the Three Months Ended March 31 |
December 31, 2020 March 31, 2020 $ 3,920,778 $ 3,130,781 825,984 787,141 1,128,870 690,049 198,684 210,028 $ 3,419,208 $ 3,017,845 $ 1,833,391 $ 1,617,105 1,585,817 1,400,740 $ 3,419,208 $ 3,017,845 For the Three Months Ended March 31 |
December 31, 2020 March 31, 2020 $ 3,920,778 $ 3,130,781 825,984 787,141 1,128,870 690,049 198,684 210,028 $ 3,419,208 $ 3,017,845 $ 1,833,391 $ 1,617,105 1,585,817 1,400,740 $ 3,419,208 $ 3,017,845 For the Three Months Ended March 31 |
|---|---|---|---|---|
| 2021 $ 1,289,981 $ 240,740 (6,114) $ 234,626 $ 141,369 99,371 $ 240,740 $ 138,012 96,614 $ 234,626 |
2020 $ 676,741 $ 49,581 (5,452) $ 44,129 $ 30,122 19,459 $ 49,581 $ 27,505 16,624 $ 44,129 (Continued) |
- 20 -
| Cash flows Operating activities Investing activities Financing activities Effects of exchange rate changes on the balance of cash held in foreign currencies Net cash inflow (outflow) Dividends paid to non-controlling interests |
For the Three Months Ended March 31 |
For the Three Months Ended March 31 |
|
|---|---|---|---|
| 2021 $ 285,933 5,596 2,764 171 $ 294,464 $ - |
2020 $ (69,705) 37,029 (48,405) (129) $ (81,210) $ - (Concluded) |
12. INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD
| Investments in associates Associates Global View Co., Ltd. iCatch Technology AkiraNET CO., Ltd. Autosys Co., Ltd. Yizhiliang Accelerator Co., Ltd. Name of associate Global View Co., Ltd. iCatch Technology AkiraNET CO., Ltd. Autosys Co., Ltd. Yizhiliang Accelerator Co., Ltd. |
March 31, 2021 December 31, 2020 $ 904,030 $ 719,696 $ 366,137 $ 346,011 293,462 300,118 171,489 - 71,016 71,439 1,926 2,128 $ 904,030 $ 719,696 March 31, 2021 December 31, 2020 13% 13% 35% 35% 35% - 16% 16% 25% 25% |
March 31, 2020 $ 690,537 $ 296,840 313,929 - 77,276 2,492 $ 690,537 March 31, 2020 13% 36% - 16% 25% |
|---|---|---|
Refer to Table 5 following these notes to the consolidated financial statements for information on the associates’ business types, main operating locations and registered countries.
The fair values of publicly traded investments which is grouped into Levels 1 accounted for using the equity method were based on the closing prices of those investments at the balance sheet dates, as follows:
| Name of Associate Global View Co., Ltd. |
March 31, 2021 December 31, 2020 $ 413,942 $ 317,657 |
March 31, 2020 $ 202,445 |
|---|---|---|
- 21 -
Investments in the above jointly controlled entities are accounted for using the equity method.
For the three months ended March 31, 2021 and 2020, the equity method of investment and the company’s share of profit and loss and other comprehensive profit and loss are calculated based on financial statements that have not been reviewed by accountants.
13. PROPERTY, PLANT AND EQUIPMENT
Assets used by the Group
| Cost Balance at beginning of period Additions Disposals Reclassified Effects of exchange rate changes Balance at end of period Accumulated depreciation Balance at beginning of period Additions Disposals Effects of exchange rate changes Balance at end of period Net balance at end of period Balance at December 31, 2020 and January 1, 2021 Cost Balance at beginning of period Additions Disposals Reclassified Effects of exchange rate changes Balance at end of period Accumulated depreciation Balance at beginning of period Additions Disposals Effects of exchange rate changes Balance at end of period Net balance at end of period |
For th | e Three Months En | ded March 31, 202 | 1 | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Buildings $ 2,365,248 - - - (8,599) $ 2,356,649 $ 616,336 13,217 - (1,401) $ 628,152 $ 1,728,497 $ 1,748,912 |
Auxiliary Equipment M $ 184,498 151 - - (582) $ 184,067 $ 150,142 4,639 - (635) $ 154,146 $ 29,921 $ 34,356 |
achinery and Equipment $ 21,489 - (58 ) - (8,114) $ 13,317 $ 12,612 597 (58 ) (3,840) $ 9,311 $ 4,006 $ 8,877 |
Testing Equipment T $ 639,111 11,970 (2,881 ) - 7,193 $ 655,393 $ 547,664 27,311 (2,670 ) 3,696 $ 576,001 $ 79,392 $ 91,447 For th |
ransportation Equipment $ 4,607 - - - (29) $ 4,578 $ 3,394 130 - (25) $ 3,499 $ 1,079 $ 1,213 e Three Months En |
Furniture and Fixtures I $ 268,761 25,266 (1,155 ) 68 (967) $ 291,973 $ 202,794 6,929 (1,114 ) (877) $ 207,732 $ 84,241 $ 65,967 ded March 31, 202 |
Leasehold mprovements $ 3,123 74 - - (13) $ 3,184 $ 1,685 115 - (3) $ 1,797 $ 1,387 $ 1,438 0 |
Other Equipment C $ 24,146 236 - - (104) $ 24,278 $ 22,260 150 - (609) $ 21,801 $ 2,477 $ 1,886 |
onstruction in Progress $ 17,156 - - (68 ) - $ 17,088 $ - - - - $ - $ 17,088 $ 17,156 |
Total $ 3,528,139 37,697 (4,094 ) - (11,215) $ 3,550,527 $ 1,556,887 53,088 (3,842 ) (3,694) $ 1,602,439 $ 1,948,088 $ 1,971,252 |
||
| Buildings $ 2,338,519 440 - - (5,503) $ 2,333,456 $ 555,243 13,115 - 3,890 $ 572,248 $ 1,761,208 |
Auxiliary Equipment M $ 187,290 1,328 - - (4,255) $ 184,363 $ 143,222 3,170 - (5,238) $ 141,154 $ 43,209 |
achinery and Equipment $ 10,428 - - - (59) $ 10,369 $ 7,229 446 - (207) $ 7,468 $ 2,901 |
Testing Equipment T $ 517,417 51,802 (345 ) - (983) $ 567,891 $ 448,652 30,283 (333 ) (627) $ 477,975 $ 89,916 |
ransportation Equipment $ 5,873 - (482 ) - (53) $ 5,338 $ 4,018 240 (433 ) (44) $ 3,781 $ 1,557 |
Furniture and Fixtures I $ 250,019 20,129 (14,547 ) 4,073 (5,407) $ 254,267 $ 205,424 4,920 (14,461 ) (1,229) $ 194,654 $ 59,613 |
Leasehold mprovements $ 1,480 535 - - 1,087 $ 3,102 $ 1,239 1,239 - (1,142) $ 1,336 $ 1,766 |
Other Equipment f $ 23,847 - - - (154) $ 23,693 $ 20,245 300 - (131) $ 20,414 $ 3,279 |
Prepayments or Equipment $ 19,202 4,304 - (4,073 ) (1,145) $ 18,288 $ - - - - $ - $ 18,288 |
Total $ 3,354,075 78,538 (15,374 ) - (16,472) $ 3,400,767 $ 1,385,272 53,713 (15,227 ) (4,728) $ 1,419,030 $ 1,981,737 |
The above items of property, plant and equipment used by the Group are depreciated on a straight-line basis over their estimated useful lives as follows:
| Buildings | 10-56 years |
|---|---|
| Auxiliary equipment | 3-11 years |
| Machinery and equipment | 3-10 years |
| Testing equipment | 1-6 years |
| Transportation equipment | 4-10 years |
| Furniture and fixtures | 1-6 years |
| Leasehold improvements | 5 years |
| Other equipment | 3-10 years |
Refer to Note 34 for the carrying amounts of property, plant and equipment that had been pledged by the Group to secure borrowings.
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14. LEASE ARRANGEMENTS
a. Right-of-use assets
| March 31, 2021 Carrying amount Land $ 207,370 Buildings 18,097 Transportation equipment 335 $ 225,802 Additions to right-of-use assets Depreciation charge for right-of-use assets Land Buildings Transportation equipment Income from the subleasing of right-of-use assets (presented in other income) |
December 31, 2020 March 31, 2020 $ 209,100 $ 214,184 19,730 23,318 447 782 $ 229,277 $ 238,284 For the Three Months Ended March 31 |
December 31, 2020 March 31, 2020 $ 209,100 $ 214,184 19,730 23,318 447 782 $ 229,277 $ 238,284 For the Three Months Ended March 31 |
December 31, 2020 March 31, 2020 $ 209,100 $ 214,184 19,730 23,318 447 782 $ 229,277 $ 238,284 For the Three Months Ended March 31 |
|---|---|---|---|
| 2021 $ - $ 1,714 2,072 112 $ 3,898 $ - |
2020 $ - $ 1,713 1,751 112 $ 3,576 $ 288 |
Except for the depreciation expense above, the company’s right-of-use assets did not experience significant sublease and impairment from January 1 to March 31, 2021 and 2020.
The other part of the land use right in China is because the above-ground buildings are subleased by business lease, the related right-of-use assets are presented as investment properties. As set out in Note 15.
- b. Lease liabilities
| March 31, | March 31, | December 31, | December 31, | March 31, | March 31, | |
|---|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | ||||
| Carrying amount | ||||||
| Current | $ | 12,396 |
$ | 12,506 |
$ | 11,676 |
| Non-current | $ | 216,689 |
$ | 219,510 |
$ | 227,601 |
| Range of discount rates for lease liabilities was as follows: | ||||||
| March 31, | December 31, | March 31, | ||||
| 2021 | 2020 | 2020 | ||||
| Land | 2.390% |
2.390% | 2.390% | |||
| Buildings | 1.575%-5.000% | 1.575%-5.000% | 1.575%-4.75% | |||
| Transportation equipment | 1.575% | 1.575% | 1.575% |
- 23 -
c. Material lease-in activities and terms
The Group leases land and buildings for the use of plants, offices and dormitory, also leases transportation equipment for the use of business travel with lease terms of 2 to 50 years. The lease contract for land located in the ROC and the lease terms is 20 years. The lease agreement specifies that lease payments will be adjusted on the basis of changes in announced land value prices. Lease terms of land in China is 50 years. The Group does not have bargain purchase options to acquire the leasehold land, buildings and transportation equipment at the end of the lease terms.
The Company has no significant new lease contracts from January 1 to March 31, 2021 and 2020. In 2020, due to the severe impact of the COVID-19 on the market economy, The Company negotiated a land lease with the Hsinchu Science Park Administration. The Hsinchu Science Park Administration agreed to unconditionally reduce 20% from January 1 to June 30, 2020. From January 1 to June 30, 2020, the company recognized the impact of the aforementioned rent reductions as $832 thousand (presented in a deduction of expenses of variable lease payments).
- d. Subleases
The Group subleases its right-of-use assets for dormitory under operating leases with lease terms of 2 years.
The maturity analysis of lease payments receivable under operating subleases was as follows:
| March 31, | ||
|---|---|---|
| 2020 | ||
| Year | 1 | $ 865 |
e. Other lease information
| Expenses relating to short-term leases Expenses relating to low-value asset leases Total cash outflow for leases |
For the Three Months Ended March 31 |
For the Three Months Ended March 31 |
For the Three Months Ended March 31 |
|---|---|---|---|
| 2021 $ 1,624 $ 108 $ 6,072 |
2020 $ 2,037 $ 632 $ 6,917 |
15. INVESTMENT PROPERTIES
| Cost Balance at January 1, 2021 Effects of exchange rate changes Balance at March 31, 2021 |
Completed Investment Properties $ 1,429,106 (10,514) $ 1,418,592 |
Right-of-use Assets $ 100,521 (758) $ 99,763 |
Total $ 1,529,627 (11,272) $ 1,518,355 (Continued) |
|---|---|---|---|
- 24 -
Accumulated depreciation Balance at January 1, 2021 Depreciation expense Effects of exchange rate differences Balance at March 31, 2021 Net Balance at March 31, 2021 Net Balance at December 31, 2020 and January 1, 2021 Cost Balance at January 1, 2020 Effects of exchange rate differences Balance at March 31, 2020 Accumulated depreciation Balance at January 1, 2020 Depreciation expense Effects of exchange rate differences Balance at March 31, 2020 Net Balance at March 31, 2020 |
Completed Investment Properties $ 509,133 16,961 (3,948) $ 522,146 $ 896,446 $ 919,973 $ 1,401,007 (30,347) $ 1,370,660 $ 430,601 17,622 (19,692) $ 428,531 $ 942,129 |
Right-of-use Assets $ 4,950 609 (43) $ 5,516 $ 94,247 $ 95,571 $ 98,867 (1,148) $ 97,719 $ 2,476 599 (36) $ 3,039 $ 94,680 |
Total $ 514,083 17,570 (3,991) $ 527,662 $ 990,693 $ 1,015,544 $ 1,499,874 (31,495) $ 1,468,379 $ 433,077 18,221 (19,728) $ 431,570 $ 1,036,809 (Concluded) |
|---|---|---|---|
The right-of-use assets in the investment properties are the use right of land signed by the Company and is subleased by operating lease. The lease terms of the investment properties are from 1 to 15 years, with extension option according to the original contract when exercising the renewal right. The lessee does not have the right of first refusal at the end of the lease period.
The maturity analysis of lease payments receivable under operating leases of investment properties as follows:
| Year 1 Year 2 Year 3 |
March 31, 2021 December 31, 2020 $ 207,148 $ 197,870 163,963 164,577 99,717 96,344 $ 470,828 $ 458,791 |
March 31, 2020 $ 204,128 160,912 125,377 $ 490,417 |
|---|---|---|
- 25 -
The above items of investment properties were depreciated on a straight-line basis over their estimated useful lives as follows:
Completed investment properties 5-26 years Right-of-use assets 35-39 years
The fair value of the investment properties of Lingyao Technology Co., Ltd. in Shenzhen assessed in 2020 and 2019 had been determined on the basis of valuations carried out on December 31, 2020 and 2019 by Suzhou Fengzheng Renhe Estate Land Assets Appraisal Co., Ltd. and Guanhong Real Estate Appraisers Office, respectively. The valuation was arrived at by reference to the income approach. The significant unobservable inputs used include discount rates; the fair value as appraised is as follows:
| March 31, | December 31, | March 31, | |
|---|---|---|---|
| 2021 | 2020 | 2020 | |
| Fair value | $ 45,471 | $ 45,471 | $ 37,900 |
The fair value of investment properties were valued by independent valuators; the Group assessed and determined that the fair values as of December 31, 2020 and 2019 were still valid as of March 31, 2021 and 2020, respectively.
The fair value of the investment properties of SunMedia Technology assesed in 2020 and 2019 had been determined on the basis of valuations carried out on December 31, 2020 and 2019 by Sichuan Zongli Real Estate Land Assets Evaluation Co., Ltd. The valuation was arrived at by reference to the income approach. The significant unobservable inputs used include discount rates; the fair value as appraised is as follows:
| March 31, | December 31, | March 31, | |
|---|---|---|---|
| 2021 | 2020 | 2020 | |
| Fair value | $ 1,192,093 | $ 1,192,093 |
$ 1,182,963 |
The fair value of investment properties were valued by independent valuators; the Group assessed and determined that the fair values reported as of December 31, 2020 and 2019 were still valid as of March 31, 2021 and 2020, respectively.
The fair value of the investment properties of Sunplus Technology (Shanghai) Co., Ltd. assessed in 2020 and 2019 had been determined on the basis of valuations carried out on December 31, 2020 and 2019 by Suzhou Feng-Zheng Valuation Firm. The valuation was arrived at by reference to the income approach. The significant unobservable inputs used include discount rates; the fair value as appraised is as follows:
| March 31, | December 31, | March 31, | |
|---|---|---|---|
| 2021 | 2020 | 2020 | |
| Fair value | $ 2,374,398 |
$ 2,374,398 |
$ 2,295,816 |
The fair value of investment properties were valued by independent valuators; the Group assessed and determined that the fair values reported as of December 31, 2020 and 2019 were still valid as of March 31, 2021 and 2020, respectively.
- 26 -
16. INTANGIBLE ASSETS
| Cost Balance at January 1 Additions Disposals Effects of exchange rate differences Balance at March 31 Accumulated amortization Balance at January 1 Amortization expense Disposal Effects of exchange rate differences Balance at March 31 Accumulated impairment Balance at January 1 and March 31 Net balance at March 31 Net balance at December 31, 2020 and January 1, 2021 Cost Balance at January 1 Additions Disposals Effects of exchange rate differences Balance at March 31 Accumulated amortization Balance at January 1 Amortization expense Disposal Effects of exchange rate differences Balance at March 31 Accumulated impairment Balance at January 1 and March 31 Net balance at March 31 |
For the Three Months Ended March 31, 2021 | For the Three Months Ended March 31, 2021 | For the Three Months Ended March 31, 2021 | |||
|---|---|---|---|---|---|---|
| Technology License Fees $ 986,612 50,869 - (228) $ 1,037,253 $ 607,530 25,764 - (156) $ 633,138 $ 111,136 $ 292,979 $ 267,946 |
Software Patents Goodwill $ 325,261 $ 116,498 $ 30,596 4,665 - - (388) - - (229) (2) - $ 329,309 $ 116,496 $ 30,596 $ 304,045 $ 86,088 $ - 5,552 445 - (388) - - (158) (1) - $ 309,051 $ 86,532 $ - $ - $ 21,577 $ - $ 20,258 $ 8,387 $ 30,596 $ 21,216 $ 8,833 $ 30,596 For the Three Months Ended March 31, 2020 |
Total $ 1,458,967 55,534 (388) (459) $ 1,513,654 $ 997,663 31,761 (388) (315) $ 1,028,721 $ 132,713 $ 352,220 $ 328,591 |
||||
| Technology License Fees $ 809,249 3,832 (150) (327) $ 812,604 $ 583,858 12,763 (150) (172) $ 596,299 $ 111,136 $ 105,169 |
Software $ 312,600 4,522 (410) (2,077) $ 314,635 $ 289,553 5,650 (410) (1,935) $ 292,858 $ - $ 21,777 |
Patents $ 114,494 - - (3) $ 114,491 $ 84,582 343 - (2) $ 84,923 $ 21,577 $ 7,991 |
Goodwill $ 30,596 - - - $ 30,596 $ - - - - $ - $ - $ 30,596 |
Total $ 1,266,939 8,354 (560) (2,407) $ 1,272,326 $ 957,993 18,756 (560) (2,109) $ 974,080 $ 132,713 $ 165,533 |
Other intangible assets are amortized on a straight-line basis over their estimated useful lives as follows: Technology license fees 1-10 years Software 1-10 years Patents 8-18 years
- 27 -
An analysis of amortization by function
| Selling and marketing expenses General and administrative expenses Research and development expenses |
For the Three Months Ended March 31 |
For the Three Months Ended March 31 |
|
|---|---|---|---|
| 2021 $ 9 939 30,813 $ 31,761 |
2020 $ 27 1,180 17,549 $ 18,756 |
17. OTHER ASSETS
| Current Other financial assets Pledged time deposits (a) Time deposits (b) Restricted assets (d) Other assets Prepayments for EDA tools Prepaid technical licensing fee Others Non-current Other financial assets Pledged time deposits (a) Time deposits (c) Other assets Prepayment for investments Refundable deposits Other |
March 31, 2021 December 31, 2020 $ 114,140 $ 113,920 19,392 82,213 44,201 44,201 $ 177,733 $ 240,334 $ 19,968 $ 18,032 7,601 21,141 71,676 72,265 $ 99,245 $ 111,438 $ 38,062 $ 35,809 234,576 236,358 $ 272,638 $ 272,167 $ 42,000 $ - 4,073 4,055 7,800 7,800 $ 53,873 $ 11,855 |
March 31, 2020 $ 120,900 - - $ 120,900 $ 20,662 - 69,088 $ 89,750 $ 10,913 127,650 $ 138,563 $ - 6,224 7,800 $ 14,024 |
|---|---|---|
-
a. Refer to Note 34 for information on pledged time deposits.
-
b. Lingyao Company and Sunplus Technology (Beijing) Company made fixed deposit of RMB4,464 thousand at banks on March 31, 2021; Lingyao Company, Sunplus Technology (Beijing) Company, Sunplus Technology (Shanghai) Company and Sunplus Prof-tek (Shenzhen) Company made fixed deposit of RMB18,783 thousand at banks on December 31, 2020. The deposit period of time deposit is 6 months to 1 year, and interest can be charged at a certain interest rate during the deposit period.
-
28 -
-
c. Sunplus Technology (Shanghai) Company , Lingyao Company and Generalplus Shenzhen Company made certificates of deposit of RMB54,000 thousand, RMB54,000 thousand and RMB30,000 thousand at the bank on March 31, 2021, December 31, 2020 and March 31, 2020 respectively. The deposit period of the certificates of deposit is 2 to 3 years and interest can be charged at a certain interest rate during the deposit period.
-
d. Refer to Note 28 for information on restricted assets.
18. BORROWINGS
Short-term borrowings
| Secured borrowings Bank loans Unsecured borrowings Bank loans |
March 31, 2021 December 31, 2020 $ 97,055 $ 97,102 192,231 217,017 $ 289,286 $ 314,209 |
March 31, 2020 $ 120,589 131,067 $ 251,656 |
|---|---|---|
The weighted average effective interest rate intervals for bank loans as of March 31, 2021, December 31, 2020 and March 31, 2020 were 0.670%-2.400%, 0.716%-2.800% and 1.745%-3.000% per annum, respectively.
- Long term borrowings
The borrowings of the Group are as follows:
| Maturity Date Significant Covenant Floating rate borrowings Unsecured bank borrowings 2025.08.21 Repayable quarterly from November 2021 in 16 installments Unsecured bank borrowings 2023.10.13 Repayable semiannually from October 2022 in 3 installments Less: Matured within 1 year Long-term borrowings |
March 31, 2021 December 31, 2020 $ 400,000 $ 200,000 30,000 30,000 (50,000) (25,000) $ 380,000 $ 205,000 |
March 31, 2020 $ - - - $ |
|---|---|---|
The intervals of effective borrowing rates as of March 31, 2021 and 2020 were 1.250%-1.320%.
19. TRADE PAYABLES
Accounts payable Payables - operating |
March 31, 2021 December 31, 2020 $ 510,220 $ 450,216 |
March 31, 2020 $ 388,413 |
|---|---|---|
- 29 -
The average credit period on purchases of certain goods was 30-60 days. The Group has financial risk management policies in place to ensure that all payables are paid within the pre-agreed credit terms.
20. OTHER LIABILITIES
| Current Other payables Payables for salaries or bonuses Payables for employees' compensation and remuneration of directors Refund liabilities Payable for royalties Labor/health insurance Commission payable Payables for purchase of equipment Payables for labor costs Others Deferred revenue Government grants (Note 28) Non-current Other payable Long-term payable Payable for purchases of equipment Decommissioning liabilities Others Deferred revenue Government grants (Note 28) |
March 31, 2021 December 31, 2020 $ 230,239 $ 464,201 101,844 73,815 84,254 75,313 68,860 68,250 27,695 27,106 7,322 6,591 14,933 8,005 5,138 7,195 61,314 64,848 $ 601,599 $ 795,324 $ 21,452 $ 46,098 $ 7,665 $ 6,484 5,890 4,940 889 889 8,654 1,532 $ 23,098 $ 13,845 $ 57,390 $ 58,300 |
March 31, 2020 $ 143,411 47,136 52,419 39,191 23,252 6,977 19,365 4,351 64,613 $ 400,715 $ 1,550 $ 5,554 7,398 889 - $ 13,841 $ 56,954 |
|---|---|---|
21. RETIREMENT BENEFIT PLANS
Employee benefits expense in respect of the Group’s defined benefit retirement plans were $314 thousand and $411 thousand as of the three months ended March 31, 2021 and 2020, respectively, and were calculated using the respective annual, actuarially determined pension cost discount rates as of December 31, 2020 and 2019.
- 30 -
22. EQUITY
a. Share capital
1) Ordinary shares
| Numbers of shares authorized (in thousands) Value of shares authorized Number of shares issued and fully paid (in thousands) Value of shares issued |
March 31, 2021 1,200,000 $ 12,000,000 591,995 $ 5,919,949 |
December 31, 2020 1,200,000 $ 12,000,000 591,995 $ 5,919,949 |
March 31, 2020 1,200,000 |
|---|---|---|---|
$ 12,000,000 |
|||
591,995 |
|||
$ 5,919,949 |
Fully paid ordinary shares, which have a par value of $10, carry one vote per share and carry a right to dividends.
Of the Group’s authorized shares, 80,000 thousand shares had been reserved for the issuance of convertible bonds and employee share options.
2) Global depositary receipts
In March 2001, Sunplus issued 20,000 thousand units of global depositary receipts (GDRs), representing 40,000 thousand ordinary shares that consist of newly issued and originally outstanding shares. The GDRs are listed on the London Stock Exchange (code: SUPD) with an issuance price of US$9.57 per unit. As of March 31, 2021, the outstanding 175 thousand units of GDRs represented 350 thousand ordinary shares.
- b. Capital surplus
| May be used to offset a deficit, distributed as cash dividends, or transferred to share capital (a) Issuance of ordinary shares From business combinations The difference between the consideration received or paid and the carrying amount of the subsidiaries’ net assets during actual disposal or acquisition May only be used to offset a deficit Treasury share transactions Share of changes in capital surplus of associates |
March 31, 2021 December 31, 2020 $ 18,497 $ 18,497 157,423 157,423 207,316 207,316 46,307 46,307 72,184 71,277 $ 501,727 $ 500,820 |
March 31, 2020 $ 196,095 157,423 140,184 45,239 60,921 $ 599,862 |
|---|---|---|
-
a) When the Company has no deficit, such capital surplus may be distributed as cash dividends, or may be transferred to share capital once a year and within a certain percentage of the Company’s capital surplus.
-
31 -
-
c. Retained earnings and dividend policy
Under the dividend policy as set forth in the amended Articles, Sunplus shall appropriate from annual net income less any accumulated deficit: (a) 10% as legal reserve; and (b) special reserve equivalent to the debit balance of any accounts shown in the shareholders’ equity section of the balance sheet, other than deficit.
Under the approved shareholders’ resolution, the current year’s net income less all the foregoing appropriations and distributions, plus the prior years’ unappropriated earnings may be distributed as additional dividends. Sunplus’ policy is that cash dividends should be at least 10% of total dividends distributed. However, cash dividends will not be distributed if these dividends are less than NT$0.5 per share.
Under the regulations promulgated, a special reserve equivalent to the debit balance of any account shown in the shareholders’ equity section of the balance sheet should be allocated from unappropriated retained earnings. For the policies on the distribution of compensation of employees and remuneration of directors and supervisors before and after amendment, refer to Note 24-(h).
Appropriation of earnings to the legal reserve shall be made until the legal reserve equals the Company’s paid-in capital. Legal reserve may be used to offset deficit. If the Company has no deficit and the legal reserve has exceeded 25% of the Company’s paid-in capital, the excess may be transferred to capital or distributed in cash.
The appropriations of earnings for 2019 were approved by the shareholders in the shareholders’ meeting on June 12, 2020, as follows:
| For | Year 2019 | |
|---|---|---|
| Special reserve reversed Legal reserve deficit compensated |
$ $ | 32,263 229,998 |
The Company’s shareholders resolved in the shareholders’ meetings on June 12, 2020 to issue cash dividends of $177,598 thousand from the capital surplus.
The earnings distribution for 2020 was proposed by the board of directors in their meeting on March 29, 2021 as follows:
| For | the Year | |
|---|---|---|
| 2020 | ||
| Legal reserve Special reserve reversed Cash dividend |
$ $ $ | 32,889 15,111 311,093 |
| Cash dividend per share (NT$) | $ | 0.53 |
The appropriation of earnings for 2020 is subject to resolution in the shareholders’ meeting to be held on June 7, 2021.
- d. Special reserves
| Balance at January 1 and March 31 |
For the Three Months Ended **March 31 ** |
For the Three Months Ended **March 31 ** |
|
|---|---|---|---|
| 2021 $ 276,189 |
2020 $ 308,452 |
-
32 -
-
e. Other equity items
-
1) Exchange differences on the translation of the financial statements of foreign operations
| Balance at January 1 Recognized for the period Exchange differences on the translation of the financial statements of foreign operations Share from associates accounted for using the equity method Balance at March 31 |
For the Three Months Ended **March 31 ** |
For the Three Months Ended **March 31 ** |
|
|---|---|---|---|
| 2021 $ (228,023) (12,098) (504) $ (240,625) |
2020 $ (218,780) (13,896) (859) $ (233,535) |
- 2) Unrealized valuation gain/(loss) on financial assets at FVTOCI
| Balance at January 1 Recognized for the period Unrealized gains (losses) Share from associates accounted for using equity method Balance at March 31 |
For the Three Months Ended **March 31 ** |
For the Three Months Ended **March 31 ** |
|
|---|---|---|---|
| 2021 $ (33,055) 8,741 15,341 $ (8,973) |
2020 $ (42,246) (35,332) (6,478) $ (84,056) |
- f. Non-controlling interests
| Balance at January 1 Attributable to non-controlling interests: Share of profit for the period Exchange differences on the translation of the financial statements of foreign operations Unrealized gain (loss) on financial assets at FVTOCI Equity instruments held by the employees of subsidiaries (Note 27) Non-controlling interests related to outstanding vested share options Balance at March 31 |
For the Three Months Ended **March 31 ** |
For the Three Months Ended **March 31 ** |
|
|---|---|---|---|
| 2021 $ 1,605,238 99,904 (1,955) (803) 14,111 - $ 1,716,495 |
2020 $ 1,394,158 18,883 (2,840) - - 12,000 $ 1,422,201 |
- 33 -
g. Treasury shares
| Shares | |||||
|---|---|---|---|---|---|
| Transferred to | Shares Held by | ||||
| Employees | (In | Its Subsidiaries | Total (In | ||
| Thousands of | (In Thousands | Thousands of | |||
| Purpose of Buyback | Shares) | of | Shares) | Shares) | |
| Number of shares as of January 1, 2020 | - | 3,560 | 3,560 | ||
| Decrease | - | - | - |
||
| Number of shares as March 31, 2020 | - | 3,560 | 3,560 |
||
| Number of shares as of January 1, 2021 | - | 3,560 | 3,560 | ||
| Decrease | - | - | - |
||
| Number of shares as March 31, 2021 | - | 3,560 | 3,560 |
The Group’s shares held by its subsidiaries at the end of the reporting periods are as follows:
| Name of Subsidiary Number of Shares Held (In Thousands of Shares) March 31, 2021 Lin Shin Investment Co., Ltd. 3,560 December 31, 2020 Lin Shin Investment Co., Ltd. 3,560 March 31, 2020 Lin Shin Investment Co., Ltd. 3,560 |
Carrying Amount Market Price $ 63,401 $ 106,800 $ 63,401 $ 65,148 $ 63,401 $ 30,652 |
|---|---|
Under the Securities and Exchange Act, Sunplus should neither pledge treasury shares nor exercise shareholders’ rights on these shares, such as the right to dividends and to vote.
23. REVENUE
| Revenue from the sale of goods Rental income from property Others |
For the Three Months Ended **March 31 ** |
For the Three Months Ended **March 31 ** |
|
|---|---|---|---|
| 2021 $ 1,606,592 59,670 32,065 $ 1,698,327 |
2020 $ 953,744 54,455 25,979 $ 1,034,178 |
-
34 -
-
a. Contract information
Revenue from the sale of goods
IC products are sold to agents and customers. The Company determines the sales price of products based on orders. It takes into consideration the past purchases of agents and customers in order to estimate the most likely discount amount and return rate. Based on the determination of revenue, the Company recognizes the amount and the liabilities for refunds (accounted for as other current liabilities).
Other
Other mainly come from software development and royalties.
- b. Contract balances
| Trade receivables (Note 9) Contract liabilities - current |
March 31, 2021 December 31, 2020 $ 1,034,845 $ 1,204,798 $ 24,905 $ 26,181 |
March 31, 2020 $ 752,414 $ 23,700 |
January 1, 2020 $ 832,633 $ 24,912 |
|---|---|---|---|
- c. Disaggregation of revenue
| Primary geographical markets Asia Taiwan Others Timing of revenue recognition Satisfied at a point in time Satisfied over time |
Reportable Segments | Reportable Segments | |
|---|---|---|---|
| Direct Sales | |||
| For the Three Months Ended March 31 |
|||
| 2021 $ 975,748 721,061 1,518 $ 1,698,327 $ 1,637,215 61,112 $ 1,698,327 |
2020 $ 637,697 376,613 19,868 $ 1,034,178 $ 978,461 55,717 $ 1,034,178 |
24. NET PROFIT (LOSS)
Net profit (loss) includes the following items:
- a. Interest income
| Interest income | |||
|---|---|---|---|
| Bank deposits |
For the Three Months Ended March 31 |
||
| 2021 $ 6,855 |
2020 $ 7,039 |
- 35 -
b. Other income
| Dividend income Subsidy income (Note 28) Others |
For the Three Months Ended **March 31 ** |
For the Three Months Ended **March 31 ** |
For the Three Months Ended **March 31 ** |
|---|---|---|---|
| 2021 $ 150 27,155 11,356 $ 38,661 |
2020 $ 11 628 10,959 $ 11,598 |
c. Other gains and losses
| Net gains (losses) on financial assets and liabilities Net gain (loss) on financial assets designated as at FVTPL Net foreign exchange loss Others Finance costs Interest on bank loans Interest on lease liabilities Other finance costs |
For the Three Months Ended **March 31 ** |
For the Three Months Ended **March 31 ** |
|
|---|---|---|---|
| 2021 2020 $ 225,837 $ (48,660) (6,348) (5,261) 3,198 1,667 $ 222,687 $ (52,254) For the Three Months Ended March 31 |
|||
| 2021 $ 2,019 1,357 97 $ 3,473 |
2020 $ 2,549 1,413 342 $ 4,304 |
d. Finance costs
e. Depreciation and amortization
| An analysis of depreciation by function Operating costs Operating expenses An analysis of amortization by function Operating expenses |
For the Three Months Ended **March 31 ** |
For the Three Months Ended **March 31 ** |
For the Three Months Ended **March 31 ** |
|---|---|---|---|
| 2021 $ 19,408 55,148 $ 74,556 $ 31,761 |
2020 $ 20,082 55,428 $ 75,510 $ 18,756 |
-
36 -
-
f. Operating expenses directly related to investment properties
| Direct operating expenses from investment properties that generate rental income g. Employee benefits expense Short-term benefits Post-employment benefits Defined contribution plans Defined benefit plans (Note 21) Share-based payments Equity-settled Other employee benefits Total employee benefits expense An analysis of employee benefits expense by function Operating costs Operating expenses |
For the Three Months Ended **March 31 ** |
For the Three Months Ended **March 31 ** |
|
|---|---|---|---|
| 2021 2020 $ 20,548 $ 20,934 For the Three Months Ended **March 31 ** |
|||
| 2021 $ 452,875 11,855 314 14,111 8,594 $ 487,749 $ 26,968 460,781 $ 487,749 |
2020 $ 356,446 11,345 411 - 6,829 $ 375,031 $ 24,179 350,852 $ 375,031 |
- h. Compensation of employees and remuneration of directors and supervisors
The Company resolved amendments to its Articles of Incorporation to distribute compensation of employees and remuneration of directors at rates of no less than 1% and no higher than 1.5%, respectively, of net profit before income tax, compensation of employees, and remuneration to directors. The Company had loss before income tax from January 1 to March 31, 2020; therefore, the compensation of employees and remuneration of directors were not provided. The compensation of employees and the remuneration of directors for the three months ended March 31, 2021 is as follows:
Accrual rate
For the Three Months Ended March 31, 2021 Compensation of employees 1.00% Remuneration of directors 1.50%
- 37 -
Amount
| For the Three | ||
|---|---|---|
| Months Ended | ||
| March 31, 2021 | ||
| Compensation Remuneration |
of employees of directors |
$ 2,232 $ 3,349 |
If there is a change in the amounts after the annual consolidated financial statements are authorized for issue, the differences are recorded as a change in the accounting estimate, and will be adjusted in next fiscal year.
The remuneration of employees and directors of the year 2020 was approved by the board of directors on March 29, 2021 as follows:
| Compensation of employees Remuneration of directors |
For the Year Ended December 31, 2020 |
|---|---|
| Cash Shares |
|
| $ 3,317 $ - |
|
| 4,975 - |
There is no difference between the actual amounts of compensation of employees and remuneration of directors paid and the amounts recognized in the consolidated financial statements for the years ended December 31, 2020.
The Company convened a board of directors on April 22, 2020, and decided that the actual allotment amount for compensation of employees and remuneration of directors is different from the recognized amount in the annual consolidated financial report. The difference is adjusted to the profit and loss for 2020.
| The actual amount resolved by the board of directors Recognized amount in annual financial statements |
For the Year Ended December 31, 2019 |
|---|---|
| Compensation of employees Remuneration of Directors $ - $ - $ 206 $ 309 |
Information on compensation of employees and remuneration of directors resolved by the Company’s board of directors is available at the Market Observation Post System website of the Taiwan Stock Exchange.
- i. Gain or loss on exchange rate changes
| Exchange rate gains Exchange rate losses Net loss |
For the Three Months Ended March 31 |
For the Three Months Ended March 31 |
For the Three Months Ended March 31 |
|---|---|---|---|
| 2021 $ 15,159 (21,507) $ (6,348) |
2020 $ 8,277 (13,538) $ (5,261) |
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25. INCOME TAXES
a. Income tax recognized in profit or loss
The major components of tax expense are as follows:
| Current tax In respect of the current year Adjustments for prior periods Deferred tax In respect of the current year Income tax expense recognized in profit or loss |
For the Three Months Ended **March 31 ** |
For the Three Months Ended **March 31 ** |
|
|---|---|---|---|
| $ 64,227 - 64,227 1,210 $ 65,437 |
$ 13,446 - 13,446 509 $ 13,955 |
b. Income tax assessments
The income tax returns of Sunplus, Sunplus mMobile and Sunplus Innovation Technology through 2018; Generalplus, Sunext, Jumplux, Lin Shih, Sunplus Venture, Sunplus mMedia, Wei-Young and Sunplus Management Consulting through 2019 had been assessed by the tax authorities.
26. EARNINGS (LOSS) PER SHARE
| Basic earnings (loss) per share Diluted earnings (loss) per share |
Unit: NT$ Per Share For the Three Months Ended March 31 |
Unit: NT$ Per Share For the Three Months Ended March 31 |
Unit: NT$ Per Share For the Three Months Ended March 31 |
|---|---|---|---|
| 2021 $ 0.37 $ 0.37 |
2020 $ (0.21) $ (0.21) |
The earnings (loss) and weighted average number of ordinary shares outstanding used in the computation of earnings (loss) per share are as follows:
Net profit (loss) for the period
| Profit (loss) for the period attributable to owners of the Company Effects of potentially dilutive ordinary shares Bonuses to employee Earnings (loss) used in the computation of diluted EPS from continuing operations |
For the Three Months Ended March 31 |
For the Three Months Ended March 31 |
|
|---|---|---|---|
| 2021 $ 217,575 - $ 217,575 |
2020 $ (124,637) - $ (124,637) |
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Weighted average number of ordinary shares outstanding (in thousands of shares):
| Weighted average number of ordinary shares used in the computation of basic earnings (loss) per share Effects of potentially dilutive potential ordinary shares: Bonuses issued to employees Weighted average number of ordinary shares used in the computation of diluted earnings (loss) per share |
For the Three Months Ended **March 31 ** |
For the Three Months Ended **March 31 ** |
|
|---|---|---|---|
| 2021 588,435 185 588,620 |
2020 588,435 - 588,435 |
The Company may settle the compensation of employees in cash or shares; therefore, the Company assumes that the entire amount of the compensation will be settled in shares, and the resulting potential shares are included in the weighted average number of shares outstanding used in the computation of diluted earnings per share, as the effect is dilutive. Such dilutive effect of the potential shares is included in the computation of diluted earnings per share until the number of shares to be distributed to employees is resolved in the following year.
27. SHARE-BASED PAYMENT ARRANGEMENTS
- a. Restricted shares for employees
In the shareholders’ meeting of Sunplus Innovation Technology on June 22, 2020, the shareholders approved a restricted share plan for employees with a total amount of $20,000 thousand, consisting of 2,000 thousand shares. The aforementioned resolution was declared effectively by the FSC on October 12, 2020.
The restricted share plan was approved by the board of directors in a total amount of $10,000 thousand, consisting of 1,000 thousand shares, per value $10 of each share and the issuing price of each share was $0. The Company set October 28, 2020 as the grant date and November 5, 2020 as the record date of capital increase. The fair value of granted share was $75.26 per share.
After the restricted shares are allocated to employees in accordance with the Company’s regulations, and they are still working after the expiration of the following vested terms while they meet the performance conditions, the proportions of vested shares are as follows:
-
1) Those who served in the Company for a year after the grant date with recent personal performance rating before the expiration date reaches the top 35% (included) of the Company, will receive 50% of the number of allocated shares.
-
2) Those who served in the Company for two year after the grant date with recent personal performance rating before the expiration date reaches the top 35% (included) of the Company, will receive 50% of the number of allocated shares.
-
40 -
When the employee fails to meet the vesting conditions:
-
1) Resignation (voluntary resignation/retirement/layoff/dismissal): The employee that has not fulfilled the vesting conditions will be deemed to have not met the vesting conditions from the day of resignation. The Company will buy back and cancel the employee’s restricted shares at the original issuing price according to the laws.
-
2) Unpaid leave: The employee that has not fulfilled the vesting conditions will be restored to the rights and interests from the date of reinstatement, but the vesting period shall be deferred according to the period of unpaid leave.
-
3) Death: The employee that has not fulfilled the vesting conditions will be deemed to have not met the vesting conditions from the day of death. The Company will buy back and cancel the employee’s restricted shares at the original issuing price according to the laws.
-
4) Occupational injury:
-
a) Those who are unable to continue their employment due to occupational injury and have not fulfilled the vesting conditions shall still fulfill the vesting conditions according to regulation 3) Death.
-
b) Death due to occupational injury may cause the employee not to fulfil the vesting conditions which shall be fulfilled by the heirs from the day of the death of the employee according to regulation 3) Death.
-
5) Transfer of employment: If an employee is requested to transfer to an affiliate company or other company (except transferring to a subsidiary), the restricted shares shall be processed according to the regulation of "Resignation". However, due to Sunplus Innovation Technology’s operation need, employees for those who were assigned by Sunplus Innovation Technology to be transferred to the company's affiliates or other companies will not be affected.
-
6) Employees or their heirs shall receive the transferred shares according to the trust agreement.
-
7) Share dividends and cash dividends that have been allocated to employees who have not fulfilled the vesting conditions during the vesting period shall not be returned.
The restrictions on the rights of the employees who acquire the restricted shares but have not met the vesting conditions are as follows:
-
1) The employees cannot sell, pledge, transfer, donate or, in any other way, dispose of these shares.
-
2) The employees holding these shares are not entitled to receive cash dividends and share dividends.
-
3) Employees should immediately place the restricted shares under the trust or custody after the issuance of restricted shares. They shall not request the trustee or custodian to return the restricted shares for any reason before the vesting conditions are fulfilled.
Other agreements were as follow:
Sunplus Innovation Technology shall act on behalf of employees to negotiate with trust institutions or custodian institutions. It may include but not limited to negotiate, sign, revise, extend, cancel and terminate the trust contracts or custody contracts and instructions for the delivery, use and disposal of trust or custody property during the period of trust or custody.
- 41 -
Information on employee restricted share was as follows:
Outstanding shares at January 1 Shares granted Outstanding shares at March 31 |
For the Three Months Ended March 31, 2021 |
|---|---|
| Number of Options (In Thousands of Units) 1,000 - 1,000 |
Compensation costs recognized were $14,111 thousand for the year for the three months ended March 31, 2021.
28. GOVERNMENT GRANTS
In August 2013, Sun Media Technology Co., Ltd. received a government grant amounting to RMB16,390 thousand ($79,213 thousand) for the purchase of land on which to build a plant. This amount, which was recognized as deferred revenue, will be recognized in profit or loss over the useful life of the land. The total revenue recognized as profit were $398 thousand and $392 thousand for the three months ended March 31, 2021 and 2020, respectively.
The Company applied for subsidy under the "Salary and Working Capital Subsidies for Difficult Businesses Affected by Serious Special Infectious Pneumonia" program of the Ministry of Economic Affairs in June 2020. The subsidy period is from April 2020 to June 2020, and the Group has received a subsidy of $21,034 thousand. The total revenue recognized as profit amounted to $21,034 thousand for the year ended December 31, 2020 as other income.
Jumplux Technology Co., Ltd. applied for subsidy under the "Salary and Working Capital Subsidies for Difficult Businesses Affected by Serious Special Infectious Pneumonia" program of the Ministry of Economic Affairs in June 2020. The subsidy period is from April 2020 to June 2020, and the Group has received a subsidy of $2,057 thousand. The total revenue recognized as profit amounted to $2,057 thousand for the year ended December 31, 2020 as other income.
The Company applied for the AI on Chip R&D subsidy program of the Ministry of Economic Affairs, and the “Shared Intelligent Computing Chiplet Architecture R&D Program” was reviewed and approved on November 20, 2020. The approved total subsidy amounted is $ 115,356 thousand. As of March 31, 2021, the accumulated subsidy received is $ 44,201 thousand (recognized as other financial assets), and the income from the recognized subsidy is $ 24,632 for the three months ended March 31, 2021. In addition, the Company has a special account for subsidies in accordance with regulations, and the monthly withdrawal amount should be withdrawn according to the monthly expenditure summary statement, and the withdrawal amount shall not be higher than the expenditure amount.
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29. DISPOSAL OF SUBSIDIARIES
2020
- a. Analysis of assets and liabilities from liquidation
The Group completed the liquidation on its subsidiary, Ytrip Technology Co., Ltd. and its subsidiary 1culture Communication Co., Ltd. on June 23 and May 29, 2020, respectively.
| Ytrip | ||
|---|---|---|
| Technology Co., | ||
| Ltd. and | ||
| Subsidiaries | ||
| Current assets | ||
| Cash and cash equivalents | $ | 2,106 |
| Other receivables | 281 | |
| Non-current assets | ||
| Property, plant and equipment | 15 | |
| Intangible assets | 1,814 | |
| Current liabilities | ||
| Others | (106) | |
| Net assets disposed of | $ | 4,110 |
- b. Loss on liquidation of subsidiaries
| Ytrip | ||
|---|---|---|
| Technology Co., | ||
| Ltd. and | ||
| Subsidiaries | ||
| Collection price of investments accounted | $ | 1,240 |
| Disposal of net assets | (4,110) | |
| The reclassification of other comprehensive income in respect of the subsidiary | 10,283 | |
| Non-controlling interests | 382 | |
| Gain on disposal | $ | 7,795 |
| Net cash inflow on liquidation of subsidiaries | ||
| Ytrip | ||
| Technology Co., | ||
| Ltd. and | ||
| Subsidiaries | ||
| Collection price of investments accounted | $ | 1,240 |
| Less: Disposal of cash and cash equivalent balances | (2,106) | |
| $ | (866) |
- c. Net cash inflow on liquidation of subsidiaries
30. EQUITY TRANSACTIONS WITH NON-CONTROLLING INTERESTS
In June 2020, Giant Rock subscribed for the cash capital increase of Sunplus APP Technology, increasing its controlling interest from 96.16% to 96.32%.
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The Company disposed of its 2.92% shareholding in Sunplus Innovation Technology in September 2020, resulting in a decrease in the overall shareholding ratio from 68.86% to 65.94%.
The above transactions were accounted for as equity transactions since the Group did not cease to have control over these subsidiaries.
31. CAPITAL MANAGEMENT
The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximizing the return to stakeholders through the optimization of the debt and equity balance.
The capital structure of the Group consists of net debt (borrowings offset by cash and cash equivalents) and equity of the Group (comprising issued capital, reserves, retained earnings and other equity) attributable to owners of the Group.
The Group is not subject to any externally imposed capital requirements.
32. FINANCIAL INSTRUMENTS
- a. Fair value of financial instruments that are not measured at fair value
The management of the Group considers that the fair value of financial assets and financial liabilities that are not measured at fair value approximate their fair value.
-
b. Fair value of financial instruments that are measured at fair value on a recurring basis
-
1) Fair value hierarchy
| March 31, 2021 Financial assets at FVTPL Mutual funds Domestic/foreign unlisted shares Domestic/foreign listed shares Securities listed in the ROC and other countries - convertible bonds Limited partnership Financial assets at FVTOCI Domestic listed shares Domestic/foreign unlisted shares Domestic private listed shares |
Level 1 $ 778,171 248,290 210,127 975 - $ 1,237,563 $ 85,853 47,923 - $ 133,776 |
Level 2 $ - - - - - $ - $ - - - $ - |
Level 3 $ - 786,151 - - 327,352 $ 1,113,503 $ - 73,332 7,663 $ 80,995 |
Total $ 778,171 1,034,441 210,127 975 327,352 $ 2,351,066 $ 85,853 121,255 7,663 $ 214,771 |
|---|---|---|---|---|
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December 31, 2020
| Financial assets at FVTPL Mutual funds Domestic/foreign unlisted shares Domestic/foreign listed shares Securities listed in the ROC and other countries - convertible bonds Limited partnership Financial assets at FVTOCI Domestic/foreign listed shares Domestic private listed shares Domestic/foreign unlisted shares March 31, 2020 Financial assets at FVTPL Mutual funds Domestic/foreign listed shares Securities listed in the ROC - convertible bonds Domestic/foreign unlisted shares Limited partnership Financial assets at FVTOCI Domestic listed shares Domestic/foreign unlisted shares |
Level 1 $ 656,424 144,984 87,933 2,820 - $ 892,161 $ 81,506 - 32,323 $ 113,829 Level 1 $ 922,634 128,251 19,074 81,600 - $ 1,151,559 $ 56,511 20,114 $ 76,625 |
Level 2 $ - - - - - $ - $ - - - $ - Level 2 $ - - - - - $ - $ - - $ - |
Level 3 $ - 746,101 - - 327,856 $ 1,073,957 $ - 11,255 67,444 $ 78,699 Level 3 $ - - - 589,491 274,974 $ 864,465 $ - 77,596 $ 77,596 |
Total $ 656,424 891,085 87,933 2,820 327,856 $ 1,966,118 $ 81,506 11,255 99,767 $ 192,528 Total $ 922,634 128,251 19,074 671,091 274,974 $ 2,016,024 $ 56,511 97,710 $ 154,221 |
|---|---|---|---|---|
There were no transfers between Levels 1 and 2 in the current and prior periods.
-
45 -
-
2) Reconciliation of Level 3 fair value measurements of financial instruments
For the three months ended March 31, 2021
| Financial Assets Financial Assets at FVTPL Financial Assets at FVTOCI Balance at January 1, 2021 $ 1,073,957 $ 78,699 Recognized in profit or loss 104,457 - Recognized in other comprehensive income (loss) - (12,010) Purchases 1,139 14,267 Disposal (8,100) - Transfers out of Level 3 (57,353) - Effects of exchange rate changes (597) 39 Balance at March 31, 2021 $ 1,113,503 $ 80,995 For the three months ended March 31, 2020 |
Total $ 1,152,656 104,457 (12,010) 15,406 (8,100) (57,353) (558) $ 1,194,498 |
|---|---|
| Financial Assets Financial Assets at FVTPL Financial Assets at FVTOCI Balance at January 1, 2020 $ 956,611 $ 80,235 Recognized in profit or loss (17,173) - Recognized in other comprehensive income (loss) - (2,806) Purchases 14,592 - Disposal (2,051) - Transfers out of Level 3 (87,500) - Effects of exchange rate changes (14) 167 Balance at March 31, 2020 $ 864,465 $ 77,596 |
Total $ 1,036,846 (17,173) (2,806) 14,592 (2,051) (87,500) 153 $ 942,061 |
|---|---|
-
3) Valuation techniques and inputs applied for Level 3 fair value measurement
-
a) The fair values of unlisted equity securities - domestic and foreign were determined using the market approach. The significant unobservable inputs used are listed in the table below. An increase in the price-to-book ratio or price-sales ratio or a decrease in the discount for lack of marketability used in isolation would result in increases in fair value.
| March 31, | December 31, | March 31, | |
|---|---|---|---|
| 2021 | 2020 | 2020 | |
| Price-to-book ratio | 2.58-5.50 | 2.41-5.78 | 1.18-7.62 |
| Price-to-sales ratio | 2.54-12.41 | 1.86-13.46 | 0.68-10.18 |
| Discount for lack of marketability | 10%-20% | 10%-20% | 10%-20% |
-
b) The fair values of unlisted shares and emerging market shares and private funds were determined using the asset-based approach. The Group assesses that the amount of its net assets attributable to its investment approaches the fair value of the equity investment. The Group assesses the total value of the individual assets and liabilities covered by the target to reflect the overall value of the business.
-
46 -
-
c) The fair values of unlisted shares and emerging market shares were determined using the income approach. In this approach, the discounted cash flow method was used to capture the present value of the expected future economic benefits to be derived from the ownership of these investees. The significant unobservable inputs used are listed in the table below. An increase in long-term revenue growth rates or a decrease in the weighted average cost of capital (WACC) or discount for lack of marketability used in isolation would result in increases in fair value.
-
d) Domestic listed private equity investment refers to the transaction price of the listed company’s shares in the active market, and the unobservable input value was used as discount for lack of marketability to determine the value of the evaluation target.
| c. | March 31, 2021 Discount for lack of marketability 25.9% Categories of financial instruments March 31, 2021 December 31, 2020 March 31, 2020 Financial assets Fair value through profit or loss (FVTPL) $ 2,351,066 $ 1,966,118 $ 2,016,024 Financial assets at amortized cost (i) 4,873,561 5,179,818 3,808,346 Financial assets at fair value through other comprehensive income Equity instruments 214,771 192,528 154,221 Financial liabilities Measured at amortized cost (ii) 1,454,026 1,214,367 850,831 |
|---|---|
-
i) The balances include financial assets, which comprise cash and cash equivalents, trade receivables, other receivables, other financial assets and refundable deposits.
-
ii) The balances include financial liabilities measured at amortized cost, which comprise short-term loans, trade payables, long-term liabilities - current portion, long term loans and guarantee deposits.
-
d. Financial risk management objectives and policies
The Group’s major financial instruments include mutual funds, convertible bonds, equity investment, trade receivables, trade payables, borrowings and lease liabilities. The Group’s corporate treasury function provides services to the business, coordinates access to domestic and international financial markets, monitors and manages the financial risks relating to the operations of the Group through internal risk reports which analyze exposures by degree and magnitude of risks. These risks include market risk (including currency risk, interest rate risk and other price risk), credit risk and liquidity risk.
- 47 -
The corporate treasury function reports quarterly to the Group’ risk management committee.
1) Market risk
The Group's activities exposed it primarily to the financial risks of changes in foreign currency exchange rates (see (a) below) and interest rates (see (b) below). The Group entered into a variety of derivative financial instruments to manage its exposure to foreign currency risk and interest rate risk, including:
a) Foreign currency risk
A part of the Group’s cash flows is denominated in foreign currencies, and management’s use of derivative financial instruments is for hedging adverse changes in exchange rates, not for profit.
For exchange rate risk management, each foreign currency denominated item of net assets and liabilities is reviewed regularly. In addition, before obtaining foreign loans, the Group considers the cost of the hedging instrument and the hedging period.
For the carrying amounts of the Group's foreign currency denominated monetary assets and monetary liabilities (including those eliminated on consolidation) at the end of the reporting period, refer to Note 35.
Sensitivity analysis
The Group was mainly exposed to the USD and RMB.
The following table details the Company sensitivity to a US$1.00 and RMB1.00 increase and decrease in the New Taiwan dollar (the functional currency) against the relevant foreign currencies. The sensitivity analysis considers the currencies of USD and RMB in circulation, and adjusts the end-of-term conversion to exchange rate change of $1.00. The sensitivity analysis covers cash and cash equivalents, notes and accounts receivable, other receivables, accounts payable, other accounts payable, long-term and short-term loans, other financial assets, and deposit margins. A negative number below indicates a decrease in post-tax profit associated with the New Taiwan dollar strengthening $1.00 against USD and RMB. For a $1.00 weakening of the New Taiwan dollar against the relevant currency, there would be an equal and opposite impact on post-tax profit, and the balances below would be positive (negative).
Profit or loss |
USD Impact |
|---|---|
| For the Three Months Ended **March 31 ** |
|
| 2021 2020 $ (5,247) $ (4,693) |
Profit or loss |
RMB Impact |
|---|---|
| For the Three Months Ended **March 31 ** |
|
| 2021 2020 $ 927 $ 591 |
- 48 -
b) Interest rate risk
The Group was exposed to interest rate risk because entities in the Group borrowed funds at both fixed and floating interest rates. The risk is managed by the Group by maintaining an appropriate mix of fixed and floating rate borrowings, and using interest rate swap contracts and forward interest rate contracts. Hedging activities are evaluated regularly to align with interest rate views and defined risk appetites, ensuring the most cost-effective hedging strategies are applied.
The carrying amounts of the Group’s financial assets and financial liabilities with exposure to interest rates at the end of the reporting period are as follows:
| March 31, | March 31, | December 31, | March 31, | March 31, | |
|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | |||
| Fair value interest rate risk | |||||
| Financial assets | $ | 2,563,349 | $ 2,585,743 | $ | 2,230,510 |
| Financial liabilities | 481,371 | 518,255 | 490,933 | ||
| Cash flow interest rate risk | |||||
| Financial assets | 1,215,081 | 1,321,455 | 774,648 | ||
| Financial liabilities | 467,000 | 258,000 | - |
Sensitivity analysis
The sensitivity analysis below was determined based on the Group’s exposure to interest rates for both derivative and non-derivative instruments at the end of the reporting period. For floating rate liabilities, the analysis was prepared assuming the amount of each liability outstanding at the end of the reporting period was outstanding for the whole period. A 0.125% increase or decrease was used when reporting interest rate risk internally to key management personnel and represents management’s assessment of the reasonably possible change in interest rates.
Had interest rates increased/decreased by 0.125% and all other variables been held constant, the Group’s post-tax profit would have increased/decreased by $935 thousand, respectively, for the three months ended March 31, 2021 and increased/decreased by $968 thousand, respectively, for the three months ended March 31, 2020.
c) Other price risk
The Group was exposed to equity price risk through its investments in listed equity securities. Equity investments are held for strategic rather than trading purposes. The Group does not actively trade these investments.
The sensitivity analyses below were determined based on the exposure to equity price risks at the end of the reporting period.
Had the prices of financial assets at FVTPL been 1% higher/lower, post-tax profit for the three months ended March 31, 2021 and 2020 would have increased/decreased by $23,511 thousand and $20,160 thousand, respectively.
Had the prices of financial assets at FVTOCI been 1% higher/lower, post-tax profit for the three months ended March 31, 2021 and 2020 would have increased/decreased by $2,148 thousand and $1,542 thousand, respectively.
- 49 -
2) Credit risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Group. As at the end of the reporting period, the Group’s maximum exposure to credit risk which will cause a financial loss to the Group due to the failure to discharge an obligation by the counterparties and financial guarantees provided by the Group arising from the carrying amount of the respective recognized financial assets as stated in the balance sheets.
In order to minimize credit risk, the management of the Group has delegated a team responsible for determination of credit limits, credit approvals and other monitoring procedures to ensure that follow-up action is taken to recover overdue debts. In addition, the Group reviews the recoverable amount of each individual trade debt at the end of the reporting period to ensure that adequate impairment losses are made for irrecoverable amounts. In this regard, the directors of the Group consider that the Group’s credit risk was significantly reduced.
The credit risk on liquid funds and derivatives was limited because the counterparties are banks with high credit ratings assigned by international credit-rating agencies.
Trade receivables consist of a large number of customers, spread across diverse industries and geographical areas. Ongoing credit evaluation is performed on the financial condition of trade receivables and, where appropriate, credit guarantee insurance covers are purchased.
The Group’s concentration of credit risk of 66%, 65% and 59% in total trade receivables as of March 31, 2021, December 31, 2020 and March 31, 2020, respectively, was related to the five largest customers within the property construction business segment.
3) Liquidity risk
The Group manages liquidity risk by monitoring and maintaining a level of cash and cash equivalents deemed adequate to finance the Group’s operations and mitigate the effects of fluctuations in cash flows. In addition, management monitors the utilization of bank borrowings and ensures compliance with loan covenants.
The Group relies on bank borrowings as a significant source of liquidity. As of March 31, 2021, December 31, 2020 and March 31, 2020, the Group had available unutilized overdraft and financing facilities set out below.
a) Liquidity and interest rate risk tables
The following table details the Group's remaining contractual maturities for its non-derivative financial liabilities with agreed repayment periods. The tables had been drawn up based on the undiscounted cash flows of financial liabilities from the earliest date on which the Group can be required to pay. The tables include both interest and principal cash flows.
March 31, 2021
| On Demand or Less than 1 Month Non-derivative financial liabilities Non-interest bearing liabilities $ 362,037 Lease liabilities 1,507 Variable interest rate liabilities 171 Fixed interest rate liabilities 155,415 $ 519,130 |
1-3 Months $ 253,259 3,398 - - $ 256,657 |
More than 3 Months to 1 Year Over 1 Year to 5 Years $ 376 $ 35,173 13,621 50,898 87,000 380,000 97,055 5,466 $ 198,052 $ 471,537 |
5+ Years $ - 254,189 - 143,787 |
|---|---|---|---|
| $ 397,976 |
- 50 -
Additional information about the maturity analysis for lease liabilities
| Less than 1 Year 1-5 Years 5-10 Years Lease liabilities $ 18,526 $ 50,898 $ 49,046 December 31, 2020 On Demand or Less than 1 Month 1-3 Months Non-derivative financial liabilities Non-interest bearing $ 337,374 $ 196,200 Lease liabilities 1,506 3,413 Variable interest rate liabilities 96 - Fixed interest rate liabilities 189,117 - $ 528,093 $ 199,613 |
5-10 Years $ 49,046 |
10-15 Years 15-20 Years $ 49,046 $ 41,138 More than 3 Months to 1 Year Over 1 Year to 5 Years $ 308 $ 36,114 13,651 53,085 25,000 205,000 125,102 5,041 $ 164,061 $ 299,240 |
$ |
20+ Years $ 114,959 5+ Years - 256,641 - 140,367 |
|---|---|---|---|---|
| $ | 397,008 |
Additional information about the maturity analysis for lease liabilities
| Lease liabilities |
Less than 1 Year $ 18,570 |
1-5 Years $ 53,085 |
5-10 Years 10-15 Years $ 49,046 $ 49,046 |
15-20 Years $ 41,689 |
20+ Years $ 116,860 |
|---|---|---|---|---|---|
March 31, 2020
| On Demand or Less than 1 Month Non-derivative financial liabilities Non-interest bearing liabilities $ 274,367 Lease liabilities 1,414 Fixed interest rate liabilities 103,115 $ 378,896 |
1-3 Months $ 154,650 3,107 - $ 157,757 |
More than 3 Months to 1 Year Over 1 Year to 5 Years $ 616 $ 35,327 12,778 57,002 148,589 4,842 $ 161,983 $ 97,171 |
5+ Years $ - 263,997 145,037 |
|---|---|---|---|
| $ 409,034 |
Additional information about the maturity analysis for lease liabilities
| Lease liabilities |
Less than 1 Year $ 17,299 |
1-5 Years $ 57,002 |
5-10 Years 10-15 Years $ 49,046 $ 49,046 |
15-20 Years $ 43,344 |
20+ Years $ 122,561 |
|---|---|---|---|---|---|
b) Financing facilities
| Unsecured bank overdraft facilities Amount used Amount unused |
March 31, 2021 December 31, 2020 $ 726,450 $ 588,140 4,176,304 4,361,912 $ 4,902,754 $ 4,950,052 |
March 31, 2020 $ 251,656 4,450,667 $ 4,702,323 |
|---|---|---|
- 51 -
33. TRANSACTIONS WITH RELATED PARTIES
Balances and transactions between the Company and its subsidiaries had been eliminated on consolidation and are not disclosed in this note. Details of transactions between the Group and other related parties are disclosed below.
- a. Name and relationship of related parties
Name Relationship with the Group
| Global View Co., Ltd. | Associate |
|---|---|
| Beijing Golden Global View Co., Ltd. | Associate (Note) |
| iCatch Technology Co., Ltd. | Associate |
Note: It is an associate of the Company; subsidiary of Global View Co., Ltd.
- b. Sales of goods
| For | the Three Months Ended | the Three Months Ended | the Three Months Ended | ||||
|---|---|---|---|---|---|---|---|
| **March 31 ** | |||||||
| Line Item | Related Party Category | 2021 | 2020 | ||||
| Sales | Associates | $ 17,709 | $ | 12,009 | |||
| Sales price to related parties is | based on cost and market price. The | sales terms to related | parties are | ||||
| similar to those with | external customers. | ||||||
| Receivables from related parties | (excluding loans to related parties) | ||||||
| March 31, | December 31, | March 31, | |||||
| Line Item | Related Party Category | 2021 | 2020 | 2020 | |||
| Trade receivables | Associates | $ |
10,248 |
$ | 9,740 |
$ | 11,514 |
| Other trade |
Associates | $ |
223 |
$ | 243 |
$ | 254 |
| receivables |
Sales price to related parties is based on cost and market price. The sales terms to related parties are similar to those with external customers.
- c. Receivables from related parties (excluding loans to related parties)
There were no guarantees on outstanding receivables from related parties. For the three months ended March 31, 2021 and 2020, no impairment loss was recognized for trade receivables from related parties.
- d. Prepayments (excluding loans to related parties)
| March 31, | March 31, | December 31, | December 31, | March 31, | March 31, | ||
|---|---|---|---|---|---|---|---|
| Line Item | Related Party Category | 2021 | 2020 | 2020 | |||
| Other current | Associates |
$ | 25 |
$ | 108 |
$ | - |
| assets |
- 52 -
e. Other transactions with related parties
| Account Item Related Party Type Operating expenses Associates Non-operating revenue Associates |
For the Three Months Ended **March 31 ** |
For the Three Months Ended **March 31 ** |
For the Three Months Ended **March 31 ** |
|---|---|---|---|
| 2021 $ 125 $ 2,661 |
2020 $ - $ 2,439 |
Administrative support services price were negotiated between the Company and the related parties, and were thus not comparable with those in the market. There are no other available transactions to be compared with.
The pricing and payment terms of the lease contracts between the Company and the related parties are similar to those with external customers.
- f. Compensation of key management personnel
Short-term employee benefits Post-employment benefits |
For the Three Months Ended **March 31 ** |
For the Three Months Ended **March 31 ** |
For the Three Months Ended **March 31 ** |
|---|---|---|---|
| 2021 $ 28,685 302 $ 28,987 |
2020 $ 15,985 298 $ 16,283 |
The remuneration of directors and other key management personnel was determined by the compensation committee in accordance with individual performance and the market trend.
34. PLEDGED OR MORTGAGED ASSETS
The following assets of the company have been pledged or mortgaged as endorsement guarantees, loans, purchase quotas, leased land and collateral for customs clearance:
| Buildings, net Pledged time deposits (classified as other financial assets, including current and non-current) |
March 31, 2021 December 31, 2020 $ 571,482 $ 576,333 152,202 149,729 $ 723,684 $ 726,062 |
March 31, 2020 $ 590,884 131,813 $ 722,697 |
|---|---|---|
- 53 -
35. SIGNIFICANT ASSETS AND LIABILITIES DENOMINATED IN FOREIGN CURRENCIES
The Group’s significant financial assets and liabilities denominated in foreign currencies aggregated by the foreign currencies other than functional currencies of the entities in the Group and the related exchange rates between foreign currencies and respective functional currencies were as follows:
March 31, 2021
| Foreign | |||||
|---|---|---|---|---|---|
| Currency | Exchange | Carrying | |||
| (In Thousands) | Rate | Amount | |||
| Financial assets | |||||
| Monetary items | |||||
| USD | $ | 31,918 |
28.5350 |
$ | 910,780 |
| CNY | 2,251 | 4.3440 | 9,778 | ||
| JPY | 371 | 0.2577 | 96 | ||
| HKD | 152 | 3.6700 | 558 | ||
| GBP | 3 | 39.2300 | 118 | ||
| EUR | 1 | 33.4800 | 33 | ||
| Non-monetary items | |||||
| CHF | 520 | 30.2750 | 15,731 | ||
| Financial liabilities | |||||
| Monetary items | |||||
| USD | 26,671 | 28.5350 | 761,057 | ||
| CNY | 3,178 | 4.3440 | 13,805 | ||
| JPY | 842 | 0.2577 | 217 | ||
| EUR | 159 | 33.4800 | 5,323 | ||
| December 31, 2020 | |||||
| Foreign | |||||
| Currency | Exchange | Carrying | |||
| (In Thousands) | Rate | Amount | |||
| Financial assets | |||||
| Monetary items | |||||
| USD | $ | 40,747 |
28.4800 | $ | 1,160,475 |
| CNY | 1,519 | 4.3770 |
6,649 | ||
| JPY | 371 | 0.2763 |
103 | ||
| HKD | 152 | 3.6730 |
558 | ||
| GBP | 3 | 38.9000 |
117 | ||
| EUR | 1 | 35.0200 |
35 | ||
| Nonmonetary items | |||||
| CHF | 560 | 32.305 |
18,089 | ||
| Financial liabilities | |||||
| Monetary items | |||||
| USD | 27,028 | 28.4800 | 769,757 | ||
| CNY | 5,839 | 4.3770 |
26,083 |
- 54 -
March 31, 2020
| Foreign | |||||
|---|---|---|---|---|---|
| Currency | Exchange | Carrying | |||
| (In Thousands) | Rate | Amount | |||
| Financial assets | |||||
| Monetary items | |||||
| USD | $ | 28,142 |
30.225 |
$ | 850,592 |
| CNY | 950 | 4.255 | 4,042 | ||
| JPY | 371 | 0.279 | 104 | ||
| HKD | 118 | 3.898 | 460 | ||
| GBP | 3 | 37.250 | 112 | ||
| EUR | 1 | 33.240 | 33 | ||
| Nonmonetary items | |||||
| USD | 28 | 30.620 | 848 | ||
| CHF | 734 | 30.925 | 22,705 | ||
| Financial liabilities | |||||
| Monetary items | |||||
| USD | 23,449 | 30.225 | 708,746 | ||
| CNY | 1,541 | 4.255 | 6,557 | ||
| JPY | 1,196 | 0.279 | 334 |
The foreign currency exchange losses (realized and unrealized) amounted to $6,348 thousand and $5,261 thousand for the three months ended March 31, 2021 and 2020, respectively. Due to the diversity of the Group’s assets and liabilities denominated in foreign currencies, it is impractical to disclose foreign currency exchange gains and losses by each significant foreign currency other than those with significant influence.
36. ADDITIONAL DISCLOSURES
-
a. Information about significant transactions and investees and b. Information on investees:
-
1) Financings provided: Table 1 (attached)
-
2) Endorsements/guarantees provided: Table 2 (attached)
-
3) Marketable securities held: Table 3 (attached)
-
4) Marketable securities acquired or disposed of at costs or prices of at least NT$300 million or 20% of the paid-in capital: No.
-
5) Acquisition of individual real estate at costs of at least NT$300 million or 20% of the paid-in capital: No.
-
6) Disposal of individual real estate at prices of at least NT$300 million or 20% of the paid-in capital: No.
-
7) Total purchases from or sales to related parties amounting to at least NT$100 million or 20% of the paid-in capital: No.
-
55 -
-
8) Receivables from related parties amounting to at least NT$100 million or 20% of the paid-in capital: No.
-
9) Trading in derivative instruments: No.
-
10) Intercompany relationships and significant intercompany transactions: Table 4 (attached)
-
11) Information on investees: Table 5 (attached)
-
c. Information on investments in mainland China
-
1) Information on any investee company in mainland China, showing the name, principal business activities, paid-in capital, method of investment, inward and outward remittance of funds, ownership percentage, net income of investees, investment income or loss, carrying amount of the investment at the end of the period, repatriations of investment income, and limit on the amount of investment in the mainland China area: (Table 6)
-
2) Any of the following significant transactions with investee companies in mainland China, either directly or indirectly through a third party, and their prices, payment terms, and unrealized gains or losses: (Table 7)
-
a) The amount and percentage of purchases and the balance and percentage of the related payables at the end of the period.
-
b) The amount and percentage of sales and the balance and percentage of the related receivables at the end of the period.
-
c) The amount of property transactions and the amount of the resultant gains or losses.
-
d) The balance of negotiable instrument endorsements or guarantees or pledges of collateral at the end of the period and the purposes.
-
e) The highest balance, the end of period balance, the interest rate range, and total current period interest with respect to financing of funds.
-
f) Other transactions that have a material effect on the profit or loss for the period or on the financial position, such as the rendering or receipt of services.
-
-
d. Information of major shareholders
:List all shareholders with ownership of 5% or greater showing the name of the shareholder, the number of shares owned, and percentage of ownership of each shareholder (Table 8)
Except for the information disclosed in Tables 1 to 8, there is no further information about other significant transactions.
37. SEGMENT INFORMATION
Information reported to the chief operating decision maker for the purpose of resource allocation and assessment of segment performance focuses on types of goods provided. Since all products have similar economic characteristics and product selling is centralized, the Group reports information as one segment. Thus, the information of the operating segment is the same as that presented in the accompanying financial statements. That is, the revenue by sub-segment and operating results for the three months ended March 31, 2021 and 2020 are shown in the accompanying consolidated statements of comprehensive income, and the assets by segment as of March 31, 2021 and 2020 are shown in the accompanying consolidated balance sheets.
- 56 -
TABLE 1
SUNPLUS TECHNOLOGY COMPANY LIMITED AND SUBSIDIARIES
FINANCINGS PROVIDED FOR THE THREE MONTHS ENDED MARCH 31, 2021 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| No. | Lender | Borrower | Financial Statement Account |
Related Parties |
Highest Balance for the Period |
Ending Balance |
Actual Borrowing Amount |
Interest Rate | Nature of Financing |
Business Transaction Amounts |
Reasons for Short-term Financing |
Allowance for Bad Debt |
**Collateral ** | **Collateral ** | Financing Limit for Each **Borrower ** |
Aggregate Financing Limit |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Item | Value | |||||||||||||||
| 2 3 4 5 6 |
Sunplus Technology (Shanghai) Co., Ltd. Russell Holdings Ltd. Sunplus Venture Capital Co., Ltd. Sunplus Prof-tek Technology (Shenzhen) Lin Shih Investments co., Ltd. |
Sunplus APP Technology Sun Media Technology Co., Ltd. Sun Media Technology Co., Ltd. Sunplus APP Technology Sun Media Technology Co., Ltd. |
Receivables from related parties Receivables from related parties Receivables from related parties Receivables from related parties Receivables from related parties |
Yes Yes Yes Yes Yes |
$ 12,275 242,548 158,064 37,045 102,726 |
$ 12,163 242,548 124,127 36,707 102,726 |
$ 12,163 242,548 124,127 36,707 102,726 |
1.80% - 0.58% 1.80% 0.58% |
Note 1 Note 1 Note 1 Note 1 Note 1 |
$ - - - - - |
Note 2 Note 3 Note 4 Note 5 Note 6 |
$ 12,163 - - 36,707 - |
- - - - - |
$ - - - - - |
$ 48,138 (Note 7) 442,278 (Note 8) 348,080 (Note 9) 72,944 (Note 10) 334,800 (Note 11) |
$ 48,138 (Note 7) 442,278 (Note 8) 348,080 (Note 9) 72,944 (Note 10) 334,800 (Note 11) |
-
Note 1: Short-term financing.
-
Note 2: Sunplus Technology (Shanghai) Co., Ltd. provided funds for the operating needs of Sunplus APP Technology.
-
Note 3: Russell Holdings Ltd. provided funds for the operating needs of Sun Media Technology Co., Ltd.
-
Note 4: Sunplus Venture Capital provided funds for the operating needs of Sun Media Technology Co., Ltd.
-
Note 5: Sunplus Prof-tek Technology (Shenzhen) provided funds for the operating needs of Sunplus APP Technology.
-
Note 6: Lin Shin Investments Co., Ltd. provided funds for the operating needs of Sun Media Technology Co., Ltd.
-
Note 7: The total amount of all guarantees issued and the individual amount of each guarantee should not exceed 10% Sunplus Technology (Shanghai) Co., Ltd.’s net equity as of its latest financial statement.
-
Note 8: Russell Holdings Ltd. and the loans are all foreign companies whose parent company directly and indirectly holds 100% of the voting shares. When the short-term financing funds need to be engaged in capital lending, the capital loan and the individual amount and total amount should not exceed the capital loan. The enterprise's net worth should not exceed to 80%, and its period should not exceed more than 2 years.
-
Note 9: The total amount of all guarantees issued and the individual amount of each guarantee should not exceed 40% of Sunplus Venture Capital Co., Ltd.’s net equity as of its latest financial statements.
-
Note 10: The total amount of all guarantees issued and the individual amount of each guarantee should not exceed 10% of net equity of Sunplus Prof-tek Technology (Shenzhen) as of its latest financial statement.
-
Note 11: The total amount of all guarantees issued and the individual amount of each guarantee should not exceed 40% of Lin Shih Investments Co., Ltd.’s net equity as of its latest financial statements.
-
57 -
TABLE 2
SUNPLUS TECHNOLOGY COMPANY LIMITED AND SUBSIDIARIES
ENDORSEMENTS/GUARANTEES PROVIDED FOR THE THREE MONTHS ENDED MARCH 31, 2021 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| No. | Endorser/ Guarantor |
Endorsee/Guarantee | Endorsee/Guarantee | Limits on Endorsement/ Guarantee Given on Behalf of Each Party |
Maximum Balance for the Period |
Ending Balance |
Actual Borrowing Amount |
Value of Collateral Property, Plant, or Equipment |
Percentage of Accumulated Amount of Collateral to Net Equity as of the Latest Financial Statements |
Maximum Collateral/Gua rantee Amounts Allowable |
Provided by the Company |
Guarantee Provided by the Subsidiary |
Guarantee Provided to a Subsidiary Located in Mainland China |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name | Nature of Relationship |
||||||||||||
| 1 (Note 1) |
RUSSELL HOLDINGS LTD. |
Sun Media Technology Co., Ltd. | 3 (Note 2) | $ 331,708 (Note 3) |
$ 114,140 | $ 114,140 | $ 114,140 | $ 114,140 | 20.65 | $ 331,078 (Note 3) |
No | No | Yes |
Note 1: Investee.
Note 2: The Company and its subsidiaries jointly hold more than 50% of the ordinary shares of the endorsee.
-
Note 3: Russell Holdings Ltd. and the endorsement guaranty object are the parent company which holds 100% voting rights directly or indirectly. For each transaction entity, the guarantee amount should not exceed 60% of the endorsement/guarantee provider’s net equity.
-
58 -
TABLE 3
SUNPLUS TECHNOLOGY COMPANY LIMITED AND SUBSIDIARIES
MARKETABLE SECURITIES HELD MARCH 31, 2021
(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| Holding Company Name | Type and Name of Marketable Security | Relationship with the Holding Company |
Financial Statement Account | March 31, 2021 | March 31, 2021 | Note | ||
|---|---|---|---|---|---|---|---|---|
| Shares or Units (In Thousands) |
Carrying Amount |
Percentage of Ownership (%) |
Market Value or Net Asset Value |
|||||
| Sunplus Technology Company Limited (the “Company”) Lin Shih Investment Co., Ltd. |
Taishin 1699 Money Market Fund Taishin ESG Emerging Markets Bond Fund Yuanta USD Money Market Fund Yuanta Emerging Asia USD Bond Fund PineBridge Global ESG Quantitative Bond Fund PineBridge Multi-Income Fund Evergreen Steel Co., Ltd. Triknight Capital Corporation Marvest Series 1 Fund Yuanta Emerging Indonesia and India 4 years Bond Fund Taiwan Mask Corp. UPI Semiconductor Corp. MACRONIX INTERNATIONAL CO., LTD. AES Holding Co., Ltd. A-Spine Asia Co., Ltd. Enterex International Limited - Convertible Bonds Yong Feng Yu Inc. Minton Optic Industry Co., Ltd. Genius Vision Digital Co., Ltd. Sanjet Technology Corporation Ortery Technologies, Inc. Lead Sun Corporation Chain Sea Information Integration Co., Ltd. AIII CO., Ltd. GEMFOR Leading Financial Solution Provider Fund |
- - - - - - - - - - ~~-~~ - - - - - - - - - - - - - - |
Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current |
735 2,000 99 139 2,894 95 1,500 29,825 2 1,500 101 250 180 15 197 30 642 4,272 300 8 103 1,000 48 26 13 |
$ 10,035 19,635 30,020 43,831 29,202 30,977 90,780 311,021 - 14,664 7,221 57,353 7,983 9,450 9,882 975 39,637 - - - - 27,722 474 431 216 |
- - - - - - - 5 - - - - - - - - - 7 4 - 1 12 1 - - |
$ 10,035 19,635 30,020 43,831 29,202 30,977 90,780 311,021 - 14,664 7,221 57,353 7,983 9,450 9,882 975 39,637 - - - - 27,722 474 431 216 |
Note 3 Note 3 Note 3 Note 3 Note 3 Note 3 Note 4 Note 1 Note 1 Note 3 Note 2 Note 4 Note 2 Note 2 Note 1 Note 2 Note 4 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 |
(Continued)
- 59 -
| Holding Company Name | Type and Name of Marketable Security | Relationship with the Holding Company |
Financial Statement Account | March 31, 2021 | March 31, 2021 | Note | ||
|---|---|---|---|---|---|---|---|---|
| Shares or Units (In Thousands) |
Carrying Amount |
Percentage of Ownership (%) |
Market Value or Net Asset Value |
|||||
| Lin Shih Investment Co., Ltd. Russell Holdings Limited Sunplus Venture Capital Co., Ltd. |
Ability Enterprise Co., Ltd. Sunplus Technology Co., Ltd. Prine Rich International Co., Ltd. Synerchip Inc. OZ Optics Limited Ortega InfoSystem, Inc. Innobrige International Inc. Ether Precision Inc. Asia Tech Taiwan Venture, L.P. Asia B2B on Line Inc. AMED Ventures I, L.P. Intudo Ventures II, L.P. GeneOne Diagnostics Corporation Eys3d Microelectronics, Inc. Charles Schwab - Money Fund Taiwan Mask Corp. eWave System, Inc. VenGlobal International Fund Book4u Company Limited Sanjet Technology Corp. Simple Act Inc. Minton Optic Industry Co., Ltd. Genius Vision Digital Co., Ltd. Ortery Technologies, Inc. CYBERON Corporation |
- Parent Company - - - - - - - - - - - - - - - - - - - - - - - |
Financial assets at FVTOCI - non-current Financial assets at FVTOCI - non-current Financial assets at FVTOCI - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTOCI - non-current Financial assets at FVTOCI - non-current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL- non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current |
5,434 3,560 33 6,452 1,000 2,557 4,000 1,250 - 1,000 - - 1,710 1,190 - 108 1,833 1 9 49 1,900 5,000 375 68 786 |
$ 85,853 106,800 3,290 - - - - - - - 14,114 58,205 15,409 14,268 1,938 7,722 - - - - - - - - 28,250 |
2 1 - 12 8 - 15 1 5 3 2 6 13 2 - - 22 - - - 10 8 5 1 8 |
$ 85,853 106,800 3,290 - - - - - - - 14,114 58,205 15,409 14,268 1,938 7,722 - - - - - - - - 28,250 |
Note 2 Note 2 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 2 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 |
(Continued)
- 60 -
| Holding Company Name | Type and Name of Marketable Security | Relationship with the Holding Company |
Financial Statement Account | March 31, 2021 | March 31, 2021 | Note | ||
|---|---|---|---|---|---|---|---|---|
| Shares or Units (In Thousands) |
Carrying Amount |
Percentage of Ownership (%) |
Market Value or Net Asset Value |
|||||
| Sunplus Venture Capital Co., Ltd. Wei-Young Investment Inc. Sunplus Technology (Shanghai) Co., Ltd. Generalplus Technology Inc. Sunplus Innovation Technology Inc. |
Grand Fortune Venture Capital Co., Ltd. Huijia Health Life Technology San Neng Group Holding Co., Ltd. Raynergy Tek Inc. Fuyou Venture Capital Limited Partnership CDIB Capital Growth Partners L.P. TIEF Fund LP Intudo Ventures I, L.P. Promise Technology Inc. Feature Integration Technology Inc. Qun-Kin Venture Capital Protect Life International Biomedical Inc. Yang Ming Marine Transport Corp. Grand Pacific Petrochemical Corp. LITE-ON Technology Corp. GF Live Treasury Currency B GF Every Day The Red Haired Type Money Market Fund B GF Currency Fund B Chongqing CYIT Communication Technology Co., Ltd. Ready Sun Investment Group Fund Xiamen Xm-plus Technology Ltd. Franklin Templeton Sinoam Money Market Fund Mega Diamond Money Market Fund Yuanta De-Bao Money Market Fund Yuanta Wan Tai Money Market Fund Fuh Hwa You Li Money Market Fund Taishin Ta-Chong Money Market Fund Taishin 1699 Money Market Fund |
- - - - - - - - - - - - - - - - - - - - - - - - - - - |
Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTOCI - non-current Financial assets at FVTOCI - non-current Financial assets at FVTOCI - non-current Financial assets at FVTOCI - non-current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current |
5,000 1,000 900 5,210 - - - - 962 1,247 3,000 1,364 800 800 400 9,400 5,300 9,600 - - - 8,725 810 6,610 3,933 6,658 2,792 5,877 |
$ 55,752 17,590 41,850 75,962 34,646 68,174 40,584 42,691 7,663 47,923 22,114 2,520 30,160 22,000 25,120 41,105 23,170 41,956 - 41,216 56,544 91,055 10,254 80,080 60,025 90,440 40,004 80,248 |
7 5 1 15 10 2 7 8 - 4 6 4 - - - - - - 3 16 3 - - - - - - - |
$ 55,752 17,590 41,850 75,962 34,646 68,174 40,584 42,691 7,663 47,923 22,114 2,520 30,160 22,000 25,120 41,105 23,170 41,956 - 41,216 56,544 91,055 10,254 80,080 60,025 90,440 40,004 80,248 |
Note 1 Note 1 Note 2 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 4 Note 1 Note 1 Note 2 Note 2 Note 2 Note 3 Note 3 Note 3 Note 1 Note 1 Note 1 Note 3 Note 3 Note 3 Note 3 Note 3 Note 3 Note 3 |
(Continued)
- 61 -
| Holding Company Name | Type and Name of Marketable Security | Relationship with the Holding Company |
Financial Statement Account | March 31, 2021 | March 31, 2021 | Note | ||
|---|---|---|---|---|---|---|---|---|
| Shares or Units (In Thousands) |
Carrying Amount |
Percentage of Ownership (%) |
Market Value or Net Asset Value |
|||||
| Sunplus Innovation Technology Inc. Sunext Technology Co., Ltd. Jslilicon Technology Co., Ltd. (Ru Dong) Magic Sky Limited Giant Rock Inc. |
Advanced Silicon SA Advanced NuMicro System, Inc. PointGrab Ltd. Evergreen Steel Co., Ltd. TSMC Co., Ltd UMC Co., Ltd Fuh Hwa Taiwan Good Income Fund Franklin Utilities Fund Class A BlackRock Global Funds - World Mining Fund A2 GF Live Treasury Currency A GF Every Day The Red Haired Type Money Market Fund B GF Purse Money Market Fund A GTA Co., Ltd. Xiamen Xm-plus Technology Ltd. |
- - - - - - - - - - - - - - |
Financial assets at FVTOCI - non-current Financial assets at FVTOCI - non-current Financial assets at FVTOCI - non-current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current |
1,000 2,000 182 1,000 40 700 1,000 18 6 580 580 530 1,413 - |
$ 15,731 - - 60,520 23,480 35,140 11,120 10,531 10,473 2,542 2,543 2,323 - 230,030 |
10 8 1 - - - - - - - - - - 13 |
$ 15,731 - - 60,520 23,480 35,140 11,120 10,531 10,473 2,542 2,543 2,323 - 230,030 |
Note 1 Note 1 Note 1 Note 4 Note 2 Note 2 Note 3 Note 3 Note 3 Note 3 Note 3 Note 3 Note 1 Note 1 |
Note 1: The market value was based on the carrying amount as of March 31 2021. Note 2: The market value was based on the closing price as of March 31, 2021. Note 3: The market value was based on the net asset value of the fund as of March 31, 2021.
Note 4: The market value was based on the average quoted price as of March 31, 2021.
(Concluded)
- 62 -
TABLE 4
SUNPLUS TECHNOLOGY COMPANY LIMITED AND SUBSIDIARIES
INTERCOMPANY RELATIONSHIPS AND SIGNIFICANT INTERCOMPANY TRANSACTIONS FOR THE THREE MONTHS ENDED MARCH 31, 2021 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| Company Name | Counterparty | Flow of Transactions (Note 5) |
Intercompany Transactions | Intercompany Transactions | Intercompany Transactions | |
|---|---|---|---|---|---|---|
| Financial Statement Account Item | Amount | Terms | Percentage of Consolidated Total Gross Sales or Total Assets |
|||
| Sunplus Technology Co., Ltd. (the “Company”) |
Generalplus Technology Inc. | 1 | Sales Notes and accounts receivable Non-operatingincome |
$ 1,629 1,188 33 |
Note 1 Note 1 Note 3 |
0.10% 0.01% - |
| Sunext Technology Co., Ltd. | 1 | Sales Non-operating income Other receivable |
18 541 268 |
Note 1 Note 2 Note 3 |
- 0.03% - |
|
| Sunplus Innovation Technology Inc. | 1 | Sales Non-operating income Notes and accounts receivable Other receivables |
90 1,088 63 217 |
Note 1 Note 2 Note 1 Note 3 |
0.01% 0.06% - - |
|
| Jumplux Technology Co., Ltd. | 1 | Sales Non-operating income Notes and accounts receivable Other receivables |
1,031 4,008 175 1,051 |
Note 1 Notes 2 and 4 Note 1 Note 3 |
0.06% 0.24% - 0.01% |
|
| GenkiTek Co. | 1 | Other receivables Non-operatingincome |
96 287 |
Note 3 Note2 |
- 0.02% |
|
| Chongqing CQPlus1 Technology Co., Ltd. | 1 | Cost of goods sold Other accrued expenses |
6,152 1,616 |
Note 2 Note 1 |
0.36% 0.01% |
|
| Sunplus Innovation Technology Inc. | Sun Media Technology Co., Ltd. | 2 | Other accrued expenses Marketing expenses |
1,261 1,264 |
Note 3 Note2 |
0.01% 0.07% |
| Lingyao Technology | 2 | Marketing expenses Other accrued expenses |
3,845 3,843 |
Note 2 Note 3 |
0.23% 0.03% |
|
| Generalplus Technology Inc. | Generalplus Technology (H.K.) Inc. | 2 | Marketing expenses Otheraccrued expenses |
2,510 2,531 |
Note 2 Note 3 |
0.15% 0.02% |
| Generalplus Technology (Shenzhen) Inc. | 2 | Sales Research and development expenses Notes and accounts receivable Other accrued expenses |
747 17,307 756 17,454 |
Note 2 Note 2 Note 3 Note 3 |
0.04% 1.02% 0.01% 0.13% |
|
| Sunplus Innovation Technology Inc. | 2 | Sales Notes and accountsreceivable |
858 911 |
Note 1 Note 3 |
0.05% 0.01% |
|
| Sunplus Technology (Shanghai) Co., Ltd. | SunMedia Technology Co., Ltd. | 2 | Other accrued expenses Research and development expenses |
76 77 |
Note 3 Note 2 |
0.01% 0.03% |
| Lin Shih Investment Co., Ltd. | Sun Media Technology Co., Ltd. | 2 | Other receivables Interest revenue |
102,784 158 |
Note 3 Note 2 |
0.79% 0.01% |
| Sunplus Venture Capital Co., Ltd. | Sun Media Technology Co., Ltd. | 2 | Other receivables Interestrevenue |
124,968 236 |
Note 3 Note2 |
0.96% 0.01% |
| Russell Holdings Limited | Sun Media Technology Co., Ltd. | 2 | Other receivables | 242,548 | Note 3 | 1.86% |
(Continued)
- 63 -
| Company Name | Counterparty | Flow of Transactions (Note 5) |
Intercompany Transactions | Intercompany Transactions | Intercompany Transactions | |
|---|---|---|---|---|---|---|
| Financial Statement Account Item | Amount | Terms | Percentage of Consolidated Total Gross Sales or Total Assets |
|||
| Sunplus App Technology | Sunplus Technology (Beijing) | 2 | Management expenses Refundable deposits Other current assets Other accrued expenses |
$ 96 33 49 41 |
Note 2 Note 2 Note 2 Note 2 |
0.01% - - - |
| SunplusProf-tek(Shenzhen) Co.,Ltd. | LingyaoTechnology | 2 | Non-operatingincome | 1,411 | Note2 | 0.08% |
| Sun Media Technology Co., Ltd. | Sunplus Technology (Beijing) | 2 | Research and development Accounts payable |
517 514 |
Note 2 Note 3 |
0.03% - |
Note 1: The transactions were based on normal commercial prices and terms.
Note 2: The prices were based on negotiations; the payment period and related terms were not comparable to market terms.
Note 3: The transaction payment terms were similar to normal commercial terms.
Note 4: Lease transaction terms were based on negotiations, and were thus not comparable to market terms. The transactions between the Company and counterparty were made under normal terms.
Note 5: 1 - From parent company to subsidiary. 2 - Between subsidiaries.
(Concluded)
- 64 -
TABLE 5
SUNPLUS TECHNOLOGY COMPANY LIMITED AND SUBSIDIARIES
NAMES, LOCATIONS, AND RELATED INFORMATION OF INVESTEES OVER WHICH THE COMPANY EXERCISES SIGNIFICANT INFLUENCE MARCH 31, 2021
(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| Investor | Investee | Location | Main Businesses and Products | Investment Amount | Investment Amount | Balance as of March 31, 2021 | Balance as of March 31, 2021 | Balance as of March 31, 2021 | Net Income (Loss) of the Investee |
Investment Gain (Loss) |
Note |
|---|---|---|---|---|---|---|---|---|---|---|---|
| March 31, 2021 |
December 31, 2020 |
Shares (In Thousands) |
Percentage of Ownership (%) |
Carrying Amount |
|||||||
| Sunplus Technology Company Limited Lin Shih Investment Co., Ltd. Sunplus Venture Capital Co., Ltd. Russell Holdings Limited Ventureplus Group Inc. Ventureplus Mauritius Inc. Generalplus Technology Inc. Generalplus International (Samoa) Inc. Generalplus (Mauritius) Inc. |
Ventureplus Group Inc. Award Glory Ltd. Global View Co., Ltd. Lin Shih Investment Co., Ltd. Generalplus Technology Inc. Sunplus Venture Capital Co., Ltd. Sunplus Innovation Technology Inc. Russell Holdings Limited iCatch Technology, Inc. Sunext Technology Co., Ltd. Sunplus mMedia Inc. Sunplus Management Consulting Inc. Sunplus Technology (H.K.) Co., Ltd. Magic Sky Limited Sunplus mMobile Inc. Wei-Young Investment Inc. Jumplux Technology Co., Ltd. AkiraNET Co., Ltd. Generalplus Technology Inc. Sunplus Innovation Technology Inc. iCatch Technology, Inc. Sunplus mMedia Inc. Yizhiliang Accelerator Co., Ltd. Jumplux Technology Co., Ltd. Sunplus Innovation Technology Inc. iCatch Technology, Inc. Sunplus mMedia Inc. GenKi Tek Co. Yizhiliang Accelerator Co., Ltd. Autosys Co., Ltd. Ventureplus Mauritius Inc. Ventureplus Cayman Inc. Generalplus International (Samoa) Inc. Generalplus (Mauritius) Inc. Generalplus Technology (Hong Kong) Co., Ltd. |
Belize Belize Hsinchu, Taiwan Hsinchu, Taiwan Hsinchu, Taiwan Hsinchu, Taiwan Hsinchu, Taiwan Cayman Islands, British West Indies Hsinchu, Taiwan Hsinchu, Taiwan Hsinchu, Taiwan Hsinchu, Taiwan Kowloon Bay, Hong Kong Samoa Hsinchu, Taiwan Hsinchu, Taiwan Hsinchu, Taiwan Taipei, Taiwan Hsinchu, Taiwan Hsinchu, Taiwan Hsinchu, Taiwan Hsinchu, Taiwan Hsinchu, Taiwan Hsinchu, Taiwan Hsinchu, Taiwan Hsinchu, Taiwan Hsinchu, Taiwan Taipei, Taiwan Hsinchu, Taiwan Cayman Islands, British West Indies Mauritius Cayman Islands, British West Indies Samoa Mauritius Hong Kong |
Investment Investment Consumer electronics, components and rental of buildings Investment Design of ICs Investment Design of ICs Investment Design of ICs Design of ICs Design of ICs Management International trade Investment Design of ICs Investment Design of ICs Information software service Design of ICs Design of ICs Design of ICs Design of ICs Investment management consultant Design of ICs Design of ICs Design of ICs Design of ICs Software development Investment management consultant Investment Investment Investment Investment Investment Sales |
$ 2,293,491 ( US$ 74,605 RMB 37,900 ) 222,245 ( US$ 5,642 RMB 14,100 ) 315,658 699,988 281,001 829,982 382,894 716,514 ( US$ 25,110 ) 207,345 983,237 407,565 5,000 40,645 ( HK$ 11,075 ) 292,198 ( US$ 10,240 ) 2,596,792 70,157 132,000 174,000 86,256 15,701 9,645 19,408 1,250 101,000 57,388 33,439 44,878 20,000 1,250 71,338 ( US$ 2,500 ) 2,293,491 ( US$ 74,605 RMB 37,900 ) 2,293,491 ( US$ 74,605 RMB 37,900 ) 544,733 ( US$ 19,090 ) 544,733 ( US$ 19,090 ) 11,129 ( US$ 390 ) |
$ 2,293,491 ( US$ 74,605 RMB 37,900 ) 222,245 ( US$ 5,642 RMB 14,100 ) 315,658 699,988 281,001 829,982 382,894 716,514 ( US$ 25,110 ) 207,345 983,237 407,565 5,000 40,645 ( HK$ 11,075 ) 292,198 ( US$ 10,240 ) 2,596,792 70,157 132,000 - 86,256 15,701 9,645 19,408 1,250 101,000 57,388 33,439 44,878 20,000 1,250 71,338 ( US$ 2,500 ) 2,293,491 ( US$ 74,605 RMB 37,900 ) 2,293,491 ( US$ 74,605 RMB 37,900 ) 544,733 ( US$ 19,090 ) 544,733 ( US$ 19,090 ) 11,129 ( US$ 390 ) |
- - 8,229 70,000 37,324 83,000 29,949 25,110 20,735 58,778 22,441 500 11,075 - 16,240 5,400 13,200 17,400 14,892 1,075 965 650 125 10,100 2,904 3,332 1,909 2,000 125 5,000 - - 19,090 19,090 - |
100 100 13 100 34 100 58 100 29 93 90 100 100 100 100 100 55 35 14 2 1 3 13 42 6 5 8 63 13 16 100 100 100 100 100 |
$ 1,447,934 334,095 366,137 834,680 745,392 905,529 829,339 551,681 239,547 238,073 23,307 3,529 30 2,439 29,381 80,665 (15,313 ) 171,489 298,715 27,542 12,104 5,339 963 (11,716 ) 81,395 41,811 430 12,872 963 71,016 1,447,392 1,447,911 499,144 499,424 5,703 |
$ (1,539 ) 66,007 40,375 59,981 96,790 24,157 143,950 1,965 (12,741 ) 28,471 (22 ) (49 ) - - (25 ) 21,274 (9,585 ) (7,258 ) 96,790 143,950 (12,741 ) (22 ) (805 ) (9,585 ) 143,950 (12,741 ) (22 ) (3,434 ) (805 ) (3,870 ) (1,539 ) (1,539 ) 3,887 3,887 (293 ) |
$ (1,539 ) 66,007 5,274 59,981 33,199 24,157 83,792 1,965 (4,544 ) 26,350 (19 ) (49 ) - - (25 ) 21,274 (5,272 ) (2,511 ) 13,247 3,007 (171 ) (1 ) (101 ) (4,033 ) 8,124 (592 ) (2 ) (2,146 ) (101 ) (628 ) (1,539 ) (1,539 ) 3,887 3,887 (293 ) |
Subsidiary Subsidiary Investee Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary (Note 2) Investee Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Investee Subsidiary Subsidiary Investee Subsidiary Investee Subsidiary Subsidiary Investee Subsidiary Subsidiary Investee Investee Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary |
(Continued)
- 65 -
| Investor | Investee | Location | Main Businesses and Products | Investment Amount | Investment Amount | Balance as of March 31, 2021 | Balance as of March 31, 2021 | Balance as of March 31, 2021 | Net Income (Loss) of the Investee |
Investment Gain (Loss) |
Note |
|---|---|---|---|---|---|---|---|---|---|---|---|
| March 31, 2021 |
December 31, 2020 |
Shares (In Thousands) |
Percentage of Ownership (%) |
Carrying Amount |
|||||||
| Award Glory Ltd. Sunny Fancy Ltd. |
Sunny Fancy Ltd. Giant Kingdom Ltd. Giant Rock Inc. WORLDPLUS HOLDINGS L.L.C. Giant Best Ltd. |
Seychelles Seychelles Anguilla America Seychelles |
Investment Investment Investment Investment Investment |
$ 222,245 ( US$ 5,642 RMB 14,100 ) 22,029 ( US$ 772 ) 97,490 ( US$ 1,270 RMB 14,100 ) 102,726 ( US$ 3,600 ) (Note 3 ) |
$ 222,245 ( US$ 5,642 RMB 14,100 ) 22,029 ( US$ 772 ) 97,490 ( US$ 1,270 RMB 14,100 ) 102,726 ( US$ 3,600 ) (Note 3 ) |
- - - - (Note 3 ) |
100 100 100 100 (Note 3) |
$ 334,095 301 231,915 101,878 (Note 3 ) |
$ 66,007 1 68,299 (2,293 ) (Note 3 ) |
$ 66,007 1 68,299 (2,293 ) (Note 3 ) |
Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary |
Note 1: The initial exchange rate was based on the exchange rate as of March 31, 2021.
Note 2: The amount of remittances in this period has not completed registered for capital changes.
Note 3: The establishment registration has been completed at the end of March 2021, but the actual remittance has not completed remitted:
(Concluded)
- 66 -
TABLE 6
SUNPLUS TECHNOLOGY COMPANY LIMITED AND SUBSIDIARIES
INFORMATION ON INVESTMENTS IN MAINLAND CHINA FOR THE THREE MONTHS ENDED MARCH 31, 2021 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| Investee Company Name | Main Businesses and Products | Main Businesses and Products | Total Amount of Paid-in Capital |
Investment Type | Accumulated Outflow of Investment from Taiwan as of January 1, 2021 |
Investment Flows | Investment Flows | Investment Flows | Accumulated Outflow of Investment from Taiwan as of March 31, 2021 |
% Ownership of Direct or Indirect Investment |
Net Income (Loss) of the investee |
Investment Loss (Note 2) |
Carrying Value as of March 31, 2021 |
Accumulated Inward Remittance of Earnings as of March 31, 2021 |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Outflow | Inflow | |||||||||||||
| Sunplus Technology (Shanghai) Co., Ltd. Sunplus Prof-tek (Shenzhen) Co., Ltd. Sun Media Technology Co., Ltd. Sunplus App Technology Co., Ltd. Sunplus Technology (Beijing) JSilicon Technology Co., Ltd. (Ru Domg) Lingyao Technology Co., Ltd. (Shenzhen) Chongqing CQPlus1 Technology Co., Ltd. |
Development of computer software, system integration services and building rental Development of computer software, system integration services and building rental Development of computer software, system integration services and building rental Sale of electronic components and information management and education Development of computer software, system integration services and building rental Development of computer software, system integration services Development of computer software, system integration services and building rental Development of computer software, system integration services |
$ 490,802 (US$ 17,200 920,254 (US$ 32,250) 570,700 (US$ 20,000) 118,157 (RMB 27,200) 117,288 (RMB 27,000) 86,880 (RMB 20,000) 82,705 (RMB 19,039) 130,320 (RMB 30,000) |
Note 1 Note 1 Note 1 Note 1 Note 1 Note 4 Note 6 Note 5 |
$ 503,785 (US$ 17,655) 920,254 (US$ 32,250) 570,700 (US$ 20,000) 113,158 (US$ 586 RMB 22,200) 117,288 (RMB 27,000) - 102,726 (US$ 3,600) - |
$ |
- - - - - - - - |
$ - - - - - - - - |
$ 503,785 (US$ 17,655) 920,254 (US$ 32,250) 570,700 (US$ 20,000) 113,158 (US$ 586 RMB 22,200) 117,288 (RMB 27,000) - 102,726 (US$ 3,600) - |
100% 100% 100% 96% 100% 100% 100% 100% |
$ 28,245 (15,466) (13,501) (571) (528) 85 (1,960) (9,562) |
$ 28,245 (Note 2) (15,466) (Note 2) (13,501) (Note 3) (550) (Note 3) (528) (Note 3) 85 (Note 3) (2,293) (Note 3) (9,562) (Note 3) |
$ 481,377 729,444 179,543 4,043 50,910 27,202 101,878 71,029 |
$ - - - - - - - - |
|
| Accumulated Investment in Mainland China as of March 31, 2021 |
Investment Amounts Authorized by the Investment Commission, MOEA | Limit on Investment | ||||||||||||
| $ 2,501,126 ( US$ 79,872 RMB 51,100 ) |
$ 2,512,236 ( US$ 78,602 RMB 62,000 ) |
$ 5,186,235 | ||||||||||||
| Sunplus Venture Capital Co., Ltd. | ||||||||||||||
| Accumulated Investment in Mainland China as of March 31, 2021(Note 7) |
Investment Amounts Authorized by Investment Commission, MOEA (Note 8) |
Limit on Investment | ||||||||||||
| $ 35,954 ( US$ 1,260 ) |
$ 35,954 ( US$ 1,260 ) |
$ 522,119 |
(Continued)
- 67 -
Generalplus Technology (Nature of Relationship: 1)
| Investee Company Name |
Main Businesses and Products | Main Businesses and Products | Total Amount of Paid-in Capital |
Investment Type (e.g., Direct or Indirect) |
Accumulated Outflow of Investment from Taiwan as of January 1, 2021 |
Investment Flows | Investment Flows | Investment Flows | Accumulated Outflow of Investment from Taiwan as of March 31, 2021 |
% Ownership of Direct or Indirect Investment |
Net Loss of the investee |
Investment Loss (Note 2) |
Carrying Value as of March 31, 2021 |
Accumulated Inward Remittance of Earnings as of March 31, 2021 |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Outflow | Inflow | |||||||||||||
| Generalplus Shenzhen | Design of ICs, after sales service and marketing research |
$ 533,605 (US$ 18,700) |
Note 1 | $ 533,605 (US$ 18,700) |
$ | - | $ - | $ 533,605 (US$ 18,700) |
100% | $ 4,180 | $ 4,180 | $ 493,701 | $ - | |
| Accumulated Investment in Mainland China as of March 31, 2021 |
Investment Amount Authorized by the Investment Commission, MOEA | Limit on Investment | ||||||||||||
| $ 533,605 ( US$ 18,700 ) |
$ 533,605 ( US$ 18,700 ) |
$ 1,321,408 |
Note 1: Indirect investment in a company located in mainland China through investment in a company located in a third country.
Note 2: Based on the reviewed financial statements of investees in the same period.
-
Note 3: Based on the financial statements which had not been reviewed in the same period.
-
Note 4: Sunplus Technology (Shanghai) Co., Ltd.’s indirect investment in a company located in mainland China.
-
Note 5: Shanghai Sunplus Technology Co., Ltd. and Sunplus Lihua (Shenzhen) Technology Co., Ltd. reinvested in a company located in mainland China.
-
Note 6: It is a company located in mainland China that acquired the investment of the third regional investment company on September 2, 2019.
-
Note 7: The Ministry of Economic Affairs approved an investment in the shares of San Neng Group Holding Co., Ltd., which is accounted for under the financial assets at fair value through profit or loss- non-current.
Note 8: The original foreign currency was derived from the exchange rate on March 31, 2021.
(Concluded)
- 68 -
TABLE 7
SUNPLUS TECHNOLOGY COMPANY LIMITED AND SUBSIDIARIES
SIGNIFICANT TRANSACTIONS WITH INVESTEE COMPANIES IN MAINLAND CHINA, EITHER DIRECTLY OR INDIRECTLY THROUGH A THIRD PARTY, AND THEIR PRICES, PAYMENT TERMS, AND UNREALIZED GAINS OR LOSSES
FOR THE THREE MONTHS ENDED MARCH 31, 2021
(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| Investee Company | Transaction Type | Research and Development Expense |
Research and Development Expense |
Price | Transaction Details | Transaction Details | Notes/Trade Receivables and other accrued expenses |
Notes/Trade Receivables and other accrued expenses |
Unrealized (Gain) Loss |
Note |
|---|---|---|---|---|---|---|---|---|---|---|
| Amount | % | Payment Terms | Comparison with Market Transactions |
Ending Balance | % |
|||||
| Generalplus Technology (Shenzhen) Corp. |
Development and processing services Sales |
$ 17,307 747 |
14.13 0.11 |
Based on contract Based on contract |
Based on contract Based on contract |
Not comparable with market transactions Not comparable with market transactions |
$ 17,454 756 |
87.20 45.36 |
$ - 167 |
NA NA |
- 69 -
TABLE 8
SUNPLUS TECHNOLOGY COMPANY LIMITED AND SUBSIDIARIES
INFORMATION OF MAJOR SHAREHOLDERS MARCH 31, 2021 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| Name of Major Shareholder | Shares | |
|---|---|---|
| Number of Shares | Percentage of Ownership (%) |
|
| Chou-chye, Huang | 92,737,817 | 15.66 |
-
Note 1: The information of major shareholder in this table is calculated by Taiwan Depository & Clearing Corporation on the last business day at the end of the quarter, and the total number of ordinary shares and special shares held by the shareholders who have completed the delivery of the company which is not physical registration (including treasury shares) is more than 5%. The share capital recorded in the Company’s consolidated financial report and the actual number of shares delivered without physical registration may be different or different due to the basis of preparation and calculation.
-
Note 2: If the above information is a shareholder’s shareholding trust, the trustee will open a trust account to set up a separate account. As for shareholders who deal with the distribution of insider shares with a shareholding ratio of more than 10% in accordance with the Securities Exchange Act, their shareholdings include their shareholdings, including their delivery of trusts and shares that have the right to make decisions on trust property, etc. Refer to Market Observation Post System website.
-
70 -