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TSRC — Interim / Quarterly Report 2021
Nov 5, 2021
51969_rns_2021-11-05_d2a6695a-055d-4eb0-a19e-becc1a95d81d.pdf
Interim / Quarterly Report
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Stock Code:2103
TSRC CORPORATION AND SUBSIDIARIES
Consolidated Financial Statements
With Independent Auditors’ Review Report For the Nine Months Ended September 30, 2021 and 2020
Address: No. 2, Singgong Rd., Dashe Dist., Kaohsiung City Telephone: (07)351-3811
The independent auditors’ review report and the accompanying consolidated financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors’ review report and consolidated financial statements, the Chinese version shall prevail.
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Table of contents
| Contents 1. Cover Page 2. Table of Contents 3. Independent Auditors’ Review Report 4. Consolidated Balance Sheets 5. Consolidated Statements of Comprehensive Income 6. Consolidated Statements of Changes in Equity 7. Consolidated Statements of Cash Flows 8. Notes to the Consolidated Financial Statements (1) Company history (2) Approval date and procedures of the consolidated financial statements (3) New standards, amendments and interpretations adopted (4) Summary of significant accounting policies (5) Significant accounting assumptions and judgments, and major sources of estimation uncertainty (6) Explanation of significant accounts (7) Related-party transactions (8) Pledged assets (9) Commitments and contingencies (10) Losses Due to Major Disasters (11) Subsequent Events (12) Other (13) Other disclosures (a) Information on significant transactions (b) Information on investees (c) Information on investment in Mainland China (d) Major shareholders (14) Segment information |
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KPMG
台北市110615信義路5段7號68樓(台北101大樓) Telephone 電話 + 886 2 8101 6666 68F., TAIPEI 101 TOWER, No. 7, Sec. 5, Fax 傳真 + 886 2 8101 6667 Xinyi Road, Taipei City 110615, Taiwan (R.O.C.) Internet 網址 home.kpmg/tw
Independent Auditors’ Review Report
To the Board of Directors of TSRC Corporation:
Introduction
We have reviewed the accompanying consolidated balance sheets of TSRC Corporation (the "Company") and its subsidiaries (together referred to as the "Group") as of September 30, 2021 and 2020, and the related consolidated statements of comprehensive income for the three months and nine months ended September 30, 2021 and 2020, as well as the changes in equity and cash flows for the nine months then ended and notes to the consolidated financial statements, including a summary of significant accounting policies. 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 Basis for Qualified Conclusion paragraph, we conducted our reviews in accordance with Statement of Auditing Standard 65, “ Review of Financial Information Performed by the Independent Auditor of the Entity”. A review of the 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 conducted in accordance with the generally accepted auditing standards 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 stated in Note 4(b), the consolidated financial statements included the financial statements of certain nonsignificant subsidiaries, which were not reviewed by independent auditors. These financial statements reflect the total assets amounting to $3,494,340 thousand and $3,060,983 thousand, both constituting 11% of the consolidated total assets; and the total liabilities amounting to $722,068 thousand and $670,124 thousand, constituting 6% and 5% of the consolidated total liabilities as of September 30, 2021 and 2020, respectively; as well as the total comprehensive income (loss) amounting to $95,302 thousand, $162,868 thousand, $352,200 thousand and $135,502 thousand, constituting 7%, (46)%, 9% and (28)% of the consolidated total comprehensive income (loss) for the three months and nine months ended September 30, 2021 and 2020, respectively.
KPMG, a Taiwan partnership and a member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited, a private English company limited by guarantee.
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Furthermore, as stated in Note 6(g), the other equity accounted investments of the Group in its investee companies of $1,995,869 thousand and $1,044,601 thousand as of September 30, 2021 and 2020, respectively, and its equity in net earnings (loss) on these investee companies of $255,450 thousand, $102,018 thousand, $782,186 thousand and $38,122 thousand for the three months and nine months ended September 30, 2021 and 2020, respectively, were recognized solely on the financial statements prepared by these investee companies, but not reviewed by independent auditors.
Qualified Conclusion
Except for the adjustments, if any, as might have been determined to be necessary had the financial statements of certain consolidated subsidiaries and equity accounted investee companies described in the Basis for Qualified Conclusion paragraph above been reviewed by independent auditors, based on our reviews, nothing has come to our attention that causes us to believe that the accompanying consolidated financial statements do not present fairly, in all material respects, the consolidated financial position of TSRC Corporation and its subsidiaries as of September 30, 2021 and 2020, and of its consolidated financial performance for the three months and nine months ended September 30, 2021 and 2020, as well as its consolidated cash flows for the nine 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 Ming-Hung Huang and Lin Wu.
KPMG
Taipei, Taiwan (Republic of China) November 4, 2021
Notes to Readers
The accompanying consolidated financial statements are intended only to present the consolidated statement of financial position, financial performance and cash flows in accordance with the 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 accepted and applied in the Republic of China.
The independent auditors’ review report and the accompanying consolidated financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors’ review report and consolidated financial statements, the Chinese version shall prevail.
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(English Translation of Consolidated Financial Statements Originally Issued in Chinese) Reviewed only, not audited in accordance with the generally accepted auditing standards as of September 30, 2021 and 2020
TSRC CORPORATION AND SUBSIDIARIES
Consolidated Balance Sheets
September 30, 2021, December 31 and September 30, 2020
(Expressed in Thousands of New Taiwan Dollars)
| Assets Current assets: 1100 Cash and cash equivalents (note 6(a)) 1110 Current financial assets at fair value through profit or loss (note 6(b)) 1150 Notes receivable, net (note 6(d)) 1170 Accounts receivable, net (note 6(d)) 1200 Other receivables (notes 6(e) and 7) 1220 Current income tax assets 130x Inventories (note 6(f)) 1479 Other current assets Total current assets Non-current assets: 1518 Non-current financial assets at fair value through other comprehensive income (note 6(c)) 1550 Investments accounted for under equity method (notes 6(g) and 7) 1600 Property, plant and equipment (notes 6(i), 8 and 9) 1755 Right-of-use assets (note 6(j)) 1760 Investment property (note 6(k)) 1780 Intangible assets (note 6(l)) 1840 Deferred income tax assets 1900 Other non-current assets (note 8) Total non-current assets Total assets |
September 30, 2021 Amount % $ 3,759,755 12 13,783 - 933,168 3 3,377,184 11 68,789 - - - 5,872,938 18 760,075 2 14,785,692 46 1,294,250 4 1,995,869 6 9,971,933 31 933,887 3 1,555,829 5 920,515 3 261,719 1 143,896 1 17,077,898 54 $ 31,863,590 100 |
December 31, 2020 Amount % 3,278,463 12 3,460 - 571,220 2 2,802,351 10 146,171 - 12,151 - 4,772,464 16 851,356 3 12,437,636 43 952,645 4 1,303,787 4 10,516,517 36 1,022,972 3 1,566,873 5 1,012,405 3 288,429 1 167,118 1 16,830,746 57 29,268,382 100 |
September 30, 2020 Amount % 4,148,487 15 2,622 - 599,185 2 2,340,491 8 177,605 1 10,503 - 4,137,898 14 667,266 2 12,084,057 42 971,685 3 1,044,601 4 10,307,120 36 1,039,121 4 1,570,555 5 1,058,639 4 275,787 1 219,064 1 16,486,572 58 28,570,629 100 Liabilities and Equity Current liabilities: 2100 Short-term borrowings (note 6(m)) 2322 Current portion of long-term borrowings (notes 6(m) and 8) 2120 Current financial liabilities at fair value through profit or loss (note 6(b)) 2170 Accounts payable 2180 Accounts payable-related parties (note 7) 2230 Current income tax liabilities 2219 Other payables (notes 6(s) and 7) 2280 Current lease liabilities (note 6(n)) 2399 Other current liabilities Total current liabilities Non-Current liabilities: 2541 Long-term bank borrowings (notes 6(m) and 8) 2542 Other long-term borrowings (note 6(m)) 2550 Non-current provision liabilities (note 7) 2570 Deferred income tax liabilities 2580 Non-current lease liabilities (note 6(n)) 2600 Other non-current liabilities Total non-current liabilities Total liabilities Equity attributable to shareholders of the Company (note 6(q)) : 3100 Common stock 3200 Capital surplus Retained earnings: 3310 Legal reserve 3350 Unappropriated earnings Other equity: 3410 Financial statement translation differences for foreign operations 3420 Unrealized gains or losses on financial assets measured at fair value through other comprehensive income 3450 Gains or losses on hedging instrument Total equity attributable to shareholders of the Company 36xx Non-controlling interests (note 6(h)) Total equity Total liabilities and equity |
September 30, 2021 Amount % $ 3,959,453 12 1,383,828 4 8 - 1,346,567 4 32,328 - 294,225 2 1,375,300 4 143,819 1 185,774 2 8,721,302 29 2,038,303 6 349,834 1 27,412 - 964,088 3 397,669 1 130,486 - 3,907,792 11 12,629,094 40 8,257,099 26 49,531 - 4,073,680 13 4,522,324 14 8,596,004 27 (491,505) (2) 901,733 3 (37,906) - 372,322 1 17,274,956 54 1,959,540 6 19,234,496 60 $ 31,863,590 100 |
December 31, 2020 Amount % 3,789,276 13 2,784,129 10 32,628 - 1,643,264 6 - - 172,787 1 1,204,135 4 139,263 - 128,285 - 9,893,767 34 1,679,735 5 349,341 1 31,819 - 807,700 3 492,827 2 154,534 1 3,515,956 12 13,409,723 46 8,257,099 28 49,531 - 4,068,862 14 1,483,970 5 5,552,832 19 (198,125) (1) 558,902 2 (81,119) - 279,658 1 14,139,120 48 1,719,539 6 15,858,659 54 29,268,382 100 |
September 30, 2020 Amount % 4,248,900 15 1,130,577 4 10,010 - 916,161 3 - - 198,384 - 1,031,299 4 157,036 1 213,948 1 7,906,315 28 3,433,787 12 349,910 1 44,189 - 769,086 3 495,122 2 131,369 - 5,223,463 18 13,129,778 46 8,257,099 29 47,140 - 4,068,862 14 1,230,626 4 5,299,488 18 (281,122) (1) 576,762 2 (82,215) - 213,425 1 13,817,152 48 1,623,699 6 15,440,851 54 28,570,629 100 |
|---|---|---|---|---|---|---|
See accompanying notes to consolidated financial statements.
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(English Translation of Consolidated Financial Statements Originally Issued in Chinese) Reviewed only, not audited in accordance with generally accepted auditing standards
TSRC CORPORATION AND SUBSIDIARIES
Consolidated Statements of Comprehensive Income
For the three months and nine months ended September 30, 2021 and 2020
(Expressed in Thousands of New Taiwan Dollars , Except for Earnings Per Share)
| 4000 Revenue (notes 6(t) and 7) 5000 Operating costs (notes 6(f), 6(i), 6(j), 6(l), 6(n), 6(o), 6(s) and 7) 5910 Gross profit 6000 Operating expenses (notes 6(d), 6(i), 6(j), 6(n), 6(o) 6(s) and 7): 6100 Selling expenses 6200 General and administrative expenses 6300 Research and development expenses 6450 Impairment loss (reversal of impairment loss) determined in accordance with IFRS 9 Total operating expenses 6500 Other income and expenses, net (notes 6(u) and 7) 6900 Operating profit Non-operating income and expenses (notes 6(g), 6(i), 6(l), 6(n), 6(v) and 7): 7100 Interest income 7010 Other income 7020 Other gains and losses 7050 Finance costs 7370 Share of gain (loss) of associates and joint ventures accounted for under equity method Total non-operating income and expenses 7900 Net income (loss) before tax 7950 Less: tax expenses (note 6(p)) Net income (loss) 8300 Other comprehensive income: 8310 Components of other comprehensive income (loss) that will not be reclassified to profit or loss 8316 Unrealized gains (losses) from investments in equity instruments measured at fair value through other comprehensive income 8349 Less: Income tax related to components of other comprehensive income that will not be reclassified to profit or loss Components of other comprehensive income that will not be reclassified to profit or loss 8360 Components of other comprehensive income (loss) that will be reclassified to profit or loss 8361 Exchange differences on translation of foreign financial statements 8370 Share of other comprehensive income (loss) of associates and joint ventures accounted for using equity method 8399 Less: Income tax related to components of other comprehensive income that will be reclassified to profit or loss Components of other comprehensive income that will be reclassified to profit or loss 8300 Other comprehensive income Total comprehensive income Net income (loss) attributable to: 8610 Shareholders of parent 8620 Non-controlling interests Total comprehensive income attributable to: 8710 Shareholders of parent 8720 Non-controlling interests 9710 Basic earnings (losses) per share (New Taiwan Dollars) (note 6(r)) 9810 Diluted earnings (losses) per share (in New Taiwan dollars) (note 6(r)) |
For the three months | ended September 30 | For the nine months e | nded September 30 2020 Amount % 17,636,545 100 15,496,814 88 2,139,731 12 681,714 4 773,413 4 265,767 2 1,419 - 1,722,313 10 122,428 1 539,846 3 39,073 - 62,339 - (492,830) (3) (95,911) - 38,122 - (449,207) (3) 90,639 - 197,506 1 (106,867) (1) (50,009) - - - (50,009) - (328,156) (2) 3,935 - - - (324,221) (2) (374,230) (2) (481,097) (3) (289,482) (2) 182,615 1 (106,867) (1) (645,685) (4) 164,588 1 (481,097) (3) (0.35) |
|---|---|---|---|---|
| 2021 Amount % $ 7,672,862 100 6,548,201 85 1,124,661 15 414,288 5 270,223 4 99,891 1 (4) - 784,398 10 83,122 1 423,385 6 6,140 - 37,987 - 1,001,660 13 (27,172) - 255,450 3 1,274,065 16 1,697,450 22 202,390 3 1,495,060 19 (234,580) (3) - - (234,580) (3) 4,451 - 15,101 - - - 19,552 - (215,028) (3) $ 1,280,032 16 $ 1,441,531 19 53,529 - $ 1,495,060 19 $ 1,225,646 16 54,386 - $ 1,280,032 16 $ 1.75 $ 1.74 |
2020 Amount % 5,607,360 100 4,843,241 86 764,119 14 235,656 4 244,722 4 86,050 2 (12) - 566,416 10 39,979 - 237,682 4 9,176 - 34,054 - (500,998) (9) (23,300) - 102,018 2 (379,050) (7) (141,368) (3) 12,423 - (153,791) (3) (304,811) (5) - - (304,811) (5) 51,825 1 50,494 1 - - 102,319 2 (202,492) (3) (356,283) (6) (231,268) (4) 77,477 1 (153,791) (3) (463,997) (8) 107,714 2 (356,283) (6) (0.28) (0.28) |
2021 Amount % 24,410,388 100 19,302,064 79 5,108,324 21 1,263,213 5 791,385 3 279,693 2 304 - 2,334,595 10 193,691 1 2,967,420 12 22,028 - 66,272 - 934,317 4 (85,530) - 782,186 3 1,719,273 7 4,686,693 19 934,786 4 3,751,907 15 342,831 1 - - 342,831 1 (318,500) (1) 37,515 - - - (280,985) (1) 61,846 - 3,813,753 15 3,340,428 13 411,479 2 3,751,907 15 3,433,092 13 380,661 2 3,813,753 15 4.05 4.03 |
||
| (0.35) |
See accompanying notes to consolidated financial statements.
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(English Translation of Consolidated Financial Statements Originally Issued in Chinese) Reviewed only, not audited in accordance with generally accepted auditing standards
TSRC CORPORATION AND SUBSIDIARIES
Consolidated Statements of Changes in Equity
For the nine months ended September 30, 2021 and 2020 (Expressed in Thousands of New Taiwan Dollars)
| Balance at January 1, 2020 Appropriation and distribution of retained earnings: Legal reserve Cash dividends Net income (loss) Other comprehensive income (loss) Total comprehensive income (loss) Disposal of investments in equity instruments at fair value through other comprehensive income Balance at September 30, 2020 Balance at January 1, 2021 Appropriation and distribution of retained earnings: Legal reserve Cash dividends Net income Other comprehensive income (loss) Total comprehensive income (loss) Balance at September 30, 2021 |
Equity attributable t | Equity attributable t | o owners of parent | Non-controlling interests |
Total equity | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Common stock | Capital surplus | Retained earnings | Total other equity interest | Total equity attributable to owners of parent |
||||||||
| Financial statements translation differences for foreign operations 23,383 - - - (304,505) |
Unrealized gains (losses) on financial assets measured at fair value through other comprehensive income |
Gains (losses) on hedging instruments |
Total | |||||||||
| Legal reserve | Unappropriated retained earnings |
Total | ||||||||||
| $ 8,257,099 - - - - |
47,140 - - - - |
3,977,141 91,721 - - - |
1,940,361 (91,721) (412,855) (289,482) - |
5,917,502 - (412,855) (289,482) - |
711,094 - - - (50,009) |
(80,526) - - - (1,689) |
653,951 - - - (356,203) |
14,875,692 - (412,855) (289,482) (356,203) |
1,577,031 - (117,920) 182,615 (18,027) |
16,452,723 - (530,775) (106,867) (374,230) |
||
| - | - | - | (289,482) | (289,482) | (304,505) | (50,009) | (1,689) | (356,203) | (645,685) | 164,588 | (481,097) | |
| - | - | - | 84,323 | 84,323 | - | (84,323) | - | (84,323) | - | - | - | |
| $ 8,257,099 |
47,140 | 4,068,862 | 1,230,626 | 5,299,488 | (281,122) | 576,762 | (82,215) | 213,425 | 13,817,152 | 1,623,699 | 15,440,851 | |
| $ 8,257,099 - - - - |
49,531 - - - - |
4,068,862 4,818 - - - |
1,483,970 (4,818) (297,256) 3,340,428 - |
5,552,832 - (297,256) 3,340,428 - |
(198,125) - - - (293,380) |
558,902 - - - 342,831 |
(81,119) - - - 43,213 |
279,658 - - - 92,664 |
14,139,120 - (297,256) 3,340,428 92,664 |
1,719,539 - (140,660) 411,479 (30,818) |
15,858,659 - (437,916) 3,751,907 61,846 |
|
| - | - | - | 3,340,428 | 3,340,428 | (293,380) | 342,831 | 43,213 | 92,664 | 3,433,092 | 380,661 | 3,813,753 | |
| $ 8,257,099 |
49,531 | 4,073,680 | 4,522,324 | 8,596,004 | (491,505) | 901,733 | (37,906) | 372,322 | 17,274,956 | 1,959,540 | 19,234,496 |
See accompanying notes to consolidated financial statements.
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(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
Reviewed only, not audited in accordance with generally accepted auditing standards
TSRC CORPORATION AND SUBSIDIARIES
Consolidated Statements of Cash Flows
For the nine months ended September 30, 2021 and 2020
(Expressed in Thousands of New Taiwan Dollars)
| Cash flows from operating activities: Consolidated net income before tax Adjustments: Adjustments to reconcile profit and loss: Depreciation Amortization Impairment loss determined in accordance with IFRS 9 Interest expense Interest income Dividend income Share of profit of associates and joint ventures accounted for under equity method Loss (gain) on disposal of property, plant and equipment Impairment loss on non-financial assets Amortization to operating costs and inventories Gain on lease modification Total adjustments to reconcile profit and loss Changes in operating assets and liabilities: Net changes in operating assets: Financial assets at fair value through profit or loss Notes receivable Accounts receivable Other receivables Inventories Other current assets Total changes in operating assets, net Net changes in operating liabilities: Financial liabilities at fair value through profit or loss Accounts payable Accounts payable-related parties Other payables Other current liabilities Net defined benefit liability Other non-current liabilities Total changes in operating liabilities, net Total changes in operating assets and liabilities, net Total adjustments Cash provided by operating activities Interest income received Interest paid Income taxes paid Net cash flow from operating activities Cash flows from (used in) investing activities: Proceeds from disposal of financial assets at fair value through other comprehensive income Acquisition of property, plant and equipment Proceeds from disposal of property, plant and equipment Acquisition of intangible assets Decrease (increase) in other non-current assets Dividends received Increase in restricted assets Net cash flows from (used in) investing activities Cash flows from (used in) financing activities: Increase in short-term borrowings Decrease in short-term borrowings Proceeds from long-term borrowings Repayments of long-term borrowings Repayments of lease liabilities Cash dividends paid Net cash used in financing activities Effect of exchange rate changes on cash and cash equivalents Net increase (decrease) in cash and cash equivalents Cash and cash equivalents at beginning of period Cash and cash equivalents at end of period |
For the nine months ended September 30 2021 2020 $ 4,686,693 90,639 823,082 749,000 91,565 107,253 304 1,419 85,530 95,911 (22,028) (39,073) (66,272) (62,339) (782,186) (38,122) (926,238) 27,848 - 500,247 61,147 62,037 - (8,860) (735,096) 1,395,321 (10,323) (2,608) (359,296) 267,162 (575,137) 417,707 84,263 (58,144) (1,100,474) 2,276,781 18,143 (173,716) (1,942,824) 2,727,182 (32,620) 4,338 (296,697) (1,476,185) 32,328 (59,418) 159,997 (323,239) 54,836 (5,290) (16,789) (55,929) (7,258) 8,022 (106,203) (1,907,701) (2,049,027) 819,481 (2,784,123) 2,214,802 1,902,570 2,305,441 15,147 34,882 (81,750) (94,283) (618,099) (273,014) 1,217,868 1,973,026 - 135,404 (647,977) (975,540) 1,214,765 386 - (25,448) 36,905 (142,062) 150,119 100,680 73,138 - 826,950 (906,580) 18,276,032 26,889,758 (18,032,063) (27,443,666) 1,194,664 217,986 (2,212,831) (582,209) (147,034) (129,799) (436,834) (530,286) (1,358,066) (1,578,216) (205,460) (35,023) 481,292 (546,793) 3,278,463 4,695,280 $ 3,759,755 4,148,487 |
For the nine months ended September 30 2021 2020 $ 4,686,693 90,639 823,082 749,000 91,565 107,253 304 1,419 85,530 95,911 (22,028) (39,073) (66,272) (62,339) (782,186) (38,122) (926,238) 27,848 - 500,247 61,147 62,037 - (8,860) (735,096) 1,395,321 (10,323) (2,608) (359,296) 267,162 (575,137) 417,707 84,263 (58,144) (1,100,474) 2,276,781 18,143 (173,716) (1,942,824) 2,727,182 (32,620) 4,338 (296,697) (1,476,185) 32,328 (59,418) 159,997 (323,239) 54,836 (5,290) (16,789) (55,929) (7,258) 8,022 (106,203) (1,907,701) (2,049,027) 819,481 (2,784,123) 2,214,802 1,902,570 2,305,441 15,147 34,882 (81,750) (94,283) (618,099) (273,014) 1,217,868 1,973,026 - 135,404 (647,977) (975,540) 1,214,765 386 - (25,448) 36,905 (142,062) 150,119 100,680 73,138 - 826,950 (906,580) 18,276,032 26,889,758 (18,032,063) (27,443,666) 1,194,664 217,986 (2,212,831) (582,209) (147,034) (129,799) (436,834) (530,286) (1,358,066) (1,578,216) (205,460) (35,023) 481,292 (546,793) 3,278,463 4,695,280 $ 3,759,755 4,148,487 |
For the nine months ended September 30 2021 2020 $ 4,686,693 90,639 823,082 749,000 91,565 107,253 304 1,419 85,530 95,911 (22,028) (39,073) (66,272) (62,339) (782,186) (38,122) (926,238) 27,848 - 500,247 61,147 62,037 - (8,860) (735,096) 1,395,321 (10,323) (2,608) (359,296) 267,162 (575,137) 417,707 84,263 (58,144) (1,100,474) 2,276,781 18,143 (173,716) (1,942,824) 2,727,182 (32,620) 4,338 (296,697) (1,476,185) 32,328 (59,418) 159,997 (323,239) 54,836 (5,290) (16,789) (55,929) (7,258) 8,022 (106,203) (1,907,701) (2,049,027) 819,481 (2,784,123) 2,214,802 1,902,570 2,305,441 15,147 34,882 (81,750) (94,283) (618,099) (273,014) 1,217,868 1,973,026 - 135,404 (647,977) (975,540) 1,214,765 386 - (25,448) 36,905 (142,062) 150,119 100,680 73,138 - 826,950 (906,580) 18,276,032 26,889,758 (18,032,063) (27,443,666) 1,194,664 217,986 (2,212,831) (582,209) (147,034) (129,799) (436,834) (530,286) (1,358,066) (1,578,216) (205,460) (35,023) 481,292 (546,793) 3,278,463 4,695,280 $ 3,759,755 4,148,487 |
|---|---|---|---|
| 2021 $ 4,686,693 823,082 91,565 304 85,530 (22,028) (66,272) (782,186) (926,238) - 61,147 - (735,096) (10,323) (359,296) (575,137) 84,263 (1,100,474) 18,143 (1,942,824) (32,620) (296,697) 32,328 159,997 54,836 (16,789) (7,258) (106,203) (2,049,027) (2,784,123) 1,902,570 15,147 (81,750) (618,099) 1,217,868 - (647,977) 1,214,765 - 36,905 150,119 73,138 826,950 18,276,032 (18,032,063) 1,194,664 (2,212,831) (147,034) (436,834) (1,358,066) (205,460) 481,292 3,278,463 $ 3,759,755 |
|||
| 749,000 107,253 1,419 95,911 (39,073) (62,339) (38,122) 27,848 500,247 62,037 (8,860) |
|||
| 1,395,321 | |||
| (2,608) 267,162 417,707 (58,144) 2,276,781 (173,716) |
|||
| 2,727,182 | |||
| 4,338 (1,476,185) (59,418) (323,239) (5,290) (55,929) 8,022 |
|||
| (1,907,701) | |||
| 819,481 | |||
| 2,214,802 | |||
| 2,305,441 34,882 (94,283) (273,014) |
|||
| 1,973,026 | |||
| 135,404 (975,540) 386 (25,448) (142,062) 100,680 - |
|||
| (906,580) | |||
| 26,889,758 (27,443,666) 217,986 (582,209) (129,799) (530,286) |
|||
| (1,578,216) | |||
| (35,023) | |||
| (546,793) 4,695,280 |
|||
| 4,148,487 |
See accompanying notes to consolidated financial statements.
8
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) Reviewed only, not audited in accordance with generally accepted auditing standards
TSRC CORPORATION AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
For the nine months ended September 30, 2021 and 2020
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
(1) Company history
TSRC Corporation (the original name was Taiwan Synthetic Rubber Corporation, hereinafter referred to as "the Company") was incorporated in the Republic of China (ROC) on November 22, 1973, as a corporation limited by shares in accordance with the ROC Company Act. In May 1999, Taiwan Synthetic Rubber Corporation was renamed TSRC Corporation as approved by the stockholders' meeting. In June 2016, the Company changed its registered address to be No.2, Singgong Rd., Dashe Dist., Kaohsiung City. The consolidated financial statements comprise the Company and its subsidiaries (the Group) and the interests of the Group in associate companies and in jointly controlled companies. The Group is mainly engaged in the manufacture, import and sale of various types of synthetic rubber, and the import, export, and sale of related raw materials.
(2) Approval date and procedures of the consolidated financial statements
The consolidated financial statements were approved by to the Board of Directors and published on November 4, 2021.
(3) New standards, amendments and interpretations adopted:
- (a) The impact of the International Financial Reporting Standards (“IFRSs”) endorsed by the Financial Supervisory Commission, R.O.C. which have already been adopted.
The Group has initially adopted the following new amendments, which do not have a significant impact on its consolidated financial statements, from January 1, 2021:
-
●Amendments to IFRS 4 “Extension of the Temporary Exemption from Applying IFRS 9”
-
●Amendments to IFRS 9, IAS39, IFRS7, IFRS 4 and IFRS 16 “Interest Rate Benchmark Reform— Phase 2”
The Group has initially adopted the following new amendments, which do not have a significant impact on its consolidated financial statements, from April 1, 2021:
-
●Amendments to IFRS 16 “Covid-19-Related Rent Concessions beyond June 30, 2021”
-
(b) The impact of IFRS issued by the FSC but not yet effective
The Group assesses that the adoption of the following new amendments, effective for annual period beginning on January 1, 2022, would not have a significant impact on its consolidated financial statements:
-
-
-
●Amendments to IAS 16 “Property, Plant and Equipment Proceeds before Intended Use”
-
-
-
●Amendments to IAS 37 “Onerous Contracts Cost of Fulfilling a Contract”
(Continued)
9
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
-
●Annual Improvements to IFRS Standards 2018–2020
-
●Amendments to IFRS 3 “Reference to the Conceptual Framework”
-
(c) The impact of IFRS issued by IASB but not yet endorsed by the FSC
The following new and amended standards, which may be relevant to the Group, have been issued by the International Accounting Standards Board (IASB), but have yet to be endorsed by the FSC:
Standards or Effective date per Interpretations Content of amendment IASB Amendments to IAS 1 The amendments aim to promote January 1, 2023 “Classification of Liabilities consistency in applying the requirements as Current or Non-current” by helping companies determine whether, in the statement of balance sheet, debt and other liabilities with an uncertain settlement date should be classified as current (due or potentially due to be settled within one year) or non-current. The amendments include clarifying the classification requirements for debt a company might settle by converting it into equity.
The Group is evaluating the impact of its initial adoption of the abovementioned standards or interpretations on its consolidated financial position and consolidated financial performance. The results thereof will be disclosed when the Group completes its evaluation.
The Group does not expect the other new and amended standards, which have yet to be endorsed by the FSC, to have a significant impact on its consolidated financial statements.
(4) Summary of significant accounting policies
Except for the following, the significant accounting policies applied in these consolidated financial statements are consistent with those applied in the consolidated financial statements for the year ended December 31, 2020. For the related information, please refer to note 4 to the consolidated financial statements for the year ended December 31, 2020.
(a) Statement of compliance
These consolidated financial statements have been prepared in accordance with the "Regulations Governing the Preparation of Financial Reports by Securities Issuers" (Regulations) and IAS 34 "Interim Financial Reporting" which was endorsed and issued into effect by FSC. These consolidated financial statements do not include all of the information required by the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations endorsed by the FSC (hereinafter referred to as the IFRSs endorsed by the FSC) for the year-end consolidated financial statements.
(Continued)
10
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(b) Basis of consolidation
The basis for consolidation applied in these consolidated financial statements is consistent with that applied in the consolidated financial statements for the year ended December 31, 2020. For the related information, please refer to note 4(c) to the consolidated financial statements for the year ended December 31, 2020.
List of the subsidiaries included in the consolidated financial statements:
| Name of investor | Name of investee | Scope of business | Percentage of ownership September 30, 2021 December 31, 2020 September 30, 2020 Description % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 (note 3) % 100.00 % 100.00 % 100.00 (notes 1,3) % 100.00 % 100.00 % 100.00 (note 3) % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 (note 3) % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 (note 2) % 65.44 % 65.44 % 65.44 % 55.00 % 55.00 % 55.00 (note 3) % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 (note 3) |
Percentage of ownership September 30, 2021 December 31, 2020 September 30, 2020 Description % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 (note 3) % 100.00 % 100.00 % 100.00 (notes 1,3) % 100.00 % 100.00 % 100.00 (note 3) % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 (note 3) % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 (note 2) % 65.44 % 65.44 % 65.44 % 55.00 % 55.00 % 55.00 (note 3) % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 (note 3) |
|---|---|---|---|---|
| September 30, 2021 |
December 31, 2020 |
|||
| TSRC TSRC TSRC & Hardison International Corporation TSRC Trimurti Holding Corporation Trimurti Holding Corporation TSRC (Hong Kong) Limited TSRC (Hong Kong) Limited TSRC (Lux.) Corporation S.A R.L TSRC (USA) Investment Corporation Polybus Corporation Pte Ltd Polybus Corporation Pte Ltd Polybus Corporation Pte Ltd Hardison International Corporation |
Trimurti Holding Corporation Hardison International Corporation Dymas Corporation TSRC (Vietnam) Co., Ltd. Polybus Corporation Pte Ltd TSRC (Hong Kong) Limited TSRC (Shanghai) Industries Ltd. TSRC (Lux.) Corporation S.A R.L TSRC (USA) Investment Corporation TSRC Specialty Materials LLC Shen Hua Chemical Industrial Co,. Ltd. TSRC-UBE (Nantong) Chemical Industrial Co., Ltd. TSRC (Nantong) Industries Ltd. Triton International Holdings Corporation |
Investment Investment Investment Production and processing of rubber color masterbatch, thermoplastic elastomer and plastic compound products International commerce and investment Investment Production and sale of reengineering plastic, plastic compound metal, and plastic elasticity engineering products International commerce and investment Investment Production and sale of TPE Production and sale of synthetic rubber products Production and sale of butadiene rubber Production and sale of TPE Investment |
% 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 65.44 % 55.00 % 100.00 % 100.00 |
% 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 65.44 % 55.00 % 100.00 % 100.00 |
(Continued)
11
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
-
Note 1: TSRC directly owns 19.48% of Dymas's equity and indirectly owns 80.52% via Hardison International Corporation, total directly and indirectly owns of equity are 100%.
-
Note 2: On November 3, 2020, Dexco Polymers Operating Company LLC (Dexco LLC) merged with TSRC Specialty Materials LLC, which is the surviving company, and Dexco LLC being the dissolved entity. Therefore, the company's name was changed from Dexco Polymers L.P. to TSRC Specialty Materials LLC, wherein the investment structure was simplified. TSRC (USA) Investment Corporation directly holds 100% of TSRC Specialty Materials LLC.
-
Note 3: It is an insignificant subsidiary, and its financial statement have not been reviewed.
(c) Employee 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 fiscal year, adjusted for significant market fluctuations since that time and for significant curtailments, settlements, or other one-off events.
(d) Income tax
Income tax expense for the period are best estimated by multiplying pretax income for the interim reporting period by the effective annual tax rate as forecasted by the management. This should be allocated to current and deferred taxes based on its proportionate size.
Temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and their respective tax bases shall be measured based on the tax rates that have been enacted or substantively enacted at the time the asset or liability is recovered or settled, and be recognized directly in equity or other comprehensive income as tax expense.
(5) Significant accounting assumptions and judgments, and major sources of estimation uncertainty
The preparation of the consolidated financial statements in conformity with the Regulations and IAS 34 “Interim Financial Reporting” endorsed by the FSC requires management to make judgments, estimates and assumptions that affect the application of the accounting policies and the reported amount of assets, liabilities, income and expenses. Actual results may differ from these estimates.
The preparation of the consolidated financial statements, estimates and underlying assumptions are consistent with the consolidated financial statements for the year ended December 31, 2020. For the related information, please refer to note 5 to the consolidated financial statements for the year ended December 31, 2020.
(Continued)
12
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(6) Explanation of significant accounts
Except as explained below, there are no significant differences in the description of significant accounts from the consolidated financial statements for the year ended December 31, 2020, and the related information is provided in note 6 to the consolidated financial statements for the year ended December 31, 2020.
(a) Cash and cash equivalents
| Cash on hand Checking and savings deposits Time deposits Cash and cash equivalents per statements of cash flow Financial assets and liabilities at fair value Mandatorily measured at fair value through profit or loss: Derivative instruments not used for hedging Forward contracts/Swap contracts Financial liabilities held for trading: Derivative instruments not used for hedging Forward contracts/Swap contracts |
September 30, 2021 December 31, 2020 $ 383 432 1,323,172 961,937 2,436,200 2,316,094 $ 3,759,755 3,278,463 through profit or loss September 30, 2021 December 31, 2020 $ 13,783 3,460 September 30, 2021 December 31, 2020 $ 8 32,628 |
September 30, 2020 |
|---|---|---|
| 435 686,156 3,461,896 |
||
| 4,148,487 | ||
| September 30, 2020 |
||
| 2,622 | ||
| September 30, 2020 |
||
| 10,010 |
(b) Financial assets and liabilities at fair value through profit or loss
(Continued)
13
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
The Group uses derivative financial instruments to manage the exposures due to fluctuations of foreign exchange risk from its operating activities. The Group reported the following derivatives financial instruments as financial assets and liabilities at fair value through profit or loss without the application of hedge accounting:
| Forward contracts Swap contracts Swap contracts Forward contracts Swap contracts Swap contracts Forward contracts Forward contracts Swap contracts Swap contracts Swap contracts |
September 30, 2021 | September 30, 2021 |
|---|---|---|
| Contract amount (thousand dollars) Currency Maturity dates EUR USD 500 / 588 EUR/USD 2021.10.22 EUR USD 23,350 / 27,600 EUR/USD 2021.10.1~2021.12.30 USD CNH 3,839 / 24,888 USD/CNH 2021.10.8~2021.10.26 December 31, 2020 |
||
| Contract amount (thousand dollars) Currency Maturity dates EUR USD 450 / 551 EUR/USD 2021.2.19~2021.2.26 TWD USD 238,846 / 8,500 TWD/USD 2021.1.15~2021.1.22 EUR USD 21,050 / 24,753 EUR/USD 2021.1.6~2021.2.3 September 30, 2020 |
||
| Contract amount (thousand dollars) EUR TWD 150 / 5,109 EUR USD 240 / 281 EUR USD 20,900 / 24,254 USD EUR 7,939 / 6,800 JPY USD 2,000 / 19 |
Currency Maturity dates EUR/TWD 2020.10.13 EUR/USD 2020.10.6 EUR/USD 2020.10.6~2021.1.6 USD/EUR 2020.10.6 JPY/USD 2020.10.13 |
(Continued)
14
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
- (c) Non-current financial assets at fair value through other comprehensive income
| Equity investments at fair value through other comprehensive income: Listed stocks (domestic) Unlisted stocks (domestic and overseas) Total |
September 30, 2021 $ 609,830 684,420 $ 1,294,250 |
December 31, 2020 - 952,645 952,645 |
September 30, 2020 |
|---|---|---|---|
| - 971,685 |
|||
| 971,685 |
- (i) Equity investments at fair value through other comprehensive income
The Group held equity instrument investment for long-term strategic purposes, not held for trading purposes, which have been designated as measured at fair value through other comprehensive income.
Due to the financial asset activation, the Group sold the share of Taiwan High Speed Railway Co., Ltd. at the fair value for the nine month ended September 30, 2020, the fair value at that time of disposal was $114,323 thousand and accumulated gain on disposal was $84,323 thousand, which has been transferred from other equity to retained earnings.
- (ii) For market risk, please refer to note 6(w).
(iii) The aforementioned financial assets were not pledged as collateral.
- (iv) The significant financial assets at fair value through other comprehensive income denominated in foreign currency were as follows:
| September 30, 2021 THB December 31, 2020 THB September 30, 2020 THB |
Foreign currency amount (thousand dollars) $ 401,921 205,493 315,291 |
Exchange rate NTD 0.8284 332,951 0.9556 196,370 0.9242 291,392 |
|---|---|---|
(Continued)
15
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(d) Notes and accounts receivable
| Notes receivable Accounts receivable Less: allowance for impairment |
September 30, 2021 $ 933,168 3,382,582 5,398 $ 4,310,352 |
December 31, 2020 571,220 2,807,545 5,194 3,373,571 |
September 30, 2020 |
|---|---|---|---|
| 599,185 2,350,654 10,163 |
|||
| 2,939,676 |
The Group applies the simplified approach to provide for its expected credit losses, i.e. the use of lifetime expected credit loss provision for all receivables. To measure the expected credit losses, trade receivables have been grouped based on shared credit risk characteristics and the days past due, as well as incorporated forward-looking information. The loss allowance provision was determined as follows:
| Current 1 to 30 days past due 31 to 90 days past due Current 1 to 30 days past due Current 1 to 30 days past due 31 to 90 days past due |
September 30, 2021 | September 30, 2021 | |
|---|---|---|---|
| Gross carrying amount Weighted- average expected credit loss rate $ 4,244,603 0.09%~0.17% 52,561 2.18%~4.58% 18,586 6.59%~34.6% $ 4,315,750 December 31, 2020 |
Loss allowance provision |
||
| 2,582 1,315 1,501 |
|||
| 5,398 | |||
| Loss allowance provision |
|||
| 4,055 1,139 |
|||
| 5,194 | |||
| Weighted- average expected credit loss rate 0.01%~0.65% 0.33%~6.16% 5.05%~18.34% |
Loss allowance provision |
||
| 7,870 2,244 49 |
|||
| 10,163 |
(Continued)
16
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
The movement in the allowance for notes and accounts receivable was as follows:
| Balance at beginning of period Impairment losses recognized Foreign exchange gain or loss Balance at end of period |
For the nine months ended September 30 2021 2020 $ 5,194 8,935 304 1,419 (100) (191) $ 5,398 10,163 |
|---|---|
| 2021 $ 5,194 304 (100) $ 5,398 |
The aforementioned financial assets were not pledged as collateral. For other credit risk information, please refers to note 6(w).
(e) Other receivables (including related parties)
| Other receivables-related parties Other |
September 30, 2021 $ 44,652 24,137 $ 68,789 |
December 31, 2020 39,572 106,599 146,171 |
September 30, 2020 |
|---|---|---|---|
| 36,428 141,177 |
|||
| 177,605 |
The aformentioned financial assets were not past due or impaired. For other credit risk information, please refers to note 6(w).
(f) Inventories
The components of the Group's inventories were as follows:
| Raw materials Supplies Work in progress Finished goods Merchandise Total |
September 30, 2021 $ 1,903,993 8,584 286,617 3,046,666 627,078 $ 5,872,938 |
December 31, 2020 1,719,583 9,476 297,435 2,258,866 487,104 4,772,464 |
September 30, 2020 |
|---|---|---|---|
| 1,092,762 104,016 266,628 2,190,278 484,214 |
|||
| 4,137,898 |
The aformentioned inventories were not pledged as collateral.
(Continued)
17
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
Except for operating costs arising from the ordinary sale of inventories, other gains and losses directly recorded under operating cost were as follows:
| Loss on (reversal of) decline in market value of inventory Income from sale of scrap Loss or gain on physical count Unallocated production overhead Total |
For the three months ended September 30 2021 2020 $ 3,898 (14,948) (6,773) (5,610) 123 (20) 142,681 119,034 $ 139,929 98,456 |
For the nine months ended September 30 |
For the nine months ended September 30 |
|---|---|---|---|
| 2021 $ 3,898 (6,773) 123 142,681 $ 139,929 |
2021 (81,062) (19,541) 123 299,198 198,718 |
2020 | |
| 40,341 (15,032) 3,268 311,180 |
|||
| 339,757 |
(g) Investments accounted for under equity method
The details of the investments accounted for under the equity method were as follows:
| Associates Joint ventures |
September 30, 2021 $ 774,166 1,221,703 $ 1,995,869 |
December 31, 2020 732,531 571,256 1,303,787 |
September 30, 2020 |
|---|---|---|---|
| 651,787 392,814 |
|||
| 1,044,601 |
(i) Associates
For the three months and nine months ended September 30, 2021 and 2020, the Group recognized its share of gain from the associates of $36,017 thousand, $66,112 thousand, $137,456 thousand and $102,913 thousand, respectively.
The details of the significant associates are as follows:
| Name of associates | Existing relationship with the Group |
The main operating place / register country |
Proportion of equity and voting right | Proportion of equity and voting right |
|---|---|---|---|---|
| September 30, 2021 |
December 31, 2020 September 30, 2020 % 50.00 % 50.00 % 37.78 % 37.78 |
|||
| ARLANXEO-TSRC (Nantong) Chemicals Industries Co., Ltd. Asia Pacific Energy Development Co., Ltd. |
Strategic alliance of production and sales of NBR Strategic alliance of investment |
China Cayman Isiands |
% 50.00 % 37.78 |
(Continued)
18
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
Summaries of the financial information of the significant associate were as follows:
- 1) Summary of financial information of ARLANXEO-TSRC (Nantong) Chemicals Industries Co., Ltd.
| September 30, | December 31, | September 30, | September 30, | |||
|---|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | ||||
| Current assets | $ | 588,522 | 478,937 | 435,636 | ||
| Non-current assets | 599,389 | 668,836 | 676,123 | |||
| Current liabilities | (297,872) | (471,579) | (536,987) | |||
| Non-current liabilities | (29,584) | (31,085) | (30,675) | |||
| Equity | $ | 860,455 | 645,109 | 544,097 | ||
| Equity attributable to the | ||||||
| Group | $ | 430,228 | 322,554 | 272,048 | ||
| For the three months For the nine |
months | |||||
| ended September 30 ended September 30 |
||||||
| 2021 | 2020 2021 |
2020 | ||||
| Revenue | $ | 600,473 | 398,739 1,589,427 |
1,076,381 | ||
| Net income of continued | ||||||
| operations | $ | 87,357 | 80,980 227,922 |
95,075 | ||
| Other comprehensive income | ||||||
| (loss) | - | - - |
- | |||
| Total comprehensive income | ||||||
| (loss) | $ | 87,357 | 80,980 227,922 |
95,075 | ||
| Total comprehensive income | ||||||
| attributable to the Group | $ | 43,678 | 40,490 113,961 |
47,537 | ||
| For the nine months | ended | |||||
| September 30 | ||||||
| 2021 | 2020 | |||||
| Beginning balance of the equity of the associate | ||||||
| attributable to the Group | $ | 323,287 | 231,111 | |||
| Current total comprehensive income of the | ||||||
| associate attributable to the Group | 113,961 | 47,537 | ||||
| Other | (6,687) | (4,906) | ||||
| Ending balance of the equity of the associate | ||||||
| attributable to the Group | $ | 430,561 | 273,742 |
(Continued)
19
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
- 2) Summary of financial information of Asia Pacific Energy Development Co., Ltd.
| September 30, | December 31, | September 30, | September 30, | |||
|---|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | ||||
| Current assets | $ | 449,912 | 625,218 | 640,018 | ||
| Non-current assets | 938,474 | 1,011,338 | 1,010,752 | |||
| Current liabilities | (456,507) | (529,361) | (625,869) | |||
| Non-current liabilities | (8,744) | (10,318) | (10,604) | |||
| Equity | $ | 923,135 | 1,096,877 | 1,014,297 | ||
| Equity attributable to the | ||||||
| Group | $ | 348,760 | 414,400 | 383,201 | ||
| For the three months For the nine |
months | |||||
| ended September 30 ended September 30 |
||||||
| 2021 | 2020 2021 |
2020 | ||||
| Revenue | $ | 393,299 | 365,038 1,104,066 |
813,308 | ||
| Net income (loss) of | ||||||
| continued operations | $ | (20,276) | 67,819 62,190 |
146,574 | ||
| Other comprehensive income | ||||||
| (loss) | - | - - |
- | |||
| Total comprehensive income | ||||||
| (loss) | $ | (20,276) | 67,819 62,190 |
146,574 | ||
| Total comprehensive income | ||||||
| attributable to the Group | $ | (7,661) | 25,622 23,495 |
55,376 | ||
| For the nine months | ended | |||||
| September 30 | ||||||
| 2021 | 2020 | |||||
| Beginning balance of the equity of the associate | ||||||
| attributable to the Group | $ | 409,244 | 404,508 | |||
| Current total comprehensive income of the | ||||||
| associate attributable to the Group | 23,495 | 55,376 | ||||
| Other | (89,134) | (81,839) | ||||
| Ending balance of the equity of the associate | ||||||
| attributable to the Group | $ | 343,605 | 378,045 |
(Continued)
20
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(ii) Joint ventures
The details of the significant joint ventures are as follows:
| Name ofjoint ventures |
Existing relationship with the Group |
The main operating place / register country |
Proportion of equity and voting right | Proportion of equity and voting right |
|---|---|---|---|---|
| September 30, 2021 |
December 31, 2020 September 30, 2020 % 50.00 % 50.00 |
|||
| Indian Synthetic Rubber Private Limited |
Strategic alliance of production and sales of synthetic rubber products |
India | % 50.00 |
The comprehensive financial information of Indian Synthetic Rubber Private Limited,which is the joint venture material to the Consolidated company, is as follows:
| Current assets Non-current assets Current liabilities Non-current liabilities Equity Equity attributable to the Group Revenue Net income (loss) of continued operations Other comprehensive income (loss) Total comprehensive income (loss) Total comprehensive income attributable to the Group |
September 30, 2021 |
|
|---|---|---|
(Continued)
21
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| Beginning balance of the equity of the joint venture attributable to the Group Current total comprehensive income (loss) of the joint venture attributable to the Group Other Ending balance of the equity of the joint venture attributable to the Group |
For the nine months ended September 30 |
For the nine months ended September 30 |
|---|---|---|
| 2021 $ 512,624 679,367 (27,200) $ 1,164,791 |
2020 | |
| 396,539 (63,527) 2,089 |
||
| 335,101 |
Summary of respectively not significant joint ventures recognized under the equity method was as follows:
| Balance of not significant joint venture's equity Attributable to the Group: Income (loss) from continued operations Other comprehensive income (loss) Total comprehensive income (loss) |
September 30, 2021 $ 56,912 For the three months ended September 30 |
September 30, 2021 $ 56,912 For the three months ended September 30 |
|---|---|---|
| 2021 $ 295 - $ 295 |
2020 |
(iii) The unreviewed financial statements of investments accounted for using equity method
Aforementioned other equity accounted investments of the Group in its investee companies, and its equity in net earnings (loss) on these investee companies were recognized solely on the financial statements prepared by these investee companies, but not reviewed by independent auditors.
(h) Material non-controlling interests of subsidiaries
The material non-controlling interests of subsidiaries were as follows:
| Name of joint ventures | The main operating place / register country |
Proportion of Non-controlling interests | Proportion of Non-controlling interests |
|---|---|---|---|
| September 30, 2021 |
December 31, 2020 September 30, 2020 % 34.56 % 34.56 % 45.00 % 45.00 |
||
| Shen Hua Chemical Industries Co., Ltd. TSRC-UBE (Nantong) Industries Ltd. |
China China |
% 34.56 % 45.00 |
(Continued)
22
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
The following information of the aforementioned subsidiaries have been prepared in accordance with the IFRSs endorsed by the FSC. Included in this information are the fair value adjustment made during the acquisition and the relevant difference in accounting principles between the Group and its subsidiaries as at the acquisition date. Intra-group transactions were not eliminated in this information.
(i) Summary of financial information of Shen Hua Chemical Industries Co., Ltd.
| September 30, | December 31, | September 30, | September 30, | |||
|---|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | ||||
| Current assets | $ | 2,954,164 | 2,569,212 | 2,260,465 | ||
| Non-current assets | 922,262 | 904,877 | 877,804 | |||
| Current liabilities | (471,390) | (582,827) | (410,252) | |||
| Non-current liabilities | (22,605) | (17,878) | (16,843) | |||
| Net assets | $ | 3,382,431 | 2,873,384 | 2,711,174 | ||
| Non-controlling interests | $ | 1,168,968 | 993,042 | 936,982 | ||
| For the three | months For the nine |
months | ||||
| ended September 30 ended September 30 |
||||||
| 2021 | 2020 2021 |
2020 | ||||
| Revenue | $ | 1,823,236 | 1,274,477 6,286,208 |
4,427,043 | ||
| Net income | $ | 77,630 | 140,571 813,361 |
404,257 | ||
| Other comprehensive income (loss) | 2,100 | 52,703 (52,321) |
(30,706) | |||
| Total comprehensive income (loss) | $ | 79,730 | 193,274 761,040 |
373,551 | ||
| Total net income attributable to | ||||||
| non-controlling interests | $ | 26,830 | 48,581 281,098 |
139,711 | ||
| Total comprehensive income | ||||||
| attributable to non-controlling | ||||||
| interests | $ | 27,555 | 66,795 263,015 |
129,099 | ||
| For the nine months | ended | |||||
| September 30 | ||||||
| 2021 | 2020 | |||||
| Net Cash flow from operating activities | $ | 193,582 | 891,257 | |||
| Net Cash used in investing activities | (100,893) | (60,478) | ||||
| Net Cash used in financing activities | (251,789) | (341,193) | ||||
| Effect on exchange rate changes on cash and cash | ||||||
| equivalents | (7,848) | 421 | ||||
| Increase (decrease) in cash and cash | equivalents | $ | (166,948) | 490,007 |
(Continued)
23
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(ii) Summary of financial information of TSRC-UBE (Nantong) Industries Ltd.
| September 30, | December 31, | September 30, | September 30, | |||
|---|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | ||||
| Current assets | $ | 1,171,513 | 1,051,480 | 773,292 | ||
| Non-current assets | 854,837 | 922,652 | 937,587 | |||
| Current liabilities | (264,534) | (355,169) | (178,815) | |||
| Non-current liabilities | (4,989) | (4,524) | (6,027) | |||
| Net assets | $ | 1,756,827 | 1,614,439 | 1,526,037 | ||
| Non-controlling interests | $ | 790,572 | 726,497 | 686,717 | ||
| For the three months For the nine |
months | |||||
| ended September 30 ended September 30 |
||||||
| 2021 | 2020 2021 |
2020 | ||||
| Revenue | $ | 783,012 | 520,260 2,402,142 |
1,615,825 | ||
| Net income | $ | 59,333 | 64,218 289,736 |
95,347 | ||
| Other comprehensive income (loss) | 291 | 26,718 (28,302) |
(16,478) | |||
| Total comprehensive income (loss) | $ | 59,624 | 90,936 261,434 |
78,869 | ||
| Total net income attributable to | ||||||
| non-controlling interests | $ | 26,699 | 28,898 130,381 |
42,906 | ||
| Total comprehensive income | ||||||
| attributable to non-controlling | ||||||
| interests | $ | 26,830 | 40,921 117,645 |
35,491 | ||
| For the nine months | ended | |||||
| September 30 | ||||||
| 2021 | 2020 | |||||
| Net Cash flow from operating activities | $ | 171,150 | 330,854 | |||
| Net Cash used in investing activities | (41,974) | (19,461) | ||||
| Net Cash used in financing activities | (80,109) | (284,701) | ||||
| Effect on exchange rate changes on cash and cash | ||||||
| equivalents | 1,085 | (437) | ||||
| Increase in cash and cash equivalents | $ | 50,152 | 26,255 |
(Continued)
24
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(i) Property, plant and equipment
The cost, depreciation, and impairment of the property, plant and equipment of the Group were as follows:
| Cost: Balance at January 1, 2021 Additions Disposals Reclassification Effect on changes in exchange rates Balance at September 30, 2021 Balance at January 1, 2020 Additions Disposals Reclassification Effect on changes in exchange rates Balance at September 30, 2020 Depreciation and impairment loss: Balance at January 1, 2021 Depreciation Disposals Reclassification Effect on changes in exchange rates Balance at September 30, 2021 Balance at January 1, 2020 Depreciation Disposals Effect on changes in exchange rates Balance at September 30, 2020 Carrying value: January 1, 2021 September 30, 2021 January 1, 2020 September 30, 2020 |
Land $ 841,829 - (201,665) - (458) $ 639,706 $ 614,101 140,061 - 67,307 - $ 821,469 $ - - - - - $ - $ - - - - $ - $ 841,829 $ 639,706 $ 614,101 $ 821,469 |
Land improvements 142,168 - - 953 (1,294) 141,827 143,699 - - 1,549 (1,949) 143,299 94,229 4,116 - - (558) 97,787 90,293 3,920 - (783) 93,430 47,939 44,040 53,406 49,869 |
Buildings 4,672,369 - (4,860) 236,931 (61,049) 4,843,391 4,051,022 - (6,619) 19,714 (37,520) 4,026,597 2,464,473 119,040 (3,314) - (26,949) 2,553,250 2,314,620 100,355 (3,448) (17,768) 2,393,759 2,207,896 2,290,141 1,736,402 1,632,838 |
Machinery 21,983,009 4,255 (115,793) 863,933 (240,903) 22,494,501 20,332,811 3,105 (216,155) 387,872 (216,559) 20,291,074 15,857,095 611,310 (97,584) (20) (158,083) 16,212,718 15,614,341 544,015 (191,653) (166,896) 15,799,807 6,125,914 6,281,783 4,718,470 4,491,267 |
Furniture and fixtures and other equipment 247,058 87 (2,379) 10,692 (2,810) 252,648 244,989 - (5,410) 12,889 (2,943) 249,525 182,165 13,045 (2,160) - (2,099) 190,951 174,944 13,183 (4,849) (2,241) 181,037 64,893 61,697 70,045 68,488 |
Construction in progress 1,228,046 653,480 (66,888) (1,146,745) (13,327) 654,566 2,844,971 879,536 - (438,381) (42,937) 3,243,189 - - - - - - - - - - - 1,228,046 654,566 2,844,971 3,243,189 |
Total 29,114,479 657,822 (391,585) (34,236) (319,841) 29,026,639 28,231,593 1,022,702 (228,184) 50,950 (301,908) 28,775,153 18,597,962 747,511 (103,058) (20) (187,689) 19,054,706 18,194,198 661,473 (199,950) (187,688) 18,468,033 10,516,517 9,971,933 10,037,395 10,307,120 |
|---|---|---|---|---|---|---|---|
To optimize the Group’s asset, the Group disposed its real estate located in Kaohsiung City, Renwu Dist. to a non-related party for $1,220,000 thousands, with a book value of $201,665 thousand based on the resolution approved during the board meeting held on March 11, 2021. All relevant transactions amounting to $909,118 thousands, recognized as gain, had been completed in July 2021.
Please refer to note 8 for the pledged and collateral information of the property, plant and equipment.
(Continued)
25
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(j) Right-of-use assets
The Group leases its assets, including land, buildings, machinery and transportation equipment. Information about leases is presented below:
| Cost: Balance at January 1, 2021 Additions Lease modification Reclassify to construction in progress Amortization to operating costs and inventories Effect on changes in foreign exchange rates Balance at September 30, 2021 Balance at January 1, 2020 Additions Lease modification Amortization to operating costs and inventories Reclassification to construction in progress Effect on changes in foreign exchange rates Balance at September 30, 2020 Accumulated depreciation and impairment losses: Balance at January 1, 2021 Depreciation Lease modification Effect on changes in exchange rates Balance at September 30, 2021 Balance at January 1, 2020 Depreciation Lease modification Effect on changes in exchange rates Balance at September 30, 2020 Carrying value: January 1, 2021 September 30, 2021 January 1, 2020 September 30, 2020 |
Land $ 569,782 - - - - (10,107) $ 559,675 $ 663,708 - - - (94,596) (8,743) $ 560,369 $ 145,489 10,272 - (2,559) $ 153,202 $ 130,190 10,343 - (1,655) $ 138,878 $ 424,293 $ 406,473 $ 533,518 $ 421,491 |
Building 255,467 12,979 (1,757) (63) (3,742) (5,060) 257,824 383,925 20,970 (143,115) (5,137) - (5,264) 251,379 111,766 46,215 (1,781) (2,574) 153,626 68,316 54,664 (21,692) (1,411) 99,877 143,701 104,198 315,609 151,502 |
Machinery 457,714 28,744 (16,972) - (57,405) (7,166) 404,915 471,843 56,885 - (56,900) - (5,330) 466,498 17,224 - (16,972) (252) - 14,551 3,608 - (562) 17,597 440,490 404,915 457,292 448,901 |
Transportation equipment 32,827 12,172 (1,047) - - (11,475) 32,477 34,216 2,523 (2,548) - - (928) 33,263 18,339 8,040 (1,047) (11,156) 14,176 9,064 7,868 (510) (386) 16,036 14,488 18,301 25,152 17,227 |
Total 1,315,790 53,895 (19,776) (63) (61,147) (33,808) 1,254,891 1,553,692 80,378 (145,663) (62,037) (94,596) (20,265) 1,311,509 292,818 64,527 (19,800) (16,541) 321,004 222,121 76,483 (22,202) (4,014) 272,388 1,022,972 933,887 1,331,571 1,039,121 |
|---|---|---|---|---|---|
The Group did not pledge any collateral on right-of-use assets.
(k) Investment property
| Carrying value: January 1, 2021 September 30, 2021 January 1, 2020 September 30, 2020 |
Owned property |
|---|---|
| Buildings | |
| $ 1,566,873 $ 1,555,829 $ 1,581,599 $ 1,570,555 |
(Continued)
26
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
There were no significant additions to, disposals of, or provision (reversal) of impairment of, the Group's investment properties for the nine months ended September 30, 2021 and 2020. The amortization of investment properties of the Group is provided in note 12(a), and the related information is provided in note 6(j) to the consolidated financial statements for the year ended December 31, 2020.
The fair value of the Group's investment properties does not significantly differ from the information disclosed in note 6(j) to the consolidated financial statements for the year ended December 31, 2020.
(l) Intangible assets
The cost, amortization and impairment losses of the intangible assets of the Group were as follows:
| Costs: Balance at January 1, 2021 Reclassification Effect of changes in exchange rates Balance at September 30, 2021 Balance at January 1, 2020 Additions Reclassification Effect of changes in exchange rates Balance at September 30, 2020 Amortization and impairment losses: Balance at January 1, 2021 Amortization Reclassification Effect of changes in exchange rates Balance at September 30, 2021 Balance at January 1, 2020 Amortization Impairment loss Effect of changes in exchange rates Balance at September 30, 2020 Carrying value: January 1, 2021 September 30, 2021 January 1, 2020 September 30, 2020 |
Industrial technology and know- how $ 980,299 8,000 (21,818) $ 966,481 $ 995,035 25,300 - (29,611) $ 990,724 $ 587,443 47,297 - (14,321) $ 620,419 $ 491,771 37,301 67,186 (16,784) $ 579,474 $ 392,856 $ 346,062 $ 503,264 $ 411,250 |
Computer software 261,995 12,553 (1,267) 273,281 246,832 148 9,103 (851) 255,232 247,082 7,994 19 (1,230) 253,865 234,745 9,397 - (816) 243,326 14,913 19,416 12,087 11,906 |
Goodwill 195,817 - (4,410) 191,407 206,793 - - (6,731) 200,062 195,817 - - (4,410) 191,407 - - 205,109 (5,047) 200,062 - - 206,793 - |
Patent and trademark 561,090 - (12,636) 548,454 592,543 - - (19,290) 573,253 348,361 11,961 - (7,942) 352,380 200,235 17,515 143,021 (10,470) 350,301 212,729 196,074 392,308 222,952 |
Customer relationship 1,023,437 - (23,048) 1,000,389 1,080,805 - - (35,182) 1,045,623 631,530 24,313 - (14,417) 641,426 525,372 43,040 84,931 (20,251) 633,092 391,907 358,963 555,433 412,531 |
Non- compete agreement 8,553 - (193) 8,360 9,032 - - (294) 8,738 8,553 - - (193) 8,360 9,032 - - (294) 8,738 - - - - |
Total 3,031,191 20,553 (63,372) 2,988,372 3,131,040 25,448 9,103 (91,959) 3,073,632 2,018,786 91,565 19 (42,513) 2,067,857 1,461,155 107,253 500,247 (53,662) 2,014,993 1,012,405 920,515 1,669,885 1,058,639 |
|---|---|---|---|---|---|---|---|
(Continued)
27
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(i) Amortization of intangible assets
For the nine months ended September 30, 2021 and 2020, the amortization of intangible assets are included in the statement of comprehensive income:
| Operating costs Operating expenses |
For the nine months ended September 30 |
For the nine months ended September 30 |
|---|---|---|
| 2021 $ 4,810 86,755 $ 91,565 |
2020 | |
| 3,852 103,401 |
||
| 107,253 |
(ii) Impairment Testing
The goodwill and other intangible assets, which were mainly from the expected production of Dexco Polymers LP Synthetic rubber products' revenue growth in the United States and Europe market amounting to USD90,569 thousand, were generated and recognized by TSRC (USA) Investment Corporation when acquiring Dexco Polymers LP and Dexco Polymers Operating LLC in April 2011. In 2020, the global economic recession caused by COVID-19, as well as the delay of customers' shipments resulted in a decline in operations and profits, and indication of impairment.
For the purposes of impairment testing, goodwill is allocated to each of the acquirer’s cashgenerating units that are expected to benefit from the synergies of the combination. TSRC (USA) Investment Corporation itself is not a separate cash-generating unit that cannot generate independent cash inflows; therefore, the impairment of goodwill and other intangible assets (including technical know-hows, patents, trademarks and customer relationships) are calculated at fair value after the merger of Dexco Polymers LP by TSRC (USA) Investment Corporation, minus the cost of disposal and the book value of net assets, in assessing whether impairment should be recognized.
For the abovementioned impairment testing for the year ended September 30, 2020, the fair value of intangible assets, minus disposal costs, were lower than the book value of net assets, wherein the amount of impairment loss were recognized as follows:
| Goodwill $ 205,109 |
Know-how 67,186 |
Patent 96,503 |
Trademark 46,518 |
Customer relationship 84,931 |
Total |
|---|---|---|---|---|---|
| 500,247 |
The cash-generating unit used the financial data of July 31, 2020 as the measurement base date, wherein the measurement of the recoverable amount was determined using the fair value, less disposal cost, based on the market and income approach. The amount of fair value, less disposal cost, was estimated by using the discounted cash flow. The measurement of fair value uses the significant unobservable input classified into the third level.
(Continued)
28
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
The following are the key assumptions used in estimating the recoverable amount. The values of these key assumptions represent the management's assessment of the future trends of related industries and the consideration of historical information from internal and external sources.
| Discount rate Revenue growth rate |
2020.7.31 |
|---|---|
| 10.2% 0.9%~7% |
The discount rate and the cash flow were estimated based on the industry weighted average capital cost and the five-year financial forecast approved by the management, respectively. In addition, the cash flow over five years was estimated based on different growth rates for each product over the subsequent years.
The intangible assets of the Group had not been impaired for the nine month ended September 30, 2021.
(iii) The Group did not pledge any collateral on intangible assets.
(m) Short-term and long-term borrowings
The details of the Group's short-term and long-term borrowings were as follows:
- (i) Short-term bank borrowings
| Unsecured loans Unsecured loans Unsecured loans |
September 30, 2021 | September 30, 2021 | ||
|---|---|---|---|---|
| Range of interest rates (%) |
Year of maturity |
The unused credit facilities |
||
| 0.40~3.85 | 15,733,099 | |||
| Range of interest rates (%) |
Year of maturity |
The unused credit facilities |
||
| 0.40~4.35 | 17,605,576 | |||
| Range of interest rates (%) |
Year of maturity |
The unused credit facilities |
||
| 0.38~4.35 | 2020~2021 | 18,290,086 |
(Continued)
29
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(ii) Long-term borrowings
1) Long-term bank borrowings
| Secured loans Unsecured loans Total Current Non-current Total Secured loans Unsecured loans Total Current Non-current Total Secured loans Unsecured loans Total Current Non-current Total |
September 30, 2021 | September 30, 2021 |
|---|---|---|
| Range of interest rates (%) |
||
| Range of interest rates (%) |
Year of maturity Amount 2021~2023 $ 621,709 2020~2025 3,942,655 $ 4,564,364 $ 1,130,577 3,433,787 $ 4,564,364 |
|
| 1.55~4.38 1~5.08 |
For the nine months ended September 30, 2021 and 2020, the Group repaid the amounts of $2,212,831 thousand and $582,209 thousand, respectively, for its long-term borrowings, wherein the proceeds amounting to $1,196,664 thousand and $217,986 thousand bore the interest rates of 0.95%~1.65% and 1.00%~5.08%, as well as maturities ranging from March 2024 to November 2025 and May 2022 to June 2025, respectively, and the related information is provided in note 6(l) to the consolidated financial statements for the year ended December 31, 2020.
(Continued)
30
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
2) Long-term commercial paper payable (recorded as other long-term borrowings)
| Long-term commercial paper payable Less: discount on long-term commercial paper payable Total Interest rate |
September 30, 2021 $ 350,000 166 $ 349,834 1.1573% |
December 31, 2020 350,000 659 349,341 1.2060% |
September 30, 2020 |
|---|---|---|---|
| 350,000 90 |
|||
| 349,910 | |||
| 1.1777% |
- (n) Lease liabilities
The Group's lease liabilities were as follow:
| Current Non-current |
September 30, 2021 $ 143,819 $ 397,669 |
December 31, 2020 139,263 492,827 |
September 30, 2020 |
|---|---|---|---|
| 157,036 | |||
| 495,122 |
For the maturity analysis, please refer to note 6(w).
The amounts recognized in profit or loss were as follows:
| Interest on lease liabilities Expenses relating to short-term leases Expenses relating to leases of low-value assets, excluding short-term leases of low-value assets |
For the three months ended September 30 2021 2020 $ 1,007 1,241 $ 3,626 336 $ 8,735 13,921 |
For the nine months ended September 30 |
For the nine months ended September 30 |
|---|---|---|---|
| 2021 $ 1,007 $ 3,626 $ 8,735 |
2021 3,046 11,900 18,153 |
2020 | |
| 5,497 | |||
| 1,501 | |||
| 25,605 |
The amounts recognized in the statement of cash flows for the Group were as follows:
| Total cash outflow for leases | For the nine months ended September 30 |
For the nine months ended September 30 |
|---|---|---|
| 2021 $ 180,133 |
2020 | |
| 162,402 |
(Continued)
31
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(o) Employee benefits
(i) Defined benefit plans
The Group allocated the pension fund in accordance with the "Regulations for Revenues, Expenditures, Safeguard and Utilization of the Labor Retirement Fund", and contributed $17,323 thousand and $57,226 thousand to the Bank of Taiwan labor pension reserve account in March 2021 and March 2020, respectively. Since there were no material volatility of the market, no material reimbursement and settlement or other material one-time events since prior fiscal year. As a result, the pension cost in the accompanying interim period was measured and disclosed according to the actuarial report as of December 31, 2020 and 2019.
The Group recognized pension costs of the defined benefit plans in profit or loss as follows:
| Operating costs Operating expenses |
For the three months ended September 30 2021 2020 $ 848 997 565 685 $ 1,413 1,682 |
For the nine months ended September 30 |
For the nine months ended September 30 |
|---|---|---|---|
| 2021 $ 848 565 $ 1,413 |
2021 2,558 1,680 4,238 |
2020 | |
| 3,003 2,044 |
|||
| 5,047 |
(ii) Defined contribution plans
According to the defined contribution plans, the Group made contributions to the Bureau of Labor Insurance and the local authorities of the consolidated overseas subsidiaries. The Group recognized pension costs of the defined contribution plans in profit or loss as follows:
| Operating costs Operating expenses |
For the three months ended September 30 2021 2020 $ 17,734 7,791 7,688 6,354 $ 25,422 14,145 |
For the nine months ended September 30 |
For the nine months ended September 30 |
|---|---|---|---|
| 2021 $ 17,734 7,688 $ 25,422 |
2021 49,195 21,898 71,093 |
2020 | |
| 24,300 19,649 |
|||
| 43,949 |
(Continued)
32
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(p) Income tax
The components of income tax expense were as follows:
| Current income tax expense Current period Adjustment for prior periods Deferred tax expense (benefit) Origination and reversal of temporary differences Income tax expenses of continued operations |
For the three months ended September 30 2021 2020 $ 157,465 128,155 21 (38) 157,486 128,117 44,904 (115,694) $ 202,390 12,423 |
For the nine months ended September 30 2021 2020 752,405 334,779 (717) 4,470 751,688 339,249 183,098 (141,743) 934,786 197,506 |
|---|---|---|
| 2021 $ 157,465 21 157,486 44,904 $ 202,390 |
2021 752,405 (717) 751,688 183,098 934,786 |
The tax returns of the Company have been assessed by the tax authorities for all years through 2019.
(q) Capital and other equity
Except as explained in the following paragraphs, there were no significant changes in the capital and other equity during the nine months ended September 30, 2021 and 2020. Please refer to note 6(r) to the consolidated financial statements for the year ended December 31, 2020 for the related information.
- (i) Retained earnings earnings distribution
In accordance with the Company's articles of incorporation amended on June 19, 2020, when allocating the earnings for each fiscal year, the Company may, after offsetting losses from previous years, and paying taxes, and setting aside any statutory and appropriated retained earnings of 10% by ordinary resolution, may draw up the allocation of the balance remaining as bonuses, dividends, retained earnings or otherwise. The allocation shall be proposed by the Board of Directors and shall be resolved at the shareholders' general meeting. However, dividends issued in cash may be passed by the Board of Directors with more than two-thirds of the directors’ attendance, and be resolved by more than half of the directors, then be reported to the shareholders' general meeting.
In accordance with the original Company's articles of incorporation, when allocating the earnings for each fiscal year, the Company may, after offsetting losses from previous years, after paying taxes as per the law, and after 10% of the statutory surplus reserve is raised before the special surplus reserve is set up or turned over under the Securities and Exchange Act, the balances, when added to the unallocated surplus in the preceding period, are thereafter available for distribution and a surplus allocation proposal is submitted.
For the distribution based on the above of paragraph, the cash dividend shall not be less than 20% of the total distribution.
(Continued)
33
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
The above-mentioned distribution of surplus shall be drawn up by the Board of Directors and shall be submitted to the shareholders' meeting for resolution.
The distribution of 2020 and 2019 earnings as dividends to stockholders that were approved by the Company's shareholders' general meetings on August 4, 2021 and June 19, 2020, respectively, were as follows:
| Dividends distributed to common shareholders: Cash Other equities (net for tax) Foreign exchange differences arising from foreign operations Balance as of January 1, 2021 $ (198,125) Foreign exchange differences arising from foreign operations (287,682) Exchange differences on translation financial statements from investments accounted for using equity method (5,698) Unrealized gains or losses from financial assets measured at fair value through other comprehensive income - Share of cash flow hedges of associates and joint ventures accounted for under equity method - Balance as of September 30, 2021 $ (491,505) Balance as of January 1, 2020 $ 23,383 Foreign exchange differences arising from foreign operations (310,129) Exchange differences on translation financial statements from investments accounted for using equity method 5,624 Unrealized gains or losses from financial assets measured at fair value through other comprehensive income - Disposal of investments in equity instruments designated at fair value through other comprehensive income - Share of cash flow hedges of associates and joint ventures accounted for under equity method - Balance as of September 30, 2020 $ (281,122) |
2020 $ 297,256 Unrealized gains (losses) from financial assets measured at fair value through other comprehensive income Gains (losses) on hedging instruments 558,902 (81,119) - - - - 342,831 - - 43,213 901,733 (37,906) 711,094 (80,526) - - - - (50,009) - (84,323) - - (1,689) 576,762 (82,215) |
2019 412,855 Total 279,658 (287,682) (5,698) 342,831 43,213 372,322 653,951 (310,129) 5,624 (50,009) (84,323) (1,689) 213,425 |
|
|---|---|---|---|
(ii) Other equities (net for tax)
(Continued)
34
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(r) Earnings per share
The calculation of the Company's basic earnings (losses) per share and diluted earnings (losses) per share was as follows:
- (i) Basic earnings (losses) per share
| Net income (loss) attributable to common shareholders of the Company Weighted-average number of common shares (in thousands) Basic earnings (losses) per share (NTD) Diluted earnings (losses) per share Net income (loss) attributable to common shareholders of the Company (diluted) Weighted-average number of common shares (basic) (in thousands) Impact on potential common shares Effect of employees' compensation (in thousands) Weighted-average number of shares outstanding (diluted) (in thousands) Diluted earnings (losses) per share (NTD) |
For the three months ended September 30 2021 2020 $ 1,441,531 (231,268) 825,710 825,710 $ 1.75 (0.28) For the three months ended September 30 2021 2020 $ 1,441,531 (231,268) 825,710 825,710 2,977 - 828,687 825,710 $ 1.74 (0.28) |
For the nine months ended September 30 2021 2020 3,340,428 (289,482) 825,710 825,710 4.05 (0.35) For the nine months ended September 30 2021 2020 3,340,428 (289,482) 825,710 825,710 3,335 - 829,045 825,710 4.03 (0.35) |
|---|---|---|
| 2021 3,340,428 825,710 3,335 829,045 4.03 |
-
(ii) Diluted earnings (losses) per share
-
(s) Remuneration to employees and directors
In accordance with the Company's articles of incorporation, if there is profit for the year, the Company should contribute more than 1% of its profit as employee remuneration, and less than 1% as directors' remuneration. The related regulations on the distribution of remunerations to employees and directors will have to be approved by the Board of Directors.
(Continued)
35
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
For the three months and nine months ended September 30, 2021 and 2020, the Company recognized the employees' compensation of $32,000 thousand, $0 thousand, $93,619 thousand and $0 thousand, respectively, and the directors' remuneration of $7,299 thousand, $0 thousand, $18,593 thousand and $0 thousand, respectively. The amounts were estimated based on the profit-sharing percentages set by the Articles of Incorporation and were recorded as operating cost or operating expenses in the respective periods. If the distribution in the following year is different from the estimate, the difference is treated as a change in accounting estimate and will be recognized as profit or loss for the following year.
For the years ended December 31, 2020 and 2019, the Company recognized its employees' compensation of $40,750 thousand and $53,614 thousand, respectively, and its directors' remuneration of $616 thousand and $9,813 thousand, respectively. There was no difference between the distribution and the recognized amounts except that the Board of Directors resolved the remuneration to directors of 2019 to be $4,907 thousand, considering the Company's operating performance and regional market levels. The difference was recognized in profit and loss of 2020. For relevant information, please refer to Market Observation Post System.
(t) Revenue from contracts with customers
| Primary geographical markets: Asia Americas Europe Others Major product lines: Synthetic rubber / elastomers Applied materials Others |
For the three months ended September 30, 2021 | For the three months ended September 30, 2021 | For the three months ended September 30, 2021 |
|---|---|---|---|
| Synthetic rubber $ 5,183,510 1,290,991 791,017 168,943 $ 7,434,461 7,339,443 - 95,018 $ 7,434,461 |
Non-synthetic rubber 236,168 2,168 65 - 238,401 - 238,242 159 238,401 |
Total | |
| 5,419,678 1,293,159 791,082 168,943 |
|||
| 7,672,862 | |||
| 7,339,443 238,242 95,177 |
|||
| 7,672,862 |
(Continued)
36
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| Primary geographical markets: Asia Americas Europe Others Major product lines: Synthetic rubber / elastomers Applied materials Others Primary geographical markets: Asia Americas Europe Others Major product lines: Synthetic rubber / elastomers Applied materials Others |
For the three months ended September 30, 2020 | For the three months ended September 30, 2020 | For the three months ended September 30, 2020 |
|---|---|---|---|
| Synthetic rubber Non-synthetic rubber Total $ 3,905,680 210,939 4,116,619 780,821 (3) 780,818 567,419 26 567,445 142,478 - 142,478 $ 5,396,398 210,962 5,607,360 5,204,644 - 5,204,644 - 206,975 206,975 191,754 3,987 195,741 $ 5,396,398 210,962 5,607,360 For the nine months ended September 30, 2021 |
Total | ||
| 4,116,619 780,818 567,445 142,478 |
|||
| 5,607,360 | |||
| 5,204,644 206,975 195,741 |
|||
| 5,607,360 | |||
| Synthetic rubber $ 17,009,314 3,514,300 2,422,364 586,917 $ 23,532,895 23,327,170 - 205,725 $ 23,532,895 |
Non-synthetic rubber 864,085 13,343 65 - 877,493 - 876,866 627 877,493 |
Total | |
| 17,873,399 3,527,643 2,422,429 586,917 |
|||
| 24,410,388 | |||
| 23,327,170 876,866 206,352 |
|||
| 24,410,388 |
(Continued)
37
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| Primary geographical markets: Asia Americas Europe Others Major product lines: Synthetic rubber / elastomers Applied materials Others |
For the nine months ended September 30, 2020 | For the nine months ended September 30, 2020 | For the nine months ended September 30, 2020 |
|---|---|---|---|
| Synthetic rubber $ 12,096,431 2,648,070 1,872,733 429,219 $ 17,046,453 16,526,675 - 519,778 $ 17,046,453 |
Non-synthetic rubber 584,775 5,291 26 - 590,092 - 577,852 12,240 590,092 |
Total | |
| 12,681,206 2,653,361 1,872,759 429,219 |
|||
| 17,636,545 | |||
| 16,526,675 577,852 532,018 |
|||
| 17,636,545 |
- (u) Other income and expenses
| Rental income Royalty income Net service income Depreciation of investment properties Net other income Other income and expenses |
For the three months ended September 30 2021 2020 $ 18,480 16,246 58,139 22,705 3,330 2,558 (3,682) (3,681) 6,855 2,151 $ 83,122 39,979 |
For the nine months ended September 30 2021 2020 56,977 48,310 116,605 59,365 9,118 9,230 (11,044) (11,044) 22,035 16,567 193,691 122,428 |
|---|---|---|
| 2021 $ 18,480 58,139 3,330 (3,682) 6,855 $ 83,122 |
2021 56,977 116,605 9,118 (11,044) 22,035 193,691 |
-
(v) Non-operating income and expenses
-
(i) Interest income
| Interest income from bank deposits Other gains Dividend income |
For the three months ended September 30 2021 2020 $ 6,140 9,176 For the three months ended September 30 2021 2020 $ 37,987 34,054 |
For the nine months ended September 30 |
For the nine months ended September 30 |
|---|---|---|---|
| 2021 2020 22,028 39,073 For the nine months ended September 30 |
2020 | ||
| 39,073 | |||
| 2021 66,272 |
2020 | ||
| 62,339 |
- (ii) Other gains
(Continued)
38
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(iii) Other gains and losses
| Gains or losses on disposal of property, plant and equipment Foreign exchange gain or loss, net Gains or losses on financial assets (liabilities) at fair value through profit or loss Impairment loss on intangible assets Other gains and losses Other gains and losses, net Finance costs Interest expense |
For the three months ended September 30 2021 2020 $ 995,606 (12,282) (14,341) 21,193 19,806 (17,746) - (500,247) 589 8,084 $ 1,001,660 (500,998) For the three months ended September 30 2021 2020 $ 27,172 23,300 |
For the nine months ended September 30 2021 2020 926,238 (27,848) (44,474) 34,277 45,788 (12,262) - (500,247) 6,765 13,250 934,317 (492,830) For the nine months ended September 30 2021 2020 85,530 95,911 |
|---|---|---|
| 2021 85,530 |
- (iv) Finance costs
(w) Financial instruments
Except as noted below, there were no significant changes in the Group's exposure to credit risk, liquidity risk, and market risk due to financial instruments. Please refer to note 6(y) to the consolidated financial statements for the year ended December 31, 2020.
(i) Liquidity risk
The following are the contractual maturities of financial liabilities, including estimated interest payments but excluding the impact of netting agreements.
| Contractual cash flows September 30, 2021 Non-derivative financial liabilities Short-term borrowings $ 3,974,707 Accounts payable (including related parties) 1,378,895 Other payables 1,375,300 Long-term borrowings (including other long- term borrowings and current portion) 3,840,168 Lease liabilities 565,424 Deposits received 49,707 Derivative financial liabilities Other swap contracts: Outflow 8 $ 11,184,209 |
Within 6 months 3,421,350 1,378,895 1,375,300 672,303 73,966 - 8 6,921,822 |
6-12 months 553,357 - - 749,029 69,224 - - 1,371,610 |
1-2 years - - - 983,681 99,120 35,340 - 1,118,141 |
2-5 years - - - 1,435,155 170,410 11,247 - 1,616,812 |
Over 5 years |
|---|---|---|---|---|---|
| - - - - 152,704 3,120 - |
|||||
| 155,824 |
(Continued)
39
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| Contractual cash flows December 31, 2020 Non-derivative financial liabilities Short-term borrowings $ 3,795,442 Accounts payable 1,643,264 Other payables 1,204,135 Long-term borrowings (including other long- term borrowings and current portion) 4,910,796 Lease liabilities 653,406 Deposits received 62,118 Derivative financial liabilities Other swap contracts: Outflow 32,628 $ 12,301,789 September 30, 2020 Non-derivative financial liabilities Short-term borrowings $ 4,257,932 Accounts payable (including related parties) 916,161 Other payables 1,031,299 Long-term borrowings (including other long- term borrowings and current portion) 5,055,101 Lease liabilities 659,469 Deposits received 60,741 Derivative financial liabilities Other swap contracts/other forward contracts: Outflow 10,010 $ 11,990,713 |
Within 6 months 3,675,788 1,643,264 1,204,135 1,239,315 71,505 - 32,628 7,866,635 4,098,590 916,161 1,031,299 561,669 71,881 - 10,010 6,689,610 |
6-12 months 119,654 - - 1,593,226 71,505 - - 1,784,385 159,342 - - 653,527 71,881 - - 884,750 |
1-2 years - - - 1,084,767 120,293 46,461 - 1,251,521 - - - 2,545,568 118,001 60,741 - 2,724,310 |
2-5 years - - - 993,488 191,367 12,536 - 1,197,391 - - - 1,294,337 194,619 - - 1,488,956 |
Over 5 years |
|---|---|---|---|---|---|
| - - - - 198,736 3,121 - |
|||||
| 201,857 | |||||
| - - - - 203,087 - - |
|||||
| 203,087 |
The Group does not expect that the cash flows included in the maturity analysis could occur significantly earlier or at significantly different amounts.
(Continued)
40
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(ii) Currency risk
1) Risk exposure
The Group's financial assets and financial liabilities exposed to significant currency risk were as follows:
| September 30, 2021 Financial assets: Monetary assets: USD EUR JPY CNY Financial liabilities: Monetary liabilities: USD EUR JPY December 31, 2020 Financial assets: Monetary assets: USD EUR JPY CNY Financial liabilities: Monetary liabilities: USD EUR JPY |
Foreign currency (thousand dollars) $ 93,262 $ 14,476 $ 163,863 $ 38,001 $ 92,592 $ 11,485 $ 145,151 $ 76,191 $ 8,197 $ 36,134 $ 22,490 $ 84,000 $ 6,212 $ 27,409 |
Exchange rate NTD 27.8660 2,598,839 32.3385 468,132 0.2491 40,818 4.3078 163,701 27.8660 2,580,169 32.3385 371,408 0.2491 36,157 28.5080 2,172,053 35.0563 287,356 0.2765 9,991 4.3813 98,535 28.5080 2,394,672 35.0563 217,770 0.2765 7,579 |
|---|---|---|
(Continued)
41
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| September 30, 2020 Financial assets: Monetary assets: USD EUR JPY CNY Financial liabilities: Monetary liabilities: USD EUR JPY |
Foreign currency (thousand dollars) $ 64,348 $ 8,002 $ 49,955 $ 19,437 $ 64,222 $ 6,173 $ 30,753 |
Exchange rate NTD 29.1260 1,874,200 34.1706 273,433 0.2758 13,778 4.2733 83,060 29.1260 1,870,530 34.1706 210,935 0.2758 8,482 |
|---|---|---|
The Group's exposure to foreign currency risk arose from cash and cash equivalents, accounts and other receivables, borrowings, and accounts and other payables that were denominated in foreign currencies. If the NTD against the forgin currencies had depreciated / appreciated by 1%, the Group's net income before tax would have increased / decreased by $2,838 thousand and $1,545 thousand for the nine months ended September 30, 2021 and 2020, respectively, with all other variable factors remaining constant. The analysis was performed on the same basis for both periods.
Since the Group has many kinds of functional currencies, the information on foreign exchange gain (loss) on monetary items is disclosed by gross amount. For the nine months ended September 30, 2021 and 2020, foreign exchange gain (loss) (including Derivative financial instruments for non-hedging profit and loss) amounting to $1,314 thousand and $22,015 thousand, respectively.
- 2) Interest rate risk analysis
Please refer to the note on liquidity risk management for the interest rate exposure of the Group's financial assets and liabilities.
The following sensitivity analysis is based on the risk exposure to interest rates of the non-derivative financial instruments at the reporting date. For floating-rate instruments, the sensitivity analysis assumes the floating-rate liabilities as of the reporting date are outstanding for the whole year.
If the interest rate had increased / decreased by 1%, the Group's net income before tax would have decreased / increased by $57,986 thousand and $68,724 thousand for the nine months ended September 30, 2021 and 2020, respectively, with all other variable factors remaining constant. This is mainly due to the Group's borrowing at floating rates.
(Continued)
42
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
-
(iii) Fair value
-
1) Hierarchy and fair value of financial instruments
Except for the followings, carrying amounts of the Group's financial assets and liabilities are valuated approximately to their fair values. No additional fair value disclosure is required in accordance to the regulations.
| Financial assets at fair value through profit or loss Derivative financial assets Financial assets at fair value through other comprehensive income Listed stocks (domestic) Unlisted stocks (domestic and overseas) Subtotal Total Financial liabilities at fair value through profit or loss Derivative financial liabilities Financial assets at fair value through profit or loss Derivative financial assets Financial assets at fair value through other comprehensive income Unlisted stocks (domestic and overseas) Total Financial liabilities at fair value through profit or loss Derivative financial liabilities |
September 30, 2021 | September 30, 2021 | September 30, 2021 | ||
|---|---|---|---|---|---|
| Carrying amount $ 13,783 609,830 684,420 1,294,250 $ 1,308,033 $ 8 |
Fair value | ||||
| Level 1 Level 2 Level 3 - 13,783 - 609,830 - - - - 684,420 609,830 - 684,420 609,830 13,783 684,420 - 8 - December 31, 2020 |
Total | ||||
| 13,783 | |||||
| 609,830 684,420 |
|||||
| 1,294,250 | |||||
| 1,308,033 | |||||
| 8 | |||||
| Fair value | |||||
| Level 1 - - - - |
Level 2 3,460 - 3,460 32,628 |
Level 3 - 952,645 952,645 - |
Total | ||
| 3,460 | |||||
| 952,645 | |||||
| 956,105 | |||||
| 32,628 |
(Continued)
43
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| Financial assets at fair value through profit or loss Derivative financial assets Financial assets at fair value through other comprehensive income Unlisted stocks (domestic and overseas) Total Financial liabilities at fair value through profit or loss Derivative financial liabilities |
September 30, 2020 | September 30, 2020 | September 30, 2020 | ||
|---|---|---|---|---|---|
| Carrying amount $ 2,622 971,685 $ 974,307 $ 10,010 |
Fair value | ||||
| Level 1 - - - - |
Level 2 2,622 - 2,622 10,010 |
Level 3 - 971,685 971,685 - |
Total | ||
| 2,622 | |||||
| 971,685 | |||||
| 974,307 | |||||
| 10,010 |
- 2) Valuation techniques and assumptions used in fair value determination
If the financial instruments held by the Group have the quoted market price in active market, the fair value of the assets is based on the quoted market price. However, if the instruments have no quoted market price in active market, the Group uses market comparison approach to evaluate the fair value. The main assumption is based on the investee’s earnings after tax and the listed (over the counter) company’s earnings used in computing the market price. The estimated price has been discounted due to the price of the securities lacks the liquidity. The liquidity discount is a significant unobservable input in valuing equity investment. Forward exchange contracts are normally priced based on the exchange rates provided by the world agencies.
- 3) Reconciliation of Level 3 fair values
| Balance at January 1, 2021 Total gains: Recognized in other comprehensive income Transfer into level 1 Balance at September 30, 2021 Balance at January 1, 2020 Total gains: Recognized in other comprehensive income Balance at September 30, 2020 |
Unquoted equity instruments $ 952,645 315,365 (583,590) $ 684,420 $ 1,022,688 (51,003) $ 971,685 |
|---|---|
Since Evergreen Steel Corporation was listed in April 2021, its fair value measurement was transeferred from the level 3 to level 1.
(Continued)
44
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
- 4) Quantifies information on significant unobservable inputs (Level 3) used in fair value measurement
Quantified information of significant unobservable inputs was as follows:
Valuation Significant Item technique unobservable inputs ‧ Financial assets at Comparative Multipliers of pricefair value through listed company to-earnings ratios as other of September 30, comprehensive 2021, December 31, income-equity 2020 and September investments 30, 2020 was all without an active 13.14~18.25, market 15.62~17.80 and 17.07~17.35, respectively ‧ Multipliers of pricebook ratios as of December 31, 2020 and September 30, 2020 were 1.38 and 1.18, respectively ‧ Market liquidity discount rate as of 20%
Inter-relationship between significant unobservable inputs and fair value measurement
-
‧ the estimated fair value would have been higher if the price-to-earnings and price-book ratios would be higher.
-
‧ the estimated fair value would have been higher if the market liquidity discount would be lower.
-
-
-
5) Fair value measurements in Level 3 sensitivity analysis of reasonably possible alternative assumptions
For fair value measurements in Level 3, changing one or more of the assumptions would have the following effects on profit or loss and other comprehensive income:
| September 30, 2021 Financial assets fair value through other comprehensive income Equity investments without an active market December 31, 2020 Financial assets fair value through other comprehensive income Equity investments without an active market |
Input Liquidity discount at 20% Liquidity discount at 20% |
Move up or Other comprehensive income down Favorable Unfavorable 1% $ 8,559 (8,559) 1% $ 11,912 (11,912) |
|---|---|---|
(Continued)
45
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| September 30, 2020 Financial assets fair value through other comprehensive income Equity investments without an active market |
Input Liquidity discount at 20% |
Move up or Other comprehensive income down Favorable Unfavorable 1% $ 12,149 (12,149) |
Other comprehensive income |
|---|---|---|---|
The favorable and unfavorable effects represent the changes in fair value, and the fair value is based on a variety of unobservable inputs calculated using a valuation technique. The analysis above only reflects the effects of changes in a single input, and it does not include the interrelationships with another input.
(x) Financial risk management
The objectives and policies of the Group's financial risk management are the same as those in note 6(z) to the consolidated financial statements for the year ended December 31, 2020.
(y) Capital management
The objectives, policies, and procedures of the Group's capital management are the same as those in the consolidated financial statements for the year ended December 31, 2020. There were no significant changes in the Group's quantitative information from that disclosed in the consolidated financial statements for the year ended December 31, 2020. For further information, please refer to note 6(aa) to the consolidated financial statements for the year ended December 31, 2020.
(z) Investing and financing activities not affecting current cash flow
The Group did not have non-cash flow transactions on investing and financing activities for the nine months ended September 30, 2021 and 2020.
(aa) Reconciliation of liabilities arising from financing activities
Reconciliation of liabilities arising from financing activities for the nine months ended September 30, 2021 and 2020 was as follows:
| Long-term borrowings (including current portion) Other long-term borrowings Short-term borrowings Lease liabilities Total liabilities from financing activities |
January 1, 2021 $ 4,463,864 349,341 3,789,276 632,090 $ 9,234,571 |
Cash flows (1,018,167) - 243,969 (147,034) (921,232) |
N Foreign exchange movement (23,566) - (73,792) (533) (97,891) |
on-cash changes | Others - - - 53,919 53,919 |
September 30, 2021 3,422,131 349,834 3,959,453 541,488 |
|---|---|---|---|---|---|---|
| Amortization of commercial paper discount - 493 - 3,046 3,539 |
||||||
| 8,272,906 |
(Continued)
46
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| Long-term borrowings (including current portion) Other long-term borrowings Short-term borrowings Lease liabilities Total liabilities from financing activities |
January 1, 2020 $ 4,959,940 349,287 4,729,148 861,631 $ 10,900,006 |
Cash flows (364,223) - (553,908) (129,799) (1,047,930) |
N Foreign exchange movement (31,353) - 73,660 (2,479) 39,828 |
on-cash changes | Others - - - (81,123) (81,123) |
September 30, 2020 4,564,364 349,910 4,248,900 652,158 |
|---|---|---|---|---|---|---|
| Amortization of commercial paper discount - 623 - 3,928 4,551 |
||||||
| 9,815,332 |
(7) Related-party transactions
- (a) Names and relationship with related parties
In this consolidated financial report, the related parties having transactions with the Group are listed as below:
Name of related party Relationship with the Group Indian Synthetic Rubber Private Limited The Group recognized joint venture under equity method ARLANXEO-TSRC (Nantong) Chemical The Group recognized associates under equity Industries Co., Ltd. method Asia Pacific Energy Development Co., Ltd. 〃 Nantong Qix Storage Co., Ltd. The Group recognized joint venture under equity method Marubeni Corporation Corporate director of one consolidated entity UBE Industrial Ltd. 〃 Metropolis Property Management Other related parties of the Group Corporation Continental Engineering Corporation 〃 WFV Corporation 〃 UBE (Shanghai) Ltd. Subsidiary of corporate director of one consolidated entity
-
(b) Significant transactions with related parties
-
(i) Operating revenue
The amounts of significant sales by the Group to related parties were as follows:
| Associates | For the three months ended September 30 2021 2020 $ (24) (3) |
For the nine months ended September 30 |
For the nine months ended September 30 |
|---|---|---|---|
| 2021 $ (24) |
2021 6,223 |
2020 | |
| 5,776 |
(Continued)
47
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
The sales price with related parties is not significantly different from normal transactions, and the payment terms were about one month.
(ii) Purchases
The amounts of purchase transactions with related parties were as follows:
| Other related parties | For the three months ended September 30 2021 2020 $ 100,936 13,294 |
For the nine months ended September 30 |
For the nine months ended September 30 |
|---|---|---|---|
| 2021 $ 100,936 |
2021 223,387 |
2020 | |
| 103,116 |
There were no significant differences between the pricing of purchase transactions with related parties and that with other suppliers. The payment terms ranged from one to two months, which were similar to other suppliers.
- (iii) Service income and expenses
The Group provided and received warehouse, management, technologies and IT services to associates, joint ventures, and other related parties. The amounts recognized as revenue, other income and expenses were as follows:
| Associates ARLANXEO-TSRC (Nantong) Chemical Industries Co., Ltd. Joint ventures Indian Synthetic Rubber Private Limited Others joint ventures Other related parties Others related parties |
For the three months ended September 30 2021 2020 $ 37,707 36,924 18,710 9,967 2,036 693 (3,323) (4,328) $ 55,130 43,256 |
For the nine months ended September 30 2021 2020 111,381 106,383 51,267 27,816 4,555 2,095 (11,516) (12,116) 155,687 124,178 |
|---|---|---|
| 2021 $ 37,707 18,710 2,036 (3,323) $ 55,130 |
2021 111,381 51,267 4,555 (11,516) 155,687 |
- (iv) Lease Rent income
| Other related parties | For the three months ended September 30 2021 2020 $ 1,118 1,118 |
For the nine months ended September 30 |
For the nine months ended September 30 |
|---|---|---|---|
| 2021 $ 1,118 |
2021 3,354 |
2020 | |
| 3,360 |
The amount of rent is based on neighboring rent, and the rental is collected monthly from other related parties.
(Continued)
48
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(v) Receivables from related parties
The details of the Group's receivables from related parties were as follows:
| Account Other receivables Other receivables |
Type of related parties Associates ARLANXEO- TSRC (Nantong) Chemical Industries Co., Ltd. Joint ventures Indian Synthetic Rubber Private Limited Others |
September 30, 2021 $ 18,661 25,298 693 $ 44,652 |
December 31, 2020 September 30, 2020 22,154 21,320 17,183 14,876 235 232 39,572 36,428 |
|---|---|---|---|
(vi) Payables to related parties
The details of the Group's payables to related parties were as follows:
| Account Accounts payable Other payables |
Type of related parties Other related parties Other related parties |
September 30, 2021 $ 32,328 788 $ 33,116 |
December 31, 2020 - 1,226 1,226 |
September 30, 2020 |
|---|---|---|---|---|
| - 1,185 |
||||
| 1,185 |
(vii) Guarantees
The credit limits of the guarantees the Group provided on the bank loans of related parties were as follows:
| Associates ARLANXEO-TSRC (Nantong) Chemical Industries Co., Ltd. Joint ventures Indian Synthetic Rubber Private Limited |
September 30, 2021 $ 748,856 927,938 $ 1,676,794 |
December 31, 2020 1,577,416 949,316 2,526,732 |
September 30, 2020 |
|---|---|---|---|
| 768,996 969,896 |
|||
| 1,738,892 |
(Continued)
49
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
Accordingly, the amounts of the Group recognized provision liabilities and investments accounted for under the equity method were as follows:
| Associates ARLANXEO-TSRC (Nantong) Chemical Industries Co., Ltd. Joint ventures Indian Synthetic Rubber Private Limited |
September 30, 2021 $ 334 27,078 $ 27,412 |
December 31, 2020 733 31,086 31,819 |
September 30, 2020 |
|---|---|---|---|
| 1,695 32,950 |
|||
| 34,645 |
- (c) Key management personnel transactions
The compensation of the key management personnel comprised the following:
| Short-term employee benefits Post-employment benefits |
For the three months ended September 30 2021 2020 $ 29,915 29,907 282 341 $ 30,197 30,248 |
For the nine months ended September 30 |
For the nine months ended September 30 |
|---|---|---|---|
| 2021 $ 29,915 282 $ 30,197 |
2021 90,048 943 90,991 |
2020 | |
| 88,438 910 |
|||
| 89,348 |
(8) Pledged assets
The carrying values of pledged assets were as follows:
| Pledged assets Restricted savings deposits (recorded as other non-current assets) Machinery etc. (recorded as property, plant and equipment) |
Object Bank guarantee for electricity usage Guarantee for long- term borrowings |
September 30, 2021 $ 1,163 158,550 $ 159,713 |
December 31, 2020 1,173 269,284 270,457 |
September 30, 2020 |
|---|---|---|---|---|
| 1,194 283,309 |
||||
| 284,503 |
(Continued)
50
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(9) Commitments and contingencies
- (a) The unused letters of credit outstanding
| The Group's unused letters of credit outstanding |
September 30, 2021 $ 865,306 |
December 31, 2020 1,284,162 |
September 30, 2020 919,369 |
|---|---|---|---|
(b) Total amounts and the cumulative payments of group’ s signed construction and design contracts with several vendors as follows:
| Total amounts of construction in progress contracts Cumulative payments |
September 30, 2021 $ 552,749 $ 411,010 |
December 31, 2020 2,851,593 2,342,971 |
September 30, 2020 2,817,975 1,918,722 |
|---|---|---|---|
(10) Losses Due to Major Disasters: None.
(11) Subsequent Events: None.
(12) Other
(a) A summary of employee benefits, depreciation, and amortization, by function, is as follows:
| By function By nature |
Three months ended September 30, 2021 |
Three months ended September 30, 2021 |
Three months ended September 30, 2021 |
Three months ended September 30, 2020 |
Three months ended September 30, 2020 |
Three months ended September 30, 2020 |
|---|---|---|---|---|---|---|
| Operating costs |
Operating expenses |
Total | Operating costs |
Operating expenses |
Total | |
| Employee benefits | ||||||
| Salary | 206,113 | 199,195 | 405,308 | 187,003 | 153,861 | 340,864 |
| Labor and health insurance | 23,335 | 14,951 | 38,286 | 20,899 | 13,832 | 34,731 |
| Pension | 18,582 | 8,253 | 26,835 | 8,788 | 7,039 | 15,827 |
| Others (note 1) | 49,725 | 31,749 | 81,474 | 34,596 | 13,005 | 47,601 |
| Depreciation (note 2) | 232,978 | 33,391 | 266,369 | 190,057 | 49,230 | 239,287 |
| Amortization | 1,753 | 28,774 | 30,527 | 1,271 | 30,974 | 32,245 |
(Continued)
51
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| By function By nature |
Nine months ended September 30, 2021 |
Nine months ended September 30, 2021 |
Nine months ended September 30, 2021 |
Nine months ended September 30, 2020 |
Nine months ended September 30, 2020 |
Nine months ended September 30, 2020 |
|---|---|---|---|---|---|---|
| Operating costs |
Operating expenses |
Total | Operating costs |
Operating expenses |
Total | |
| Employee benefits | ||||||
| Salary | 701,272 | 557,342 | 1,258,614 | 607,338 | 485,050 | 1,092,388 |
| Labor and health insurance | 69,437 | 44,967 | 114,404 | 60,880 | 42,225 | 103,105 |
| Pension | 51,753 | 23,578 | 75,331 | 27,303 | 21,693 | 48,996 |
| Others (note 1) | 150,975 | 100,872 | 251,847 | 101,222 | 36,775 | 137,997 |
| Depreciation (note 2) | 699,228 | 112,810 | 812,038 | 594,946 | 143,010 | 737,956 |
| Amortization | 4,810 | 86,755 | 91,565 | 3,852 | 103,401 | 107,253 |
Note 1: Other personnel expenses included meals, employee welfare, training expenses and employees' bonus.
Note 2: Depreciation expenses for investment property recognized under other income and expenses amounting to $3,682 thousand, $3,681 thousand, $11,044 thousand and $11,044 thousand for the three months and nine months ended September 30, 2021 and 2020 were excluded.
- (b) Seasonality or cyclicality of interim operations
The Group's operations were not affected by seasonality or cyclicality factors.
(Continued)
52
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(13) Other disclosures
- (a) Information on significant transactions:
The following is the information on significant transactions required by the "Regulations Governing the Preparation of Financial Reports by Securities Issuers" for the Group for the nine months ended September 30, 2021:
(i) Loans to other parties:
| Loans to other parties: | Loans to other parties: | Loans to other parties: | Loans to other parties: | Loans to other parties: | Loans to other parties: | Loans to other parties: | Loans to other parties: | Loans to other parties: | Loans to other parties: | Loans to other parties: | Loans to other parties: | Loans to other parties: | ||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Unit: thousand NTD | ||||||||||||||||
| No. | Name of lender |
Name of borrower |
Financial statement account |
Related party |
Highest balance of financing to other parties during the year |
Ending balance |
Amount actually drawn |
Range of interest rates |
Purposes of fund financing for the borrowers |
Transaction amount for business between two parties |
Reasons for short-term financing |
Allowance for bad debt |
Collateral | Financing limit for each borrowing company (Note 1) |
Maximum financing limit for the lender (Note 2) |
|
| Item | Value | |||||||||||||||
| 1 |
TSRC (Shanghai) Industries Ltd. |
TSRC (Nantong) Industries Ltd. |
Loan | Yes | 231,631 | 228,313 | 228,313 | 3.698% | 2 | - |
Operating capital |
- | - | 295,155 | 590,310 | |
| 2 |
Polybus Corporation Pte Ltd |
TSRC | Account receivable- related parties |
Yes | 684,744 | 668,784 | 83,598 | 0.288% | 2 | - |
Operating capital |
- | - | 4,385,821 | 8,771,642 | |
| 3 |
TSRC (Hong Kong) Limited |
TSRC | Account receivable- related parties |
Yes | 171,186 | 167,196 | 55,732 | 0.284% | 2 | - |
Operating capital |
- | - | 1,821,699 | 3,643,397 | |
| 4 |
TSRC Specialty Materials LLC |
TSRC (USA) Investment Corporation |
Account receivable- related parties |
Yes | 427,965 | 417,990 | 208,995 | 0.12%~0.19% | 2 | - |
Operating capital |
- | - | 1,155,547 | 2,311,094 |
Note 1: The loan limit extended per party should not be over 10% of total equity. However, if the counterparty is a subsidiary 100% owned, directly or indirectly by TSRC, the loan limit extended per party should not be over 50% of the total equity of the most recent financial statements audited or reviewed by a CPA.
Note 2: The maximum loan extended to all parties should not be over 40% of total equity. However, if the counterparty is a subsidiary 100.00% owned, directly or indirectly by TSRC, the total loan limit should not be over 100% of total equity of the most recent financial statements audited or reviewed by a CPA .
Note 3:. The fund of loan and the loan to the other party are 100.00% owned by TSRC.
Note 4: Credit period: The financing period should not be over one year. Note 5: Loans to other parties numbering is as follows:
-
(1) if it's ordinary business relationship, the number is "1".
-
(2) if it needs short-term financial funds, the number is "2".
Note 6: The transactions within the Group were eliminated in the consolidated financial statements.
(ii) Guarantees and endorsements for other parties:
| Unit: thousand NTD | Unit: thousand NTD | Unit: thousand NTD | Unit: thousand NTD | Unit: thousand NTD | Unit: thousand NTD | Unit: thousand NTD | Unit: thousand NTD | Unit: thousand NTD | Unit: thousand NTD | Unit: thousand NTD | Unit: thousand NTD | ||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| No. | Name of company |
Counter-party of guarantee and endorsement |
Limitation on amount of guarantees and endorsements for one party |
Highest balance for guarantees and endorsements during the year |
Ending balance of guarantees and endorsements |
Amount actually drawn |
Property pledged on guarantees and endorsements (Amount) |
Ratio of accumulated amounts of guarantees and endorsements to net worth of the latest financial statements |
Maximum allowable amount for guarantees and endorsements |
Parent company endorsement / guarantees to third parties on behalf of subsidiary |
Subsidiary endorsement / guarantees to third parties on behalf of parent company |
Endorsements/ guarantees to third parties on behalf of company in Mainland China |
|
| Name | Relationship with the company |
||||||||||||
| 0 | TSRC | TSRC (USA) Investment Corporation |
4 | (Note 2) | 835,980 | 835,980 | 136,543 | - | % 4.84 |
(Note 3) | Y | ||
| 0 | TSRC | ARLANXEO- TSRC (Nantong) Chemical Industries Co., Ltd. |
6 | (Note 2) | 1,561,828 | 748,856 | 5,118 | - | % 4.33 |
(Note 3) | Y | ||
| 0 | TSRC | Indian Synthetic Rubber Private Limited |
6 | (Note 2) | 950,082 | 927,938 | 494,622 | - | % 5.37 |
(Note 3) | |||
| 0 | TSRC | TSRC (Vietnam) Co., Ltd. |
4 | (Note 2) | 504,999 | 493,229 | 420,777 | - | % 2.86 |
(Note 3) | Y | ||
| 0 | TSRC | TSRC Specialty Materials LLC |
4 | (Note 2) | 285,310 | 278,660 | 132,949 | - | % 1.61 |
(Note 3) | Y |
-
Note 1: The guarantee's relationship with the guarantor is as follows:
-
(1) A company with which it does business.
-
(2) A company in which the public company directly and indirectly holds more than 50 percent of the voting shares.
-
(3) A company that directly and indirectly holds more than 50 percent of the voting shares in the public company.
-
(4) A company in which the public company holds, directly or indirectly, 90% or more of the voting shares.
-
(5) A company that fulfills its contractual obligations by providing mutual endorsements/guarantees for another company in the same industry or for joint builders for purposes of undertaking a construction project.
-
(6) A company that all capital contributing shareholders make endorsements/ guarantees for their jointly invested company in proportion to their shareholding percentages.
-
(7) Companies in the same industry provide among themselves joint and several securities for a performance guarantee of a sales contract for pre-construction homes pursuant to the Consumer Protection Act for each other.
-
Note 2: The guaranteed amount by the Company is limited to 60% of total equity amounting to $10,364,974 thousand.
Note 3: The aggregate amount of guarantee by the Company is limited to 1.5 times its stockholders' equity, amounting to $25,912,434 thousand.
(Continued)
53
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
- (iii) Securities held as of September 30, 2021 (excluding investment in subsidiaries, associates and joint ventures):
Unit: thousand NTD
| Name of holder | Nature and name of security |
Relationship with the security issuer |
Account name | Ending balance | Ending balance | Remarks | ||
|---|---|---|---|---|---|---|---|---|
| Number of shares |
Book value | Holding percentage |
Market value |
|||||
| TSRC TSRC TSRC Dymas Corporation |
Evergreen Steel Corporation Thai Synthetic Rubbers Co., Ltd. Hsin-Yung Enterprise Corporation Thai Synthetic Rubbers Co., Ltd. |
- - - - |
Financial assets at fair value through other comprehensive income-non- current Financial assets at fair value through other comprehensive income-non- current Financial assets at fair value through other comprehensive income-non- current Financial assets at fair value through other comprehensive income-non- current |
12,148,000 599,999 5,657,000 837,552 |
609,830 138,966 351,469 193,985 1,294,250 |
2.89 % 5.42 % 3.90 % 7.57 % |
609,830 138,966 351,469 193,985 |
|
| 1,294,250 |
-
(iv) Individual securities acquired or disposed of with accumulated amount exceeding the lower of NT$300 million or 20% of the capital stock: None.
-
(v) Acquisition of individual real estate with amount exceeding the lower of NT$300 million or 20% of the capital stock: None.
-
(vi) Disposal of individual real estate with amount exceeding the lower of NT$300 million or 20% of the capital stock:
| Disposal of individual real estate with amount exceeding the lower of NT$300 million or 20% of the capital stock: | Disposal of individual real estate with amount exceeding the lower of NT$300 million or 20% of the capital stock: | Disposal of individual real estate with amount exceeding the lower of NT$300 million or 20% of the capital stock: | Disposal of individual real estate with amount exceeding the lower of NT$300 million or 20% of the capital stock: | Disposal of individual real estate with amount exceeding the lower of NT$300 million or 20% of the capital stock: | Disposal of individual real estate with amount exceeding the lower of NT$300 million or 20% of the capital stock: | Disposal of individual real estate with amount exceeding the lower of NT$300 million or 20% of the capital stock: | Disposal of individual real estate with amount exceeding the lower of NT$300 million or 20% of the capital stock: | Disposal of individual real estate with amount exceeding the lower of NT$300 million or 20% of the capital stock: | Disposal of individual real estate with amount exceeding the lower of NT$300 million or 20% of the capital stock: | Disposal of individual real estate with amount exceeding the lower of NT$300 million or 20% of the capital stock: | Disposal of individual real estate with amount exceeding the lower of NT$300 million or 20% of the capital stock: | Disposal of individual real estate with amount exceeding the lower of NT$300 million or 20% of the capital stock: |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Unit: thousand NTD | ||||||||||||
| Name of company |
Type of property |
Transaction date |
Acquisition date |
Book value |
Transaction amount |
Amount actually receivable |
Gain from disposal |
Counter- party |
Nature of relationship |
Purpose of disposal |
Price reference |
Other terms |
| TSRC | Kaohiung City, Renwu district's land and property |
2021.03.11 | 1999.07.29 | 201,665 | 1,220,000 | According to the signing contract of the sale and purchase of real estate |
909,118 | CHEN TA HSIUNG DEVELOPME NT CO., LTD. |
Non-related parties |
activates its assets |
Appraisal of real estate report |
None |
- (vii) Related-party transactions for purchases and sales with amounts exceeding the lower of NT$300 million or 20% of the capital stock:
Unit: thousand NTD
| Name of company |
Counter-party | Relationship | Transaction details | Transaction details | Transaction details | Transaction details | Status and reason for deviation from arm's- length transaction |
Status and reason for deviation from arm's- length transaction |
Account / note receivable (payable) | Account / note receivable (payable) | Remarks |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchase / Sale |
Amount | Percentage of total purchases / sales |
Credit period |
Unit price | Credit period | Balance | Percentage of total accounts / notes receivable (payable) |
||||
| TSRC (Lux.) Corporation S.A R.L TSRC Shen Hua Chemical Industries Co., Ltd. TSRC Specialty Materials LLC TSRC Polybus Corporation Pte Ltd TSRC (Nantong) Industries Ltd. Polybus Corporation Pte Ltd Shen Hua Chemical Industries Co., Ltd. TSRC (Lux.) Corporation S.A R.L |
TSRC TSRC (Lux.) Corporation S.A R.L Marubeni Corporation TSRC TSRC Specialty Materials LLC TSRC (Nantong) Industries Ltd. Polybus Corporation Pte Ltd Shen Hua Chemical Industries Co., Ltd. Polybus Corporation Pte Ltd TSRC Specialty Materials LLC |
Parent and subsidiary companies Parent and subsidiary companies A director of Shen Hua Chemical Industries Co., Ltd. Parent and subsidiary companies Parent and subsidiary companies Related parties Related parties Related parties Related parties Related parties |
Purchase Sale Purchase Purchase Sale Purchase Sale Purchase Sale Purchase |
194,511 (194,511) 150,416 200,448 (200,448) 195,879 (195,879) 260,148 (260,148) 494,226 |
10.67 % (2.44) % 3.25 % 10.22 % (2.51) % 40.32 % (4.54) % 53.55 % (4.14) % 27.11 % |
70 days 70 days 14 days 70 days 70 days 40 days 40 days 40 days 40 days 90 days |
- - - - - - - - - - |
(3,948) 3,948 (19,735) (24,248) 24,248 (25,967) 25,967 (37,749) 37,749 (106,376) |
% (1.07) % 0.33 % (7.65) % (10.03) % 2.03 % (35.18) % 3.88 % (51.15) % 2.80 % (28.80) |
(Continued)
54
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| Name of company |
Counter-party | Relationship | Transaction details | Transaction details | Transaction details | Transaction details | Status and reason for deviation from arm's- length transaction |
Status and reason for deviation from arm's- length transaction |
Account / note receivable (payable) | Account / note receivable (payable) | Remarks |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchase / Sale |
Amount | Percentage of total purchases / sales |
Credit period |
Unit price | Credit period | Balance |
Percentage of total accounts / notes receivable (payable) |
||||
| TSRC Specialty Materials LLC TSRC (Lux.) Corporation S.A R.L TSRC (Nantong) Industries Ltd. |
TSRC (Lux.) Corporation S.A R.L TSRC (Nantong) Industries Ltd. TSRC (Lux.) Corporation S.A R.L |
Related parties Related parties Related parties |
Sale Purchase Sale |
(494,226) 1,150,642 (1,150,642) |
(15.16) % 63.12 % (26.67) % |
90 days 70 days 70 days |
- - - |
106,376 (264,148) 264,148 |
% 18.18 % (71.50) % 39.49 |
Note 1: The transactions within the Group were eliminated in the consolidated financial statements.
(viii) Receivables from related parties with amounts exceeding the lower of NT$100 million or 20% of the capital stock:
Unit: thousand NTD
| Name of related party |
Counter-party | Relationship | Balance of receivables from related party |
Turnover rate |
Overdue amount | Overdue amount | Amounts received in subsequent period (Note 2) |
Allowances for bad debts |
|---|---|---|---|---|---|---|---|---|
| Amount | Action taken | |||||||
| TSRC (Nantong) Industries Ltd. |
TSRC (Lux.) Corporation S.A R.L |
Related parties | 264,148 | 8.57 | - | 93,210 | - | |
| TSRC Specialty Materials LLC |
TSRC (USA) Investment Corporation |
Related parties | 208,995 | - | - | - | - | |
| TSRC Specialty Materials LLC |
TSRC (Lux.) Corporation S.A R.L |
Related parties | 106,376 | 8.51 | - | - | - | |
| TSRC (Shanghai) Industries Ltd. |
TSRC (Nantong) Industries Ltd. |
Related parties | 228,313 | - | - | - | - |
Note 1: Transactions within the Group were eliminated in the consolidated financial statements. Note 2: Until November 4, 2021.
(ix) Trading in derivative instruments: Please refer to note 6(b).
- (x) Business relationships and significant intercompany transactions:
Unit: thousand NTD
| No. | Name of company | Name of counter- party |
Existing relationship with the counter- party |
Transaction details | Transaction details | Transaction details | Transaction details |
|---|---|---|---|---|---|---|---|
| Account name | Amount | Trading terms | Percentage of the total consolidated revenue or total assets |
||||
| 0 0 0 0 0 0 1 1 |
TSRC TSRC TSRC TSRC TSRC TSRC TSRC (Nantong) Industries Ltd. TSRC (Nantong) Industries Ltd. |
TSRC (Nantong) Industries Ltd. TSRC (Nantong) Industries Ltd. TSRC (Lux.) Corporation S.A R.L Polybus Corporation Pte Ltd TSRC Specialty Materials LLC TSRC (Nantong) Industries Ltd. TSRC (Shanghai) Industries Ltd. Polybus Corporation Pte Ltd |
1 1 1 1 1 1 3 3 |
Sales revenue Other income and expenses Sales revenue Sales revenue Sales revenue Other income and expenses Sales revenue Sales revenue |
70,709 52,148 194,511 29,833 200,448 46,509 36,787 195,879 |
The transaction is not significantly different from normal transactions, and the collection terms were about two months 〃 〃 〃 〃 The transaction is not significantly different from normal transactions, and the collection terms were about six months The transaction is not significantly different from normal transactions, and the collection terms were about two months 〃 |
0.29 % 0.21 % 0.80 % 0.12 % 0.82 % 0.19 % 0.15 % 0.80 % |
(Continued)
55
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
==> picture [453 x 457] intentionally omitted <==
----- Start of picture text -----
Existing Transaction details
No. Name of company Name of counter- relationship Percentage of the
party with the Account name Amount Trading terms total consolidated
counter- revenue or total
party assets
1 TSRC (Nantong) TSRC (Lux.) 3 Sales revenue 1,150,642 The transaction is not 4.71 %
Industries Ltd. Corporation S.A R.L significantly different
from normal transactions,
and the collection terms
were about two months
1 TSRC (Nantong) TSRC (Lux.) 3 Accounts receivable 264,148 〃 0.83 %
Industries Ltd. Corporation S.A R.L
1 TSRC (Nantong) TSRC-UBE (Nantong) 3 Other income and 182,632 〃 0.75 %
Industries Ltd. Industries Ltd. expenses
1 TSRC (Nantong) TSRC Specialty 3 Sales revenue 29,550 〃 0.12 %
Industries Ltd. Materials LLC
2 TSRC Specialty TSRC (Lux.) 3 Sales revenue 494,226 The transaction is not 2.02 %
Materials LLC Corporation S.A R.L significantly different
from normal transactions,
and the collection terms
were about three months
2 TSRC Specialty TSRC (Lux.) 3 Accounts receivable 106,376 〃 0.33 %
Materials LLC Corporation S.A R.L
3 Shen Hua Chemical Polybus Corporation 3 Sales revenue 260,148 The transaction is not 1.07 %
Industries Co., Ltd. Pte Ltd significantly different
from normal transactions,
and the collection terms
were about two months
3 Shen Hua Chemical Polybus Corporation 3 Accounts receivable 37,749 〃 0.12 %
Industries Co., Ltd. Pte Ltd
3 Shen Hua Chemical TSRC-UBE (Nantong) 3 Sales revenue 24,894 〃 0.10 %
Industries Co., Ltd. Industries Ltd.
3 TSRC (Lux.) TSRC 2 Other income and 35,238 The transaction is not 0.14 %
Corporation S.A R.L expenses significantly different
from normal transactions,
and the collection terms
were about six months
4 TSRC (Shanghai) TSRC (Nantong) 3 Sales revenue 26,503 The transaction is not 0.11 %
Industries Ltd. Industries Ltd. significantly different
from normal transactions,
and the collection terms
were about two months
4 TSRC (Shanghai) TSRC (Nantong) 3 Entrusted loans 228,313 One year based on the 0.72 %
Industries Ltd. Industries Ltd. contract of entrusted loans
0 TSRC TSRC(Hong Kong) 1 Accounts payable- 55,732 One year base on contract 0.17 %
Limited related parties of loan
0 TSRC Polybus Corporation 1 Accounts payable- 83,598 〃 0.26 %
Pte Ltd related parties
2 TSRC Specialty TSRC(USA) 3 Accounts receivable- 208,995 〃 0.66 %
Materials LLC Investment Corporation related parties
----- End of picture text -----
==> picture [132 x 29] intentionally omitted <==
----- Start of picture text -----
Note 1: Company numbering is as follows:
(1) Parent company - 0.
(2) Subsidiary starts from 1.
----- End of picture text -----
Note 2: The number of the relationship with the transaction counterparty represents the following: (1) 1 represents downstream transactions.
==> picture [118 x 8] intentionally omitted <==
----- Start of picture text -----
(2) 2 represents upstream transactions.
----- End of picture text -----
- (3) 3 represents midstream transactions.
Note 3: For balance sheet items, over 0.1% of total consolidated assets, and for profit or loss items, over 0.1% of total consolidated revenue were selected for disclosure.
Note 4: The transactions within the Group were eliminated in the consolidated financial statements.
(Continued)
56
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(b) Information on investees:
The following is the information on investees for the nine months ended September 30, 2021 (excluding information on investees in Mainland China):
| in Mainland China): | in Mainland China): | in Mainland China): | in Mainland China): | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Unit: thousand NTD/thousand USD/thousand EUR | |||||||||||
| Name of investor |
Name of investee |
Address | Scope of business | Original cost | Ending balance | Net income (losses) of investee |
Investment income (losses) |
Remarks | |||
| September 30, 2021 |
December 31, 2020 |
Shares | Percentage of ownership |
Book value | |||||||
| TSRC TSRC TSRC TSRC Trimurti Holding Corporation Trimurti Holding Corporation Trimurti Holding Corporation TSRC (Hong Kong) Limited TSRC (Lux.) Corporation S.A R.L TSRC (USA) Investment Corporation Hardison International Corporation Hardison International Corporation Dymas Corporation |
Trimurti Holding Corporation Hardison International Corporation Dymas Corporation TSRC (Vietnam) Co., Ltd. Polybus Corporation Pte Ltd TSRC (Hong Kong) Limited Indian Synthetic Rubber Private Limited TSRC (Lux.) Corporation S.A R.L TSRC (USA) Investment Corporation TSRC Specialty Materials LLC Triton International Holdings Corporation Dymas Corporation Asia Pacific Energy Development Co., Ltd. |
Palm Grove House, P.O. BOX 438, Road Town, Tortola, B.V.I. Palm Grove House, P.O. BOX 438, Road Town, Tortola, B.V.I. Palm Grove House, P.O. BOX 438, Road Town, Tortola, B.V.I. 8 VSIP II-A Street 31, Vietnam Singapore Industrial Park II-A, Tan Uyen Town, Binh Duong Province, Vietnam 100 Peck Seah Strect #09-16 Singapore 079333 15/F Boc Group Life Assurance Tower 136 Dses Voeus Road Central Room No.702, Indian Oil Bhawan, 1 Sri Aurobindo Marg, Yusuf Sarai, New Delhi 110016, India 39-43 avenue de la Liberte L-1931 Luxembourg 2711 Centerville Road, Suite 400, County of New Castle, Wilmington, Delaware, USA 12012 Wickchester Lane, Suite 280, Houston, TX, USA Palm Grove House, P.O. BOX 438, Road Town, Tortola, B.V.I. Palm Grove House, P.O. BOX 438, Road Town, Tortola, B.V.I. Cayman Islands |
Investment corporation Investment corporation Investment corporation Production and processing of rubber color masterbatch, thermoplastic elastomer and plastic compound products International commerce and investment corporation Investment corporation Production and sale of synthetic rubber products International commerce and investment corporation Investment corporation Production and sale of TPE Investment corporation Investment corporation Consulting for electric power facilities management and electrical system design |
1,005,495 109,442 38,376 278,280 1,814,104 (USD65,101) 2,893,884 (USD103,850) 821,295 (USD29,473) 2,421,171 (EUR74,870) 2,676,529 (USD96,050) 6,091,981 (USD218,617) 1,393 (USD50) 133,729 (USD4,799) 314,468 (USD11,285) |
1,005,495 109,442 38,376 278,280 1,814,104 (USD65,101) 2,169,368 (USD77,850) 821,295 (USD29,473) 2,421,171 (EUR74,870) 2,676,529 (USD96,050) 6,091,981 (USD218,617) 1,393 (USD50) 133,729 (USD4,799) 314,468 (USD11,285) |
86,920,000 3,896,305 1,161,004 - 105,830,000 103,850,000 222,861,375 74,869,617 130 - 50,000 4,798,566 7,522,337 |
% 100.00 % 100.00 % 19.48 % 100.00 % 100.00 % 100.00 % 50.00 % 100.00 % 100.00 % 100.00 % 100.00 % 80.52 % 37.78 |
14,470,760 634,635 134,072 177,240 8,771,642 3,643,397 1,164,791 2,902,374 2,749,395 2,311,094 57,231 575,496 343,605 |
1,944,718 23,772 30,587 (16,057) 988,912 319,687 1,290,945 255,532 132,385 254,350 (789) 30,587 62,190 |
1,944,718 23,772 5,958 (16,057) 988,912 319,687 645,472 255,532 132,385 254,350 (789) 24,629 23,495 |
Subsidiary Subsidiary Subsidiary (note 2) Subsidiary Indirectly owned subsidiary Indirectly owned subsidiary - Indirectly owned subsidiary Indirectly owned subsidiary Indirectly owned subsidiary Indirectly owned subsidiary Indirectly owned subsidiary - |
Note 1: Amounts in foreign currencies were translated based on the exchange rate at the reporting date (USD1 to NTD27.866; EUR1 to NTD32.3385).
Note 2: TSRC directly owns 19.48% of Dymas's equity and indirectly owns 80.52% via Hardison International Corporation, total directly and indirectly owns of equity are 100%. Note 3: Transactions within the Group were eliminated in the consolidated financial statements.
(c) Information on investment in Mainland China:
(i) The names, main businesses and products, and other information of investees in Mainland China:
| Unit: thousand NTD/thousand USD | Unit: thousand NTD/thousand USD | Unit: thousand NTD/thousand USD | Unit: thousand NTD/thousand USD | Unit: thousand NTD/thousand USD | Unit: thousand NTD/thousand USD | Unit: thousand NTD/thousand USD | Unit: thousand NTD/thousand USD | |||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name of investee in Mainland China |
Scope of business | Issued capital | Method of investment (Note 1) |
Cumulative investment (amount) from Taiwan as of January 1, 2021 |
Investment flow during current period |
Cumulative investment (amount) from Taiwan as of September 30, 2021 |
Net income (losses) of investee |
Direct / indirect investment holding percentage |
Investment income (losses) |
Book value |
Accumulated remittance of earnings in current period |
|
| Remittance amount |
Repatriation amount |
|||||||||||
| Shen Hua Chemical Industries Co., Ltd. | Production and sale of synthetic rubber products |
1,148,637 (USD41,220) |
(2)a. | - | - | - | - | 813,361 | 65.44 % |
532,263 | 2,229,024 | 4,786,340 |
| Changzhou Asia Pacific Co-generation Co., Ltd. |
Power generation and sale of electricity and steam |
643,705 (USD23,100) |
(2)c. | 106,783 (USD3,832) |
- | - | 106,783 (USD3,832) |
143,993 | 28.34 % |
40,808 | 366,983 | 358,308 |
| TSRC (Shanghai) Industries Ltd. | Production and sale of compounding materials |
153,263 (USD5,500) |
(2)b. | 109,235 (USD3,920) |
- | - | 109,235 (USD3,920) |
70,753 | 100.00 % | 70,753 | 650,615 | - |
| Nantong Qix Storage Co., Ltd. | Storehouse for chemicals | 83,598 (USD3,000) |
(2)d. | 41,799 (USD1,500) |
- | - | 41,799 (USD1,500 |
(1,485) | 50.00 % |
(742) | 56,912 | 74,060 |
| TSRC-UBE (Nantong) Chemical Industrial Co., Ltd. |
Production and sale of synthetic rubber products |
1,114,640 (USD40,000) |
(2)a. | 27,866 (USD1,000) |
- | - | 27,866 (USD1,000) |
289,736 | 55.00 % |
159,355 | 966,255 | - |
| TSRC (Nantong) Industries Ltd. | Production and sale of TPE | 2,929,413 (USD105,125) |
(2)a. | 185,253 (USD6,648) |
- | - | 185,253 (USD6,648) |
222,923 | 100.00 % | 222,923 | 4,213,073 | 440,864 |
| ARLANXEO-TSRC (Nantong) Chemical Industries Co., Ltd. |
Production and sale of NBR | 1,248,397 (USD44,800) |
(2)a. | - | - | - | - | 227,922 | 50.00 % |
113,961 | 430,561 | - |
-
Note 1: The method of investment is divided into the following four categories:
-
(1) Remittance from third-region companies to invest in Mainland China.
-
(2) Through the establishment of third-region companies then investing in Mainland China.
-
a. Through the establishment of Polybus Corporation Pte Ltd then investing in Mainland China.
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b. Through the establishment of TSRC (Hong Kong) Limited then investing in Mainland China.
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c. Through the establishment of Asia Pacific Energy Development Co., Ltd. then investing in Mainland China.
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d. Through the establishment of Triton International Holdings Corporation then investing in Mainland China.
-
-
(3) Through transferring the investment to third-region existing companies then investing in Mainland China.
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(4) Other methods: EX: delegated investments.
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Note 2: Amounts in foreign currencies were translated based on the exchange rate at the reporting date (USD1 to NTD27.866).
-
Note 3: The transactions within the Group were eliminated in the consolidated financial statements.
(Continued)
57
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
- (ii) Limitation on investment in Mainland China:
| Unit: thousand NTD/thousand USD | Unit: thousand NTD/thousand USD | Unit: thousand NTD/thousand USD | Unit: thousand NTD/thousand USD |
|---|---|---|---|
| Company name |
Accumulated investment amount in Mainland China as of September 30, 2021 |
Investment (amount) approved by Investment Commission, Ministry of Economic Affairs |
Maximum investment amount set by Investment Commission, Ministry of Economic Affairs |
| TSRC | 470,935 (USD16,900) |
5,220,277 (USD187,335) (Note 2) |
- (Note 1) |
Note 1: In accordance with the "Regulations on Permission for Investment or Technical Cooperation in Mainland China" and the "Principles for Examination of Applications for Investment or Technical Cooperation in Mainland China" amended and ratified by the Executive Yuan on August 22, 2008, the Company met the criteria for operational headquarters under the Statute for Industrial Innovation and obtained approval from the Industrial Development Bureau, Ministry of Economic Affairs, on August 18, 2021. As it has an operational headquarters status, the Company is not subject to the limitation as to the amount of investment in Mainland China during the period from August 12, 2021 to August 11, 2024.
-
Note 2: This amount includes capital increase out of earnings, approved by the Investment Commission, MOEA.
-
Note 3: Amounts in foreign currencies were translated based on the exchange rate at the reporting date (USD1 to NTD27.866).
-
(iii) Significant transactions:
Related information is provided in note 13(a)x.
- (d) Major shareholders:
| Shareholding Shareholder’s Name |
Shares | Percentage |
|---|---|---|
| Panama Banco industrial company | 69,524,417 | % 8.41 |
| Han-De Construction Co.,Ltd. | 63,093,108 | % 7.64 |
| Wei Dah Development Co., Ltd. | 53,708,923 | % 6.50 |
(Continued)
58
TSRC CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(14) Segment information
The Group's operating segment information and reconciliation were as follows:
| Three months ended September 30, 2021 Revenue: Revenue from external customers Income from operations Three months ended September 30, 2020 Revenue: Revenue from external customers Income from operations Nine months ended September 30, 2021 Revenue: Revenue from external customers Income from operations Nine months ended September 30, 2020 Revenue: Revenue from external customers Income from operations |
Synthetic rubber $ 7,434,461 $ 676,402 $ 5,396,398 $ (209,607) $ 23,532,895 $ 3,608,102 $ 17,046,453 $ 26,202 |
Non-synthetic rubber 238,401 (10,877) 210,962 29,390 877,493 52,655 590,092 (4,632) |
Others - 1,031,925 - 38,831 - 1,025,936 - 69,069 |
Total 7,672,862 1,697,450 5,607,360 (141,386) 24,410,388 4,686,693 17,636,545 90,639 |
|---|---|---|---|---|
As the information on segment assets and liabilities was not provided to the chief operating decision maker, the information on segment assets and liabilities is not disclosed.